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HomeMy WebLinkAboutRESOLUTION - 48-13 - 9/24/2013 - AGREEMENT - BUSSE WOODS DAM AND SALT CREEKRESOLUTION NO. 48-13 A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE COUNTY OF DU PAGE AND THE VILLAGE OF ELK GROVE VILLAGE, BUSSE WOODS DAM AND SALT CREEK WATERSHED FLOOD CONTROL PROJECT NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the Village of Elk Grove Village, Counties of Cook and DuPage, State of Illinois as follows: Section 1: That the Mayor be and is hereby authorized to sign the attached documents marked: AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE COUNTY OF DU PAGE AND THE VILLAGE OF ELK GROVE VILLAGE, BUSSE WOODS DAM AND SALT CREEK WATERSHED FLOOD CONTROL PROJECT a copy of which is attached hereto and made a part hereof as if fully set forth and the Village Clerk is authorized to attest said documents upon the signature of the Mayor. Section 2: That this Resolution shall be in full force and effect from and after its passage and approval according to law. VOTE: AYES: 6 NAYS:0 ABSENT:0 PASSED this 24th day of September 2013. APPROVED this 24th day of September 2013. APPROVED: Mayor Craig B. Johnson Village of Elk Grove Village ATTEST: Judith M. Keegan, Village Clerk BusseDamAgreement AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE COUNTY OF DU PAGE AND THE VILLAGE OF ELK GROVE VILLAGE, THIS ..INTERGOVERNMENTAL AGREEMENT (hereinafter. referred to as the "AGREEMENT") is made and entered. into this 24h day of Sept., 2013 by and between the County of.DuPage, a body politic and corporate (hereinafter referred to as the "COUNTY") with offices at 421 N. County Farm Road, Wheaton, Illinois 60157, and the Village of Elk Grove Village; an Illinois municipal corporation and home rule unit ofgovemmentdhereinafter referred to as the "VILLAGE"), with offices at 901 Wellington Avenue, Elk Grove Village, Illinois. The COUNTY and VILLAGE are, hereinafter sometimes individually referred to as a "party" or together as the "parties." RECITALS: WHEREAS, the Illinois General Assembly has granted the COUNTY authority to construct stormwater management and flood control facilities and to enter into agreements for the purposes of providing effective stormwater management and flood control (55 ILCS'5/5- 1062,"5/5-15001 et. seg., and 415 ILCS"5/43); and WHEREAS, the COUNTY, pursuant to the above-cited statutory authority, has adopted the "Salt Creek Watershed Flood Control Plan," which plan recommends the Construction and installation of.various improvements to control flooding and improve stormwater management within the Salt Creek Watershed (the "Plan"); and WHEREAS, the VILLAGE is 'similarly authorized to provide effective stormwater management and flood control for its residents and, further, VILLAGE territory is located within the Salt Creek Watershed; and WHEREAS, the Plan identifies modifying the Busse Woods Dam as one of its components; and WHEREAS, the VILLAGE and COUNTY desire to have a study performed regarding the optimization of the Salt Creek Watershed Plan components completed prior to undertaking any,work to modify the Busse Woods Dam (the "PROJECT'); and WHEREAS, the COUNTY and VILLAGE have agreed to share the costs of undertaking such a study and. -for the design. of the Busse Woods Dam modifications; another PROJECT component; and WHEREAS, the parties are.public agencies within the meaning of the Intergovemmental Cooperation Act, as set forth in'S ILCS 220/1 et. seq, and Article VII, Section 10, of the Illinois Constitution of 1970; and NOW, .THEREFORE; in consideration of the promises, terms and conditions'set forth herein, and in the spirit of intergovernmental cooperation, the parties agree that: I:0 INCORPORATION OF RECITALS 1.1 The recitals set forth above are incorporated herein and made a part hereof. 2.0 SCOPE OF PROJECT -2.1 The PROJECT.has two primary components, including: 1) engineering study of the optimization of Salt Creek Watershed Plan components utilizing detailed modeling; 2) development of the.Busse Woods.Dam Modification design. 2.2 The following items shall. be completed prior to construction and operation of the modifications to Busse Woods Dam: 2.2.1 Development of a'Full Equations (FEQ") model that combines the Upper and Lower Salt Creek models. -2.2.2 Adequate representations of the Busse Woods Dam outlet works, and the modifications thereto, shall be developed and implemented into the existing DuPage County FEQ model for Salt Creek. 2.2.3 The hydrologic output for the series of storms used by the COUNTY for regulatory and planning purposes shall be made available to the VILLAGE for use by any VILLAGE -hired consultants to evaluate the ' performance of the Busse Woods Dam with proposed modifications. 2.2.4 The COUNTY has developed operating rules for the existing Wood Dale Itasca Reservoir and Elmhurst Quarry Flood Control' Facility that are complimentary to the proposed Busse Woods Dam Modification. Those operating rules have the goal of maximizing flood control benefits in all DuPage communities along Salt Creek, including the VILLAGE. The operating rules for the Busse Woods Dam Modifications shall be developed without requiring any changes, alterations or modifications to the existing operating rules for the Wood Dale Itasca Reservoir and Elmhurst Quarry Flood Control Facility, The COUNTY shall identify up to five (5) alternatives to the existing infrastructure operating schemes as it relates to Busse Woods Dam Modifications and the VILLAGE'S consultants will make the changes to the FEQ model, make the runs and develop comparison tables. 2.2.5 The COUNTY and the VILLAGE will develop a mutually agreeable operating scheme, as permitted by the Forest Preserve District of Cook -County,. for the Busse Woods Dam Modification, for the purpose of permitting. The Busse Woods Dam will not be operated unless such a mutually agreeable scheme is developed. The Busse Woods Dam shall not be operated until each task indentified in Paragraphs 2.2.1 through 2.2.5 has been completed. 3.0 VILLAGE RESPONSIBILITIES 3.1 The VILLAGE shall be responsible for selecting and contracting with one or more Illinois -licensed engineering consultants, or other professional service providers, qualified to perform the several PROJECT tasks described in Paragraphs 2.2.1 through 2.2.5, above (hereafter `.`consultant" or if several, "consultants"). However, any professional service contracts entered into by the VILLAGE pursuant to this AGREEMENT shall identify the COUNTY as an intended beneficiary of that consultant's work product and shall expressly permit the COUNTY'S receipt, use of and reliance on such work product, for the purposes for which it was intended. 3.2 The VILLAGE shall.be responsible for directly paying any consultants it retains for the PROJECT. This requirement will not affect the COUNTY'S obligation to reimburse the VILLAGE in the amount herein agreed upon. 3.3 The VILLAGE shall invite a.COUNTY-designated representative to attend formal PROJECT meetings between VILLAGE staff and its retained consultant(s). 3.4 The VILLAGE shall provide the COUNTY, upon request, copies of all studies, reports, drafts, plans, drawings, schematics, correspondence, submittals, deliverables, data, surveys, models and meeting minutes pertaining to, the PROJECT. Materials stored digitally shall be provided to the COUNTY in a mutually agreed upon format. The final study, Dam modification design plans, and FEQ models shall be promptly provided to the COUNTY -designated representative following the VILLAGE'S receipt thereof. 3.5 Within five (5) business days of this Agreement's full execution, the VILLAGE shall inform the COUNTY, by e-mail or facsimile transmittal, of the identity of all VILLAGE -retained consultants working on the PROJECT. The VILLAGE shall further notify the COUNTY within five (5) business days of the identity of any consultants subsequently retained by the VILLAGE to work on the PROJECT. 4.0 COUNTY COST-SHARING 4.1 Following the VILLAGE'S tender of the last deliverable item identified in Paragraph 3.4, and completion of all tasks identified in Paragraph 2.2, including each of the sub -paragraphs, and upon receipt of the VILLAGE'S invoice or payment request, the COUNTY shall reimburse the VILLAGE, in an amount not to exceed ninety-eight thousand dollars and no cents j$98,000.00). 4.2 Within five (5) business days of this Agreement's full execution, the COUNTY shall inform the VILLAGE, by e-mail or facsimile transmittal, of the identity of one or more COUNTY employees, or COUNTY -retained consultants, who will act as the -County-designated representative. 5.0 INDEMNIFICATION AND INSURANCE 5.1 The parties shall require that any contractor or consultant retained to do work on the PROJECT shall agree to defend, save, indemnify, keep and hold harmless the other party, including all of that party's officers, elected officials, and employees from all liabilities, damages, suits, costs and expenses in law or equity, including costs of suit, expenses for legal services and defense and judgments and settlements that may at any time arise or be claimed by any person, including the agents, servants .and employees of the parties, for personal injury, death or property damage or any and all other claims or suits of any nature whatsoever that might arise or result, directly or indirectly, from the negligent acts or omissions, or the intentional acts of such consultant directly related to, or arising out of, its work on the PROJECT. The parties shall further require each contractor or consultant retained to do work on the PROJECT to name the other party. as an additional insured party on said contractor's, or consultant's, liability insurance policy. 5.2 Pursuant to the authority conferred by Section 7-101 of the Local Governmental and Governmental Employee Tort Immunity Act, 745 ILCS 10/7-101, the parties to this Agreement (as indemnitor) shall defend, save, indemnify, keep and hold harmless the other party (as indemnitee) and all of their officers, officials and employees from all liabilities, damages, suits, -costs and expenses in law or -equity, including costs of suit, expenses -for -legal services and defenses ,hat may at any time arise or be claimed by any person, including agents,. servants and employees of the other party, for personal injury, death or property damage or any and all other claims, suits, demands, liens, of any nature whatsoeverthat may arise or result, directly or indirectly, or in any manner connected with the indemnitor's rights, responsibilities or actions under this Agreement, when caused by an act or omission to act on the part of the indemnitor, its officers, officials, employees and all other persons acting under the indemnitor's direction and control, that allegedly constitutes, without limitation, negligence, creation or maintenance of a dangerous condition on public property, or intentional infliction of harm, to the fullest extent the indemnitor is so.authorized. Pursuant to Illinois law, the attorney representing the COUNTY, under this provision, must be the State's Attorney, Any indemnity as provided in this Agreement shall not be limited by reason of the enumeration of any insurance coverageherein provided and shall survive the termination, or expiration, of this Agreement. The parties do not waive, by these indemnity requirements, any defenses or protections under the .Local Government and Governmental Employees Tort Immunity Act (745 ILCS 10/1-101 et seq.) otherwise available to it, nor any defenses or protections available under the law. The indemnitor shall not be obligated under these provisions to indemnify the indemnitee against any alleged act of negligence, creation or maintenance of a dangerous condition on public property, or intentional infliction of harm by the indemnitee, or its officers, officials, employees. or any other persons acting under the indemnitee's direction and control. 6.0 NOTICES 6.1 All notices required to be given under the terms of this AGREEMENT shall be in writing and either (a) served personally during regular business hours; (b) served by, facsimile transmission during regular business hours; or (c) served by certified or registered mail, return receipt requested, properly addressed with the postage prepaid and deposited in the United States mail. Notices served upon A, VILLAGE shall be directed to Mayor Craig Johnson, Elk'Grove Village, 901 Wellington Avenue, Elk Grove Village, Illinois 60007. Notices served upon the COUNTY shall be directed to the Director of Stormwater Management, County of DuPage, 421 N. County Farm Road, Wheaton, Illinois 60187. Notices served personally or by facsimile transmission shall be effective upon receipt, and notices served by mail shall be effective upon receipt as verified by the United States Postal Service. Each party may designate a new location for service of notices by serving notice thereof in accordance with the 'requirements of this provision, and without compliance to the amendment procedures set forth in Paragraph 7.5, below. 7.0 MISCELLANEOUS TERMS 7.1 In the event any provision of this AGREEMENT is found to be invalid or unenforceable by a court of competent jurisdiction, such determination shall not invalidate or render unenforceable any other provision of this AGREEMENT, providing that the spirit and intent of this AGREEMENT can be given effect. 7.2 The provisions set forth herein represent the . entire agreement between the parties and supersede any previous oral or written negotiations and agreements. . No provision may be modified in any respect unless such modification is in writing and signed by both parties. 7.3 This AGREEMENT may be executed in multiple counter -parts, and each copy shall be deemed an original. 7.4 This AGREEMENT shall be governed by the laws of the State of Illinois as to both interpretation and performance. the forum for resolving any disputes concerning the parties' respective performance, or failure to perform, under this AGREEMENT, shall be the judicial Circuit Court for DuPage County. 7.5 This AGREEMENT may be amended or modified only by written instrument duly approved and signed by both parties to the AGREEMENT. 7.6 Neither party shall be liable for any delay or non-performance of their obligations caused by any contingency beyond their control including but not limited to Acts of God, war, civil unrest, strikes, walkouts, fires or natural disasters, but in all instances, the parties shall complete their respective obligations on or before the 30th day of November, 2014. 7.7 Whenever this Agreement calls for one party (the "first party") to conduct any review, or give its consent, approval, or comment to the other party, the first party shall, not unreasonably deny, delay, withhold or condition its review, consent, approval or comment. IN WITNESS WHEREOF, the parties have entered into this AGREEMENT as of the 24s' day of September, 2013. VILLAGE OF ELK GROVE VILLAGE BY: Craig Johnson, Mayor Craig Johnson, Mayor ATTEST: Judy Keegan, Village Clerk Judy Keegan, Village Clerk COUNTY OF DU PAGE t.YA Daniel J. Cronin, Chairman ATTEST: . Gary A. King, County Clerk M