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HomeMy WebLinkAbout1253 Approving Specifications for Public Infrastructure for Yanfeng USA & Escrow Agreement BILL NO. 2013 -078 ORDINANCE NO. P. S3 AN ORDINANCE AUTHORIZING AND APPROVING THE SPECIFICATIONS FOR THE CONSTRUCTION OF CERTAIN PUBLIC INFRASTRUCTURE RELATED TO WHAT IS KNOWN AS THE YANFENG USA AUTOMOTIVE PROJECT AND FURTHER AUTHORIZING AND APPROVING AN ESCROW AGREEMENT RELATED THERETO WHEREAS, the City has been working to provide for the efficient and orderly construction, operation and management of retail /commercial /industrial developments in the City of Riverside to further its objectives of industrial and economic development of the City for the benefit of the citizens of the City; and WHEREAS, there is a new manufacturing facility under construction, located in the western section of the area known as Riverside Horizons ( "Horizons West "), which is over 250,000 square feet, with an anticipated total capital investment of over $40 million within the next two years and the creation of over 250 full -time permanent jobs and which will be occupied by Yanfeng USA Automotive Trim Systems, Inc., a Michigan corporation, (the "Project "); and WHEREAS, certain infrastructure is being constructed to serve this Project, as well as other future projects, to be located adjacent to the proposed site of the current opportunity; and WHEREAS, the initial infrastructure project specifications that require Board approval for what will be known as the 41s Street West and Helena Road Project has previously been approved by the City by and through Ordinance 1204; and WHEREAS, the need for construction of additional public infrastructure related to serve this Project has been identified; and WHEREAS, the specifications for such additional public infrastructure are attached hereto as Exhibit A and incorporated herein; and WHEREAS, the cost of the additional public infrastructure to the City shall not exceed Seven Hundred Thousand Dollars ($700,000.00); and WHEREAS, Yanfeng USA Automotive Trim Systems, Inc. has agreed to pay for any expenses related to the additional public infrastructure that exceed Seven Hundred Thousand Dollars ($700,000.00) and to execute and Escrow Agreement ( "Escrow Agreement ") with the City to set forth the terms of that agreement; and WHEREAS, the additional public infrastructure fulfills a public purpose and will further the growth of the City, facilitate the development of the entire Horizons site, improve the environment of the City, foster increased economic activity within the City, increase employment opportunities within the City, and otherwise be in the best interests of the City by furthering the health, safety and welfare of its residents and taxpayers; and WHEREAS, it is in the best interest of the City, in order to further the objectives of the industrial and economic development of the City, for the Board to approve the Escrow Agreement and the specifications for additional public infrastructure, and authorize the City WA 4550912.2 Administrator to seek competitive bids pursuant to the City Code, including, but not limited to, Chapter 135. NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI AS FOLLOWS: SECTION 1. BEST INTEREST OF THE CITY. It is in the best interest of the City, in order to further the objectives of industrial and economic development of the City, to approve the attached specifications for public infrastructure, attached hereto as Exhibit A and incorporated herein, and further authorize the City Administrator to seek competitive bids pursuant to the City Code, including but not limited to Chapter 135, and for the City to enter into an Escrow Agreement with Yanfeng USA Automotive Trim Systems, Inc. related to the funding of said infrastructure construction in substantially the form attached hereto and incorporated herein as Exhibit B, and the foregoing are hereby approved. SECTION 2. AUTHORITY GRANTED. The City is hereby authorized to execute and deliver the Escrow Agreement with such changes therein as are approved by the Mayor, the City Administrator, Special Counsel to the City and other appropriate City officials, such officials' signatures thereon being conclusive evidence of their approval thereof. The City shall, and the officials, agents and employees of the City are hereby authorized to, take such further action, and execute such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Ordinance, specifically including any such actions to be taken by the City which are necessary or appropriate to accommodate the construction of the Infrastructure as set forth herein. SECTION 3. EFFECTIVE DATE. This Ordinance shall be in full force and effect from and after its passage and approval. BE IT REMEMBERED that the above was read two times by heading only, PASSED AND APPROVED by a majority of the Board of Aldermen and APPROVED by the Mayor of the City of Riverside, Missouri, this 1st day of October, 2013. W tridee/gil i E9-0-0 Kathleen L. Rose, Mayor sett_ • . �Le Robin'Littrell, Cit Clerk • Approved as to form: Spencer • - , e Britt & Browne LLP, Specia o sel to the City by Joe : -dnar 2 WA 4550912.2 EXHIBIT A INFRASTRUCTURE SPECIFICATIONS 3 WA 4550912.2 DIVISION 1 - GENERAL REQUIREMENTS 01015 CONTRACTOR USE OF PREMISES 1. The Contractor shall confine all construction activities to the limits of the project right - of -way and easements. Any additional easements and access to private property that are desired outside the project limits are the responsibility of the Contractor. 2. If the Contractor desires access to private property that is outside the project limits, the Contractor shall obtain a written agreement between the Property Owner and the Contractor and submit this written agreement to both the City and the Engineer prior to accessing the private property. 01030 SPECIAL CONDITIONS 1. Examination of the Site: Bidders are required to visit the site and inform themselves of all conditions presently existing. Failure to visit the site will in no way relieve the successful bidder from the necessity of furnishing all materials and performing all work required to complete the work in accordance with the drawings and specifications. 2. Measurements: All dimensions shown shall be verified by the Contractor. Any discrepancies between the drawings and the existing conditions shall be referred to the Engineer for adjustment, before the work is performed. For convenience, most drawings are made to scale; however, certain parts of drawings are exaggerated for clarity, so construction must be done only from figured dimensions; never scale the drawings. 3. Protection of Monuments: The Contractor must carefully preserve bench marks, references or stakes and in case of willful or careless destruction, he shall be charged with the resulting expense and shall be responsible for any mistakes that may be caused by their unnecessary loss or disturbance. 4. Responsibility of Contractor for Backfill Settlement: The Contractor shall be responsible, financially and otherwise, for: a. Any and all settlement of trench and other backfill which may occur from the time of original backfilling until the expiration of a period of one year from and after the date of final acceptance of the entire contract under which the backfilling work was performed. b. The refilling and repair of all backfill settlement and the repair or replacement to the original or a better condition of all pavement, top surfacing's, driveways, walks, surface structures, utilities, drainage facilities, sod and shrubbery, which have been damaged as a result of said backfill settlement or which have been removed or destroyed in connection with backfill replacement operations. c. The Contractor shall make, or cause to be made, all necessary backfill replacements and repairs or replacements appurtenant thereto, within 30 days from and after due notification by the Engineer or Owner of backfill settlement and resulting damage at any designated location or locations. 5. Breakage and Damage: The Contractor shall be responsible for any breakage, damage or other injury to existing or new facilities caused directly or indirectly by his operations and he shall replace, at his own expense, in a manner approved by the Engineer any such broken or damaged material. 6. Delivery of Materials: The delivery of all materials, equipment, and miscellaneous items entering into the construction of the work is a part of this contract, including freight and hauling charges both to and from transportation points. Payment of charges for the above items shall be made by the Contractor. An amount covering all charges for freightage and delivery of items shall be included as a part of the contract price and in no case will an extra be allowed for such charges. 7. Pumping and Shoring: The Contractor shall promptly remove all water that may reach the trenches and other excavated portions of the premises at any time during the progress of the work, and he shall keep the premises free from accumulations of water at all times until the completion of the work. All temporary shoring required shall be furnished and installed by the Contractor and shall be designed in accordance with current OSHA requirements. Trench sheeting shall not be pulled before backfilling unless pipe strength is sufficient to carry trench loads based on trench width to the back of sheeting. No separate payment will be made for temporary shoring or pumping. 8. Labor and Tools: Work which should properly be done by skilled labor shall not be attempted with common laborers. The various contractors shall have on the job, at all times, ample equipment to carry on the work properly, including such tools as may be necessary to meet emergency requirements. 9. Storage of Materials: All materials delivered to the job shall be stored so as to keep them in first class condition and free from deterioration or contamination. 10. Coordination: All contractors, subcontractors and trades shall cooperate in coordination of their several works, but the principal responsibility for coordinating the project as a whole and the operations of the contractors and subcontractors shall lie with the Prime Contractor. 11. Blasting: No blasting will be allowed on this project. 12. Definitions of Contract Completion: This section defines the terms "Substantial Completion" and "Final Completion" as they are used in the Contract Documents. a. Substantial Completion: Substantial completion is defined as 100% completion of the following items: i. Grading ii. Paving (includes streets, sidewalks, curbing, and driveways) iii. Utility Conduits iv. Permanent Pavement Markings v. Permanent Signing vi. Storm Drainage Improvements (including rock protection) vii. All Sanitary Sewer Work (including as -built drawings and testing) viii. Final Completion: Final completion shall be defined as 100% completion of all work items other than the ones listed under "Substantial Completion" and all other work items as provided for in the Contract Documents. 01040 COORDINATION 1. All construction activities shall be coordinated with all utility owners and the City of Riverside. All utility owners with facilities within the project limits have been notified. They have been instructed to identify any conflicts with new construction and to make arrangements for relocation of utilities that cannot be avoided. 2. All construction activities shall be coordinated with adjacent property owners affected by construction of the project to assure access to their properties. 3. The Contractor will be responsible for notifying the City Engineer in writing of the dates when construction will begin and end. The City Engineer will notify the school district, fire, and police departments, and the local newspapers. 4. The Contractor shall be responsible for obtaining all necessary permits, and paying for any and all inspection and permit fees as required by the City Engineer. 5. Project Coordination Meetings: In addition to the above said coordination responsibilities, the Contractor shall attend construction progress meetings with the City Engineer on a monthly basis (as a minimum). Additional meetings may be held as needed. No direct payment will be made for this item but shall be considered subsidiary to other bid items. 6. Contractor will need to work with other contractors in the project area. These contractors will be performing work at the following locations: a. Missouri American Water (MAW): MAW will be constructing a new water main along 41 Street and Helena Road. This work will coincide with the Street reconstruction project. The contractor shall coordinate with MAW contractor to ensure work may proceed on both projects. b. Missouri Gas Energy (MGE): Contractor shall contact Patricia Koeb (816 -472- 3485) at least 2 weeks prior to the completion of the final grading (along the existing gas line route). c. The Contractor will make reasonable accommodation for all working parties within the project limits. If conflicts arise, or if work may be delayed due to other contractors within the project limits, the Contractor shall immediately notify the City of possible delays and work with all involved parties to allow all work, both as part of this Agreement and by others, to proceed as quickly as possible. Notification processes for said conflicts shall be in accordance with Article VI of the Agreement. 01060 STANDARD SPECIFICATIONS AND PLANS 1. General: The work shall conform to the plans and contract specifications as outlined. The standard specifications and plans which govern this work are listed below. In case of conflict, the specifications listed in this document shall take precedence over those listed in the stated Standard Specifications. 2. Standard Specifications: Except where noted otherwise, the work shall conform to the latest edition of the Kansas City Metropolitan Chapter of APWA Standard Specifications and Design Criteria, Division II (APWA Standard Specifications). The referenced APWA Standard Specifications are available at the following website: 3. http: / /kcmetro.apwa. net / chapters /kcmetro /specifications.asp 4. Standard Plans: The work shall conform to the latest edition of the Kansas City Metropolitan Chapter of APWA Standard Plans when referenced in the construction documents. The referenced APWA Standard Plans are available at the following website: 5. http: //kcmetro .apwa.net / chapters /kcmetro /specs /APWAStdDwgs.pdf. Other standard plans and specifications may be referred to and therefore adopted into these specifications. 6. Sanitary Sewers: All work related to sanitary sewers, including excavation and backfill for the sewer, shall conform with the standard specifications for Kansas City Water Services Department as included in this document. 01181 REQUEST FOR INFORMATION 1. All questions about the meaning or intent of the Bid Documents or Contract Documents shall be submitted to the Engineer in writing. Replies will be issued by addenda mailed, faxed or delivered to all parties recorded by the Engineer as having received the bidding documents. 2. A blank Request for Information (RFI) form is shown on the following page. This RFI form shall be completed by the Contractor and submitted to the Engineer. The form shall be used prior to the bid date, after the contract has been awarded and also for the entire duration of construction. After the bid opening, all RFI's will need to be submitted to the City of Riverside (Travis Hoover). Fax number (816) 746 -8349. 3. Questions received less than four working (4) days prior to the bid opening will not be answered. Prior to the bid opening, RFI No's. will be issued as they are received. All RFI's received at least four working (4) days prior to the bid opening will be answered by written addendum no later than two (2) working days prior to the bid opening. 4. Only questions answered by formal written addenda will be binding. Oral and other interpretations or clarifications will be without legal effect. 01310 JOB SITE ADMINISTRATION 1. The Contractor, or a duly authorized representative to act for him, shall continually be present at the site of the work, whenever construction activities are underway, for the duration of this project. 2. The Contractor shall designate, in writing, his duly authorized representative(s) at the preconstruction meeting. The duly authorized representative(s) will be the official liaison between the City, Engineer, and Contractor regarding the signing of pay estimates, change orders, work day reports and other forms necessary for communication and project status inquiries. Upon project commencement, the Engineer shall be notified, in writing, within five (5) working days of any changes in the Contractor's representative(s). 01320 CONSTRUCTION SCHEDULE I. General: The Contractor shall prepare and maintain a construction schedule for the duration of the project. 2. Baseline Schedule: The Contractor shall prepare a baseline schedule to be presented to the Engineer for review at the pre - construction meeting. The baseline construction schedule shall be in a form approved by the Engineer and shall include at least the following information for each significant work item during each phase of the project: a. Beginning date of Project. b. Ending date of Project. c. Beginning Date of Each Phase. d. Completion Date of Each Phase. e. Scheduled percentage of completion at the end of each calendar month. f. Scheduled percentage complete for each phase at the end of each calendar month. The Engineer will review the proposed progress schedule, and may require the Contractor to revise the same if, in the Engineer's judgment, revisions are required to provide for completion of the project within the Contract Time. 3. Schedule Updates: In addition to submitting a baseline project schedule, the Contractor shall update the project schedule prior to each monthly construction progress meeting. The updated schedule shall show the original baseline schedule, the actual work progress and the estimated completion of each significant work item for each phase of the project. The updated schedule shall be distributed to the City and the Engineer at each progress meeting. 4. Payment: No direct payment shall be made. This item shall be considered subsidiary to the bid item, "Mobilization ". 01330 SUBMITTALS 1. Shop Drawings: A minimum of three (3) copies each of manufacturer's shop drawings and data sheets shall be submitted to the Engineer indicating the necessary installation dimensions, weights, materials, and performance information. The shop drawings shall be distributed as follows: One (1) copy for the Engineer, one (1) copy for the City and one (1) copy for the prime Contractor. The Contractor shall supply additional copies as necessary for any subcontractors. Submittals for equipment and materials shall include reference to indicate where it is to be used; whether by tag number, specification paragraph, or description of use. Approval of shop drawings will be for conformance with the design concept of the project and for compliance with the information given in the Technical Specifications. The approval of a separate item, as such, will not indicate approval of the assembly in which the item functions. 2. Submittals: The following is a list of submittals required: a. Aggregate (other than those used in pavements or structures) i. Gradation Test Results ii. Soundness Test Results b. Fill Material i. Source for Material ii. Moisture- Density Relationships c. Concrete Mix Design (For Each Mix used on the Project) i. Source of Materials ii. Concrete Manufacturer's Name iii. Testing Laboratory Name iv. Results of the Mix Design 1. Compressive Strength 2. Air Contents 3. Slump 4. Cement Content 5. Water Content 6. Fine Aggregate a. Gradation Test Results b. Soundness Test Results 7. Coarse Aggregate a. Gradation Test Results b. Soundness Test Results d. Additives as called for in plans or specifications e. Certification of Reinforcing Steel f. Certification of Fly Ash (if used) g. Asphalt Mix Designs (for each mix used on the project) i. Source of Materials ii. Asphalt Manufacturer's Name iii. Testing Laboratory Name iv. Results of the Mix Design 1. Marshall Characteristics, including all those items listed under APWA Section 2205.3.D (If a SuperGyratory Compactor is used to prepare the asphalt samples, the Marshall flow and stability measurements will be waived however the alternate test values listed in the second paragraph of APWA Section 2205.3.D will be required to be submitted). 2. Asphalt Cement Content 3. Fine Aggregate a. Gradation Test Results b. Soundness Test Results 4. Coarse Aggregate a. Gradation Test Results b. Soundness Test Results h. Soil -Fly Ash Mixture: i. Fly ash material ii. For soil -fly ash mixture (with specified % of fly ash) for each different type of soil anticipated to be used in the pavement subgrade stabilization: iii. ASTM D558 modified to a 2 hour delay. At each moisture content, strength testing (ASTM D 1633) modified to curing sealed for 7 days at 100 degrees (F) shall be performed. i. Signing Materials i. Equipment and Materials List including Manufacturer and Catalogue Number j. Pavement Marking Materials ii. Certification that all materials used are in compliance with specifications included herein. 1. Silt Fence iii. Manufacturer's information showing compliance with physical requirements as listed in Section 02205. m. Certification that all materials used are in compliance with specifications included herein. 01410 TESTING LABORATORY SERVICES 1. General: Work under this item shall consist of furnishing all materials, labor and equipment necessary for a private testing laboratory to provide the material testing for items incorporated into the project. The tests, frequency and reports required to confirm contract compliance shall be as specified in the APWA Standard Specifications unless otherwise noted below: Material Test Standard Frequency a. Concrete Compression Tests ASTM C31, C143, C172 1 set of cylinders from the first pour and for each 200 C.Y. thereafter. Note: Air and slump tests are required for each set of cylinders created. b. Concrete Slump ASTM C143 At the beginning of each pour and for each 100 C.Y. thereafter. c. Concrete Air Content ASTM C231 At the beginning of each pour and for each 100 C.Y . thereafter. d. Soils Moisture Density ASTM D698 Minimum 1 per soil type (on site or borrow) Soils Soils and Plasticity Index and Classification ASTM D2487 Minimum 1 per soil type Soils In -place Density and Moisture Content ASTM D2922, D3017 Min. of 4 tests per day for each active grading spread (includes Fly Ash Stabilization). Min. 2 per 1000' (Trench backfilling) per lift One copy of the test results shall be submitted to the Engineer electronically within 24 hours of the test completion, and one hard copy to be submitted to the City within five (5) days of the test completion. The testing lab must be agreed upon by the Contractor and the City. 2. Payment: No direct payment shall be made. This item shall be considered subsidiary to the bid items of the materials being tested. 01524 WASTE AREA, MATERIAL STORAGE AND SITE APPEARANCE 1. General: The Contractor shall make his own arrangements for material and equipment storage areas, field office location, and non -soil waste area. The Contractor shall keep the site clean and free of all refuse, rubbish, scrap materials, and debris as a result of construction activities so that at all times the site of the work shall present a neat, orderly and workmanlike appearance. This includes the removal of earth and debris from streets and roads that resulted from the Contractor's activity. The Contractor shall restore the site of work and adjacent disturbed areas to the condition existing before work began as a minimum. 2. Payment: No direct payment shall be made. This item shall be considered subsidiary to the bid item, "Mobilization ". 01567 POLLUTION CONTROL 1. No open burning will be permitted. 01732 DEMOLITION 1. General: This item includes, but is not limited to, the removal and disposal of landscaping items, signs, fences, pipes, existing storm sewers, end sections and appurtenances, and all other items designated for removal in the plans or as directed by the Engineer. All items that are inside the construction limits, including those not listed or shown on the plans, shall be included in this item. Demolition shall be done in accordance with Section 2101 of the APWA Standard Specifications. a. Sawcut Existing Pavement Full Depth: Where portions of the existing asphalt pavement are to be removed, the existing asphalt shall be cut with a concrete saw to full depth. If the remaining asphalt is chipped or cracked during sawing and removal, it shall be re -sawed behind the limits of the chip or crack. No additional payment will be made for the replacement of asphalt damaged during construction other than that shown on the plans. This is considered subsidiary to the bid item "Unclassified Excavation." 2. Workmanship: All removals, except for suitably sized broken pavement, shall be properly discarded off the project limits and shall not be re -used or used as an embankment material within the project limits. 1. Payment: Based on the contract lump sum bid price for "Demolition, Clearing and Grubbing ", partial payments will be allowed on the next estimate as follows: Nothing herein shall be construed to limit or preclude partial payments otherwise provided by the contract. DIVISION 2 - SITEWORK 02050 CONSTRUCTION SURVEY AND STAKING 1. General: The Contractor shall be responsible to provide for all required construction surveys. 2. Monuments: The Contractor shall furnish and install such materials, surveyors, and assistance as necessary for the proper replacement or resetting of monuments, section corners, property corners, benchmarks, or other reference points that are moved or destroyed by the construction. Replacement or resetting of the items described above shall be conducted under the direct supervision of a Registered Land Surveyor, duly registered in the State of Missouri. 3. Layout: Any work done without being properly located and established by base lines, offset stakes, benchmarks or other basic reference points may be ordered removed and replaced at the Contractor's cost and expense. 4. Payment: Payment will be based on the contract lump sum bid price for "Construction Survey and Staking ". If this item is subcontracted out, payment will be based on actual invoices submitted by the survey subcontractor subject to the review of the City. If this item is not subcontracted, partial payments will be allowed on the next estimate as follows: a. When 5 percent or more of the original contract amount is earned, 25 percent. b. When 10 percent or more of the original contract amount is earned, an additional 25 percent. c. When 25 percent or more of the original contract amount is earned, an additional 25 percent. d. When 50 percent or more of the original contract amount is earned, the final 25 percent. Such payment shall constitute full compensation for all labor materials, equipment, and tools necessary to complete the item. Nothing herein shall be construed to limit or preclude partial payments otherwise provided by the contract. 02120 MOBILIZATION 2. General: This item shall consist of preparatory work and operations, including, but not limited to, those necessary for the movement of personnel, equipment, supplies, and incidentals to the project site; for the establishment of all offices, buildings, and other facilities necessary for work on the project except as provided in the contract as separate bid items; and for all other work and operations which must be performed or costs incurred prior to beginning work on the various items on the project site; for periodic cleanup during construction and for cleanup upon completion of the work. 3. Payment: Based on the contract lump sum bid price for "Mobilization" and "Field Office ", partial payments will be allowed on the next estimate as follows: a. When 5 percent or more of the original contract amount is earned, 25 percent. b. When 10 percent or more of the original contract amount is earned, an additional 25 percent. c. When 25 percent or more of the original contract amount is earned, an additional percent. d. When 50 percent or more of the original contract amount is earned, the final 25 percent. Nothing herein shall be construed to limit or preclude partial payments otherwise provided by the contract. 02130 EARTHWORK 1. General: Grading shall be in accordance with Section 2100 of the APWA Standard Specifications. Subgrade preparation shall be in accordance with Section 2201 of the APWA Standard Specifications, except as otherwise specified herein. a. Topsoil: The removal of topsoil and the replacement with suitable materials is not included in the earthwork quantities. All excess topsoil shall be stockpiled as directed by the City. All nonpaved areas receiving seed or sod shall have 6" of topsoil placed on the surface immediately prior to seeding/sodding. Removal, hauling and stockpiling excess topsoil shall be considered subsidiary to the bid item "Unclassified Excavation ". The placement of topsoil prior to seeding and sodding operations shall be considered subsidiary to the bid item "Embankment ". b. Embankment: Embankment shall include the placing and compacting of all materials necessary to construct the improvements as shown on the plans. i. i. See the site preparation section in the geotechnical report for requirements. Proofrolling shall be considered subsidiary to the bid item "Embankment ". Compaction Schedule: Structural fill placed as part of grading Operations LL<60, 95% 0 to +4 percent PI <30 Pavement Subgrade with 15% Class 'C' Fly Ash 95% -2 to +2 percent Utility Trenches 95% 0 to +4 percent Beneath Landscaped /Grass 929' As necessary to obtain Areas density c. Unclassified Excavation: Unclassified excavation will include the removal of all material regardless of its nature to the excavation limits as shown on the plans. All excess soil shall be stockpiled (separate from the topsoil stockpile) as directed by the City. Hauling and placing excess soil shall be considered subsidiary to the bid item "Unclassified Excavation" No blasting will be allowed for this project. d. Contractor Furnished Borrow: Borrow material meeting the requirements of the City of Riverside will need to be imported. Contractor shall have the option of obtaining suitable borrow material from other locations. Contractor must receive written authorization from the City prior to obtaining and or placement of any "Contractor Furnished Borrow ". e. Overexcavation and Placement of Backfill: At the direction of the Engineer, excavation of unsuitable subgrade material and placement of suitable fill material may be employed. Overexcavation and placement of backfill will include the removal of all unsuitable material beyond the excavation limits as shown on the plans, placement of backfill material and compaction of backfill per the above listed Embankment specifications. f. DEWATERING. Dewatering equipment shall be provided to remove and dispose of all surface water and groundwater entering excavations, trenches, or other parts of the work. Each excavation shall be kept dry during subgrade preparation and continually thereafter until the structure to be built, or the pipe to be installed therein, is completed to the extent that no damage from hydrostatic pressure, flotation, or other cause will result. All excavations for concrete structures or trenches which extend down to or below groundwater shall be dewatered by lowering and keeping the groundwater level beneath such excavations 12 inches or more below the bottom of the excavation. Surface water shall be diverted or otherwise prevented from entering excavations or trenches to the greatest extent possible without causing damage to adjacent property. The Contractor shall be responsible for the condition of any pipe or conduit which he may use for drainage purposes, and all such pipe or conduit shall be left clean and free of sediment. 2. Measurement: Quantities are based on in place volumes to existing ground as determined by cross section areas using the Average End Area Method. No shrink/swell factors have been applied to the excavation and embankment quantities. Common excavation volumes do not include the existing pavement. No measurement will be made to determine the final number of cubic yards of "Embankment" or "Unclassified Excavation" for all other portions of the project unless a substantial change in the plans is made and a change order is necessary. "Contractor Furnished Borrow" will be measured by the loose truckload volume (agreed by both the Engineer and Contractor) brought to the construction site at the unit price for this bid item. 3. Payment: Payment will be made for the bid items "Embankment" and "Unclassified Excavation" at the contract unit price for each item as listed on the Itemized Proposal. Payment will be made for the bid item "Contractor Furnished Borrow" at the contract unit price listed on the Itemized Proposal for all authorized (in writing) material brought to the site. Placement of all borrow material will be made at the contract unit price for "Embankment ". Payment for the removal and replacement of unsuitable subgrade material, if required, will be based on a volume (agreed by both the Engineer and Contractor) at the unit price for the bid items "Unclassified Excavation" and "Embankment ". "Dewatering" will be paid based on the contract lump sum bid price. Payment shall constitute full compensation for all labor, materials, and equipment necessary to complete these items, including but not limited to stockpiling and the all items required for the excavation and hauling of all borrow material. Items not specifically called out in the contract for the completion of these items shall be considered subsidiary to "Embankment ", "Unclassified Excavation ", "Contractor Furnished Borrow" and "Dewatering ". 02150 EROSION AND SEDIMENT CONTROL 1. General: Erosion and sediment control shall be in accordance with APWA Standard Specifications Section 2150. a. The Contractor is responsible for providing sufficient control of sediment and erosion to prevent migration of sediment off the construction site throughout the duration of the project. b. The Contractor is also responsible for maintaining an up to date Storm Water Pollution Prevention Plan (SWPPP) for the duration of the project based on Contractor's means and methods. Maintenance of the SWPPP shall be subsidiary to other bid items related to erosion and sediment control. c. All sediment escaping the project site shall be removed immediately at the expense of the Contractor. If existing vegetation is damaged by the sediment, or by the removal of the sediment, it shall be replaced with like vegetation at the expense of the Contractor. d. Sediment removal behind all barriers, traps and basins (including the filling of the sediment traps at the end of the project) will not be paid for separately and shall be considered subsidiary to other erosion control bid items. 2. Method of Measurement: The following erosion and sediment control items shall be measured as described: • "Sediment Fence" will be per linear foot installed. • "Rock Check Dam" will be per each installed. • "Inlet Check" will be per each installed. 3. Payment: Payment for the above items will be made at the contract unit prices as listed in the Itemized Proposal. Such payment and price shall constitute full compensation for all installation of erosion and sediment control items. Maintenance of these items shall be considered subsidiary to the bid items. 02155 TEMPORARY SEEDING AND MULCHING 1. General: This work shall consist of temporary seeding and mulching of all disturbed areas that are not to be paved prior to the placement of permanent seeding or sodding. Temporary seeding and mulching materials and construction shall be in accordance with Section 2153 of the APWA Standard Specifications and as indicated on the plans. This includes fertilizer, mulching and watering of the temporary vegetation. 2. Payment: No direct payment shall be made. This item shall be considered subsidiary to the bid items for erosion and sediment control. 02201 FLY ASH SUBGRADE STABILIZATION 1. General: This item shall consist of the addition of self - cementing fly ash, mixing, and compacting the material to the required density to develop a stabilized subgrade section. This item applies to natural ground or fill and shall be constructed as specified herein and in conformity with the typical sections, lines and grades as shown on the plans or as established by the Engineer. 2. Materials: a. Fly Ash: i. Requirements: Fly ash shall comply with the physical requirements of ASTM D 5239 6.4 maintaining a minimum compressive strength of 500 psi (345 Mpa) at 7 days and the chemical requirements of ASTM C 618, Table 1, for Class C fly ash. The source of the ash shall be identified and approved in advance of stabilization operations so that laboratory tests can be completed prior to commencing work. ii. Basis of Acceptance: The basis of acceptance of fly ash furnished shall be receipt of a certification prepared by the producer to cover the quality of each shipment. The certification shall be signed by the producer or his assigned representative. The certification shall show compliance with specifications and shall be attached to or be a part of the scale ticket, weigh bill or other shipping document that accompanies each shipment. b. Water: i. Requirements: The water used in the stabilized mixture shall be clean, clear, free of sewage, vegetable matter, oil, acid and alkali. ii. Basis of Acceptance: Water known to be potable may be used without testing. All other sources shall be tested in accordance with American Association of State Highway and Transportation Officials (AASHTO) T- 26 and approved by the Engineer. c. Equipment: i. The machinery, tools and equipment necessary for proper execution of the work shall be on the project and approved by the Engineer prior to beginning of construction operations. Blending of the soil -fly ash mixture shall be accomplished by a Bomag MPH 100 pulvamixer or equivalent. Compaction shall be achieved using a vibratory padfoot roller. Rubbertired rollers will not be permitted except for finish rolling of the stabilized section. All machinery, tools and equipment used shall be maintained in a satisfactory and competent manner. ii. Fly ash shall be stored and handled in closed weatherproof containers until immediately before distribution. Fly ash exposed to moisture prior to mixing with recycled material shall be discarded. iii. If fly ash is furnished in trucks, each truck shall have the weight of fly ash certified on public scales or the Contractor shall place a set of standard platform truck scales or hopper scales at a location approved by the Engineer. d. Construction Requirements: i. General: The purpose of this specification is to secure a completed section of treated material which contains a uniform mixture of fly ash and pulverized material with no loose or segregated area, has a uniform density and moisture content, and is well bound for its full depth. It shall be the responsibility of the Contractor to regulate the sequence of his work, to process a sufficient quantity of material to provide full depth as shown on the Plans, to use the proper amounts of fly ash, to maintain the work, and to rework areas as necessary to meet the above requirements. ii. Weather Limitations:. Soil temperature shall be at or above 40° F at the time fly ash is incorporated. The Contractor shall be responsible for the protection and quality of the fly ash modified subgrade mixture under any weather conditions. iii. Preparation of Roadbed: Before other construction operations are begun, the area where the fly ash stabilized material will be placed shall be cut and shaped in conformance with the lines and grades shown on the plans. All areas shall be firm and able to support, without displacement, the construction equipment and the compaction hereinafter specified. Soft or yielding subgrade shall be corrected and made stable by scarifying, adding fly ash, and compacting until it is of uniform stability. If required, this shall be accomplished on a "time and material" basis. Where the stabilized section is to extend below the cut surface, the ash shall be distributed uniformly across the surface in a quantity sufficient to provide the specified ash content. The ash shall be incorporated with a pulvamixer with water being added to achieve the specified moisture content. iv. Treatment of Subgrade: The subgrade material shall be pulverized through use of the specified equipment. Depth of pulverization shall be as designated. The pulverized subgrade material and fly ash shall be mixed thoroughly until a uniform mixture is obtained. All clods shall be reduced in size by mixing until the pulverized subgrade material -fly ash mixture meets the following size requirement when tested. Sieve Size Percent Retained: 1 1/2 inch 0 %, 1/2 inch 50% maximum v. Moisture Control: Moisture control shall be achieved through use of a pulvamixer equipped with a spray bar in the mixing drum capable of applying sufficient quantities of water to achieve the required moisture content for the soil -fly ash mixture. The system shall be capable of being regulated to the degree as to maintain moisture contents within the specified range. Required moisture contents will be established by the Engineer based on laboratory tests (performed by the Contractor) with the site soils and specific fly ash to be used for the treatment. Laboratory test results shall be provided to the Engineer by the Contractor. For each soil type and fly ash source, testing shall include ASTM D558 modified to a 2 hour delay. At each moisture content, strength testing (ASTM D 1633) modified to curing sealed for 7 days at 100 degrees (F) shall be performed. If moisture contents exceed the specified limits, additional fly ash may be added to lower moisture contents to the required limits. Lowering moisture contents by aeration following addition of fly ash will not be allowed. vi. Application: Immediately prior to application of fly ash, the area shall be bladed to allow uniform distribution of fly ash. The fly ash shall be spread in an approved manner at a rate of 15 percent of the subgrade soil weight on a dry unit weight basis. The fly ash shall be distributed at a uniform rate and in such manner as to reduce the scattering of fly ash by wind to a minimum. Fly ash shall not be applied when wind conditions, in the opinion of the Engineer, are such that blowing fly ash will become objectionable to adjacent property owners. Mixing operations shall commence within 1 hour after distribution of the fly ash. vii. Mixing: The soil and fly ash shall be thoroughly mixed by an approved mixer or other approved equipment, and the mixing continued until, in the opinion of the Engineer, a homogeneous, friable mixture of soil and fly ash, free from all clods or lumps, is obtained. If the soil fly ash mixture contains clods, they shall be reduced in size by additional pulverization. viii. Compaction: Compaction of the mixture shall begin immediately after mixing of the fly ash and be completed within two hours following incorporation of fly ash. Compaction of the mixture shall begin at the bottom and shall continue until the entire depth of the mixture is uniformly compacted to the specified density using padfoot or similar rollers. All non - uniform (too wet, too dry or insufficiently treated) areas that appear shall be corrected immediately by repulverizing the areas affected, adding or removing material as required and remixing and recompacting. The stabilized section shall be compacted to a minimum of 95 percent of the material's maximum dry density as determined by ASTM D 558 (modified to a 2 hour delay). Moisture content of the soil -fly ash mixture shall be within 3% of the optimal moisture content as developed from the laboratory compaction and strength tests. In addition to the requirements specified for density, the full depth of the material shown on the plans shall be compacted to the extent necessary to remain firm and stable under construction equipment. After each section is completed, tests will be made by the Contractor. If the material fails to meet the density or moisture content requirements, the Engineer may require it be reworked as necessary to meet those requirements or require the Contractor to change his construction methods to obtain required density on the next section. Additional fly ash will be added to areas that are reworked and amount required will be established by the engineer. Should the material due to any reason or cause, lose the required stability, density and finish before the work is accepted, it shall be reprocessed, recompacted and refinished at the sole expense of the Contractor. Reprocessing shall follow the same pattern as the initial stabilization including the addition of fly ash. Placement of fill over the initial stabilized lift shall be delayed 24 hours after final compaction of the stabilized section. Method of fill placement shall be adjusted to minimize disturbance of the stabilized section. Unstable areas that develop during placement of fill shall be undercut below the initial stabilized section. Soils below the undercut area shall be stabilized with self - cementing fly ash and successive lifts of stabilized soil shall be placed to the surrounding grade. ix. Finishing and Curing: After the stabilized section has been compacted, it shall be brought to the required lines and grades in accordance with the typical sections. 1. After the fly ash treated course has been finished as specified herein, the surface shall be protected against rapid drying by either of the following curing methods for a period of not less than three days or until the pavement section is placed: a. Maintain in a thorough and continuously moist condition by sprinkling. b. Apply a 2 -inch layer of earth on the completed course and maintain in a moist condition. 3. Method of Measurement: "9" Fly Ash Stabilized Subgrade" shall be measured by the square yard (top of final subgrade). 4. Payment: Payment for "9" Fly Ash Stabilized Subgrade" will be made at the contract unit prices as listed in the Itemized Proposal. Such payment and price shall constitute full compensation for all correction of secondary subgrade; for loosening, mixing, pulverizing, spreading, drying, application of fly ash, application of retarder, shaping and maintaining; for all curing including all curing water and/or other curing materials; for all manipulations required, for all hauling and freight involved; for all tools, equipment, labor and for all incidentals necessary to complete the work including, but not limited to, performing laboratory compaction and strength tests as specified and submitting the results to the Engineer. Items not specifically called out in the contract for the completion of these items shall be considered subsidiary to "9" Fly Ash Stabilized Subgrade". Soil for all fly ash stabilization work is included in the earthwork quantities. 02203 ROCK LINING 1. General: This item shall consist of furnishing all materials, labor and equipment and performing all work necessary to construct rock liners at the locations shown on the plans or as directed by the engineer. 2. Material and Construction: The material and construction method for placing rock ditch liner (Type 2) at the entrances of the culverts shall conform to Section 609.60 of the Missouri Standard Specifications for Highway Construction as published by the Missouri Highways and Transportation Commission. The material and construction method for placing rock lining at the culvert outlets shall conform to Section 609.70 of the Missouri Standard Specifications for Highway Construction as published by the Missouri Highways and Transportation Commission. 3. Measurement: "Rock Lining for Culvert Outlets" shall be measured by the square yard in place. 4. Payment: Payment will be made at the contract unit price for "Rock Lining for Culvert Outlets" as listed in the Itemized Proposal. Such payment and price shall constitute full compensation for furnishing all labor, equipment and materials necessary to complete the items. Items not specifically called out in the contract for the completion of these items shall be considered subsidiary to "Rock Lining for Culvert Outlets ". 02205 ASPHALTIC CONCRETE SURFACE AND BASE 1. General: Asphaltic concrete surface and base materials and construction shall be in accordance with Section 2205 of the APWA Standard Specifications and shall have a smooth transition to existing pavement. The type of asphaltic concrete surface and base to be used shall be as shown on the construction plans. Only virgin material shall be used for the asphaltic concrete surface and up to 30 % Recycled Asphalt Pavement (RAP) may be used in the asphaltic concrete base material. Prime Coat for asphaltic concrete base and Tack Coat for asphaltic concrete surface shall be in accordance with Section 2204 of the APWA Standard Specifications. Payment for Tack Coat and/or Prime Coat shall be subsidiary to the other Asphaltic Concrete bid items. Contractor may use any of the liquid asphalt materials listed in Section 2204.2 in accordance with the type of application and surface. Subgrade Preparation for asphaltic concrete base shall be as set forth in Section 2201 of the APWA Standard Specifications. 2. Measurement: "2" APWA Type 6 -01 Asphaltic Concrete Surface" and "9" APWA Type 5 -01 Asphaltic Concrete Base" shall be measured by the square yard as indicated on the plans. 3. Payment: Payment for "2" APWA Type 6 -01 Asphaltic Concrete Surface" and "9" APWA Type 5 -01 Asphaltic Concrete Base" will be made at the contract unit prices as listed in the Itemized Proposal. Such payment and price shall constitute full compensation for cleaning and tacking of the underlying course, transitioning to the existing pavement surface, and for furnishing all labor, equipment, and materials and for the performance of all work necessary to complete the item. No additional payment will be made to construct the required base below the curb and gutter. Items not specifically called out in the contract for the completion of these items shall be considered subsidiary to "2" APWA Type 6 -01 Asphaltic Concrete Surface" and "9" APWA Type 5 -01 Asphaltic Concrete Base '. 02208 PORTLAND CEMENT CONCRETE PAVING 1. Streets: a. 1. General: Portland cement concrete pavement materials and construction shall be in accordance with Section 2208 of the APWA Standard Specifications and shall have a smooth transition to existing pavement. Subgrade Preparation for asphaltic concrete base shall be as set forth in Section 2201 of the APWA Standard Specifications. b. Measurement: "8" PCCP Non - reinforced" and "9" PCCP Non - reinforced" shall be measured by the square yard. c. Payment: Payment for "8" PCCP Non - reinforced" and "9" PCCP Nonreinforced" will be made at the contract unit price as listed in the Itemized Proposal. Such payment and price shall constitute full compensation for furnishing all labor, equipment and materials and for the performance of all work necessary to complete the item. Items not specifically called out in the contract for the completion of this item shall be considered subsidiary to "8" PCCP Nonreinforced" and "9" Non - reinforced PCCP ". 2. Sidewalks and Concrete Medians: a. General: The sidewalk and handicapped ramp materials and construction shall be in accordance with the Standard Plans and Section 2301 of the APWA Standard Specifications except as modified by the Construction Plans. i. All ramps shall be ADA Compliant and shall include truncated domes per APWA ramp details. The panels with truncated domes shall be "Armor - Tile" cast in place tiles (red in color) or approved equal. ii. The joint pattern for the concrete median shall be approved by the Engineer prior to the placement of the concrete median b. Measurement: "4" Concrete Sidewalk" shall be measured by the square foot and "ADA Ramps" shall be measured by each. c. Payment: Payment for "4" Concrete Sidewalk" and "ADA Ramps" will be made at the contract unit prices as listed in the Itemized Proposal. Such payment and price shall constitute full compensation for furnishing all labor, equipment and materials and for the performance of all work necessary to complete these items. Items not specifically called out in the contract for the completion of these items, including but not limited to the truncated dome tiles, shall be considered subsidiary to "4" Concrete Sidewalk" and "ADA Ramps" 02209 PORTLAND CEMENT CONCRETE CURB 1. General: The concrete curb materials and construction shall be in accordance with the Standard Plans and Section 2209 of the APWA Standard Specifications. 2. Measurement: "Type CG -1 Curb & Gutter" shall be measured by the linear foot. 3. Payment: Payment for "Type CG -1 Curb & Gutter" will be made at the contract unit price as listed in the Itemized Proposal. Such payment shall constitute full compensation for all materials, labor and equipment necessary to complete the item. Items not specifically called out in the contract for the completion of this item shall be considered subsidiary to "Type CG -1 Curb & Gutter ". 02400 SEEDING, SODDING 1. General: Permanent seeding and sodding materials and construction shall be in accordance with Section 2400 of the APWA Standard Specifications and as indicated on the plans. a. Seeding shall be seeding Type "A ". 2. Measurement: "Seeding" shall be measured per acre placed and "Sodding" shall be measured per square yard. 3. Payment: A performance standard shall be met before acceptance of the seeding work. At Least 2 random counts per acre in representative areas of the project will be conducted. All seeded areas shall have a minimum of 20 living plants, uniformly spaced, of the specified type per square foot. Payment for "Seeding" and "Sodding" will be made at the contract unit price as listed in the Itemized Proposal. Such payment shall constitute full compensation for all materials, labor and equipment necessary to complete the item. This includes, but not limited to, seedbed preparation, mulching, fertilizer and watering until the vegetation is accepted. Items not specifically called out in the contract for the completion of these items shall be considered subsidiary to "Seeding" and "Sodding ". 02870 PAVEMENT MARKINGS 1. General: The materials and construction methods for the pavement markings to be installed on this project shall conform to Section 2306 of the APWA Standard Specifications and to the details as shown on the plans. 2. Material: All pavement symbol markings shall be pre - formed thermoplastic. All other pavement markings shall be thermoplastic. 3. Qualification and Previous Successful Experience: The Contractor or subcontractor must be competent in the application of the specified pavement marking materials. Before the work is started, the Contractor must submit to the Owner evidence of his competence and previous experience with this type of work. 4. Guarantee: The Contractor shall guarantee that of the pre - formed thermoplastic markings and thermoplastic markings, there shall remain at the end of one (1) year ninety (90) percent of the original material installed. If these percentages do not remain at the end of the specified service period, the contractor at no expense to the City, shall bring the markings back up to standards for the length of service, provided the failure is due to either defective material or improper installation techniques. Failures resulting from causes other than material or application procedures will not be the responsibility of the Contractor. 5. Measurement: Measurement for "Pavement Markings, 4" Yellow (Thermoplastic) ", "Pavement Markings, 6" White (Thermoplastic) ", and "Pavement Marking, 24" White (Thermoplastic) shall be per linear foot. 6. Payment: Payment will be made at the contract unit price for "Pavement Markings, 4" Yellow (Thermoplastic) ", "Pavement Markings, 6" White (Thermoplastic)" and "Pavement Marking, 24" White (Thermoplastic)" as listed in the Itemized Proposal. Such payment shall constitute full compensation for all labor, materials, equipment and tools necessary to complete the items. Items not specifically called out in the contract for the completion of these items shall be considered subsidiary to them. 02880 SIGNAGE 1. General: The materials and construction methods for the permanent signs and delineators to be installed on this project shall conform to the details as shown on the plans; and, to Section 903 and all referenced sections of the Missouri Standard Specifications for Highway Construction (current edition) as published by the Missouri Highways and Transportation Commission, except as modified below: 2. Measurement: Measurement for "Type SHR2L -1 Sign" shall be per square foot of sign face. Measurement for "Perforated Square Steel Tube Post, 1'A" x 1'/4 ", 14 Gauge ", "Perforated Square Steel Anchor Sleeve, 2 '/4" x 21/4", 12 Gauge ", and "Perforated Square Steel Sign Post Anchor, 2" x 2 "x36 ", 12 Gauge" shall be per linear foot installed. 3. Payment: Payment will be made at the contract unit price for "Type SHR2L -1 Sign ", "Perforated Square Steel Tube Post, 1' /4" x 1'/4 ", 14 Gauge ", "Perforated Square Steel Anchor Sleeve, 2 '/4" x 21/4", 12 Gauge ", and "Perforated Square Steel Sign Post Anchor, 2" x 2 "x36 ", 12 Gauge" as listed in the Itemized Proposal. Such payment shall constitute full compensation for all labor, materials, equipment and tools necessary to complete the items. Items not specifically called out in the contract for the completion of these items shall be considered subsidiary to them. 02890 TEMPORARY TRAFFIC CONTROL 1. General: Temporary traffic control on this project shall be done in accordance with Section 616 and all referenced sections of the Missouri Standard Specifications for Highway Construction (current edition) as published by the Missouri Highways and Transportation Commission. This section shall cover all temporary traffic control devices as detailed on the plans or as directed by the Engineer in charge of construction. 2. Temporary Traffic Control Devices: All temporary traffic control devices shall be in conformance with "Part 6 of the Manual on Uniform Traffic Control Devices (MUTCD)," Current Edition and its latest revisions. 3. The following additional requirements will apply to the temporary traffic control provided on this project: a. The Contractor will be required to supply all necessary temporary traffic control devices to protect, warn and guide the traveling public and to protect the work and workers. Any request for changes in the required devices or methods of maintaining traffic should be submitted in writing to the Engineer a minimum of 72 hours prior to the time the contractor wishes to make the change. b. The Contractor will make observations of the temporary traffic control devices installed as part of this contract and maintain an accurate record of any maintenance required and the date on which it was completed. These records shall be incorporated into the final project records. c. The Contractor will be required, at the time of the pre - construction conference, to detail a method by which the maintenance of the required temporary traffic control devices will be accomplished during the working and non - working hours. The Contractor shall assign a specific person to be responsible for the installation and maintenance of temporary traffic control devices. This information shall be provided to the Engineer and the City. The Contractor may, at his option, establish a Maintenance Agreement, approved by the City, with one of the area sign companies to supply, install and maintain required temporary traffic control devices throughout the duration of this project. This will in no way eliminate or reduce the Contractor's responsibility to place and maintain temporary traffic control devices as outlined in these documents. When the temporary traffic control devices are no longer needed, immediate removal of said devices shall be included in this Agreement. d. The Engineer will inspect the work area at various times to determine if any additional temporary traffic control devices are necessary or if any maintenance is required to the temporary traffic control devices in place. Any said device which requires maintenance or any additional traffic control needs found during these inspections will be reported to the Contractor and to the City. It will be the responsibility and at the cost of the Contractor to perform the necessary maintenance or provide additional temporary traffic control devices as soon as practicable after notification by the Engineer. 4. Payment: Payment will be made at the contract lump sum price for "Temporary Traffic Control" as listed in the Itemized Proposal and shall constitute full compensation for all tools, labor, materials and equipment necessary for the manufacture, transportation, storage, erection, maintenance, relocating and removal of all temporary traffic control devices as required by the City or the Engineer. This includes advance warning signs, concrete barriers, barricades, temporary pavement markings and all other traffic control devices. Items not specifically called out in the contract for the completion of this item shall be considered subsidiary to "Temporary Traffic Control ". 5. Payment of the lump sum for "Temporary Traffic Control" will be proportional to the total amount of work submitted for payment (i.e. if 25% of the total contract price is submitted for payment, then up to 25% of the lump sum for "Temporary Traffic Control" will be allowed for payment). EXHIBIT B ESCROW AGREEMENT 4 WA 4550912.2 LOT 3 ADDITIONAL PUBLIC INFRASTRUCTURE FUNDING ESCROW AGREEMENT THIS LOT 3 ADDITIONAL PUBLIC INFRASTRUCTURE FUNDING ESCROW AGREEMENT ( "Escrow Agreement ") is voluntarily made and entered into this day of October, 2013, by and between the CITY OF RIVERSIDE, MISSOURI ( "City "), a city and political subdivision duly organized and existing under the Constitution and laws of the State of Missouri, and YANFENG USA AUTOMOTIVE TRIM SYSTEMS, INC. ( "YF- USA "), a Michigan corporation. RECITALS: WHEREAS, City owns Lot 3 of Riverside Horizons West First Plat ( "Site "), described in Exhibit A, and desires to encourage the beneficial and orderly development of the same; and WHEREAS, in order for the Site and areas around the Site to be developed, the City is providing certain public infrastructure improvements, including but not limited to: (1) the construction of Helena Road and 41st Street; (2) sanitation systems and stormwater systems; and (3) water systems, natural gas, electric and telecommunication lines, and street lights; and WHEREAS, additional public improvements including: (1) site grading and fill and (2) parking lot paving ( "Additional Public Infrastructure ") are also needed for the completed construction and use of the Site; and WHEREAS, YF -USA has agreed to participate with the City in the costs of providing the necessary Additional Public Infrastructure for Lot 3; and WHEREAS, the Board of Aldermen authorized City funds of no more than Seven Hundred Thousand Dollars ($700,000.00) to be expended for Additional Public Infrastructure costs for the Site; and WHEREAS, based on the project design and construction specifications, the anticipated cost of providing the Additional Public Infrastructure is $835,000.00, of which $700,000.00 shall be provided by the City and any required amount over $700,000.00 shall be provided by YF -USA. WA 4551020.1 WHEREAS, the Board of Aldermen instructed staff and Special Counsel to enter into an agreement with YF -USA to establish an escrow process for YF -USA to provide funds for the Additional Public Infrastructure costs; and WHEREAS, the City and YF -USA desire to enter into this Escrow Agreement with respect to YF- USA's cost contributions for the Additional Public Infrastructure construction. COVENANTS AND AGREEMENTS: NOW, THEREFORE, in consideration of the foregoing recitals, mutual covenants and promises set forth below, the receipt and sufficiency of which are mutually acknowledged, the City and YF -USA hereby agree to this Escrow Agreement as follows: 1. Recitals and Exhibits a. Recitals The Recitals set forth above in this Escrow Agreement are incorporated into and made a part of this Escrow Agreement as if fully set forth in this Section 1.a. b. Exhibits The Exhibits to this Escrow Agreement are incorporated into and made a part of this Escrow Agreement as if fully set forth in this Section 1.b. 2. Design and Construction YE-USA and the City shall agree to Additional Public Infrastructure final project design and engineering specifications. Once the final project design and engineering specifications are complete, the City shall be responsible for construction of the Additional Public Infrastructure. Escrow Agreement WA 4551020.1 3. Cost of Construction The City and YF -USA anticipate the cost of construction for the Additional Public Infrastructure to meet or exceed $835,000.00. The cost may change based on details provided as part of the completed design specifications. Should the cost of construction not result in the expenditure of the full amount of Public Funds, the City and YF -USA may agree to amend this Escrow Agreement to include additional public site projects. 4. Source of Funds a. Public Funds The City shall contribute $700,000.00 toward the costs of design and construction of the Additional Public Infrastructure ( "Public Funds "). b. Private Funds Subject to the terms and conditions set forth in this Escrow Agreement, YF -USA shall be solely responsible for any and all reasonable and necessary costs, including construction contingency as described in Section 7, below, incurred in connection with the construction of the Additional Public Infrastructure in excess of the Public Funds ( "Private Funds "). 5. Escrow As determined through the final construction estimates, YF -USA shall provide the City with the full amount of Private Funds prior to the City issuing a notice to proceed to construct any portion of the Additional Public Infrastructure Project. The City shall place YF -USA's funds in escrow to be drawn down as necessary for the duration of construction of the Additional Public Infrastructure project. If there are any Private Funds remaining in the YF -USA escrow account following project completion, the funds shall be returned to VF -USA within 60 days following acceptance of the Additional Public Infrastructure project by the City. Escrow Agreement WA 4551020.1 6. Construction Cost Contingency a. Contract Payable Through Public Funds If the total contract award for the selected contract bid is at least % less than available Public Funds, the City shall withhold a project contingency fund in an amount not to exceed % of the total contract award to be authorized for increased costs as approved through any Change Order. b. Contract Exceeding Public Funds If the total contract award is in excess of the Public Funds or exceeds the City's ability to provide a _% contingency fund, YF -USA shall provide the City with additional funds as follows: Where the Public Funds will be sufficient to pay for the total contract award but not the contingency amount, YF -USA shall provide funds sufficient to provide the _% contingency fund, or ii. Where the Public Funds will be insufficient to pay for the total contract award, YF -USA shall provide funds in an amount to pay for the total contract award that is in excess of the Public Funds plus _% of the contract price to be used for the contingency fund. 7. Indemnification YF -USA shall indemnify and save the City and its governing body members, directors, officers, employees and agents harmless from and against all loss, liability, damage or expense arising solely out of YF -USA's actions involving: the design, construction and completion of the Additional Public Infrastructure, or as a result of any breach, default or failure to perform by YF- USA under this Escrow Agreement (collectively referred to as "Claim "). YF -USA shall also indemnify and save the City and its governing body members, directors, officers, employees and agents harmless of, from and against, all costs, reasonable counsel fees, expenses and liabilities incurred by them in any action or proceeding brought by reason of any such Claim. If any action or proceeding is brought against the City or its governing board members, directors, officers, employees or agents by reason of any such Claim, YF -USA, upon notice from the City, covenants to defend such action or proceeding on demand of the City or its governing body members, Escrow Agreement WA 4551020.1 directors, officers, employees or agents. Nothing in this section shall constitute a waiver of governmental or officers immunity of the City or its officers or employees. 8. Modification No modification of the terms of this Escrow Agreement shall be valid unless in writing and executed with the same formality as this Escrow Agreement, and no waiver of the breach of the provisions of any section of this Escrow Agreement shall be construed as a waiver of any subsequent breach of the same section or any other sections which are contained herein. 9. Further Assurances The parties agree to execute such other further documents as may be necessary to effectuate the purposes of this Escrow Agreement or that may be required by law. IN WITNESS WHEREOF, this Escrow Agreement has been duly executed by the parties hereto on the respective date appearing below each party's signature to be effective on the Effective Date herein specified. THE CITY OF RIVERSIDE, MISSOURI a Missouri municipal corrpo�n By: 41 Kathleen L. Rose, Mayor / Date:, J. / 20/3 Escrow Agreement WA 4551020.1 ESCROW AGREEMENT EXHIBITS Exhibit A: Riverside Horizons West First Plat WA 4551020.1