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HomeMy WebLinkAboutResolutions - 2013.03.21 - 20744PLANNING & VIALDING COMMITTEE MISCELLANEOUS RESOLUTION ll13045 March 6, 2013 BY: PLANNING & BUILDING COMMITTEE, JIM RUNESTAD, CHAIRPERSON IN RE: WATER RESOURCES COMMISSIONER — RESOLUTION APPROVING CONTRACT FOR THE OPERATION AND MAINTENANCE OF THE HURON VALLEY SCHOOLS PUMP STATION AND FORCEMAIN TO THE OAKLAND COLTN1 Y BOARD OF COMMISSIONERS Chairperson, Ladies and Gentlemen: WHEREAS, Huron Valley Schools ("School District") is the owner of a pump station and .forcemain which provides service to the Huron Valley Schools, located at 1570 Bogie Lake Road, White Lake Township, Michigan; and, WHEREAS, the School District has requested the assistance from the Oakland County Water Resources Commissioner to provide the operation and maintenance of the pump station and forcemain in return for reimbursement of all costs of providing such Services as set forth in the attached Contract ("Exhibit 1"); and, WHEREAS, the Oakland County Water Resources Commissioner has determined, at the present time, that it has sufficient personnel, possessing the requisite knowledge and expertise and is agreeable to assisting the School District by providing the requested services under the terms and conditions of the attached Contract; and, WHEREAS, the attached Contract has been reviewed and approved Oakland County's Corporation Counsel. NOW THEREFORE BE IT RESOLVED by the Board of Commissioners of Oakland County, Michigan, that the Oakland County-I Enron Valley School District Operations and Maintenance Agreement Contract, by and through the Oakland County Water Resources Commissioner and the Huron Valley Schools, is hereby approved and adopted and the Oakland County Water Resources Commissioner is hereby authorized and directed to execute and deliver the same in substantially the form as set forth in Exhibit 1 attached hereto for and on behalf of the County, in as many counterparts as may be deemed advisable. Chairperson, on behalf of the Planning and Building Committee, I move the adoption of the foregoing resolution. PLANNING & BUILDING COMMITTEE VOTE: Motion carried unanimously on a roll call vote. Exhibit 1 HURON VALLEY SCHOOLS PUMP STATION AND FORCEMA1N OPERATION AND MAINTENANCE AGREEMENT This AGREEMENT (hereafter, this "Contract") is made and entered into as of the day of , 2013 between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, by and through its County Agency, the Oakland County Water Resources Commissioner, whose address is 1 Public Works Drive, 95-West, Waterford, Michigan 48328 (hereafter, the "County"), and the HURON VALLEY SCHOOLS, a Michigan public school district, whose address is 2390 S. Milford Road, Highland, Michigan 48357 (hereafter, the "Owner"). In this Contract, either the County and/or the Owner may also be referred to individually as a "Party" or jointly as "Parties." Recitations: WHEREAS, the Owner owns a pump station and forcemain, which provides service to the Huron Valley Schools, located at 1570 Bogie Lake Road, White Lake Township, Michigan; and, WHEREAS, the Owner is a customer and connected to the White Lake Township Sewage Disposal System; and, WHEREAS, the Owner requests assistance from the County to provide the operation ano maintenance of their pump station and forcemain in return for reimbursement of all costs of providing such Services as set forth for in this Contract. 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 Owner mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Owner", "Party" and "Parties") and any terms defined in other sections of this Contract (e.g., "Services"), 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, power and utility services, vehicle/equipment rental, sewage disposal charge (if applicable), General and Administrative Expenses and subcontractor services devoted to the Services as defined in this contract. 1.2 "Consultant" - shall be defined as an independent contractor engaged by the County to perform the Services and responsibilities necessary to carry out the objectives under this Contract. 1.3 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors (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 Owner and/or any Owner Agents, as defined herein. 1.4 "OCWRC 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 County budget and/or personnel records of the County. 1.5 "Owner Agent" or "Owner Agents", shall be defined to include any and all Owner officers, elected officials, appointed officials, directors, board members, committees, employees, managers, volunteers, agents, representatives, consultants, and/or any such persons' successors or predecessors (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 County and/or any County Agents, as defined herein. 1.6 "Claim(s)" means any alleged losses, claims, complaints, demands for relief or damages, liability, penalties, costs, and expenses, including, but not limited '- reimbursement for reasonable attorney fees, witness fees, court costs, investi , . expenses, litigation expenses, amounts paid in settlement, and/or other amounts !- liabilities of any kind which are imposed on, incurred by, or asserted against the Couniy or Owner, or for which the County or Owner may become legally and/or contractually obligated to pay or defend against, whether direct, indirect or consequential, whether based upon any alleged violation of the federal or the State constitution, any federal or State statute, rule, regulation, or any alleged violation of federal or State common law, whether any such claims are brought in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened by third parties, arising out of the ownership, operation, maintenance of the pump station and forcemain, but does not include claims between the Parties. 1.7 "General and Administrative Expenses" 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 for International Standards Organization (ISO) certification compliance, Geographical Information System (GIS) work, mapping, customer service, etc.; an allocation for Equipment Rental; and an allocation for miscellaneous overhead expenses (these overhead expenses and methodology for allocation are set forth in Exhibit B); 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. 2 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 II. OAKLAND COUNTY WATER RESOURCES COMMISSIONER'S OPERATION AND MAINTENANCE SERVICES. 2.1 The County agrees to perform the operation and maintenance services of the pump station and forcemain (all of the following being referred to in this Contract as the "OCWRC Services" or "Services") as set forth in Exhibit "A" attached to this contract. 2.2 In addition, it is understood that Owner has agreed to have WRC complete two projects to be funded from existing retained earnings accumulated as part of the wastewater treatment plant operation and maintenance agreement dated October 1, 1995 between the Parties: (1) replacement of pump starter estimated at $850; and (2) installation of Supervisory Control and Data Acquisition System (SCADA) equipment and software estimated at $7,200.00. The Owner acknowledges and agrees that WRC will fund the two projects and establish a reserve amount of $5,000 from existing retained earnings. After completion of the two projects and funding the reserve, WRC agrees to refund all remaining retained earnings to Owner. 2.3 MANNER COUNTY TO PROVIDE SERVICES. The Services to be provided by the County to the Owner under this Contract shall be performed by the County's Ager .::: and/or consultants. In performing the services under this agreement, the Count exercise due care normally and reasonably provided with respect to the operation maintenance of publicly owned pump stations and forcemains. 2.2.1 OCWRC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and othr,.tr factors as decided solely by the County. The County shall, however, give due consideration to any input received from the Owner concerning the number and charges of consultants and OCWRC Personnel assigned to provide Services for the pump station and forcemain. 2.2.2 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 OCWRC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, 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 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 or utilized to perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to 3 perform any other work or assignments by or for the Owner during the term of this Contract. This section shall not prohibit the Owner from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.5 Except as otherwise expressly provided by this Contract and/or applicable State law, neither the County, nor any County Agent, nor any OCWRC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an Owner Agent. Neither any County Agent, nor any OCWRC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Owner. 2.2.6 In the event Owner incurs costs or expenses related to the ownership, operation and/or maintenance of the pump station and forcemain or the Owner otherwise submits an authorized written request for a dispersal of funds maintained by the County, the County shall promptly disperse payments from the fund to the Owner in the amount and manner requested, provided that the balance remaining in such fund is adequate to continue the operation and maintenance of the pump station and forcemain for the applicable period. The balance remaining shall not be less than $5,000.00. 2.3 OWNERSHIP OF SYSTEM. Notwithstanding any other term or condition in this Contract, no provision in this Contract is intended, nor shall it be construed, as constituting a divestiture or forfeiture of the Owner's absolute ownership of and authority over the pump station and forcemain. Owner shall remain solely responsible for any and all repairs, modifications and other capital improvements deemed necessary to meet applicable Federal, State and local standards, requirements and regulations. 2.4 INTERRUPTIONS IN SERVICE. The County will endeavor to provide and maintart regular service to the Owner but does not guarantee uninterrupted service. The County shall not be liable to the Owner or other third party for Claims arising from interruptions in service whether caused by defects in the original construction, accidents, repairs or other causes, except to the extent that the Claim is due to the gross negligence or intentional wrongdoing of the County or the County's Agents. 2.5 COST DOCUMENTATION. All Costs that are allocated or otherwise charged to the Owner under this Agreement shall be documented by the County, in a manner consistent with generally accepted accounting standards, and the Cost records shall be subject to review, copying, and audit by the Owner during normal business hours, upon notice of five (5) business days to the County. ARTICLE III. OWNER'S RESOONSIBILITIES. The Owner shall be responsible for the following: 3.1 The Owner has adopted or shall hereafter adopt a budget and provide funding as necessary under the terms of the Contract, providing for the payment of the Services. Attached hereto and made a part hereof is Exhibit “C" the estimated monthly Costs for operation and maintenance of the pump station and forcemain. It is understood that from time to time, the costs may be revised. The County agrees to provide the Owner 60 days 4 notice of any changes to the monthly costs for operating and maintaining the pump station and forcemain. 3.2 Insurance. 3.2.1 It shall be the responsibility of the Owner to determine and obtain real and personal property insurance with limits that the Owner in its discretion deems necessary and appropriate for the pump station and forcemain and components of the pump station and forcemain. 3.2.2 Prior to the effective date of this Contract and continuing for the duration of this Contract, Owner shall obtain and maintain General Liability Insurance with minimum limits of $2,000,000 per occurrence and $2,000,000 dollars aggregate and add or name the County and County Agents, as an additional named insureds on the policy. Either the Owner shall obtain said insurance or at the direction of the Owner, the cost of insurance may be added as a System Cost to be paid from the System Enterprise Fund. The Owner will provide proof of insurance to County. 3.2.3 In the event that the Owner is unable to or does not obtain General Liability Insurance coverage set forth in paragraph 3.5.2 then all Claims may be paid out of the reserves maintained by the County. The County may but is not required to obtain General Liability Insurance or self-insurance to protect the County's liabilities under this Contract, and all Costs related thereto shall be added as a pump station and forcemain system Cost. 3.2.4 Any coverage afforded the County, Oakland County Water Resc.:1... Commissioner, employees, appointed and elected officials and their agents v apply as primary and not excess to any insurance issued in the name of County of Oakland, et al. 3.2.5 The insurance company(s) issuing the policy or policies will have no recourse against the County of Oakland or Water Resources Commissioner for payment of any premiums or for assessments under any form of policy. 3.2.6 The term insured is used severally, not collectively, but the inclusion in the policy of more than one insured will not operate to increase the limit of the County's liability. 3.2.7 All insurance certificates are to provide 30 days notice of material change or ucir ARTICLE IV. TERM OF CONTRACT. 4.1 The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract shall be effective for an initial term of ten (10) years from the effective date, and shall be automatically extended for additional ten (10) year terms, unless terminated or otherwise agreed to in writing by the Parties. ARTICLE V. BILLING, RESERVE FUNDS AND EXPENSES. 5 5.1 In consideration of the conditions set forth in this Contract, the County's Costs incurred for the Services shall be paid by the Owner. In the event that the Costs exceed the anticipated budget established by the Owner, in any one year, then any deficiency may be recovered by adjusting the budget by the Owner. 5.2 The Owner acknowledges and agrees that the County will assist the Owner in the operations and maintenance of the pump station and forcemain on a non-profit basis for the benefit of the Owner and therefore the County is without funds to finance, operate and maintain the pump station and forcemain except for the funds appropriated by the Owner. Therefore, it is understood and agreed that in no event shall the County or its general fund be charged with or liable for the cost of operating, maintaining, repairing, replacing, or administering the pump station and forcemain. All Costs associated with the Services under this Contract will be the responsibility of the Owner. 5.3 ESTABLISHMENT OF ENTERPRISE AND RESERVE FUND(S). The parties acknowledge that it will be necessary to establish an Enterprise Fund and one or more reserve funds for the pump station and forcemain for purposes that induce maintenance, replacement and repairs. Upon execution of this Contract the Owner agrees to provide to the County $5,000.00 to establish an Enterprise Fund and reserve for the pump station and forcemain. The Enterprise fund shall be held by the County in a segregated interest bearing account and shall be used by the County for the operation, repair and replacement of the pump station and forcemain. 5.4 NON-ROUTINE REPAIR EXPENSES. The parties acknowledge that from time to time, there will be both routine and non-routine expenses with respect to repairs of the put- ,) station and forcemain. Such non-routine expenses may include but not limitec. emergency response, extraordinary repairs to the pump station and forcernain or improvements necessary to facilitate operation and maintenance of the system or le expenses or claim expenses incurred with respect to the pump station and forcema,.-.. Non-routine repairs and expenses are not included as part of the Scope of Services. Accordingly, the County will obtain the Owner's consent or authorization before incurring non-routine expenses; and, as a part of the authorization the Owner shall provide all necessary funding for non-routine repair expenses. The person designated by the Owner to administer this agreement may authorize non-routine expenses. It is understood by the Parties, that in the event of an emergency, the County will be reimbursed by the Owner for any expenses incurred by the County even though authorization was not obtained prior to responding to the emergency. ARTICLE VI. NO TRANSFER OF OWNER LEGAL OBLIGATIONS TO COUNTY. 6.1 The Owner agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCWRC 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 Owner under any applicable State or Federal laws or regulations. 6.2 The Owner and Owner 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 Owner duty or obligation under any applicable State or federal laws and/or regulations. 6 ARTICLE VII. LIABILITY. 7.1 Except as provided herein, the Owner further agrees that the County shall not be liable to the Owner for any and all Claim(s). This paragraph shall not apply to a lawsuit instituted by the Owner or County to enforce its rights under this contract. The Owner shall not be liable for the gross negligence or intentional acts by a County Agent. 7.2 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 Owner, and/or any Owner Agents, or any other person or entity. 7.3 In the event of any alleged breach or default of any term or condition of this Contract by either the County or any County Agent, the Owner shall provide notice to the County of the alleged breach or default, and the County shall, within ten (10) business days after receiving notice from the Owner, to cure the alleged breach or default. If after ten (10) business days following the notice as provided herein, the County fails to cure the alleged default to the satisfaction of the Owner, the Owner may terminate this agreement cause notwithstanding Article Xl. The County and/or any County Agent shall not be liable to the Owner for any indirect, incidental, special or consequential damages including, but not limited to any replacement costs for County Services. The effective date of termination and the specified default shall be clearly stated in the written notice from the Owner to the County. ARTICLE VIII. AGENTS AND COOPERATION. 8.1 The Owner shall be responsible, during the term of this Contract, for insuring ti -a: Owner Agents fully cooperate with OCWRC Personnel in the performance of all Se7 under this Contract. The County shall be responsible, during the term of this Cor.:: ?Kt, for insuring that all County Agents fully cooperate with Owner and Owner Agents in performance of all Services under this Contract. 8.2 If applicable, Owner 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. Owner shall be responsible for all costs or Claims associated with securing rights of access to public or private property. 8.3 There shall be an open and direct line of communication established and maintained between the Parties, which shall include but not limited to cell phone numbers and email addresses of designated representatives in order to promote the handling of both routine and emergency situations in a timely and cooperative manner according to the circumstances as they exist or become known. The Water Resources Commissioner or designee, and the Owner's Chief Administrative Officer or designee shall be used for purposes of communicating and coordinating specific needs, plans, instructions, issues, concerns and other matters relating to the pump station and forcemain or Services. The Parties shall cooperate with one another to address Service and pump station and forcemain issues, ARTICLE IX. INDEPENDENT CONTRACTOR. 7 9.1 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 Owner shall be that of an Independent Contractor. ARTICLE X. COUNTY PRIORITIZATION OF COUNTY RESOURCES. 10.1 This Contract does not, and is not intended to, create either any absolute right in favor of the Owner, 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 Owner. However, the County will maintain and designate a sufficient number of County Agents and OCWRC Personnel, having sufficient qualifications, in order to carry out and provide the Services under and in accordance with this Contract on a day-to-day basis. ARTICLE XI. TERMINATION OF THIS CONTRACT. 11.1 Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of One Hundred and Eighty (180) calendar days written notice to the other Party, may 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. 11.2 The Parties agree that the following shall survive (and the services related thereto system cost), the termination or expiration of this Contract: (a) Any record-keeping and audit requirements for a period of six years (if r..- requirements are part of the Scope of Services (See Exhibit A — Scope of Ser (b) Any payment of obligations to the other Party for services rendered or (including Costs as set forth in Article V of this Contract). (c) Any legal obligation provided for in this Contract with regard to acts, occurrencee, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred during the term of this Contract for a period of six (6) years or the applicable statute of limitations, whichever is shorter. 11.3 In the event the Contract is terminated by the Owner or upon expiration of this Contract, the Owner shall be responsible for all Costs incurred by the County through the date of termination, including the Costs incurred by the County during the termination notice period referenced above to wind down and end its involvement in the provision of the Services set forth herein. The Parties agree that the General Operating Reserve and all property, supplies, equipment and material (such as SCADA etc.) purchased by the County by a partial allocation of funds from the System Enterprise Fund together with allocations from other systems operated by the County shall remain in the possession of the County. 11.4 In the event of termination by either Party or expiration of this Contract, the Parties shall cooperate with each other so as to bring about an orderly transition and transfer of the County's responsibility for the Services under this Contract to the Owner or Owner's designee ARTICLE Xli. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. 8 12.1 Except as otherwise provided herein, this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by resolutions of both the Owner and the County. 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 Owner and the County. The effective date of this Contract, and any amendments hereto, shall be the date of the later of the two resolutions adopted by the Parties approving this Contract, or approving any such amendment. 12.2 During the term of this contract, the Scope of Services and Estimated Monthly Costs attached hereto as Exhibit "A" and Exhibit "C" respectively, may be amended by the Oakland County Water Resources Commissioner and approved by the Owner's designated agent during the term of this Contract without requiring a resolution from the County Board of Commissioners. ARTICLE XIII. GOVERNING LAW. 13.1 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 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. 13.2 If any provision of this Contract or the application to any person or circumstance any extent, judicially determined to be invalid or unenforceable, the remainder Contract, or the application of the provision of persons or circumstances other those as to which it is invalid or unenforceable, is not affected and is enforcif provided the invalid provision does not substantially alter the Contract or make executi,-: impractical. 13.4 This Contract will be binding upon and for the benefit of the Parties hereto and their respective successors and assigns, subject to any assignment requiring the prior written. consent of the non-assigning Party by an amendment to this Contract signed by all Parties and the assignment binding the assignee to the terms and provisions of this Contract. ARTICLE XIV. CAPTIONS. 14.1 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 XV. NOTICES. 15.1 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 the following: COUNTY OF OAKLAND: 9 OAKLAND COUNTY WATER RESOURCES COMMISSIONER 1 Public Works Drive Waterford, Michigan 48328 HURON VALLEY SCHOOLS: Superintendent of Schools 2390 S. Milford Road Highland, Michigan 48357 15.2 Except with respect to notices of termination, all correspondence and 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. Notices of termination shall be personally delivered or sent by certified mail, return receipt requested, and shall be considered delivered to a party on the date of receipt as represented by the return receipt or by a proof of personal service. 15.3 This Contract is entered into pursuant to Urban Cooperation Act of 1967, Act 7 of the Public Acts of 1967, as amended, MCLA 124.501 et seq., or as otherwise provided by Michigan law. ARTICLE XVI. ENTIRE CONTRACT. 16.1 This Contract sets forth the entire agreement between the County and the Owner znd fully supersedes any and all prior agreements or understandings between them ft -, Er-way related to the subject matter hereof. It is further understood and agreed terms and conditions herein are contractual and are not a mere recital and that thi. no other agreements, understandings, contracts, or representations between the and the Owner in any way related to the subject matter hereof, except as expiQ:16 ,.:• stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. IN WITNESS WHEREOF, Jim Baker, Interim Superintendent of Schools of the Huron Valley Schools hereby acknowledges that he/she has been authorized by a resolution of the Huron Valley Schools School Board, a certified copy of which is attached, to execute this Contract on behalf of the Owner and hereby accepts and binds the Owner to the terms and conditions of this Contract. HURON VALLEY SCHOOLS Date: James Baker Interim Superintendent of Schools WITNESS: (Name) 1 0 IN WITNESS WHEREOF, Jim Nash, Oakland County Water Resources Commissioner, hereby acknowledges that he has been authorized by Miscellaneous Resolution No. approved by the Oakland County Board of Commissioners, on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. COUNTY OF OAKLAND By Date: Jim Nash, Water Resources Commissioner 1 1 Resolution #13045 March 6, 2013 The Vice Chairperson referred the resolution to the Finance Committee. There were no objections. FISCAL NOTE (MISC. #13045) March 21, 2013 BY: FINANCE COMMITTEE, TOM MIDDLETON, CHAIRPERSON IN RE: WATER RESOURCES COMMISSIONER - RESOLUTION APPROVING CONTRACT FOR THE OPERATION AND MAINTENANCE OF THE HURON VALLEY SCHOOLS PUMP STATION AND FORCEMAIN 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 approves a Contract for Oakland County Water Resources Commissioner to perform operations and maintenance of the pump station and forcemain for the Huron Valley Schools. 2. The Water Resources Commissioner has sufficient staffing and possesses the necessary knowledge to assist the School District with the requested services provided under the Contract. 3. The Huron Valley Schools shall adopt a budget and provide funding as necessary under the Contract to pay Oakland County for all cost associated with the operations and maintenance of the pump station and forcemain. 4. The Contract shall be effective for an initial term of ten (10) years and automatically extended an additional ten years, unless the 2arties agree in writing to terminate the Contract. Either ?arty upon a minimum of One Hundred and Eighty (183) calendar day's written notice may terminate the contract without any penalty. 5. The Huron. Valley- Schools agrees to provide the County with $5,000 to estan.ish the System Enterprise Eund and one or more reserve faefles to pay for repair costs of the pump station and fordemain. 6. The Water Resources Commissioner established a monthly rate of $000.00 for operations and maAntenance cost of the pump station and forcemain and will provide the Owner with 60 days' notice of any rate change in the future. 7. Huron Valley Schools WWTP fund 57309 will remain open until the pump starter reolacement and Supervisory Control Data Accuisition (SCADA) system equipment and software projects have been completed. Any remaining fund balance after the two projects are finisned will be returned to the Huron Valley Schools. 8. The following FY 2313 budget amendment is recommended to establish the System Enterprise Fund by transferring $5,000 from the Huron Valley Schools WWTP fund 57309 and recognizing $1,980 for service rate charges of $330.00 per month. HURON VALLEY SCHOOLS WWTP FUND #57309 Revenue FY 2013 6010101-149030-665882 Planned Use of Balance $5,000 Total Revenue FINANCE COMMITTEE VOTE: Motion carried unanimously on a roll call vote with Woodward and Scott absent. Expense 6010101-149030-788001-57349 Transfer Out $5,000 Total Expenditures $5,000 HURON VALLEY SCHLS PUMP STN FUND #57349 Revenue 6010101-149030-695500-57309 Transfer In 6010101-149030-632086 Sewage Disposal Total Revenue FY 2013 $5,000 Services 1,980 $6,980 Expense 6010101-149030-730373 Contracted Services $5,000 6010101-149030-771638 Drain Equipment Labor $1,980 Total Expenditures $6,980 FINANCE COMMITTEE Resolution #13045 March 21, 2013 Moved by Hoffman supported by McGillivray the resolutions (with fiscal notes attached) on the amended Consent Agenda be adopted (with accompanying reports being accepted). AYES: Dwyer, Gershenson, Gingell, Gosselin, Hatchett, Hoffman, Jackson, Long, Matis, McGillivray, Middleton, Quarles, Runestad, Scott, Spisz, Taub, Weipert, Woodward, Zack, Bosnic, Crawford. (21) 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). E THIS RESOLUTION 1:`,OUNTY EXECUTIVE 7: TO IVICL 45.559A (7) STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Lisa Brown, 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 March 21, 2013, 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 21 st day of March, 2013. Lisa Brown, Oakland County