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HomeMy WebLinkAboutItem 06.o• • • • • ☒ JOINT POWERS AGREEMENT BETWEEN THE VERMILLION RIVER WATERSHED JOINT POWERS ORGANIZATION AND THE CITY OF LAKEVILLE FOR THE 2019 EAST LAKE CARP ASSESSMENT WHEREAS, Minn. Stat. § 471.59 authorizes local governmental units to jointly or cooperatively exercise any power common to the contracting parties; and WHEREAS, the Vermillion River Watershed Joint Powers Organization is a watershed management body consisting of Dakota and Scott Counties (VRWJPO) governed by the Vermillion River Watershed Joint Powers Board (VRWJPB) and is charged with carrying out the duties set forth in Minn. Stat. § 103B.211 to 103B.255 and as otherwise provided by law; and WHEREAS, the City of Lakeville (City) is a governmental and political subdivision of the State of Minnesota; and WHEREAS, the East Lake is within the Vermillion River Watershed and provides recreational opportunities for the public; and WHEREAS, the Minnesota Pollution Control Agency (MPCA) has identified East Lake as a nutrient impaired water; and WHEREAS, carp within East Lake create significant water quality problems by rooting in the lake bottom,releasing sediment and additional nutrients back into the lake; and WHEREAS, the City is required to reduce pollutant loads for portions of the City that drain to East Lake under its Municipal Separate Storm Sewer System (MS4) permit issued by the MPCA; and WHEREAS, monitoring fish populations meets goals outlined within the Vermillion River Watershed Management Plan, and removing rough fish and assessing fish barrier needs are an approved Vermillion River Watershed Restoration and Protection Strategies (WRAPS); and WHEREAS, in 2018, the VRWJPO was awarded an Aquatic Invasive Species (AIS) grant (Grant) from Dakota County to assess carp population movement in and around East Lake, and to evaluate the need for a fish barrier and fisheries management to address the carp population (Project); and WHEREAS, a second year of assessment is needed after a partial lake winterkill occurred in 2018 affecting the results of the first year assessment providing inconclusive data; and WHEREAS, the City was awarded a $14,744 AIS Grant from Dakota County to perform additional assessments in 2019; and WHEREAS, the Grant has a match requirement equal to 50% of the amount of Grant monies received; and WHEREAS, the VRWJPO and City have included this Project in their respective Budgets and will jointly share the costs. NOW, THEREFORE, in consideration of the mutual promises and benefits that the City and the VRWJPO shall derive from this Agreement, the VRWJPO and the City hereby enter into this Agreement for the purposes stated herein. ARTICLE 1 PARTIES The parties to this Agreement are the VRWJPO and the City. ARTICLE 2 PURPOSE The purpose of this Agreement is to define Project responsibilities and cost-sharing obligations of the parties. ARTICLE 3 TERM This Agreement shall be effective the date of the signatures of the parties to this Agreement and shall remain in effect until 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. ARTICLE 4 COOPERATION The parties agree to cooperate and use reasonable efforts to ensure prompt implementation of the various provisions of this Agreement and to, in good faith, undertake resolution of any dispute in an equitable and timely manner. ARTICLE 5 PAYMENT 5.1 The City will administer the contract and act as the paying agent for all payments to the contractor. 5.2 The Grant will reimburse project-related activities up to $7,372. 5.3 The Grant has a match requirement to the amount of monies received. The match shall be shared in the amount of $2,700 in cash and $500 in-kind staff services by the VRWJPO and $4,172 by the City up to a total maximum Grant match amount of $7,372. 5.4 The VRWJPO shall pay the City on a one-time basis in an amount not to exceed $2,700 for costs directly related to the completion of the Project. The VRWJPO shall remit payment to the City within 45 days of receipt of an invoice. 5.5 The City shall provide up to $14,744 to the contractor for costs directly related to the completion of the Project. 5.6 The City may refuse to pay any claims not specifically authorized by this Agreement. ARTICLE 6 PARTIES OBLIGATIONS 6.1 AUTHORIZED PURPOSE. The funds provided under the terms of this Agreement may only be used for the payment of costs directly related to the completion of the Project. 6.2 CONTRACT FOR SERVICES. The City shall hire any necessary contractors to complete the Project. The City shall require the contractor to obtain and maintain adequate insurance consistent with the City and VRWJPO contract policies for the Project and the insurance shall name both the City and the VRWJPO as additional insureds and shall be the primary coverage for any claims arising out of the Project. Parties agree to comply with and perform the Project in accordance with the Grant Agreement between the City and the County, Dakota County Contract C0031301. 6.3 RIGHT OF ENTRY. The City hereby permits the VRWJPO, its employees, duly authorized representatives and agents to enter upon and have rights of ingress and egress over and access at reasonable time to the real property where the Project will be located for the purpose of inspecting the Project. 6.4 COMPLIANCE WITH LAWS/STANDARDS. The parties shall abide by all federal, state, local laws, statutes, ordinances, rules, and regulations in performing the Project. 6.5 PUBLICITY. The parties may take and disclose photographs of Project sites for use in publications or promotional material or on its website for the purpose of highlighting the VRWJPO’s or the City’s programs. Each party shall appropriately acknowledge the funding provided by the other party in any promotional materials, signage, reports, publications, notices, and presentations related to the Project. This section shall survive the expiration or termination of this Agreement. ARTICLE 7 INDEMNIFICATION Each party to this Agreement shall be liable for the acts of its officers, employees or agents and the results thereof to the extent authorized by law and shall not be responsible for the acts of the other party, its officers, employees or agents. The provisions of the Municipal Tort Claims Act, Minn. Stat. ch. 466 and other applicable laws govern liability of the VRWJPO and the City. This section shall survive the expiration or termination of this Agreement. ARTICLE 8 AUTHORIZED REPRESENTATIVES AND LIAISONS 8.1 AUTHORIZED REPRESENTATIVES. The following named persons are designated 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 representative shall have only the authority specifically or generally granted by their respective governing boards. Notice required to be provided pursuant to this Agreement shall be provided to the following named persons and addresses unless otherwise stated in this Agreement, or in a modification of this Agreement: TO THE VRWJPO: Mike Slavik or successor, Chair Vermillion River Watershed Joint Powers Organization 14955 Galaxie Avenue Apple Valley, MN 55124 Telephone: (952) 891-7030 TO THE CITY: Justin Miller, City Administrator or successor City of Lakeville 20195 Holyoke Avenue Lakeville MN 55044 Telephone: (952) 985-4400 In addition, notification to 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, Minnesota 55033. 8.2 LIAISONS. To assist the parties in the day-to-day performance of this Agreement and to ensure compliance and provide ongoing consultation, a liaison shall be designated by the VRWJPO and the City. The VRWJPO and the City shall keep each other continually informed, in writing, of any change in the designated liaison. At the time of execution of this Agreement, the following persons are the designated liaisons: VRWJPO Liaison: Travis Thiel Telephone: (952) 891-7546 Email: travis.thiel@co.dakota.mn.us CITY Liaison: McKenzie Cafferty Environmental Resources Manager Telephone: (952) 985-4520 Email: mcafferty@lakevillemn.gov ARTICLE 9 MODIFICATIONS Any alterations, variations, modifications, or waivers of the provisions of this Agreement shall only be valid when they have been reduced to writing, approved by the parties respective Boards, and signed by the Authorized Representatives of the VRWJPO and the City. ARTICLE 10 TERMINATION 10.1 IN GENERAL. Either party may terminate this Agreement for cause by giving seven days’ written notice or without cause by giving 30 days’ written notice, of its intent to terminate, to the other party. Such notice to terminate for cause shall specify the circumstances warranting termination of the Agreement. Cause shall mean a material breach of this Agreement and any supplemental agreements or amendments thereto. This Agreement may also be terminated by the VRWJPO in the event of a default by the City. Notice of Termination shall be made by certified mail or personal delivery to the authorized representative of the other party. Termination of this Agreement shall not discharge any liability, responsibility or right of any party, which arises from the performance of or failure to adequately perform the terms of this Agreement prior to the effective date of termination. 10.2 TERMINATION BY CITY FOR LACK OF FUNDING. Notwithstanding any provision of this Agreement to the contrary, the City may immediately terminate this Agreement if it does not obtain funding from the Minnesota Legislature, Minnesota Agencies, or other funding sources, or if it’s funding cannot be continued at a level sufficient to allow payment of the amounts due under this Agreement. Written notice of termination sent by the City to the VRWJPO by facsimile is sufficient notice under this Agreement. The City is not obligated to pay for any services that are provided after written notice of termination for lack of funding. The City will not be assessed any penalty or damages if the Agreement is terminated due to lack of funding. ARTICLE 11 MINNESOTA LAW TO GOVERN This Agreement shall be governed by and construed in accordance with the substantive and procedural laws of the State of Minnesota, without giving effect to the principles of conflict of laws. All proceedings related to this Agreement shall be venued in the County of Dakota, State of Minnesota. This section shall survive the expiration or termination of this Agreement. ARTICLE 12 MERGER This Agreement is the final expression of the agreement of the parties and the complete and exclusive statement of the terms agreed upon and shall supersede all prior negotiations, understandings, or agreements. ARTICLE 13 SEVERABILITY The provisions of this Agreement shall be deemed severable. If any part of this Agreement is rendered void, invalid, or unenforceable, such rendering shall not affect the validity and enforceability of the remainder of this Agreement unless the part or parts that are void, invalid or otherwise unenforceable shall substantially impair the value of the entire Agreement with respect to either party. ARTICLE 14 GOVERNMENT DATA PRACTICES The VRWJPO and the City must comply with the Minnesota Government Data Practices Act, Minn.Stat. ch. 13, as it applies to all data provided, created, collected, received, stored, used, maintained, or disseminated under this Agreement. The civil remedies of Minn.Stat. § 13.08 apply to the release of the data referred to in this clause by either the VRWJPO or the City. ARTICLE 15 DEFAULT: FORCE MAJEURE No party shall be liable to any other party for any loss or damage resulting from a delay or failure to perform due to unforeseeable acts or events outside the defaulting party’s reasonable control, providing the defaulting party gives notice to the other party as soon as possible. Acts and events may include acts of terrorism, war, fire, flood, epidemic, acts of civil or military authority, and natural disasters. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date(s) indicated below. CITY OF LAKEVILLE By ___________________________________ Douglas P. Anderson or successor, Mayor Date of Signature: _____________________ By ___________________________________ Char Friedges, City Clerk Date of Signature: _____________________ VERMILLION RIVER WATERSHED JOINT POWERS ORGANIZATION APPROVED AS TO FORM: By ___________________________________ /s/Helen R. Brosnahan Mike Slavik or successor, Chair Assistant Dakota County Attorney Date of Signature: _____________________ Date of Signature: 3/13/19 VRW Res. No. _____ KS-19-87