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Dakota County Contract C0031297
AQUATIC INVASIVE SPECIES AID
GRANT AGREEMENT
This Grant Agreement (Agreement) is made and entered into by and between the County of Dakota, acting
through its Environmental Resources Department (County) and the City of Lakeville (City).
Recitals
WHEREAS, under Minn. Stat. Ch. 373.01 the County is empowered to enter into this Agreement;
WHEREAS, the County has received an appropriation from the State of Minnesota for Aquatic Invasive
Species Prevention Aid;
WHEREAS, pursuant to Minnesota Statute Section 477A.19, the County has authority to coordinate programs
to manage and prevent the growth of aquatic invasive species with local units of government, soil and water
conservation districts, watershed districts, or lake associations, in the county;
WHEREAS, and the City of Lakeville has proposed an AIS treatment program at Lake Marion and Orchard
Lake in Dakota County (Project).
WHEREAS, the City agrees to complete the Project described in this Agreement to the satisfaction of the
County;
NOW THEREFORE, in reliance on the above statements and in consideration of the mutual promises and
covenants contained in this Agreement, the County and the City agree as follows:
AGREEMENT
1. Parties: The parties to this Agreement are the County and City, collectively referred to as the “parties”.
2. Effective Date and Term: Notwithstanding the dates of signatures of the parties to this Agreement, the
effective date of this Agreement is from April 1, 2019 through December 31, 2019, or until completion
by the parties of their respective obligations under this Agreement, whichever occurs first, unless earlier
terminated by law or according to the provisions of this Agreement.
3. Purpose. The purpose of this Agreement is to disburse Dakota County AIS Prevention Aid to the City
for Aquatic Invasive Species prevention activities.
4. City Obligations
A. City shall complete the Project, described as treatment of Eurasian watermilfoil (EWM) and
curlyleaf pondweed (CLP) on Lake Marion and Orchard Lake and more specifically in
accordance with Dakota County’s Aquatic Invasive Species Plan and Dakota County’s Aquatic
Species Grant Program, attached hereto and incorporated by reference herein as Exhibits A
and B, and the City’s Proposal, attached hereto and incorporated by reference herein as Exhibit
C. If there are any inconsistencies between this Agreement and Exhibits A or B, the priority of
documents shall be as follows: 1) this Agreement; 2) the County’s Aquatic Invasive Species
Plan (Exhibit A); 3) the County’s Aquatic Invasive Species Grant Program (Exhibit B); 4) the
City’s Proposal (Exhibit C).
Dakota County Contract C0031297
B. Publicity: The City shall acknowledge funding or services provided by the County in any
promotional materials, signage, reports, publications, notices, or presentations related to
activities conducted under this Agreement. This section shall survive the expiration or
termination of this Agreement.
5. Reimbursement to the County
The City will claim reimbursement for expenditures incurred in connection with the performance of
activities that are eligible for reimbursement in accordance with this Agreement. No reimbursements will
be made for any expenditures incurred prior to the effective date of this Agreement.
The County will reimburse the City within 45 calendar days of the City’s submission of invoices to the
County. Invoices must be submitted in the form acceptable to the County. All requests for
reimbursement must be submitted by December 15, 2019. The City must certify that the requested
reimbursements are accurate, appropriate and eligible in accordance with the Dakota County Aquatic
Invasive Species Plan, attached hereto and incorporated by reference to this Agreement as Exhibit A,
that the City has documentation of the actual expenditures for which reimbursement is sought, and that
such expenditures have not been otherwise reimbursed. All requests for reimbursement shall be made
to:
Dakota County Environmental Resources Department
Attn: Michael Behan
14955 Galaxie Avenue
Apple Valley, MN 55124
Email: michael.behan@co.dakota.mn.us
The City understands and agrees that payments by the County to the City under this Agreement are
dependent upon payments to the County from the State, through the Department of Revenue. The
parties agree that payment to the County from the State is a condition precedent of this Agreement and
if payment from the State is not obtained or continued or is decreased by any amount the County may
reduce or terminate this Agreement by giving the City 30 days’ notice. If the Agreement is terminated
due to lack of funding from the State, the City shall only be entitled to the actual cost of the Project
rendered up to the date of termination. If payment from the State to the County is decreased, the
parties may negotiate a decrease in the scope of the Project provided for in the Agreement. The City
agrees that the County’s decision not to terminate shall be sufficient consideration for any modification
of the Agreement.
Dakota County Contract C0031297
6. Authorized Representatives: The following named persons are designated as the Authorized
Representatives of the Parties for purposes of this Agreement. These persons have authority to bind
the party they represent and to consent to modifications, except that the Authorized Representatives
shall have only the authority specifically granted by their respective governing boards. Notice required
to be provided pursuant this Agreement shall be provided to the following named persons and
addresses unless otherwise stated in this Agreement, or in a modification to this Agreement.
In addition, notification to the County or the City regarding termination of this Agreement by the other
party shall be provided to the Office of the Dakota County Attorney, Civil Division, 1560 Highway 55,
Hastings, MN 55033.
The Parties shall provide written notification to each other of any change to the Authorized
Representative. Such written notification shall be effective to change the designated liaison under this
Agreement, without necessitating an amendment of this Agreement.
7. Indemnification and Insurance:
Each party to this Agreement shall be liable for the acts or omissions of its officers, directors,
employees or agents and the results thereof to the fullest extent authorized by law and shall not be
responsible for the acts of the other party, its officers, directors, employees or agents. It is understood
and agreed that the provisions of the Municipal Tort Claims Act, Minn. Stat. Ch. 466, and other
applicable laws govern liability arising from the Parties’ acts or omissions. In the event of any claims or
actions asserted or filed against either party, nothing in this Agreement shall be construed to allow a
claimant to obtain separate judgments or separate liability caps from the individual parties. In order to
insure a unified defense against any third-party liability claims arising from work of the Project, City
agrees to require all contractors or subcontractors hired to do any work on the Project to maintain
commercial general liability insurance in the amounts consistent with the minimum limits of coverage
established by Minn. Stat. § 466.04 during the terms of the Project. Each Party warrants that they are
able to comply with the indemnity requirements through an insurance company, the League of
Minnesota Cities Insurance Trust, or self-insurance program and that each has minimum coverage
consistent with the liability limits contained in Minn. Stat. Ch. 466.
8. Government Data Practices: All data collected, created, received, maintained, or disseminated for any
purpose by the activities of the City because of this Agreement is governed by the Minnesota
Government Data Practices Act, Minnesota Statutes Chapter 13, as amended, the Minnesota Rules
implementing such Act now in force or as adopted, as well as Federal regulations on data privacy,
including but not limited to the Health Insurance Portability and Accountability Act (HIPPA) where it
applies. The City agrees to abide by these statutes, rules and regulations and as the same may be
amended from time to time.
The County’s Authorized Representative is:
Georg Fischer or successor, Director
Environmental Resources Department
14955 Galaxie Avenue
Apple Valley MN 55124
Telephone: 952-891-7554
Email: Georg.fischer@co.dakota.mn.us
The City’s Authorized Representative is:
Justin Miller, City Administrator
City of Lakeville
20195 Holyoke Avenue
Lakeville, MN 55044
Telephone: 952.985.4403
Email: jmiller@lakevillemn.gov
Dakota County Contract C0031297
9. Assignment, Amendments, Waiver and Complete Agreement.
A. Assignment. The City may neither assign nor transfer any rights or obligations under this
Agreement without the prior consent of the County and a fully executed assignment agreement,
executed by the County and the City.
1. Use of Contractors. The City will engage contractors to perform activities funded pursuant to
this Agreement. However, the City retains primary responsibility to the County for performance
of the activities and the use of such contractors does not relieve the City from any of its
obligations under this Agreement.
If the City engages any contractors to perform any part of the activities, the City agrees that the contract
for such services shall include the following provisions:
(1) The contractor must maintain all records and provide all reporting as required by this
Agreement.
(2) The contractor must defend, indemnify, and save harmless the County from all claims,
suits, demands, damages, judgments, costs, interest, and expenses arising out of or by
reason of the performance of the contracted work, caused in whole or in part by any
negligent act or omission of the contractor, including negligent acts or omissions of its
employees, subcontractors, or anyone for whose acts any of them may be liable.
(3) The contractor must provide and maintain insurance through the term of this Agreement
in amounts and types of coverage as set forth in the Insurance Terms, which is attached
an Incorporated as Exhibit D, and provide to the County, prior to commencement of the
contracted work, a certificate of insurance evidencing such insurance coverage.
(4) The contractor must be an independent contractor for the purposes of completing the
contracted work.
(5) The contractor must acknowledge that the contract between the City and the contractor
does not create any contractual relationship between County and the contractor.
(6) The contractor shall perform and complete the activities in full compliance with this
Agreement and all applicable laws, statutes, rules, ordinances, and regulations issued
by any federal, state, or local political subdivisions having jurisdiction over the activities.
B. Amendments. Any amendment to this Agreement must be in writing and executed by the County
and the City.
C. Waiver. If the County fails to enforce any provision of this Agreement, that failure shall not result in
a waiver of the right to enforce the same or another provision of this Agreement.
D. Agreement Complete. This Agreement and exhibits contain all negotiations and agreements
between the County and the City. No other understanding regarding this Agreement, whether
written or oral may be used to bind either party.
10. Audit. The City shall maintain books, records, documents and other evidence pertaining to the costs or
expenses associated with the work performed pursuant to this Agreement. Upon request the City shall
allow the County, Legislative Auditor or the State Auditor to inspect, audit, copy or abstract all of the
books, records, papers or other documents relevant to this Agreement. The City shall use generally
Dakota County Contract C0031297
accepted accounting principles in the maintenance of such books and records, and shall retain all of
such books, records, documents and other evidence for a period of six (6) years from the date of the
completion of the activities funded by this Agreement.
11. Relationship of the Parties. Nothing contained in this Agreement is intended or should be construed
as creating or establishing the relationship of co-partners or joint ventures between the County and the
City, nor shall the County be considered or deemed to be an agent, representative or employee of the
City in the performance of this Agreement. Personnel of the City or other persons while engaging in the
performance of this Agreement shall not be considered employees of the County and shall not be
entitled to any compensation, rights or benefits of any kind whatsoever.
12. Governing Law, Jurisdiction and Venue. Minnesota law, without regard to its choice-of-law
provisions, governs this Agreement. Venue for all legal proceedings arising out of this Agreement or its
breach, must be with the appropriate state court with competent jurisdiction in Dakota County.
13. Nondiscrimination. The City agrees to comply with all applicable laws relating to nondiscrimination
and affirmative action. In particular, the City agrees not to discriminate against any employee, applicant
for employment, or participant in this Agreement because of race, color, creed, religion, national origin,
sex, marital status, status with regard to public assistance, membership or activity in a local civil rights
commission, disability, sexual orientation, or age; and further agrees to take action to ensure that
applicants and employees are treated equally with respect to all aspects of employment, including
selection for training, rates of pay, and other forms of compensation.
14. Compliance with the Law. The City agrees to conduct its work under this Agreement in compliance
with all applicable provisions of federal, state, and local laws, ordinances, or regulations. The City is
responsible for obtaining and complying with all federal, state, or local permits, licenses, and
authorizations necessary for performing the work.
15. Default and Remedies.
A. Events of Default. The following shall, unless waived in writing by the County, constitute an event
of default under this Agreement: If the City fails to fully comply with any material provision, term, or
condition contained in this Agreement.
B. Notice of Event of Default and Opportunity to Cure. Upon the County's giving the City written
notice of an event of default, the City shall have thirty (30) calendar days in which to cure such
event of default, or such longer period of time as may be reasonably necessary so long as the City
is using its best efforts to cure and is making reasonable progress in curing such events of default
(the “Cure Period”). In no event shall the Cure Period for any event of default exceed two (2)
months. Within ten (10) calendar days after receipt of notice of an event of default, the City shall
propose in writing the actions that the City proposes to take and the schedule required to cure the
event of default.
C. Remedies. Upon the City’s failure to cure an event of default within the Cure Period, the County
may enforce any or all of the following remedies, as applicable:
(1) The County may refrain from disbursing the grant monies; provided, however, the
County may make such a disbursement after the occurrence of an event of default
without thereby waiving its rights and remedies hereunder.
Dakota County Contract C0031297
(2) The County may enforce any additional remedies it may have in law or equity.
(3) The County may terminate this Agreement and its obligation to provide funds under this
Agreement for cause by providing thirty (30) days’ written notice to the City. Such notice
to terminate for cause shall specify the circumstances warranting termination of the
Agreement. Cause shall be a material breach of this Agreement and any supplemental
agreement or modification to this Agreement or an event of default. Notice of
Termination shall be made by certified mail or personal delivery to the Authorized
Representative of the other Party. For purposes of termination and default, all days are
calendar days.
16. Non-Appropriation. Notwithstanding any provision of this Agreement to the contrary, this Agreement
may be terminated immediately by the County in the event sufficient funds from the County, State, or
Federal sources are not appropriated, obtained and continued at least at the level relied on for the
funding of this Agreement, and the non-appropriation of funds did not result from any act or bad faith on
the part of the County.
17. Ownership of Materials and Intellectual Property Rights.
A. The County agrees to, and hereby does, assign all rights, title and interest it may have in the
materials conceived or created by the City, or its employees or sub-grantees, and which arise out of
the performance of this Agreement, including any inventions, reports, studies, designs, drawings,
specifications, notes, documents, software and documentation, computer-based training modules,
electronically, magnetically or digitally recorded material, and other work in whatever form
(Materials) to the City.
B. The City represents and warrants that Materials produced or used under this Agreement do not and
will not infringe upon any intellectual property rights of another. Notwithstanding anything in this
Agreement to the contrary, City shall indemnify and defend the County, at its expense, from any
action or claim brought against the County to the extent that it is based on a claim that all or parts of
the Materials infringe upon the intellectual property rights of another.
The rights and remedies herein specified are cumulative and not exclusive of any rights or remedies
that the Authority would otherwise possess.
18. Firearms Prohibited
Unless specifically required by the terms of this Agreement, no provider of services pursuant to this
Agreement, including but not limited to employees, agents or subcontractors of City shall carry or
possess a firearm on County premises or while fulfilling the requirements pursuant to the terms of this
Agreement. Violation of this provision constitutes grounds for immediate suspension or termination of
this Agreement at the sole discretion of the County.
19. Compliance with DNR requirements
19.1 Prior to conducting authorized watercraft inspections at water accesses, City must be a local
government unit and execute a Delegation Agreement with the Minnesota Department of
Natural Resources (DNR).
19.2 City must obtain a permit from the DNR prior to conducting invasive aquatic plant management
activities.
Dakota County Contract C0031297
20. Severability.
Every section, provision or part of this Agreement is declared severable from every other section,
provision or part thereof to the extent that if any sections, provision or part of this Agreement shall be
held invalid by a court of competent jurisdiction, it shall not invalidate any other section, provision or
part thereof.
21. Survival of terms
The following clauses survive the expiration or termination of this Agreement: 4.B. Publicity; 7.
Indemnification; 8. Government Data Practices; 10. Audits; 12. Governing Law, Jurisdiction and Venue.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the dates indicated below.
FOR DAKOTA COUNTY
(I represent and warrant that I am authorized to
execute this contract on behalf of Dakota County.)
By: _____________________________________
Georg T. Fischer, Director
Environmental Resources Department
Date of signature:__________________________
APPROVED AS TO FORM:
/s/Helen R. Brosnahan 3/11/19
Assistant County Attorney Date
County Attorney File No:KS-19-118-002
FOR THE CITY
(We represent and warrant that we are authorized
by law to execute this contract and legally bind
the City.)
By: _____________________________________
Signature line
Printed Name:_______________________
Title: ______________________________
Telephone:_________________________
Date of signature:_______________________
Dakota County Resolution Number: 17-215
Dakota County Contract C0031298
AQUATIC INVASIVE SPECIES AID
GRANT AGREEMENT
This Grant Agreement (Agreement) is made and entered into by and between the County of Dakota, acting
through its Environmental Resources Department (County) and the City of Lakeville (City).
Recitals
WHEREAS, under Minn. Stat. Ch. 373.01 the County is empowered to enter into this Agreement;
WHEREAS, the County has received an appropriation from the State of Minnesota for Aquatic Invasive
Species Prevention Aid;
WHEREAS, pursuant to Minnesota Statute Section 477A.19, the County has authority to coordinate programs
to manage and prevent the growth of aquatic invasive species with local units of government, soil and water
conservation districts, watershed districts, or lake associations, in the county;
WHEREAS, and the City of Lakeville has proposed an inspection program at Lake Marion and Orchard Lake in
Dakota County (Services).
WHEREAS, the County intends to hire Waterfront Restorations (Contractor) for watercraft inspections at the
Lake Marion and Orchard Lake public boat launches utilizing aquatic invasive species prevention aid allocated
to the City of Lakeville;
WHEREAS, the City of Lakeville has proposed to provide 25% matching funds to Dakota County to support the
proposed inspection program at the Lake Marion and Orchard Lake public boat launches.
WHEREAS, the City will reimburse the County in an amount not to exceed $4,420.00 as matching funds for
watercraft inspections performed at Lake Marion and Orchard Lake boat launches;
NOW THEREFORE, in reliance on the above statements and in consideration of the mutual promises and
covenants contained in this Agreement, the County and the City agree as follows:
AGREEMENT
1. Parties: The parties to this Agreement are the County and City, collectively referred to as the “parties”.
2. Effective Date and Term: Notwithstanding the dates of signatures of the parties to this Agreement, the
effective date of this Agreement is from April 1, 2019 through December 31, 2019, or until completion
by the parties of their respective obligations under this Agreement, whichever occurs first, unless earlier
terminated by law or according to the provisions of this Agreement.
3. Purpose. The purpose of this Agreement is to create an arrangement between the City and County in
which Dakota County AIS Prevention Aid will partially fund Aquatic Invasive Species Inspection
activities.
4. City Obligations
A. City shall provide a funding match, described as a minimum 25% cash contribution to create a
collaborative effort with the County in order to increase watercraft inspections at the Lake
Marion and Orchard Lake public boat launches, according to the County’s Aquatic Invasive
Dakota County Contract C0031298
Species Plan, attached hereto and incorporated by reference herein as Exhibits A and B, and
the City’s Proposal, attached hereto and incorporated by reference herein as Exhibit C. If there
are any inconsistencies between this Agreement and Exhibits A or B, the priority of documents
shall be as follows: 1) this Agreement; 2) the County’s Aquatic Invasive Species Plan (Exhibit
A); 3) the County’s Aquatic Invasive Species Grant Program (Exhibit B); 4) the City’s Proposal
(Exhibit C).
B. Publicity: The City shall acknowledge funding or services provided by the County in any
promotional materials, signage, reports, publications, notices, or presentations related to
activities conducted under this Agreement. This section shall survive the expiration or
termination of this Agreement.
C. Right of Ingress and Egress. During the term of this Agreement, County, its employees,
agents, or both, shall have the right of ingress and egress to City’s property for purposes
connected with the delivery of Services under this Agreement, or the performance of any
obligations required by this Agreement.
5. Reimbursement to the County
The County will submit a claim for reimbursement from the City for expenditures incurred in connection
with the performance of activities that are eligible for reimbursement in accordance with this
Agreement. No reimbursements will be made for any expenditures incurred prior to the effective date of
this Agreement.
The County will supply the City invoices from Contractor along with a request for reimbursement within
45 calendar days of the County’s receipt of aforementioned invoices.
The County must receive all reimbursement payments from the City by December 15, 2019. The
County and City must certify that the requested reimbursement amounts and types are accurate,
appropriate and eligible in accordance with the Dakota County Aquatic Invasive Species Plan attached
hereto and incorporated by reference to this Agreement as Exhibit A.
The City understands and agrees that payments by the County to the Contractor under this Agreement
are dependent upon payments to the County from the State, through the Department of Revenue. The
parties agree that payment to the County from the State is a condition precedent of this Agreement and
if payment from the State is not obtained or continued or is decreased by any amount the County may
reduce or terminate this Agreement by giving the City 30 days’ notice. If the Agreement is terminated
due to lack of funding from the State, the City shall only be entitled to the actual cost of Services
rendered up to the date of termination. If payment from the State to the County is decreased, the
parties may negotiate a decrease in the amount of Services provided in the Agreement. The City
agrees that the County’s decision not to terminate shall be sufficient consideration for any modification
of the Agreement.
Dakota County Contract C0031298
6. Authorized Representatives: The following named persons are designated as the Authorized
Representatives of the parties for purposes of this Agreement. These persons have authority to bind
the party they represent and to consent to modifications, except that the Authorized Representatives
shall have only the authority specifically granted by their respective governing boards. Notice required
to be provided pursuant this Agreement shall be provided to the following named persons and
addresses unless otherwise stated in this Agreement, or in a modification to this Agreement.
In addition, notification to the County or the City regarding termination of this Agreement by the other
party shall be provided to the Office of the Dakota County Attorney, Civil Division, 1560 Highway 55,
Hastings, MN 55033.
The parties shall provide written notification to each other of any change to the Authorized
Representative. Such written notification shall be effective to change the designated liaison under this
Agreement, without necessitating an amendment of this Agreement.
7. Indemnification and Insurance:
Each party to this Agreement shall be liable for the acts or omissions of its officers, directors,
employees or agents and the results thereof to the fullest extent authorized by law and shall not be
responsible for the acts of the other party, its officers, directors, employees or agents. It is understood
and agreed that the provisions of the Municipal Tort Claims Act, Minn. Stat. Ch. 466, and other
applicable laws govern liability arising from the Parties’ acts or omissions. In the event of any claims or
actions asserted or filed against either party, nothing in this Agreement shall be construed to allow a
claimant to obtain separate judgments or separate liability caps from the individual parties. In order to
insure a unified defense against any third-party liability claims arising from work of the Project, City
agrees to require all contractors or subcontractors hired to do any work on the Project to maintain
commercial general liability insurance in the amounts consistent with the minimum limits of coverage
established by Minn. Stat. § 466.04 during the terms of the Project. Each Party warrants that they are
able to comply with the indemnity requirements through an insurance company, the League of
Minnesota Cities Insurance Trust, or self-insurance program and that each has minimum coverage
consistent with the liability limits contained in Minn. Stat. Ch. 466.
8. Government Data Practices: All data collected, created, received, maintained, or disseminated for any
purpose by the activities of the City because of this Agreement is governed by the Minnesota
Government Data Practices Act, Minnesota Statutes Chapter 13, as amended, the Minnesota Rules
implementing such Act now in force or as adopted, as well as Federal regulations on data privacy,
including but not limited to the Health Insurance Portability and Accountability Act (HIPPA) where it
applies. The City agrees to abide by these statutes, rules and regulations and as the same may be
amended from time to time.
The County’s Authorized Representative is:
Georg Fischer or successor, Director
Environmental Resources Department
14955 Galaxie Avenue
Apple Valley MN 55124
Telephone: 952-891-7554
Email: Georg.fischer@co.dakota.mn.us
The City’s Authorized Representative is:
Justin Miller, City Administrator
City of Lakeville
20195 Holyoke Avenue
Lakeville, MN 55044
Telephone: 952.985.4403
Email: jmiller@lakevillemn.gov
Dakota County Contract C0031298
9. Assignment, Amendments, Waiver and Complete Agreement.
A. Assignment. The City may neither assign nor transfer any rights or obligations under this
Agreement without the prior consent of the County and a fully executed assignment agreement,
executed by the County and the City.
B. Amendments. Any amendment to this Agreement must be in writing and executed by the County
and the City.
C. Waiver. If the County fails to enforce any provision of this Agreement, that failure shall not result in
a waiver of the right to enforce the same or another provision of this Agreement.
D. Agreement Complete. This Agreement and exhibits contain all negotiations and agreements
between the County and the City. No other understanding regarding this Agreement, whether
written or oral may be used to bind either party.
10. Audit. The City shall maintain books, records, documents and other evidence pertaining to the costs or
expenses associated with the work performed pursuant to this Agreement. Upon request the City shall
allow the County, Legislative Auditor or the State Auditor to inspect, audit, copy or abstract all of the
books, records, papers or other documents relevant to this Agreement. The City shall use generally
accepted accounting principles in the maintenance of such books and records, and shall retain all of
such books, records, documents and other evidence for a period of six (6) years from the date of the
completion of the activities funded by this Agreement.
11. Relationship of the Parties. Nothing contained in this Agreement is intended or should be construed
as creating or establishing the relationship of co-partners or joint ventures between the County and the
City, nor shall the County be considered or deemed to be an agent, representative or employee of the
City in the performance of this Agreement. Personnel of the City or other persons while engaging in the
performance of this Agreement shall not be considered employees of the County and shall not be
entitled to any compensation, rights or benefits of any kind whatsoever.
12. Governing Law, Jurisdiction and Venue. Minnesota law, without regard to its choice-of-law
provisions, governs this Agreement. Venue for all legal proceedings arising out of this Agreement or its
breach, must be with the appropriate state court with competent jurisdiction in Dakota County.
13. Nondiscrimination. The City agrees to comply with all applicable laws relating to nondiscrimination
and affirmative action. In particular, the City agrees not to discriminate against any employee, applicant
for employment, or participant in this Agreement because of race, color, creed, religion, national origin,
sex, marital status, status with regard to public assistance, membership or activity in a local civil rights
commission, disability, sexual orientation, or age; and further agrees to take action to ensure that
applicants and employees are treated equally with respect to all aspects of employment, including
selection for training, rates of pay, and other forms of compensation.
14. Compliance with the Law. The City agrees to conduct its work under this Agreement in compliance
with all applicable provisions of federal, state, and local laws, ordinances, or regulations. The City is
responsible for obtaining and complying with all federal, state, or local permits, licenses, and
authorizations necessary for performing the work.
Dakota County Contract C0031298
15. Default and Remedies.
A. Events of Default. The following shall, unless waived in writing by the County, constitute an event
of default under this Agreement: If the City fails to fully comply with any material provision, term, or
condition contained in this Agreement.
B. Notice of Event of Default and Opportunity to Cure. Upon the County's giving the City written
notice of an event of default, the City shall have thirty (30) calendar days in which to cure such
event of default, or such longer period of time as may be reasonably necessary so long as the City
is using its best efforts to cure and is making reasonable progress in curing such events of default
(the “Cure Period”). In no event shall the Cure Period for any event of default exceed two (2)
months. Within ten (10) calendar days after receipt of notice of an event of default, the City shall
propose in writing the actions that the City proposes to take and the schedule required to cure the
event of default.
C. Remedies. Upon the City’s failure to cure an event of default within the Cure Period, the County
may enforce any or all of the following remedies, as applicable:
(1) The County may refrain from disbursing the grant monies; provided, however, the
County may make such a disbursement after the occurrence of an event of default
without thereby waiving its rights and remedies hereunder.
(2) The County may enforce any additional remedies it may have in law or equity.
(3) The County may terminate this Agreement and its obligation to provide funds under this
Agreement for cause by providing thirty (30) days’ written notice to the City. Such notice
to terminate for cause shall specify the circumstances warranting termination of the
Agreement. Cause shall be a material breach of this Agreement and any supplemental
agreement or modification to this Agreement or an event of default. Notice of
Termination shall be made by certified mail or personal delivery to the Authorized
Representative of the other Party. For purposes of termination and default, all days are
calendar days.
16. Non-Appropriation. Notwithstanding any provision of this Agreement to the contrary, this Agreement
may be terminated immediately by the County in the event sufficient funds from the County, State, or
Federal sources are not appropriated, obtained and continued at least at the level relied on for the
funding of this Agreement, and the non-appropriation of funds did not result from any act or bad faith on
the part of the County.
17. Firearms Prohibited
Unless specifically required by the terms of this Agreement, no provider of services pursuant to this
Agreement, including but not limited to employees, agents or subcontractors of City shall carry or
possess a firearm on County premises or while fulfilling the requirements pursuant to the terms of this
Agreement. Violation of this provision constitutes grounds for immediate suspension or termination of
this Agreement at the sole discretion of the County.
18. Severability.
Every section, provision or part of this Agreement is declared severable from every other section,
provision or part thereof to the extent that if any sections, provision or part of this Agreement shall be
Dakota County Contract C0031298
held invalid by a court of competent jurisdiction, it shall not invalidate any other section, provision or
part thereof.
21. Survival of terms
The following clauses survive the expiration or termination of this Agreement: 4.B. Publicity; 7.
Indemnification; 8. Government Data Practices; 10. Audits; 12. Governing Law, Jurisdiction and Venue.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the dates indicated below.
FOR DAKOTA COUNTY
(I represent and warrant that I am authorized to
execute this contract on behalf of Dakota County.)
By: _____________________________________
Georg T. Fischer, Director
Environmental Resources Department
Date of signature:__________________________
APPROVED AS TO FORM:
/s/Helen R. Brosnahan 3/11/19
Assistant County Attorney Date
County Attorney File No:KS-19-118-003
FOR THE CITY
(We represent and warrant that we are authorized
by law to execute this contract and legally bind
the City.)
By: _____________________________________
Signature line
Printed Name:_______________________
Title: ______________________________
Telephone:_________________________
Date of signature:_______________________
Dakota County Resolution Number: 17-215
Dakota County Contract C0031301
AQUATIC INVASIVE SPECIES AID
GRANT AGREEMENT
This Grant Agreement (Agreement) is made and entered into by and between the County of Dakota, acting
through its Environmental Resources Department (County) and the City of Lakeville (City).
Recitals
WHEREAS, under Minn. Stat. Ch. 373.01 the County is empowered to enter into this Agreement;
WHEREAS, the County has received an appropriation from the State of Minnesota for Aquatic Invasive
Species Prevention Aid;
WHEREAS, pursuant to Minnesota Statute Section 477A.19, the County has authority to coordinate programs
to manage and prevent the growth of aquatic invasive species with local units of government, soil and water
conservation districts, watershed districts, or lake associations, in the county;
WHEREAS, and the City of Lakeville has proposed Carp Tracking on East Lake (Services).
WHEREAS, the City agrees to perform all Services described in this Agreement to the satisfaction of the
County;
NOW THEREFORE, in reliance on the above statements and in consideration of the mutual promises and
covenants contained in this Agreement, the County and the City agree as follows:
AGREEMENT
1. Parties: The parties to this Agreement are the County and City, collectively referred to as the “parties”.
2. Effective Date and Term: Notwithstanding the dates of signatures of the parties to this Agreement, the
effective date of this Agreement is from April 1, 2019 through December 31, 2019, or until completion
by the parties of their respective obligations under this Agreement, whichever occurs first, unless earlier
terminated by law or according to the provisions of this Agreement.
3. Purpose. The purpose of this Agreement is to disburse Dakota County AIS Prevention Aid to the City
for Aquatic Invasive Species prevention activities.
4. City Obligations
A. City shall provide the following services (Services): Carp Tracking on East Lake and more
specifically in accordance with Dakota County’s Aquatic Invasive Species Plan and Dakota
County’s Aquatic Species Grant Program, attached hereto and incorporated by reference herein
as Exhibits A and B, and the City’s Proposal, attached hereto and incorporated by reference
herein as Exhibit C. If there are any inconsistencies between this Agreement and Exhibits A or
B, the priority of documents shall be as follows: 1) this Agreement; 2) the County’s Aquatic
Invasive Species Plan (Exhibit A); 3) the County’s Aquatic Invasive Species Grant Program
(Exhibit B); 4) the City’s Proposal (Exhibit C).
B. Publicity: The City shall acknowledge funding or services provided by the County in any
promotional materials, signage, reports, publications, notices, or presentations related to
Dakota County Contract C0031301
activities conducted under this Agreement. This section shall survive the expiration or
termination of this Agreement.
5. Reimbursement to the County
The City will claim reimbursement for expenditures incurred in connection with the performance of
activities that are eligible for reimbursement in accordance with this Agreement. No reimbursements will
be made for any expenditures incurred prior to the effective date of this Agreement.
The County will reimburse the City within 45 calendar days of the City’s submission of invoices to the
County. Invoices must be submitted in the form acceptable to the County. All requests for
reimbursement must be submitted by December 15, 2019. The City must certify that the requested
reimbursements are accurate, appropriate and eligible in accordance with the Dakota County Aquatic
Invasive Species Plan, attached hereto and incorporated by reference to this Agreement as Exhibit A,
that the City has documentation of the actual expenditures for which reimbursement is sought, and that
such expenditures have not been otherwise reimbursed. All requests for reimbursement shall be made
to:
Dakota County Environmental Resources Department
Attn: Michael Behan
14955 Galaxie Avenue
Apple Valley, MN 55124
Email: michael.behan@co.dakota.mn.us
The City understands and agrees that payments by the County to the City under this Agreement are
dependent upon payments to the County from the State, through the Department of Revenue. The
Parties agree that payment to the County from the State is a condition precedent of this Agreement and
if payment from the State is not obtained or continued or is decreased by any amount the County may
reduce or terminate this Agreement by giving the City 30 days’ notice. If the Agreement is terminated
due to lack of funding from the State, the City shall only be entitled to the actual cost of Services
rendered up to the date of termination. If payment from the State to the County is decreased, the
Parties may negotiate a decrease in the amount of Services provided in the Agreement. The City
agrees that the County’s decision not to terminate shall be sufficient consideration for any modification
of the Agreement.
6. Authorized Representatives: The following named persons are designated as the Authorized
Representatives of the Parties for purposes of this Agreement. These persons have authority to bind
the party they represent and to consent to modifications, except that the Authorized Representatives
shall have only the authority specifically granted by their respective governing boards. Notice required
to be provided pursuant this Agreement shall be provided to the following named persons and
addresses unless otherwise stated in this Agreement, or in a modification to this Agreement.
The County’s Authorized Representative is:
Georg Fischer or successor, Director
Environmental Resources Department
14955 Galaxie Avenue
Apple Valley MN 55124
Telephone: 952-891-7554
Email: Georg.fischer@co.dakota.mn.us
The Grantee’s Authorized Representative is:
Justin Miller, City Administrator
City of Lakeville
20195 Holyoke Avenue
Lakeville, MN 55044
Telephone: 952.985.4403
Email: jmiller@lakevillemn.gov
Dakota County Contract C0031301
In addition, notification to the County or the City regarding termination of this Agreement by the other
party shall be provided to the Office of the Dakota County Attorney, Civil Division, 1560 Highway 55,
Hastings, MN 55033.
The parties shall provide written notification to each other of any change to the Authorized
Representative. Such written notification shall be effective to change the designated liaison under this
Agreement, without necessitating an amendment of this Agreement.
7. Indemnification and Insurance:
Each party to this Agreement shall be liable for the acts or omissions of its officers, directors,
employees or agents and the results thereof to the fullest extent authorized by law and shall not be
responsible for the acts of the other party, its officers, directors, employees or agents. It is understood
and agreed that the provisions of the Municipal Tort Claims Act, Minn. Stat. Ch. 466, and other
applicable laws govern liability arising from the Parties’ acts or omissions. In the event of any claims or
actions asserted or filed against either party, nothing in this Agreement shall be construed to allow a
claimant to obtain separate judgments or separate liability caps from the individual parties. In order to
insure a unified defense against any third-party liability claims arising from work of the Project, City
agrees to require all contractors or subcontractors hired to do any work on the Project to maintain
commercial general liability insurance in the amounts consistent with the minimum limits of coverage
established by Minn. Stat. § 466.04 during the terms of the Project. Each Party warrants that they are
able to comply with the indemnity requirements through an insurance company, the League of
Minnesota Cities Insurance Trust, or self-insurance program and that each has minimum coverage
consistent with the liability limits contained in Minn. Stat. Ch. 466.
8. Government Data Practices: All data collected, created, received, maintained, or disseminated for any
purpose by the activities of the City because of this Agreement is governed by the Minnesota
Government Data Practices Act, Minnesota Statutes Chapter 13, as amended, the Minnesota Rules
implementing such Act now in force or as adopted, as well as Federal regulations on data privacy,
including but not limited to the Health Insurance Portability and Accountability Act (HIPPA) where it
applies. The City agrees to abide by these statutes, rules and regulations and as the same may be
amended from time to time.
9. Assignment, Amendments, Waiver and Complete Agreement.
A. Assignment. The City may neither assign nor transfer any rights or obligations under this
Agreement without the prior consent of the County and a fully executed assignment agreement,
executed by the County and the City.
1. Use of Contractors. The City will engage contractors to perform activities funded pursuant to
this Agreement. However, the City retains primary responsibility to the County for performance
of the activities and the use of such contractors does not relieve the City from any of its
obligations under this Agreement.
If the City engages any contractors to perform any part of the activities, the City agrees that the contract
for such services shall include the following provisions:
(1) The contractor must maintain all records and provide all reporting as required by this
Agreement.
(2) The contractor must defend, indemnify, and save harmless the County from all claims,
suits, demands, damages, judgments, costs, interest, and expenses arising out of or by
reason of the performance of the contracted work, caused in whole or in part by any
Dakota County Contract C0031301
negligent act or omission of the contractor, including negligent acts or omissions of its
employees, subcontractors, or anyone for whose acts any of them may be liable.
(3) The contractor must provide and maintain insurance through the term of this Agreement
in amounts and types of coverage as set forth in the Insurance Terms, which is attached
an Incorporated as Exhibit E, and provide to the County, prior to commencement of the
contracted work, a certificate of insurance evidencing such insurance coverage.
(4) The contractor must be an independent contractor for the purposes of completing the
contracted work.
(5) The contractor must acknowledge that the contract between the City and the contractor
does not create any contractual relationship between County and the contractor.
(6) The contractor shall perform and complete the activities in full compliance with this
Agreement and all applicable laws, statutes, rules, ordinances, and regulations issued
by any federal, state, or local political subdivisions having jurisdiction over the activities.
B. Amendments. Any amendment to this Agreement must be in writing and executed by the County
and the City.
C. Waiver. If the County fails to enforce any provision of this Agreement, that failure shall not result in
a waiver of the right to enforce the same or another provision of this Agreement.
D. Agreement Complete. This Agreement and exhibits contain all negotiations and agreements
between the County and the City. No other understanding regarding this Agreement, whether
written or oral may be used to bind either party.
10. Audit. The City shall maintain books, records, documents and other evidence pertaining to the costs or
expenses associated with the work performed pursuant to this Agreement. Upon request the City shall
allow the County, Legislative Auditor or the State Auditor to inspect, audit, copy or abstract all of the
books, records, papers or other documents relevant to this Agreement. The City shall use generally
accepted accounting principles in the maintenance of such books and records, and shall retain all of
such books, records, documents and other evidence for a period of six (6) years from the date of the
completion of the activities funded by this Agreement.
11. Relationship of the Parties. Nothing contained in this Agreement is intended or should be construed
as creating or establishing the relationship of co-partners or joint ventures between the County and the
City, nor shall the County be considered or deemed to be an agent, representative or employee of the
City in the performance of this Agreement. Personnel of the City or other persons while engaging in the
performance of this Agreement shall not be considered employees of the County and shall not be
entitled to any compensation, rights or benefits of any kind whatsoever.
12. Governing Law, Jurisdiction and Venue. Minnesota law, without regard to its choice-of-law
provisions, governs this Agreement. Venue for all legal proceedings arising out of this Agreement or its
breach, must be with the appropriate state court with competent jurisdiction in Dakota County.
13. Nondiscrimination. The City agrees to comply with all applicable laws relating to nondiscrimination
and affirmative action. In particular, the City agrees not to discriminate against any employee, applicant
for employment, or participant in this Agreement because of race, color, creed, religion, national origin,
Dakota County Contract C0031301
sex, marital status, status with regard to public assistance, membership or activity in a local civil rights
commission, disability, sexual orientation, or age; and further agrees to take action to ensure that
applicants and employees are treated equally with respect to all aspects of employment, including
selection for training, rates of pay, and other forms of compensation.
14. Compliance with the Law. The City agrees to conduct its work under this Agreement in compliance
with all applicable provisions of federal, state, and local laws, ordinances, or regulations. The City is
responsible for obtaining and complying with all federal, state, or local permits, licenses, and
authorizations necessary for performing the work.
15. Default and Remedies.
A. Events of Default. The following shall, unless waived in writing by the County, constitute an event
of default under this Agreement: If the City fails to fully comply with any material provision, term, or
condition contained in this Agreement.
B. Notice of Event of Default and Opportunity to Cure. Upon the County's giving the City written
notice of an event of default, the City shall have thirty (30) calendar days in which to cure such
event of default, or such longer period of time as may be reasonably necessary so long as the City
is using its best efforts to cure and is making reasonable progress in curing such events of default
(the “Cure Period”). In no event shall the Cure Period for any event of default exceed two (2)
months. Within ten (10) calendar days after receipt of notice of an event of default, the City shall
propose in writing the actions that the City proposes to take and the schedule required to cure the
event of default.
C. Remedies. Upon the City’s failure to cure an event of default within the Cure Period, the County
may enforce any or all of the following remedies, as applicable:
(1) The County may refrain from disbursing the grant monies; provided, however, the
County may make such a disbursement after the occurrence of an event of default
without thereby waiving its rights and remedies hereunder.
(2) The County may enforce any additional remedies it may have in law or equity.
(3) The County may terminate this Agreement and its obligation to provide funds under this
Agreement for cause by providing thirty (30) days’ written notice to the City. Such notice
to terminate for cause shall specify the circumstances warranting termination of the
Agreement. Cause shall be a material breach of this Agreement and any supplemental
agreement or modification to this Agreement or an event of default. Notice of
Termination shall be made by certified mail or personal delivery to the Authorized
Representative of the other Party. For purposes of termination and default, all days are
calendar days.
16. Non-Appropriation. Notwithstanding any provision of this Agreement to the contrary, this Agreement
may be terminated immediately by the County in the event sufficient funds from the County, State, or
Federal sources are not appropriated, obtained and continued at least at the level relied on for the
funding of this Agreement, and the non-appropriation of funds did not result from any act or bad faith on
the part of the County.
Dakota County Contract C0031301
17. Ownership of Materials and Intellectual Property Rights.
A. The County agrees to, and hereby does, assign all rights, title and interest it may have in the
materials conceived or created by the City, or its employees or sub-grantees, and which arise out of
the performance of this Agreement, including any inventions, reports, studies, designs, drawings,
specifications, notes, documents, software and documentation, computer-based training modules,
electronically, magnetically or digitally recorded material, and other work in whatever form
(Materials) to the City.
B. The City represents and warrants that Materials produced or used under this Agreement do not and
will not infringe upon any intellectual property rights of another. Notwithstanding anything in this
Agreement to the contrary, City shall indemnify and defend the County, at its expense, from any
action or claim brought against the County to the extent that it is based on a claim that all or parts of
the Materials infringe upon the intellectual property rights of another.
The rights and remedies herein specified are cumulative and not exclusive of any rights or remedies
that the Authority would otherwise possess.
18. Firearms Prohibited
Unless specifically required by the terms of this Agreement, no provider of services pursuant to this
Agreement, including but not limited to employees, agents or subcontractors of City shall carry or
possess a firearm on County premises or while fulfilling the requirements pursuant to the terms of this
Agreement. Violation of this provision constitutes grounds for immediate suspension or termination of
this Agreement at the sole discretion of the County.
19. Compliance with DNR requirements
19.1 Prior to conducting authorized watercraft inspections at water accesses, City must be a local
government unit and execute a Delegation Agreement with the Minnesota Department of
Natural Resources (DNR).
19.2 City must obtain a permit from the DNR prior to conducting invasive aquatic plant management
activities.
20. Severability.
Every section, provision or part of this Agreement is declared severable from every other section,
provision or part thereof to the extent that if any sections, provision or part of this Agreement shall be
held invalid by a court of competent jurisdiction, it shall not invalidate any other section, provision or
part thereof.
21. Survival of terms
The following clauses survive the expiration or termination of this Agreement: 4.B. Publicity; 7.
Indemnification; 8. Government Data Practices; 10. Audits; 12. Governing Law, Jurisdiction and Venue.
Dakota County Contract C0031301
IN WITNESS WHEREOF, the Parties have executed this Agreement on the dates indicated below.
FOR DAKOTA COUNTY
(I represent and warrant that I am authorized to
execute this contract on behalf of Dakota County.)
By: _____________________________________
Georg T. Fischer, Director
Environmental Resources Department
Date of signature:__________________________
APPROVED AS TO FORM:
/s/Helen R. Brosnahan 3/11/19
Assistant County Attorney Date
County Attorney File No: KS-2019-00118-004
FOR THE CITY
(We represent and warrant that we are authorized
by law to execute this contract and legally bind
the City.)
By: _____________________________________
Signature line
Printed Name:_______________________
Title: ______________________________
Telephone:_________________________
Date of signature:_______________________
Dakota County Resolution Number: 17-215