HomeMy WebLinkAboutResolutions - 2012.11.01 - 20585MISCELLANEOUS RESOLUTION #12259 October 18, 2012
By: Planning and Building Committee, David W. Potts, Chairperson
IN RE: WATER RESOURCES COMMISSIONER - INTERLOCAL AGREEMENT WITH
OAK PARK FOR WATER AND SEWER BILLING SERVICES AND WATER
METER READING SERVICES
To the Oakland County Board of Commissioners
Chairperson, Ladies and Gentlemen:
WHEREAS. the Michigan Constitution of 1963, Article 7, § 28, and the Urban
Cooperation Act of 1967, being MCL 124.501, et. seq. (the "Act"), authorizes a political
subdivision to exercise jointly with any other political subdivision any power, privilege or authority
which such political subdivisions share in common with which each might exercise separately;
and
WHEREAS, the Oakland County Water Resources Commissioner ("WRC") has been
designated the County Agency pursuant to Public Act 342 of the Public Act of 1939, as amended,
providing water and sewer services, which includes water and sewer billing and meter reading, to
multiple communities throughout Oakland County; and
WHEREAS, the City of Oak Park ("Oak Park") has requested assistance from the WRC
to provide water and sewer billing, and water meter reading services; and
WHEREAS, the WRC has qualified personnel capable of providing these and other
services related to water and sewer maintenance; and,
WHEREAS, the WRC services provided to Oak Park will be paid utilizing revenue
collected by the WRC from users of the Oak Park water and sewer system and will not impact the
county general fund.
NOW THEREFORE BE IT RESOLVED that the Oakland County Board of
Commissioners hereby authorizes the Water Resources Commissioner to execute the interlocal
agreement between the County of Oakland and City of Oak Park in substantially the form
attached hereto.
Mr. Chairperson, on behalf of the Planning and Building Committee, I move the adoption
of the foregoing resolution.
PLANNING AND BUILDING COMMITTEE
PLANNING & BUILDING COMMITTEE VOTE:
Motion carried unanimously on a roll call vote with Runestad absent.
OAKLAND COUNT`T' WATER
RESOURCES
COMMISSIONER'S
INTERLOCAL AGREEMENT FOR
WRC SERVICES
This CONTRACT (hereafter, this "Contract") is made
and entered into between the COUNTY OF OAKLAND, a Michigan
Constitutional and Municipal Corporation, whose address is 1200
North Telegraph Road, Michigan 48341 (hereafter, the "County"), by
and through its Water Resources Commissioner, and the CITY OF
OAK PARK whose address is 13600 Oak Park Boulevard, Oak
Park, Michigan 48237 (hereafter, the "Municipality") In this Contract,
either the County and/or the Municipality may also be referred to
individually as a "Party" or jointly as "Parties.'
W ITNESSETH:
WHEREAS, the Municipality has requested the
Oakland County Water Resources Commissioner for assistance in
performing the scope of services (as described and defined in this
Contract) and has agreed in return to reimburse the County as
provided for in this Contract;
WHEREAS, the Oakland County Water Resources
Commissioner's staff has determined, at the present time, that it
has sufficient personnel as defined herein, possessing the requisite
knowledge and expertise and is agreeable to assisting the
Municipality by providing the requested services under the terms
and conditions of this Contract.
WHEREAS, the Parties recognize and agree that
absent an agreement such as this, the County has no obligation to
provide these services for the Municipality.
NOW, THEREFORE, in consideration of these
premises and the mutual promises, representations, and
agreements set forth in this Contract, and for other good and
valuable consideration, the receipt and adequacy of which is hereby
acknowledged, the County and the Municipality mutually agree as
follows:
ARTICLE I. DEFINED TERMS. In addition to the above defined
terms (i.e., "Contract", "County", "Municipality", "Party" and
"Parties"), the Parties agree that the following words and
expressions, whether used in the singular or plural, possessive or
non-possessive, and/or either within or without quotation marks,
shall, be defined and interpreted as follows:
1.1 "Costs" — shall be defined as the labor, including statutory
and customary fringe benefits, overtime, material and
supplies, vehicle/equipment rental and subcontractor services
devoted specifically to the Services provided.
1.2 "Consultant" - shall be defined as an independent contractor
engaged by the County or Municipality to perform
services/responsibilities necessary to carry out the objectives
under this agreement.
1.3 "County Agent" or "County Agents" shall be defined as any
and all Oakland County elected officials, appointed officials,
directors, board members, council members, commissioners,
authorities, other boards, committees, commissions,
employees, managers, departments, divisions, volunteers,
agents, representatives, and/or any such persons' successors
or predecessors, agents, employees, attorneys, or auditors
(whether such persons act or acted in their personal
representative or official capacities), and/or any persons
acting by, through, under, or in concert with any of them,
excluding the Municipality and/or any Municipality Agents, as
defined herein.
1.4 "OCVVRC Personnel" as used in this Contract shall be defined
as a specific subset of, and included as part of the larger
group of County Agents as defined above, and shall be
further defined as any and all County Agents specifically
employed and assigned by the County to work in the Office of
the Oakland County Water Resources Commissioner as
shown in the current County budget and/or personnel records
of the County,
1,5 "Municipality Agent" or "Municipality Agents", shall be defined
to include any and all Municipality officers, elected officials,
appointed officials, directors, board members, council
members, authorities, boards, committees, commissions,
employees, managers, departments, divisions, volunteers,
agents, representatives, and/or any such persons' successors
or predecessors, agents, employees, attorneys, or auditors
(whether such persons act or acted in their personal,
representative, or official capacities), and/or any and all
persons acting by, through, under, or in concert with any of
them, except that no County Agent shall be deemed a
Municipality Agent and conversely, no Municipality Agent
shall be deemed a County Agent.
1.6 "Claim(s)" shall be defined to include any and all alleged
losses, claims, complaints, demands for relief or damages,
suits, causes of action, proceedings, judgments, deficiencies,
liability, penalties, fines, litigation costs and expenses,
including, but not limited to, any reimbursement for
reasonable attorney fees, witness fees, court costs,
investigation and/or litigation expenses, any amounts paid in
settlement, and/or any other amounts, liabilities or Claim(s) of
any kind whatsoever which are imposed on, incurred by, or
asserted against either the County and/or any County Agent,
as defined herein, by any Municipality Agent, or any third
party or any Claim(s) for which the County and/or any County
Agent may become legally and/or contractually obligated to
pay or defend against, or any other liabilities of any kind
whatsoever, whether direct, indirect or consequential,
whether based upon any alleged violation of the constitution
(federal or State), any permit, any statute, rule, regulation or
the common law, whether in law or equity, tort, contract, or
otherwise, and/or whether commenced or threatened and
arising out of this Contract or relating in any way to the
County's and/or any County Agent's participation in this
Contract, the services provided pursuant to this Contract
1.7 "Overhead' shall be defined to include the following: all
allocation of the labor cost, including statutory and customary
fringe benefits, of personnel responsible for administering this
contract or supervising the work performed in connection with
this contract; an allocation of expenses of the Oakland
County Water Resources Commissioner's office; and an
allocation of the indirect cost of Oakland County charged to
the Oakland County Water Resources Commissioner for
support services, such as (but not limited to) legal, personnel,
accounting, computer support, and insurance/risk
management.
1.8 "State" shall be defined as the "State of Michigan," a
sovereign governmental entity of the United States, and shall
also include within its definition any and all departments or
agencies of State government,
ARTICLE H. OAKLAND COUNTY WATER RESOURCES
COMMISSIONER'S SERVICES. The Parties agree that the full
and complete scope of OCVVRC services shall be as described in
attached Exhibit "A" and limited in the following subsections
(hereinafter defined and referred to as either "OCWRC services" or
services).
2.1 PURPOSE OF "SERVICES" The Parties agree that the
purpose of any and all "OCWRC services" or "Services' to be
performed under this Contract shall be to assist (e.g., to help,
aid, lend support, and/or participate in as an auxiliary, to
contribute effort toward completion of a goal, etc.) the
Municipality in the performance of Municipality's official
functions, obligations, and Municipality's legal responsibilities.
2.2 MANNER COUNTY TO PROVIDE SERVICES The Parties
agree that any and all "OCWRC services" or "Services" to be
provided by the County for the Municipality under this
Contract shall be performed by the County's "OCWRC
Personnel' or consultants as defined herein.
2.2.1 OCVVRC Personnel or consultants shall be
employed and assigned by the County in
such numbers and based on such
appropriate qualifications and other factors
as decided solely by the County.
2.2.2 The Parties agree that the County shall be
solely and exclusively responsible for
furnishing all OCWRC Personnel and
consultants with all job instructions, job
descriptions and job specifications and
shall in all circumstances control,
supervise, train or direct all OCVVRC
Personnel in the performance of any and
all Services under this Contract,
2.2.3 Except as otherwise expressly provided for
herein, the Parties agree and warrant that,
at all times and for all purposes relevant to
this Contract, the County shall remain the
sole and exclusive employer of all County
Agents and OCWRC Personnel.
2.2.4 This Contract is neither intended, nor shall
it be interpreted, to create, change, grant,
modify, supplement, supersede, alter, or
otherwise affect or control, in any manner,
form, or at any time, any right, privilege,
benefit, or any other term or condition of
employment, of any kind or nature
whatsoever, in, upon, or for any County
Agent or OCWRC Personnel with the
County, any applicable County
employment and/or union contract, and/or
any County rule(s), regulation(s), hours of
work, shift assignment, order(s),
policy(ies), procedure(s), directive(s),
ethical guideline(s), etc., which shall, solely
and exclusively, govern and control the
employment relationship between the
County and any County Agent or OCWRC
Personnel and/or the conduct and actions
of any County Agent or any OCWRC
Personnel.
2.2.5 The Municipality agrees that except as
expressly provided for under the terms of
this Contract and/or laws of this State, no
County Agent or OCWRC Personnel, while
such person is currently and/or actively
employed or otherwise remains on the
payroll of the County as a County Agent
shall be employed, utilized, or perform any
other services, of any kind, directly or
indirectly, in any manner or capacity, or
otherwise be available to perform any other
work or assignments by or for the
Municipality during the term of this
Contract. This section shall not prohibit the
Municipality from employing any person
who was a former County Agent but is no
longer employed in that capacity by the
County,
2.2.6 Except as otherwise expressly provided by
the Contract and/or applicable State law,
the Parties agree and warrant that neither
the County, nor any County Agent, nor any
OCVVRC Personnel, by virtue of this
Contract or otherwise, shall be deemed,
considered or claimed to be an employee
of the Municipality and/or a Municipality
Agent.
2.2.7 The Municipality shall not otherwise
provide, furnish or assign any OCWRC
Personnel with any job instructions, job
descriptions, job specifications, or job
duties, or in any manner attempt to control,
supervise, train, or direct any OCWRC
Personnel in the performance of any
OCWRC Services under the terms of this
Contract,
2.3 LIMITS AND EXCLUSIONS ON COUNTY
"SERVICES". Except as otherwise expressly provided
for within this Contract, neither the County nor any
County Agents or consultants shall be responsible for
assisting or providing any other "Services " or
assistance to the Municipality or assume any additional
responsibility for assisting the Municipality in any other
way or manner with any Municipality obligations under
any and all State or Federal laws or regulations,
including, but not limited to, providing any attorney or
legal representation to the Municipality or any
Municipality Agent at any proceeding before an
adjudicative body or court.
2.4 The Municipality understands and agrees that it has
obtained or will timely obtain any and all licenses,
permits or approvals necessary for the Services to be
provided herein, and that it will take such steps as are
necessary to insure that all such permits, licenses and
approvals remain in effect for the duration of this
Contract,
ARTICLE Ill. TERM OF CONTRACT. The Parties agree
that the term of this Contract shall begin on the effective date of this
Contract and shall extend for a period of ten years from the effective
date. The contract will automatically renew for subsequent ten year
periods, unless written notice is provided pursuant to the terms of
this Contract as provided in Article XII. Any and all OCVVRC
Services otherwise provided to the Municipality prior to the effective
date of this Contract, shall be subject to the terms and conditions in
this Contract.
ARTICLE IV. FEE SCHEDULE,
4.1 In consideration of the promises set forth in this Contract, the
Municipality agrees to pay to the County its Costs and
Overhead incurred for the Services contained within the
"Scope of Services " attached hereto attached as Exhibit "B".
Payment shall be due and payable thirty (30) days after
receipt of an invoice from the County. If during the term of
this Contract, there are additional services requested of the
County, the Parties shall negotiate additional fees to be paid
by the Municipality.
4.2 The Municipality understands and agrees that if there is any
amount due and owing to the County under this Contract,
which is overdue at the time the County distributes funds to
the Municipality from the Delinquent Tax Revolving Fund
(DTRF), the County shall be entitled to reduce, set-off, and
permanently retain any amount due to the municipality from
Delinquent Tax Revolving Fund (DTRF) by any such amount
then still due and owing the County pursuant to this Contract
4.3 Municipality understands and agrees that the County has no
funds to pay for services under this agreement, All Costs
and Overhead associated with the services under this
agreement will be the responsibility of the Municipality.
4.4 Municipality understands and agrees that if it does not pay
the County within thirty (30) days of the receipt of the invoice
as required in paragraph 4.1, interest shall accrue on the
unpaid balance of any such invoice at the judgment rate of
interest then in effect.
ARTICLE V. NO TRANSFER OF MUNICIPALITY
LEGAL OBLIGATIONS TO COUNTY. Except as expressly
provided for in this Contract, the Municipality agrees that this
Contract does not and is not intended to, transfer, delegate, or
assign to the County, and/or any County Agent or OCINRC
Personnel any civil or legal responsibility, duty, obligation, duty of
care, cost, legal obligation, or liability associated with any
governmental function delegated and/or entrusted to the
Municipality under any applicable State or Federal laws or
regulations.
5.1 The Municipality shall, at all times and under all
circumstances, remain solely liable for any and all
costs, legal obligations, and/or civil liabilities associated
with the services proviaed under this agreement
5.2 The Municipality shall not incur or create any debts,
liens, liabilities or obligations for the County and shall
take all necessary steps to ensure that any debts, liens,
liabilities or obligations that the Municipality may incur
shall not become a debt, liability, obligation or Claim(s)
against the County.
The Parties Agree that the Municipality shall at all tmes
remain responsible for the ultimate completion of any
Services provided herein. The Municipality and
Municipality Agents shall be and remain responsible for
compliance with all federal, State, and local laws,
ordinances, regulations, and requirements in any
manner affecting any work or performance of this
Contract or with any Municipality duty or obligation
under any applicable State or federal laws and/or
regulations.
ARTICLE VI. NO DELEGATION OR DIMINUTION OF
ANY GOVERNMENTAL AUTHORITY. The Parties reserve to
themselves any rights and obligations related to the provision of any
and all of each Party's respective governmental services, authority,
responsibilities, and obligations. Except as expressly provided
otherwise herein, this Contract does not, and is not intended to,
create, diminish, delegate, transfer, assign, divest, impair, or
contravene any constitutional, statutory, and/or other legal right,
privilege, power, civil or legal responsibility, obligation, duty of care,
liability, capacity, immunity, authority or character of office of either
the Party to any other person or Party.
6.1 The Parties further agree, notwithstanding any other
term or condition in this Contract, that no provision in
this Contract is intended, nor shall it be construed, as a
waiver of any governmental immunity, as provided by
statute or applicable court decisions, by either Party,
either for that Party and/or any of that Party's County or
Municipal Agents.
ARTICLE VII. LIABILITY. The Municipality further
agrees that the County shall not be liable to the Municipality for any
and all Claim(s), except as otherwise expressly provided for in This
Contract.
7.1 The Parties agree that this Contract does not and is not
intended to create or include any County warranty,
promise, covenant or guaranty, either express or
implied, of any kind or nature whatsoever in favor of the
Municipality, and/or any Municipality Agents, or any
other person or entity.
7.2 In the event of any alleged breach, wrongful
termination, and/or any default of any term or condition
of this Contract by either the County or any County
Agent, the County and/or any County Agent shall not
be liable to the Municipality for any indirect, incidental,
special or consequential damages, including, but not
limited to any loss of income or revenue, and/or any
failure by the Municipality to meet any Municipality
obligation under any applicable State and Federal law
and regulations, or any other economic benefit or harm
that the Municipality may have realized, but for any
alleged breach, wrongful termination, default and/or
cancellation of this Contract, or damages beyond or in
excess of the amount(s) of any amount paid, received
or retained by the County at the time of the alleged
breach or default in connection with or under the terms
of this Contract, whether such alleged breach or default
is alleged in an action in contract or tort and/or
whether or not the Municipality has been advised of the
possibility of such damages. This provision and this
Contract is intended by the Parties to allocate the risks
between the Parties, and the Parties agree that the
allocation of each Party's efforts, costs, and obligations
under this Contract reflect this allocation of each Party's
risk and the limitations of liability as specified herein.
7.3 Notwithstanding any other provision in this Contract,
with regard to any and all alleged claims which are
imposed on, incurred by, or acceded against the
Municipality or any Municipality Agent Of by any third
person, arising out of any activities or Services to be
carried out by any County Agent in the performance of
this Contract, the Municipality hereby agrees that it
shall have no rights pursuant to or under this Contract
against the County and/or any County Agents to or for
any indemnification (i.e.. contractually, legally,
equitably, or by implication) contribution, subrogation,
or other right to be reimbursed by the County and/or
any of County Agents based upon any and all legal
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theories or alleged rights of any kind, whether known or
unknown, for any and all alleged losses, claims,
complaints, demands for relief or damages, judgments,
deficiencies, liability, penalties, litigation costs and
expenses of any kind whatsoever which are imposed
on, incurred by, or asserted against either the
Municipality or Municipality Agents and which are
alleged to have arisen under or are in any way based or
predicated upon this Contract.
ARTICLE VIII. INDEMNIFICATION. The Municipality
shall not be obligated to pay any portion of any court ordered
judgment or award to a third party for which a court has determined
that the County and/or any County Agent was solely negligent or at
fault, Otherwise, to the extent permitted by law, the Municipality
agrees to, indemnify, defend and hold the County and/or any
County Agent harmless from and against any and all Claim(s) which
are imposed upon, incurred by, or asserted against the County
and/or any County Agent that arise from or relate to the Services
provided under this Agreement.
ARTICLE IX. MUNICIPALITY AGENTS AND
COOPERATION WITH THE COUNTY. The Municipality agrees
that it shall be solely and exclusively responsible, during the term of
this Contract, for guaranteeing that all Municipality Agents fully
cooperate with OCWRC Personnel in the performance of all
Services under this Contract.
9.1 Municipality shall obtain and secure the right of access
to all public and private property necessary for OCWRC
personnel or consultants to perform the services under
this Contract. Municipality shall be responsible for all
costs or claims associated with securing rights of
access to public or private property.
9.2 The Municipality agrees that it shall be solely and
completely liable for any and all Municipality Agents'
past, present, or future wages, compensation, overtime
wages, expenses, fringe benefits, pension or retirement
benefits, travel expenses, mileage allowances, training
expenses, transportation costs, and/or other
allowances or reimbursements of any kind, including,
but not limited to, workers' disability compensation
benefits, unemployment compensation, Social Security
Act protection(s) and benefits, any employment taxes,
and/or any other statutory or contractual right or benefit
based on or in any way related to any Municipality
Agents employment status or any alleged violation of
any Municipality Agent's statutory, contractual (e.g.,
union, employment, or labor contract), constitutional,
common law employment right, and/or civil rights by the
Municipality. The Municipality agrees to indemnify and
hold harmless the County from and against any and all
Claim(s) which are imposed upon, incurred by, or
asserted against the County or any County Agent by
any Municipality Agent and/or which are based upon,
result from, or Prise from, or are in any way related to
any Municipality Agent's wages, compensation,
benefits, or other employment-related or based rights,
including, but not limited to, those described in this
section.
9.3 The Municipality agrees that no Municipality Agent
shall, by virtue of this Contract or otherwise, be
considered or claimed to be an employee of the County
and/or a County Agent. This Contract does not grant or
confer, and shall not be interpreted to grant or confer,
upon any Municipality Agents or any other individual
any status, privilege, right, or benefit of County
employment or that of a County Agent.
ARTICLE X. INDEPENDENT CONTRACTOR. The
Parties agree that at all times and for all purposes under the terms
of this Contract, the County's and/or any and all County Agents'
legal status and relationship to the Municipality shall be that of an
Independent Contractor, Except as expressly provided herein, each
Party will be solely responsible for the acts of its own employees,
Agents, and servants during the term of this Contract. No liability,
right or benefits arising out of an employer/employee relationship,
either express or implied, shall arise or accrue to either Party as a
result of this Contract.
ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY
RESOURCES. The Municipality acknowledges and agrees that this
Contract does not, and is not intended to create either any absolute
rig ht in favor of the Municipality, or any correspondent absolute duty
or obligation upon the County, to guarantee that any specific
number(s) or classification of County Agents will be present on any
given day to provide County services to the Municipality.
ARTICLE XII. CANCELLATION OR TERMINATION OF
THIS CONTRACT. Except as follows, and notwithstanding any
other term or provision in any other section of this Contract, either
Party, upon a minimum of thirty (30) calendar days written notice to
the other Party, may cancel and/or completely terminate this
Contract for any reason, including convenience, without incurring
any penalty, expense, or liability to the other Party. The effective
date for any such termination is to be clearly stated in the notice.
12.1 At 5:00 p.m. on the effective date of the cancellation of
this Contract all Municipality and/or County obligations
under this Contract, except those rights and obligations
expressly surviving cancellation as provided for in this
Contract, shall end.
12.2 The Municipality agrees that any and all Municipality
obligations, including, but not limited to, any and all
indemnification and hold harmless promises, waivers of
liability, record-keeping requirements, any Municipality
payment obligations to the County, and/or any other
related obligations provided for in this Contract with
regard to any acts, occurrences, events, transactions,
or Claim(s) either occurring or having their basis in any
events or transactions that occurred before the
cancellation or completion of this Contract, shall survive
the cancellation or completion of this Contract.
12.3 In the event the Contract is terminated by the
Municipality, it shall be responsible for all Costs and
Overhead incurred by the County through the date of
termination, as well as the Costs and Overhead
incurred thereafter by the County to wind down and end
its involvement in the provision of the Services set forth
herein.
ARTICLE XIII. EFFECTIVE DATE, CONTRACT
APPROVAL, AND AMENDMENT. The Parties agree that this
Contract, and/or any subsequent amendments thereto, shall not
become effective prior to the approval by resolutions of the
Municipality. The approval and terms of this Contract, and/or any
possible subsequent amendments thereto, shall be entered in the
official minutes and proceedings of the Municipality.
ARTICLE XIV, GOVERNING LAW. This Contract is made
and entered into in the State of Michigan and shall in all respects be
interpreted, enforced and governed under the laws of the State of
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Michigan. The language of all parts of this Contract is intended to
and, in all cases, shall be construed as a whole according to its fair
meaning, and not construed strictly for or against any party. As
used in this Contract, the singular or plural number, possessive or
non-possessive shall be deemed to include the other whenever the
context so suggests or requires.
ARTICLE XVI. CAPTIONS. The section headings or titles
and/or all section numbers contained in this Contract are intended
for the convenience of the reader and not intended to have any
substantive meaning and are not to be interpreted as part of this
Contract.
ARTICLE XVII. NOTICES. Except as otherwise expressly
provided for herein, any and all correspondence, invoices, and/or
any other written notices required, permitted or provided for under
this Contract to be delivered to either Party shall be sent to that
Party by first class mail. All such written notices, including any
notice canceling or terminating this Contract as provided for herein,
shall be sent to the other Party's signatory to this Contract, or that
signatory's successor in office; at the addresses shown in this
Contract. All correspondence or written notices shall be considered
delivered to a Party as of the date that such notice is deposited with
sufficient postage with the U.S. Postal Service.
ARTICLE XVIII. FORCE MAJEURE
A "force majeure" event is defined for the purposes of
this contract, as an occurrence or nonoccurrence
arising from cause or causes not foreseeable and
without the fault of the County or County Agent or which
could not be avoided or overcome by due diligence of
the County or the County Agent and any persons
controlled by the County or the County Agent
performing work under this contract, such as
employees, agents, contractors, subcontractors,
including but not limited to:
1. an act of God;
2. labor strikes or work stoppages over which
the County or County Agent has no control;
and
3. acts or omissions of third parties for which
the County or County Agent is not
responsible; and
If the County or County Agent determine that the force
majeure event will cause a delay in meeting any
schedule set in performing the Services the County or
County Agent shall notify the Municipality in writing
within fifteen (15) days of becoming aware of any event
that they allege meets the definition of a force majeure
event.
The County a nd the County Agent shell net be lieble for
any claims which relate to or arise from force majeure
events, and the County or County Agent shall be
entitled to an extension in the applicable schedule to
account for the force majeure event
subject matter hereof. It is further understood and
agreed that the terms and conditions herein are
contractual and are not a mere recital and that there are
no other agreements, understandings, contracts, or
representations between the County and the
Municipality in any way related to the subject matter
hereof, except as expressly stated herein. This
Contract shall not be changed or supplemented orally
and may be amended only as otherwise provided
herein.
FOR AND IN CONSIDERATION of the mutual
assurances, promisee, acknowledgments, warrants,
representations, and agreements set forth in this
Contract, and for other good and valuable
consideration, the receipt and adequacy of which is
hereby acknowledged, the undersigned hereby execute
this Contract on behalf of the Parties, and by doing so
legally obligate and bind the Parties to the terms and
conditions of this Contract.
IN WITNESS WHEREOF, Marian McClellan of the
City of Oak Park, hereby acknowledges that he/she has
been authorized by a resolution of the Council for the
City, a certified copy of which is attached, to execute
this Contract on behalf of the Municipality and hereby
accepts and binds the Municipality to the terms and
conditions of this Contract.
City of Oak Park
NAME:_Marian McClellan
TITLE: Mayor
NAME: Erik Tunqate
TITLE: City Manager
NAME:
TITLE: CITY CLERK
DATE:
WITNESSED:
NAME:
DATE:
ARTICLE XX. ENTIRE CONTRACT. This
Contract together with Exhibit A, which is incorporated
herein by reference, sets forth the entire agreement
between the County and the Municipality and fully
supersedes any and all prior agreements or
understandings between them in any way related to the
IN WITNESS WHEREOF, John P. McCulloch,
Oakland County Water Resources Commissioner,
hereby acknowledges that he has been authorized by
resolution of the Oakland County Board of
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Commissioners, on behalf of the Oakland County, and
hereby accepts and binds the Oakland County to the
terms and conditions of this Contract.
John P. McCulloch,
Oakland County Water Resources Commissioner
DATE:
WITNESSED:
NAME:
DATE:
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City of Oak Park
Water & Sewer Billing and Meter Reading
EXHIBIT A
SCOPE OF SERVICES
WATER BILLING AND METER READING
The County agrees to perform the following services of the System (all of
the following being referred as the "WRC Services" or "Services") on behalf of the
Municipality:
1. Compute and bill quarterly, charges for services rendered to each
residential user connected to the System in accordance with the rates
established by the Municipality. The charges will be payable thirty (30)
days after the date of each quarterly billing or such other time period as
may be set by the Municipality by ordinance or resolution and shall bear
such penalties and late charges, as the Municipality by ordinance shall
provide.
2. Compute and bill monthly, charges for services rendered to each
commercial user connected to the System in accordance with the rates
established by the Municipality. The charges will be payable thirty (30)
days after the date of each billing or such other time period as may be set
by the Municipality by ordinance or resolution and shall bear a 10%
penalty, or as the Municipality by ordinance shall provide.
3. Keep all necessary records and books of account pertaining to its
dealings with the users of the System within the Municipality and make
same available to the Municipality upon request.
4. Comply with applicable laws and governmental accounting standards in
the keeping, management, administration, use and auditing of the System
Enterprise Fund. Upon request, allow the Municipality or Municipality
Agents to audit the System Enterprise Fund accounts, books and
statements, and provide Municipality with supporting documentation and
copies of such materials if requested.
5. All Services provided by the County under this Contract will be performed
in accordance with all applicable State and Federal laws and regulations,
including, without limitation, the Michigan Safe Drinking Water Act, Public
Act 399 of the Public Acts of 1976, as amended, MCL 325.1001 to
325.1023, as well as all applicable Municipality ordinances.
6. Read water meters quarterly for residential customers and monthly for
commercial customers for billing purposes.
7. Receive and process all payments from customers of the System, and
respond to customer and Municipality inquiries regarding billing. Provide
delinquent billings, at the appropriate time and according to law, for
placement on and collection under the tax roll by the Municipality. In the
event of customers declaring bankruptcy and listing delinquent bills in the
bankruptcy proceedings, report the same to the Municipality for follow-up,
and provide all necessary information to Municipality.
City of Oak Park
Water & Sewer Billing and Meter Reading
8, The County will pay to the Municipality on a monthly basis any revenue
received.
9. The County and WRC Personnel shall comply with all Federal, State,
DWSD and local permits and licenses issues and applicable to the
operation and maintenance of the System.
10. On an annual basis and based on the previous year's actual cost, WRC
will estimate the billing services costs to include labor for customer
service personnel and accounting personnel, information technology
expenses such as software and indirect costs, print and postage. These
costs are allocated to all WRC municipal customers based on the number
of commercial and residential customers in each community. By way of
example, it is estimated that the cost for water and sewer billing services
for 2012-2013 is $153,027. The estimate will be adjusted up or down on
an annual basis based on the number of commercial and residential
customers in each community and to maintain WRC revenue requirement
to be revenue neutral. The adjustment will be reflected in the following
year's budget.
11. On an annual basis and based on the previous year's actual cost, WRC
will estimate the water meter reading operational costs which will include
labor, general and administrative costs and equipment expenses. These
costs will be charged based on actual time working for Oak Park. By way
of example, it is estimated that the cost for water meter reading
operations for 2012-2013 is $27,312. This estimate will be adjusted up or
down on an annual basis based on actual time working for Oak Park, and
the adjustment will be reflected in the following year's budget.
'9
Exhibit B
OVERHEAD EXPENSE
WRC overhead charges are operating expenses not included in our hourly system labor
expense or equipment rental charges. The allocation methodology is chosen based on the
most equitable method to distribute costs. These include the following overhead expense
items, allocated as shown:*
Item Allocation
Cash Shortage/Overage # of customers
IF Office Supplies
If Postage
fl Charge Card Fees
Office Equipment Rental
Printing
Expendable Equipment !I
Contracted Services
if Information Technology Development
Software Support & Maintenance
If Mailroom
Materials & Supplies Flow
fr Copier
Insurance — County Property
Freight & Express
Dues, Education & Publication
If Travel & Conference
!I Telephone Communications cations
Uniforms I Safety Shoes & Boots Labor
!I Dispatching
*This list is not all inclusive. Additional items may be added or items removed.
CADocuments and SettingiOcolaiannettliocal SettinpstTernporary Intainct FilestContent OutiooktDS6167R1O2012 10 OI_Exhibit B Costs and Overhead (2) doc
Resolution #12259 October 18, 2012
The Chairperson referred the resolution to the Finance Committee. There were no objections.
FISCAL NOTE kMISC. #12259) November 1, 2012
BY: FINANCE COMMITTEE, TOM MIDDLETON, CHAIRPERSON
IN RE: WATER RESOURCES COMMISSIONER - INTERLOCAL AGREEMENT WITH OAK PARK
FOR WATER AND SEWER BILLING SERVICES AND WATER METER READING SERVICES
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Chairperson, Ladies and Gentlemen:
Pursuant to Rule XII-C of this Board, the Finance Committee has
reviewed the above referenced resolution and finds:
1. This resolution requests the Board of Commissioners to
approve the Water Resources Commissioner request to enter
into an interlocal agreement with the City of Oak Park to
provide water and sewer billing services and water meter
reading services.
2. The Water Resources Commissioner has qualified personnel
capable of performing these services most economically to
the City of Oak Park.
3. In Exhibit A the scope of services to be provided are
explained like monthly and quarterly billings to the users
connected to the System based on rates established by the
Municipality, on an annual basis the WRC will estimate the
cost for water and sewer billing services and water meter
reading operational services, the 2012-2013 estimated cost
for water and sewer billing services is $153,027 and for
water meter reading operations is $27,312, also in Exhibit B
overhead expenses are explained.
4. Either party may terminate the interlocal agreement upon a
minimum of thirty (30) calendar day's written notice to the
other Party without incurring a penalty to the other Party.
5. The Water Resources Commissioner will invoice the City of
Oak Park monthly for the services provided under this
agreement and any additional services will require the
Parties to negotiate additional fees to be paid for by the
City of Oak Park.
6.The servie-r.s provided to the City of Oak Park will be paid
for from the revenue collected by the Water Resources
Commissioner from users of the Oak Park water and sewer
system.
7. No budget amendment is required. No General Fund
arPrnnr;at;nn rprrn;reri.
FINANCE COMMITTEE
FINANCE COMMITTEE
Motion carried unanimously on a roll call vote.
Resolution #12259 November 1, 2012
Moved by Hoffman supported by Jackson the resolutions (with fiscal notes attached) on the amended
Consent Agenda be adopted (with accompanying reports being accepted).
AYES: Crawford, Dwyer, Gershenson, Gingell, Gosselin, Hatchett, Hoffman, Jackson, Long,
Matis, McGillivray, Middleton, Nash, Nuccio, Potts, Quarles, Runestad, Scott, Taub, Weipert,
Woodward, Zack, Bosnia, Covey. (25)
NAYS: None. (0)
A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the amended
Consent Agenda were adopted (with accompanying reports being accepted).
14:::T EJ1 P;0\!!7: THIS RMOLUTION
CHIEF DEPUTY COUNTY EXECUTIVE
ACTING PURSUANT TO MCL 45.559A (7)
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
I, Bill Bullard Jr., Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true
and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on November
1, 2012, with the original record thereof now remaining in my office.
In Testimony Whereof, I have hereunto set my hand and affixed the seal of the County of Oakland at
Pontiac, Michigan this l st day of November, 2012.
R.La 094
Bill Bullard Jr., Oakland County