R-1879 - 05/26/2020 - DU PAGE COUNTY - Resolutions Exhibits �G
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STORMWATER MANAGEMENT
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Mr. Riccardo Ginex
Village Manager
Village of Oak Brook
1200 Oak Brook Road
Oak Brook, IL 60523
Watershed March 3,2020
Water
Dear Mr. Ginex,
FloodplainDuPage County Stormwater Management is pleased to inform you that the Village of
Oak Brook Shoreline Stabilization project was selected for grant funding through our
Regulatory Water Quality Improvement Program. The maximum funding amount is 25%of the
water quality related project costs. The DuPage County Stormwater Management
Flood OperationsPlanning Committee approved funding amount for your project of no more than
$40,000 for qualified costs,which equates to a 25%reimbursement.
Shared
Services In order to obtain a better understanding of the project timeline, Stormwater
Management staff would like to set up a meeting with the individual(s) who will be
managing the grant for your organization. During the meeting, County staff will also
explain the reimbursement process and answer any questions you may have. To
schedule this meeting,please contact Mary Beth Falsey, Water Quality Supervisor,
via telephone(630-407-6680)or email (marybeth.falsey@dupageco.org).
Congratulations on the grant, and we look forward to working with you.
Sincerely,
harlton, P.E.
AnthorJ
Director
DuPage County Stormwater Management
live
421 N.County Farm Road,Wheaton, Illinois 60187 (630)407-6673 • www.dupageco.org/swm
INTERGOVERNMENTAL AGREEMENT BETWEEN THE COUNTY OF DUPAGE,
ILLINOIS AND THE VILLAGE OF OAK BROOK FOR THE OAK BROOK BATH AND
TENNIS CLUB SHORELINE STABILIZATION PROJECT
This INTERGOVERNMENTAL AGREEMENT is made this;4 day of42 '2020
between the COUNTY OF DUPAGE, a body politic and corporate, with offices at N.
County Farm Road, Wheaton, Illinois (hereinafter referred to as the COUNTY) and VILLAGE
OF OAK BROOK, a body politic and corporate, with offices at 1200 Oak Brook Road,
Oak Brook, IL 60523 (hereinafter referred to as the VILLAGE).
RECITALS
WHEREAS, the VILLAGE and the COUNTY are public agencies within the meaning of
the Illinois "Intergovernmental Cooperation Act"and as authorized by Article 7, Section 10 of
the Constitution of the State of Illinois; and
WHEREAS, the purposes of the "Intergovernmental Cooperation Act" and Article 7 of
the Constitution of the State of Illinois include fostering cooperation among government bodies;
and
WHEREAS, the Illinois General Assembly has granted the COUNTY authority to take
action to manage stormwater and control flooding and to enter into agreements for the purposes
of stormwater management and flood control (Illinois Compiled Statutes, Chapter 55 paragraphs
5/5-1062.3 and 5/5-15001 et. LN.); and
WHEREAS, the COUNTY has adopted the DuPage County Stormwater Management
Plan which recognizes the reduction of stormwater runoff and improving water quality as an
integral part of the proper management of storm and flood waters; and
WHEREAS, the VILLAGE has developed a conceptual design report for the design,
construction, and maintenance of shoreline stabilization practices on a pond at Oak Brook Bath
and Tennis Club (herein referred to as the"PROJECT"); and
WHEREAS, the COUNTY and the VILLAGE have determined that the construction of
the PROJECT will benefit local citizens by improving the water quality in Salt Creek; and
WHEREAS, the VILLAGE has requested COUNTY participation in cost sharing of the
PROJECT through a grant from the COUNTY'S Water Quality Improvement Program in an
amount not to exceed forty thousand dollars ($40,000); and
WHEREAS, the VILLAGE shall pay PROJECT expenses to the contractors as they
become due and will be reimbursed by the County for qualified expenses per this
AGREEMENT; and
WHEREAS, the VILLAGE shall share any available data collected from the PROJECT
for the purposes of fostering community education and improving upon similar future projects;
and
NOW, THEREFORE, in consideration of the premises, the mutual covenants, terms, and
conditions herein set forth, and the understandings of each party to the other, the parties do
hereby mutually covenant,promise and agree as follows:
1.0 INCORPORATION AND CONSTRUCTION.
1.1 All recitals set forth above are incorporated herein and made a part hereof, the
same constituting the factual basis for this AGREEMENT.
1.2 The headings of the paragraphs and subparagraphs of this AGREEMENT are
inserted for convenience of reference only and shall not be deemed to constitute
part of this AGREEMENT or to affect the construction hereof.
2.0 PROJECT DESCRIPTION.
2.1 The PROJECT involves shoreline stabilization practices along a pond at Oak Brook
Bath and Tennis Club. The improvements include bank stabilization, installation of
a boulder toe, and native plantings.The goal of the VILLAGE is to reduce pollutant
loadings associated with an eroded shoreline into Salt Creek.
2.2 The PROJECT shall be developed essentially in accord with the conceptual design
report (Village of Oak Brook Shoreline Stabilization Project), as prepared by the
Village of Oak Brook and dated January 10, 2020, which document is incorporated
herein by reference but is not attached hereto due to space limitations. The best
management practices shall be maintained and monitored by the VILLAGE or its
consultant.
3.0 FUNDING.
3.1 The total water quality related PROJECT costs are estimated to be one hundred
sixty-two thousand one hundred fifty dollars ($162,150). The cost share is as
follows, unless otherwise agreed to in writing as provided in Paragraph 3.2 below:
VILLAGE OF OAK BROOK 75% $122,150
COUNTY OF DUPAGE 25% $40,000
TOTAL 100.0% $162,150
3.2 The VILLAGE shall be responsible for bearing any cost overruns or expenses in
excess of the funding listed in Paragraph 3.1, regardless of the cause,unless the
VILLAGE and COUNTY agree to apportion such extra costs before they are
incurred.
3.3 This AGREEMENT shall in no way obligate the VILLAGE to undertake this
PROJECT if the VILLAGE in its sole discretion determines that it is no longer in
the VILLAGE'S best interest to proceed with this PROJECT. However, in the
event the PROJECT is not substantially completed (excepting post-construction
monitoring)by June 30, 2021, the VILLAGE shall promptly reimburse the
COUNTY any monies paid by the COUNTY to the VILLAGE pursuant to this
AGREEMENT. The VILLAGE'S right to retain the COUNTY'S reimbursement
of PROJECT costs is expressly conditioned upon the VILLAGE'S timely and
satisfactory completion of the PROJECT.
3.4 The VILLAGE may only seek COUNTY reimbursement for allowable PROJECT
expenses. Allowable PROJECT expenses incurred and paid by the VILLAGE in
relation to the PROJECT shall include third-party professional services related to
the construction of the PROJECT(construction management, etc.), construction
(labor and materials),bid advertising, etc. Notwithstanding the foregoing,
allowable expenses shall not include the VILLAGE'S administrative costs,
overhead, payroll, land acquisition, legal or accounting services.
4.0 VILLAGE'S RESPONSIBILITIES.
4.1 The VILLAGE shall be responsible for the preparation of the plans,
specifications, and bid documents for the PROJECT, together with the
advertisement and award of all PROJECT-related public bids. The VILLAGE
shall select, and contract with, all vendors providing professional services for the
PROJECT.
4.2 The VILLAGE shall be responsible for successful completion of all phases of the
PROJECT, from design and construction through maintenance.
4.3 The VILLAGE shall be responsible for securing all local, county, state, and
federal permits necessary for completion of the PROJECT.
4.4 The VILLAGE shall be responsible for submitting copies of all permit
applications and related correspondence to the COUNTY in a timely manner to
ensure sufficient review by the COUNTY. The purpose of the COUNTY'S
review shall be for the sole purpose of documenting whether PROJECT work
components qualify as allowable expenses.
4.5 The VILLAGE shall be responsible for obtaining all required land rights
necessary for the completion of the PROJECT.
4.6 The VILLAGE shall not be reimbursed by the COUNTY for work undertaken
prior to the signing of this AGREEMENT.
4.7 The VILLAGE may enter into additional agreements to secure its portion of the
local PROJECT costs.
4.8 The VILLAGE shall submit no more than one invoice per month to the COUNTY
during the construction and maintenance phases of the PROJECT. Under no
circumstances should the COUNTY be invoiced more than twenty five percent
(25%) of total incurred PROJECT costs up to the limits as established in
Paragraph 3.1. The invoice shall show the quantities and cost per item and be
summarized by PROJECT area.
4.9 The VILLAGE shall make direct payments, or cause to have payments made, to
all parties providing services related to this PROJECT. This requirement will not
affect the COUNTY'S obligation to reimburse the VILLAGE in the amounts
herein agreed upon, nor shall this provision affect the VILLAGE'S obligation to
repay the COUNTY in the event the PROJECT is not undertaken or completed, as
established in Paragraph 3.3.
4.10 The VILLAGE shall make any data collected from the PROJECT available to the
COUNTY upon reasonable request by the COUNTY.
4.11 The COUNTY shall not be responsible for or have control over the design,
construction, means, methods, techniques or procedures with respect to any work
performed for the PROJECT. The VILLAGE and VILLAGE'S contractors shall
be solely responsible for the safety of all individuals performing work on the
PROJECT. The VILLAGE shall take such measures as are necessary to ensure
that its contractors maintain the PROJECT areas in a safe condition and install
appropriate barricades and warning signs, and the VILLAGE shall strictly enforce
or cause to have strictly enforced all applicable safety rules and regulations. This
provision is not intended to create any new burden or liability for the VILLAGE
beyond the usual burdens and liabilities for a municipality in the construction of
public improvements. This section is intended merely to relieve the COUNTY
from such liabilities in this PROJECT. COUNTY'S role in conducting any
review or granting any consent or approval relates solely to the PROJECT'S
eligibility under the COUNTY'S Water Quality Improvement Program.
4.12 The VILLAGE must acknowledge the COUNTY using logo(s) and wording
provided by the COUNTY in permanent onsite signage and other promotion of the
PROJECT including, but not limited to, printed materials, press releases and
presentations.
5.0 COUNTY'S RESPONSIBILITIES.
5.1 The COUNTY shall reserve the right to review the PROJECT'S plans and
specifications, prior to the VILLAGE'S advertisement for contract services,
together with any subsequent change orders, addendums, or revisions thereto
("CONTRACT DOCUMENTS"), for the purpose of verifying that PROJECT
components qualify for reimbursement through the COUNTY'S Water Quality
Improvement Program. The COUNTY shall promptly provide the VILLAGE
with any recommended changes to the CONTRACT DOCUMENTS for
PROJECT components to qualify for reimbursement.
5.2 The COUNTY shall cost share in the PROJECT as follows:
5.2.1 The COUNTY shall reimburse the VILLAGE for approved costs
associated with the PROJECT at a fixed proportion of twenty five
percent (25%)of the PROJECT costs, which have been incurred and
paid for by the VILLAGE, as specified in Paragraph 3.1.
5.2.2 The total reimbursement amount paid by the COUNTY shall not exceed
forty thousand dollars ($40,000).
5.2.3 In the event PROJECT costs total less than one hundred sixty-two
thousand one hundred fifty dollars ($162,150), the COUNTY'S total
reimbursement amount shall be not more than twenty five percent (25%)
of the actual total PROJECT costs. Any amounts overpaid by the
COUNTY shall be promptly refunded by the VILLAGE.
5.2.4 The COUNTY shall not be obligated to pay invoices received after
September 30, 2021, regardless of when the work was completed and
notwithstanding that the COUNTY'S contribution limit has not been
reached.
5.3 The COUNTY shall be allowed unlimited, but reasonable, access to the
PROJECT area to observe and review PROJECT work and work documents (i.e.,
plans, change orders, field orders, manager diaries, etc.) for the limited purpose of
determining eligibility for COUNTY reimbursement, and the use of all data
collected as part of the PROJECT. The COUNTY shall provide the VILLAGE
reasonable advance notice of when the COUNTY requires such access.
6.0 GOVERNMENT REGULATIONS.
6.1 The VILLAGE shall comply with all local, county, state and federal requirements
now in force, or which may hereafter be in force, pertaining to the PROJECT.
7.0 INDEMNIFICATION.
7.1 The VILLAGE shall indemnify, hold harmless and defend the COUNTY or any
of its officials, officers, employees, and agents from and against all liability,
claims, suits, demands, liens, proceedings and actions, including reasonable costs,
fees and expense of defense, arising from, growing out of, or related to, any loss,
damage, injury, death, or loss or damage to property resulting from, or connected
with, the VILLAGE 'S performance under this AGREEMENT to the fullest extent
the VILLAGE is so authorized under the law; provided, however, that the
VILLAGE shall not be obligated to indemnify, hold harmless and defend the
COUNTY for any negligent or intentional wrongful misconduct or omissions by
COUNTY officials, employees, agents, contractors or personnel.
7.2 The VILLAGE shall require each consultant and contractor responsible for the
construction of the PROJECT to name the VILLAGE and COUNTY as an
additional insured party on said vendor's liability insurance policy. Further, the
VILLAGE shall require that its consultants and contractors indemnify, defend and
hold harmless the VILLAGE and COUNTY, its officers, employees and elected
officials from and against any claims, liability or judgments resulting from, or
caused by, the negligence or willful conduct of such consultant and/or contractor.
7.3 Nothing contained herein shall be construed as prohibiting the COUNTY, its
officials, directors, officers, agents and employees, from defending through the
selection and use of their own agents, attorneys and experts, any claims, suits,
demands, liens, proceedings and actions brought against them. Pursuant to
Illinois law, any attorney representing the COUNTY, under this paragraph or
paragraph 7.1 is to be the State's Attorney, in accord with the applicable law. The
COUNTY'S participation in its defense shall not remove the VILLAGE'S duty to
indemnify, defend, and hold the COUNTY harmless, as set forth above.
Moreover, indemnity as provided in this AGREEMENT shall not be limited by
reason of any insurance coverage maintained by the VILLAGE or its consultants,
contractors or agents. The VILLAGE'S indemnification of the COUNTY shall
survive the termination, or expiration, of this AGREEMENT.
8.0 AMENDMENT OR MODIFICATION OF THIS AGREEMENT.
8.1 The parties may modify or amend terms of this AGREEMENT only by a written
document duly approved and executed by both parties, excluding term extensions
as provided for in the following provision.
8.2 Notwithstanding Paragraph 8.1, above, the term for performing this
AGREEMENT may be extended by any suitable COUNTY designated form,
signed by both parties without formal amendment pursuant to Paragraph 8.1,
above.
9.0 TERM OF THIS AGREEMENT.
9.1 The term of this AGREEMENT shall begin on the date the AGREEMENT is
fully executed, and shall continue in full force and effect until the earlier of the
following occurs:
9.1.1 September 30, 2021 or to a new date agreed upon by the parties.
9.1.2 The completion by the VILLAGE and COUNTY of their respective
obligations under this AGREEMENT, in the event such completion
occurs before September 30, 2021.
10.0 ENTIRE AGREEMENT.
10.1 This AGREEMENT, including matters incorporated herein, contains the entire
AGREEMENT between the parties.
10.2 There are no other covenants, warranties, representations,promises, conditions or
understandings, either oral or written, other than those contained herein.
10.3 This AGREEMENT may be executed in one or more counterparts, each of which
shall for all purposes be deemed to be an original and all of which shall constitute
the same instrument.
10.4 In the event of a conflict between the terms or conditions of this AGREEMENT
and any term or condition found in any exhibit or attachment, the terms and
conditions of this AGREEMENT shall prevail.
11.0 SEVERABILITY.
11.1 In the event any provision of this AGREEMENT is held to be unenforceable or
invalid for any reason, the enforceability thereof shall not affect the remainder of
the AGREEMENT. The remainder of this AGREEMENT shall be construed as if
not containing the particular provision and shall continue in full force, effect, and
enforceability, in accordance with its terms.
12.0 GOVERNING LAW.
12.1 The laws of the State of Illinois shall govern this AGREEMENT as to both
interpretation and performance.
12.2 The venue 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.
13.0 NOTICES.
13.1 Any required notice shall be sent to the following addresses and parties:
Riccardo Ginex Mary Beth Falsey
Village Manager Water Quality Supervisor
Village of Oak Brook DuPage County Stormwater Management
1200 Oak Brook Road, 421 N. County Farm Road
Oak Brook, IL 60523 Wheaton, Illinois 60187
14.0 WAIVER OF/FAILURE TO ENFORCE BREACH.
14.1 The parties agree that the waiver of, or failure to enforce, any breach of this
AGREEMENT by the remaining party shall not be construed, or otherwise
operate, as a waiver of any future breach of this AGREEMENT. Further the
failure to enforce any particular breach shall not bar or prevent the remaining
party from enforcing this AGREEMENT with respect to a different breach.
15.0 NO WAIVER OF TORT IMMUNITIES
15.1 Nothing contained in any provision of this Agreement is intended to constitute nor
shall constitute a waiver of the defenses, privileges or immunities available to the
parties under the Illinois Local Governmental and Governmental Employees Tort
Immunity Act.
IN WITNESS OF, the parties set their hands and seals as of the date first written above.
COUNTY OF DUPAGE VILLAGE OF OAK BROOK
Daniel J. Cronin, Gopal G. Lalmalani
Chairman Village President
ATTEST: ATTEST:
Jean Kaczmarek, Charlotte K. Pruss
County Clerk Village Clerk
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