Loading...
HomeMy WebLinkAboutRESOLUTION - 32-19 - 5/29/2019 - Crossen Avenue/Higgins Oakton improvementsRESOLUTION NO.32-19 A RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE AN INTERGOVERNMENTAL AGREEMENT BY AND BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND THE COUNTY OF COOK FOR ROADWAY REHABILITATION IMPROVEMENTS TO CROSSEN AVENUE BETWEEN HIGGINS ROAD AND OAKTON STREET 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 document marked: INTERGOVERNMENTAL AGREEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND COUNTY OF COOK CROSSEN AVENUE REHABILITATION PROJECT SECTION: 19-ELKGR-00-PV 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 document 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 28th day of May 2019. APPROVED this 28' day of May 2019. APPROVED: Mayor Craig B. Johnson Village of Elk Grove Village ATTEST: Loretta M. Murphy, Village Clerk INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-ELKGR-00-PV INTERGOVERNMENTAL AGREEMENT COUNTY OF COOK CROSSEN AVENUE REHABILITATION PROJECT ELK GROVE VILLAGE SECTION: 19-ELKGR-00-PV This INTERGOVERNMENTAL AGREEMENT (the "AGREEMENT") is entered into this 28th day of May, 2019, by and between the COUNTY OF COOK, a body corporate and politic of the State of Illinois (the "COUNTY"), acting by and through its DEPARTMENT OF TRANSPORTATION AND HIGHWAYS (the "DEPARTMENT"), and ELK GROVE VILLAGE, a municipal corporation of the State of Illinois (the "VILLAGE"). The COUNTY and VILLAGE are sometimes referred to herein individually as a "PARTY" and collectively as the "PARTIES." RECTIALS WHEREAS, in order to protect the public investment in the highway system, provide a safe and sustainable highway, and support development of the regional economy, the PARTIES desire to enter into an agreement to make pavement rehabilitation improvements to Crossen Avenue between Higgins Road and Oakton Street (the "PROJECT"); and WHERAS, the PROJECT is designated as COUNTY section number 19-ELKGR-00-PV and WHERAS, the PARTIES by this instrument shall determine and establish their respective responsibilities toward construction, Phase III engineering, maintenance and funding of the PROJECT; and WHERAS, the COUNTY by virtue of its powers as set forth in the Counties Code, 55 ILCS 5/1-1 et seq., and the Illinois Highway Code, 605 ILCS 5/1-101 et seq., is authorized to enter into this AGREEMENT; and WHERAS, the VILLAGE by virtue of its powers as set forth in the Illinois Municipal Code, 65 ILCS 5/1-1-1 etseq., is authorized to enter into this AGREEMENT; and WHERAS, a cooperative intergovernmental agreement is appropriate and such an agreement is authorized under Article VII, Section 10 of the Illinois Constitution and the Intergovernmental Cooperation Act, 5 ILCS 220/1 etseq.; and NOW, THEREFORE, the PARTIES hereto agree as follows: 1 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-E LKG R-00-PV I. CONSTRUCTION A. Contract Bid Documents. The VILLAGE shall prepare, or cause to be prepared, bid documents for construction of the PROJECT, and shall advertise and receive bids and award the construction contract(s). B. Lead Agency. As lead agency, the VILLAGE shall cause the PROJECT to be constructed in accordance with the PROJECT plans and specifications and perform, or cause to be performed, Phase III engineering inspections for the PROJECT, including, but not limited to, obtaining any necessary surveys, inspection and testing of all materials for the PROJECT. The VILLAGE shall also ensure that all required permits and joint participation and/or force account agreements are secured for the PROJECT. C. Insurance. The VILLAGE shall require that the construction contractor name the COUNTY as an additional insured under the contractor's general liability insurance policy in accordance with Article 107.27 of the Standard Specifications for Road and Bridge Construction. D. Rights of Inspection. The COUNTY and its authorized agents shall have reasonable rights of inspection (including pre -final and final inspection) during construction of the PROJECT. The VILLAGE shall work cooperatively with the COUNTY to address and resolve any concerns raised by the COUNTY with respect to construction of and/or Phase III engineering inspections for the PROJECT. Any dispute(s) concerning construction of and/or Phase III engineering inspections for the PROJECT shall be resolved in accordance with section IV (G) of this AGREEMENT. E. Final Inspection Notice. The VILLAGE shall provide no less than 14 calendar days' written notice to the COUNTY prior to final inspection of the PROJECT. F. Public Outreach. The VILLAGE shall coordinate and control public notification of the PROJECT scope, timing and duration. G. County Cooperation. The COUNTY shall grant and consent to any and all permits, rights of access (ingress or egress), and temporary use of its property within the PROJECT limits to the VILLAGE and/or its agents, without charge of permit fees to the VILLAGE. Any permits for rights of access and/or temporary use of any of the COUNTY's property shall not be unreasonably withheld by the COUNTY. 2 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-E LKG R-00-PV I1. MAINTENANCE A. Definition. As used herein, the terms "maintenance" or "maintain" mean keeping the facility being maintained in good and sufficient repair and appearance. Such maintenance includes the full responsibility for the construction, removal, and replacement of the maintained facility when needed. B. Duty to Maintain. Before, during and after completion of construction of the PROJECT, the VILLAGE shall maintain, or cause to be maintained, those portions of the PROJECT under its established jurisdictional authority. This duty to maintain shall survive termination of this AGREEMENT. III. FINANCES A. Village Cost Participation. The VILLAGE agrees to pay all costs associated with the PROJECT, including, but not limited to, all construction and Phase III engineering costs, subject to reimbursement by the COUNTY as hereinafter stipulated. B. County Cost Participation. The COUNTY agrees to reimburse the VILLAGE up to $100,000.00 toward actual construction and Phase III engineering costs expended by the VILLAGE for the PROJECT. Notwithstanding the estimated or actual costs of the PROJECT, the COUNTY's financial responsibility pursuant to this AGREEMENT shall not exceed $100,000.00. C. Funding Breakdown. A funding breakdown for the PROJECT is incorporated into and made part of this AGREEMENT and attached hereto as Exhibit A. D. Ineligible Expenditures. It is understood and agreed to by the PARTIES that the COUNTY will not reimburse the VILLAGE for any expenditures that are: i. contrary to the provisions of this AGREEMENT; ii. not directly for carrying out construction or Phase III engineering services for the PROJECT; iii. of a regular and continuing nature, including, but not limited to, administrative costs, staff and overhead costs, rent, utilities and maintenance costs; iv. incurred without the consent of the COUNTY after written notice of the suspension or termination of any or all of the COUNTY's obligations under this AGREEMENT; or v. in excess of the amount set forth in section III (B) of this Agreement. 3 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-E LKG R-00-PV E. Advance Payment. The COUNTY agrees that upon award of the construction contract for the PROJECT and receipt of an invoice from the VILLAGE, the COUNTY will make an advance payment to the VILLAGE in the amount of $35,000.00. This amount represents 35% of the COUNTY's total obligation incurred under this AGREEMENT. After these initial funds have been expended by the VILLAGE, the VILLAGE shall provide the COUNTY with the following documents related to the advance payment in order to be eligible to receive additional funding from the COUNTY: L a cover letter addressed to the Superintendent of the DEPARTMENT, which includes the COUNTY section number for the PROJECT; ii. a copy of the cancelled check(s) paid to the consultant(s) and/or contractor(s) (or a copy of the associated bank ledger reflecting the payment(s)), or a letter from the consultant(s) and/or contractor(s) confirming payment was received for the service(s) rendered; and iii. a copy of the associated invoice(s) submitted by the consultant(s) and/or contractor(s) for the service(s) rendered. F. Progressive Reimbursement. The COUNTY will pay the VILLAGE the balance of its obligation incurred under this AGREEMENT as additional funds are expended by the VILLAGE. The VILLAGE may seek reimbursement from the COUNTY no more frequently than on a monthly basis. In order to receive reimbursement from the COUNTY, the VILLAGE must provide the COUNTY with the following: i. a cover letter addressed to the Superintendent of the DEPARTMENT; ii. an invoice requesting payment, which includes the COUNTY section number for the PROJECT; iii. a copy of the cancelled check(s) paid to the consultant(s) and/or contractor(s) (or a copy of the associated bank ledger reflecting the payment(s)), or a letter from the consultant(s) and/or contractor(s) confirming payment was received for the service(s) rendered; and iv. a copy of the associated invoice(s) submitted by the consultant(s) and/or contractor(s) for the service(s) rendered. G. Insufficient Documentation. If the documentation submitted by the VILLAGE for reimbursement is reasonably deemed by the COUNTY as not sufficiently documenting the work completed, the COUNTY may require further records and 4 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-ELKG R-00-PV supporting documents to verify the amounts, recipients and uses of all funds invoiced pursuant to this AGREEMENT. IV. GENERAL PROVISIONS A. Authority to Execute. The PARTIES hereto have read and reviewed the terms of this AGREEMENT and bytheir signature as affixed below represent that the signing party has the authority to execute this AGREEMENT and that the PARTIES intend to be bound by the terms and conditions contained herein. B. Binding Successors. This AGREEMENT shall be binding upon and inure to the benefit of the PARTIES hereto and their respective successors and approved assigns. C. Compliance with Laws, Rules and Regulations. The PARTIES shall at all times observe and comply with all laws, ordinances, rules and regulations of the federal, state, county and local governments, as amended from time to time, which may in any manner affect the performance of this AGREEMENT. D. Conflicts of Interest. The VILLAGE understands and agrees that no director, officer, agent or employee of the VILLAGE may have an interest, whether directly or indirectly, in any contract or the performance of any work pertaining to this AGREEMENT; represent, either as agent or otherwise, any person, trust or corporation, with respect to any application or bid for any contract or work pertaining to this AGREEMENT; or take, accept or solicit, either directly or indirectly, any money or thing of value as a gift or bribe or means of influencing his or her vote or actions. Any contract made and procured in violation of this provision is void and no funds under this AGREEMENT may be used to pay any cost under such a contract. E. Conflict with Exhibits. In the event there is a conflict between the terms contained in this document and any attached exhibits, the terms included in this document shall control. F. Counterparts. This AGREEMENT may be executed in two or more counterparts, each of which shall be deemed an original and all of which shall be deemed one and the same instrument. G. Disputes. In the event of any dispute, claim, question, or disagreement arising out of the performance of this AGREEMENT, the PARTIES hereto shall extend their reasonable efforts to meet to settle the dispute, claim, question, or disagreement. To this effect, the PARTIES shall consult and negotiate with each other in good faith and shall recognize each other's interests as well as their mutual interests, and attempt to reach a just and equitable solution that gives reasonable 5 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-E LKG R-00-PV consideration to each PARTY's interests and operations. Reasonable efforts are to be measured against what a similarly situated party would reasonably do. In the event the PARTIES cannot mutually agree on the resolution of the dispute, claim, questions, or disagreement, the decision of the Superintendent of the DEPARTMENT shall be final. H. Effective Date. The Effective Date of this AGREEMENT shall be the date that the last authorized signatory signs and dates this AGREEMENT, which date shall be inserted on the first page of this AGREEMENT. I. Entire Agreement. This AGREEMENT constitutes the complete and exclusive statement of the agreement of the PARTIES relative to the subject matter hereof and supersedes all previous oral and written proposals, negotiations, representations or understandings concerning such subject matter. J. Force Maieure. Neither PARTY shall be liable for any delay or non-performance of its obligations hereunder caused by any contingency reasonably beyond its control, including, but not limited to, acts of God, war, civil unrest, labor strikes or walkouts, fires and natural disasters. K. Governing Law and Venue. It is agreed that the laws of the State of Illinois shall apply to this AGREEMENT and that, in the event of litigation, venue shall lie in Cook County, Illinois. L. Inactivity. This Agreement and the covenants contained herein shall become null and void in the event that the construction contract for the PROJECT is not awarded within three years subsequent to the Effective Date of this Agreement, as defined in section IV (H) above. The PARTIES may agree to extend this deadline in a letter signed by the Superintendent of the DEPARTMENT and an authorized representative of the VILLAGE. M. Indemnification. The VILLAGE shall indemnify, defend and hold harmless the COUNTY and its commissioners, officers, directors, employees and agents, and their respective heirs, successors and assigns, from and against any and all claims, liabilities, damages, losses, and expenses, including, but not limited to, legal defense costs, attorney fees, settlements or judgments, caused by the negligent acts, omissions or willful misconduct of the VILLAGE, its officers, directors, employees, agents, consultants, contractors, subcontractors or suppliers, in connection with or arising out of the performance of this AGREEMENT. N. Modification. This AGREEMENT may only be modified by a written instrument executed by the Superintendent of the DEPARTMENT and an authorized representative of the VILLAGE. R INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-E LKG R-00-PV O. No Third -Party Beneficiaries. This AGREEMENT is not intended to benefit any person, entity or unit of government not a party to this AGREEMENT, and no other person, entity or unit of government shall be entitled to be treated as beneficiary of this AGREEMENT. This AGREEMENT is not intended to and does not create any third -party beneficiary or other rights in any third person or party, including, but not limited to, any agent, contractor, subcontractor, consultant, volunteer or other representative of any PARTY hereto. No agent, employee, contractor, subcontractor, consultant, volunteer or other representative of the PARTIES hereto will be deemed an agent, employee, contractor, subcontractor, consultant, volunteer or other representative of any other PARTY hereto. P. Notices. Unless otherwise specified, all written reports, notices, invoices and other communications related to this AGREEMENT shall be in writing and shall be personally delivered or mailed via first class, certified or registered U.S. Mail or electronic mail delivery to the following persons at the following addresses: To the COUNTY: John Yonan, P.E. Superintendent Cook County Department of Transportation and Highways 69 W. Washington Street, 24th Floor Chicago, IL 60602 E-mail: John.Yonan@cookcountvil.gov To the VILLAGE: Raymond R. Rummel Village Manager Village of Elk Grove Village 901 Wellington Avenue Elk Grove Village, IL 60007 847-439-3900 E-mail: RRummel@elkgrove.org Q. Recitals. The introductory recitals included at the beginning of this AGREEMENT are agreed to by the PARTIES and are hereby incorporated into and made part of this AGREEMENT. R. Records Maintenance. The VILLAGE shall maintain during the term of this AGREEMENT and for a period of three years thereafter complete and adequate financial records, accounts and other records to support all PROJECT expenditures. These records and accounts shall include, but not be limited to, records providing a full description of each activity being assisted with COUNTY funds; a general ledger that supports the costs being charged to the COUNTY; records documenting procurement of goods and services; contracts for goods and services; invoices; billing statements; cancelled checks; bank statements; 7 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-E LKG R-00-PV schedules containing comparisons of budgeted amounts and actual expenditures; and right of way acquisition and construction progress schedules, if applicable. S. Reviews and Audits. The VILLAGE will give the COUNTY access to all books, accounts, records, reports, files, and other papers pertaining to the administration, receipt and use of COUNTY funds to facilitate any reviews or audits. T. Section Headings. Any descriptive headings used in this AGREEMENT are for convenience only and shall not control or affect the meaning or construction of any of the provisions hereof. U. Severability. If any term of this AGREEMENT is to any extent illegal, otherwise invalid, or incapable of being enforced, such term shall be excluded to the extent of such invalidity or unenforceability; all other terms hereof shall remain in full force and effect; and, to the extent permitted and possible, the invalid or unenforceable term shall be deemed replaced by a term that is valid and enforceable and that comes closest to expressing the intention of such invalid or unenforceable term. V. Suspension or Early Termination. Subject to section IV (J) above, the VILLAGE agrees that, if the COUNTY determines that the VILLAGE has not complied with or is not complying with, has failed to perform or is failing to perform, has not met or is not meeting significant PROJECT milestones, or is in default under any of the provisions of this AGREEMENT, whether due to failure or inability to perform or any other cause whatsoever, the COUNTY, after written notification to the VILLAGE of said non-compliance or default and failure by the VILLAGE to correct said violations within 30 calendar days, may suspend or terminate this AGREEMENT in whole or in part by written notice, and/or: i. demand refund of any funds disbursed to the VILLAGE; ii. deduct any refunds or repayments from any funds obligated to, but not expended by the VILLAGE, whether from this or any other project; iii. temporarily withhold cash payments pending correction of deficiencies by the VILLAGE; iv. disallow all or part of the cost of activity or action not in compliance; and/or v. pursue other remedies legally available including, without limitation, legal action. 8 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-E LKG R-00-PV W. Termination of Agreement. This Agreement terminates upon completion of the PROJECT and payment by the COUNTY of the final invoice submitted by the VILLAGE, or May 31, 2024, whichever date is earlier. The PARTIES may agree to extend the termination date of this AGREEMENT in a letter signed by the Superintendent of the DEPARTMENT and an authorized representative of the VILLAGE X. Timely Review and Approval. Wherever in this AGREEMENT approval or review by either the COUNTY or the VILLAGE is provided for, said approval or review shall not be unreasonably delayed or withheld Y. Waiver of Default. The failure by the COUNTY or the VILLAGE to seek redress for violation of or to insist upon the strict performance of any condition or covenant of this AGREEMENT shall not constitute a waiver of any such breach or subsequent breach of such covenants, terms, conditions, rights and remedies. No provision of this AGREEMENT shall be deemed waived by the COUNTY or the VILLAGE unless such provision is waived in writing. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK 0 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-ELKG R-00-PV IN WITNESS WHEREOF, the COUNTY and VILLAGE have caused this AGREEMENT to be executed by their respective officials on the date shown. EXECUTED BY ELK GROVE VILLAGE: Craig- . Johnson Mayor This Jk- day of h , 2019 ATTEST: Village Clerk (SEAL) RECOMMENDED BY: EXECUTED BY COUNTY OF COOK: Toni Preckwinkle President Board of Commissioners This day of , 2019 ATTEST: County Clerk (SEAL) APPROVED AS TO FORM: Kimberly M. Foxx, State's Attorney By: John Yonan, P.E. Assistant State's Attorney Superintendent County of Cook Department of Transportation and Highways 10 INTERGOVERNMENTAL AGREEMENT County of Cook/Elk Grove Village Section: 19-E LKG R-00-PV EXHIBIT A Funding Breakdown ITEM VILLAGE SHARE COUNTY SHARE Construction and Phase III Engineering Balance in excess of $100,000 Up to $100,000 11