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HomeMy WebLinkAboutResolutions - 2004.08.05 - 27421MISCELLANEOUS RESOLUTION 104176 July 22, 2004 BY: PUBLIC SERVICES, HUGH D. CRAWFORD, CHAIRPERSON IN RE: PUBLIC SERVICES\ANIMAL CONTROL - ESTABLISH FY 2005 - FY 2007 MUNICIPALITIES ANIMAL CARE CENTER RATES FOR BOARDING AND DISPOSAL TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS Chairperson, Ladies and Gentlemen: WHEREAS the Oakland County Animal Control Division administers the provisions of P.A. 339 of 1919 as amended (the Dog Law); and WHEREAS the Animal Control Division renders services to local jurisdictions through Purchase Contracts; and WHEREAS the Oakland County Board of Commissioners, per Miscellaneous Resolution 401245, established the following rates for a three-year period (FY 2002 - FY 2004) based on an inflation rate of three (3%) percent for FY 2003 and FY 2004: FY 2002 FY 2003 FY 2004 Care of Boarded Animals 18.96 19.53 20.12 Disposal of Live (non boarded) small animals 16.47 16.97 17.48 Disposal of live (boarded) small animals 2.50 2.58 2.66 Disposal of small dead animals 14.77 15.22 15.68 ;and WHEREAS the Oakland County Animal Control Division and the Department of Management and Budget, through a cost analysis, recommend a revision in the rates be established effective October 1, 2005 through September 30, 2007; and WHEREAS the new rates will include a three (3%) percent inflation factor for FY 2006 and FY 2007, as follows: (ROUNDED) FY 2005 FY 2006 FY 2007 Care of Boarded Animals 25.00 26,00 26.00 Disposal of Live (non boarded) small animals 22.00 23.00 23.00 Disposal of live (boarded) small animals 4.00 4.00 4.00 Disposal of small dead animals 20.00 20.00 21.00 and WHEREAS the government of Oakland County would recover 100% of its costs based on the revised rates. NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners hereby establish the following Animal Care Center Rates for boarding and disposal to be charged to municipalities purchasing service contracts with the Oakland County Animal Control Division. FY 2005 FY 2006 FY 2007 Care of Boarded Animals 25.00 26.00 26.00 Disposal of Live (non boarded) small animals 22.00 23.00 23,00 Disposal of live (boarded) small animals 4.00 4.00 4.00 Disposal of small dead animals 20.00 20.00 21.00 BE IT FURTHER RESOLVED that the County Executive is authorized to execute purchase of service contracts with local jurisdictions at the aforementioned rates. Chairperson, on behalf of the Public Services Committee, I move the adoption of the foregoing resolution. PUBL SERyICE,5,1 COMMITTEE 152r .4(4/4 E/ .crl s and Scott Public Services Committee Vote: Motion carried on a roll call vote with Doug -voting no. ANIMAL CARE CENTER SERVICES AND DISPOSAL INTERLOCAL AGREEMENT This COI.,1NTY OF OAKLAND AGREEMENT TO PROVIDE ANIMAL CARE SERVICES FOR THE CITY OF FARMINGTON, (hereafter "AGREEMLNI--) is made and entered into by and between Oakland County, a Michigan Constitutional Corporation, whose address is 1200 North Telegraph Road, Pontiac, Michigan 48341, hereinafter referred to as "COUNTY," and the CITY OF FARMINGTON whose principal address is 23600 Liberty, Farmington, Michigan 48070, hereinafter referred to as "MUNICIPALITY." In this Agreement the COUNTY and the MUNICIPALITY may also be referred to individually as "PARTY" or jointly as "PARTIES." PURPOSE OF AGREEMENT Pursuant to the Urban Cooperation Act of 1967, 1967 PA 7, MCL 124.501 et seq., the COUNTY and the MUNICIPALITY enter into this AgreementiOr the purpose of providing the MLINICIPALITY with assistance in the enforcement of the animal laws and regulations of the SU .ite of Michigan. In consideration of the mutual promises, obligations, representations and assurances in this Agreement, the Parties agree to the following: DEFINITIONS The following words and expressions used throughout this Agreement, whether used in singular or plural, within or without quotation marks, or possessive or nonposessive, shall be defined, read, and interpreted as follows. Agreement means the terms and conditions of this Agreement, any Exhibits attached hereto, and any other mutually agreed to written and executed modification, amendment, addendum, or change order. 1.2. Claim means any alleged loss, claim, complaint, demand for relief or damages, cause of action, proceeding, judgement, deficiency, liability, penalty. tine, litigation, costs, and/or expenses, including, but not limited to, reimbursement for reasonable attorney lees, witness fees, court costs, investigation expenses, litigation expenses and amounts paid in settlement, which are imposed on, incurred by, or asserted against the County, its employees or agents, whether such claim is brought in law or equity, tort, contract, or otherwise. 1.3. County means Oakland County, a Municipal and Constitutional Corporation including, hut not limited to, all of its departments, divisions, the County Board of Commissioners, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, volunteers, and/or any such person's successors. 1.4. Day means any calendar day beginning at 12:00 a.m. and ending at 11:59 p.m. 1.5. Animal Care Center means a facility owned and operated by the COUNTY to care for impounded animals. 1.6. Impounded Small Animals means all dogs, cats, wildlife (excluding live, healthy skunks), rodents and all other animals commonly kept as domestic pets which are impounded and confined at the Animal Care Center by: (I) agents of MUNICIPAL All ES' carrying out rabies program (1'. A. 146, §I . 1,1. 1919) and animal control programs and/or (2) action of residents of MUNCIPALITI ES under contract. 1.7. Owned Animals and Give Up Animals means any animal from any area released directly to the COUNTY by the owners or any person(s) having proper custody thereof. 1.8. Bite Case means any stray or owned animal from the contracted service area requiring quarantine or observation by order of the Oakland County Department of Health or his authorized representative. 1.9. Required Holding Period shall be in accordance with the provisions of P. A. 224, 1969, and any subsequent amendments thereto, and P. A. 287, 1969. 1.10. License Fees means those charges to the owner of a dog which are claimed at the Animal Care Center in accordance with contracted MUNICIPALTIES policies, practices, and procedures. 1.11. Impounding Fees means pick-up lee charges, determined by the contracted MUNICIPALITY'S ruling agent, rendered to an owner upon his application to reclaim an animal which, by action of a MUNICIPALITY. has been impounded. 1.12. Euthanasia means the humane destruction of animals. 1.13. Rabies means an infectious disease of certain animals, especially dogs, communicated to man by direct inoculation, as by bite or an infected animal. COUNTY RESPONSIBILITIES' Subject to the terms and conditions contained in this Agreement, and applicable changes in law, the COUNTY shall carry out the -following: 2.1. The COUNTY shall comply with the animal regulation laws of the State of Michigan, those being P.A. 339, 1919 as amended. The COUNTY shall Provide proper lOod, water, shelter, and humane care lör all stray and give- up animals impounded by the MUNCIPALITY and such animals that are brought to the COUNTY'S Animal Care Center by residents of the MUNICIPALITY until they are placed or otherwise humanely disposed in accordance with applicable laws, consistent with the provisions of this Agreement. 2.3. The COUNTY shall provide proper -food, water, shelter, and humane care for any small animal, which is suspected of infection with rabies, quarantined by the MUNICIPALITY for such a period of time as may be required by applicable law. 2.4. The COINTY shall make every effort to maintain office hours at the COUNTY'S Animal Care Center suitable for the purpose of transacting business in connection with the duties under this Agreement and for the purpose of receiving animals and for accepting Applications for the redemption of impounded animals. 2.5. The COUNTY shall make every effort to notify owners of identifiable impounded animals, by telephone or mail consistent with the COUNTY'S procedures. 2.6. Upon completion of the required holding period, impounded animals become the property of the COUNTY and may be disposed of according to law. 2.7. Prior to release by the COUNTY to residents of the MUNICIPALITY, the COUNTY shall vaccinate all dogs of required vaccination age against rabies within the legally required time. No dog shall be released to a resident until a dog license has been obtained. 2.8. The COUNTY shall provide for the sale of dog licenses consistent with the policies, practices, and procedures of the City Clerk/Township Treasurer, consistent with the provisions of this agreement. 2005 2006 2007 2005 2006 2007 cr; s- The C(.)UNTY shall provide for the collection of impoundment Ices. All impoundment lees and license fees shall be paid over by the COUNTY to the MUNICIPALITY within a time period not to exceed one (.1) month. 2.10. The COUNTY shall retain all vaccination and veterinarian fees and proceeds from adoption of animals. 2.11. The COUNTY shall keep proper financial records and account to the MUNICIPALITY monthly for all fees collected on its behalf. The COUNTY will permit the MINICIPALITY at all reasonable times to inspect COUNTY records maintained pursuant to this agreement. 2.12, The COt INTY shall accept and dispose of all small dead animals picked up in the Mt INICIPAIXIY by an Animal Control agent or resident and turned over lo the COUNTY consistent with this Agreement. MUNICIPALITY RESPONSIBILMES 3.1. The MUNICIPALITY shall supply to the COUNTY all necessary dog licenses certificates, dog license tags, receipt forms, etc; to enable the COUNTY to carry out its licensing duties under this 1.reement. , 3.2. The Mt INICIPALITY shall furnish the COUNTY with an adequate supply of its applicable laws and regulations dealing with dogs and other small animals effective as of the date of this agreement. `;,LI. FINANCIAL RESPONSIBILITIES The MUNICIPALITY agrees to pay the 1011owing Ices to the County for its services under this agreement: 4.1. Fees for the destruction ()leach live each animal turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 22.00 $ 23.00 $ 23.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of invoice from the COUNTY covering the previous month's operations. 4.2. Fees for disposal of dead small animals turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 20.00 $ 20.00 $ 21.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations, 3 4.3. MUNICIPALITY agrees that the fees as set forth above are subject to adjustment during the term of this Agreement, Such adjustment will be in direct relationship to any general county salary increase by the Oakland County Board of Commissioners. hi no instance shall the fee be greater than the percentage salary increase. Provided, that if the COUNTY shall decide to increase said fees, it shall give thirty (30) days prior notice to the MUNCIPALITY. and the MUNCIPALITY shall have the right to terminate this agreement forthwith by giving written notice of such termination to the Oakland County Executive within said thirty (30) day period. DLUATION OF INTERLOCAL AGREEMENT It is mutually agreed that the term of this agreement shall be effective October 1, 2004 and expiring September 30, 2007 inclusive. 'lite agreement and any amendments hereto shall be effective when executed by both Parties with concurrent resolutions passed by the governing bodies of each Party, and when the agreement is filed according to MCI. 124.510. The approval and terms of this agreement and any amendments hereto shall be entered in the official minutes of the governing bodies of each Party. Upon the completion of the term of this agreement. the provisions of the agreement shall thereafter be subject to review and renewal by written agreement of the parties hereto fOr a like term. ASS'. JRANC NS 61 Each Party shall be responsible for its own acts and the acts of its employees, and agents, the costs associated with those acts, and the defense of those acts. 6.2. The MUNCIPALITY agrees to indemnify and hold harmless the COUNTY and/or any COUNTY agent harmless from and against any and all claims, demands, judgements or causes of action, and from all expenses that may be incurred in investigating or defending against the same, arising ftom or growing out of any act of neglect or omission of the MUNICIPALITY, its agents or employees limited to the performance of this Agreement. 6,3, The COUNTY shall not be liable for any consequential, incidental, indirect, or special damages in connection with this agreement. 6.4. The Parties agree that the COlJNTY's Animal Care Center, land and building, shall be owned exclusively by the COUNTY and that the MUNICIPAITFY shall have no proprietary interest whatsoever in said care center. It is also understood that the payments made by the MUNCIPALITY to the COUNTY pursuant to this agreement are made solely in consideration or the services to be performed under this agreement. §7. TERMINATION OR CANCELLATION OF AGREEMENT 7.1. 1-ither Party may terminate or cancel this agreement for any reason upon thirty (30) days written notice. The effective date for termination or cancellation shall be clearly stated in the notice, In the event of any termination or cancellation, any ftinds advanced to the COUNTY shall be payable in service only. Notices given under this agreement shall be in writing and shall be personally delivered, sent by express delivery service, certified mail, or first class . 7.2, The parties shall not be obligated to pay a cancellation or termination fee, i this agreement is terminated as provided herein. §8. SUSPENSION OF SERVICES. Upon notice to MUNICIPLALITY, the COUNTY may immediately suspend this agreement, if the MUNICIPALITY has failed to reasonably comply. Nvithin the COINTy's discretion, with federal, state, or local law. or any requirements contained in this agreement. The right to suspend services is in .1c1clition to the right to terminate or eincel this agreement. The COUNTY shall hot incur penalty, expense or liability if services are suspended under this Section. 5.l. 4 RIGHT Tt SET OFF Should the MUNICIPALITY fail, for any reason, to timely' pay the County the amounts required under this Agreement, the MUNICIPALITY agrees that upon notice from the Oakland County Treasurer to the Treasurer olthe State of Michigan (or any other State of Michigan official authorized to disburse finds to the MUNICIPALITY), the State of Michigan is authorized to withhold any hinds due the MlJNICIPALITY from the State, and assign those funds to partially or completely oil set any deficiency by the MUNICIPALITY to the County. Such funds shall be paid directly to the County. Further, the MUNICIPALITY waives any claims against the State or County, or their respective officials, for any such amounts paid to the County. Should the MUNICIPALITY fail for any reason to timely pay the County the amounts required under this Agreement, the County Treasurer shall he entitled to set-off and retain any amounts due the MUNICIPALITY from Delinquent Tax Revolving Fund ("DTRF") or any other source of funds due the MUNICIPALITY in the possession of the County, to partially or completely offset any deficiency by the MUNICIPALITY, unless expressly prohibited by law. Such a transfer shall be considered an assignment by the MUNICIPALITY to the COUNTY. Further, the MUNICIPALITY waives any claims against the County, or its officials, for any such amounts paid to the County. Neither of these provisions shall operate to limit in any way the County's right to pursue any other legal remedies against the MUNICIPALITY Ibr the reimbursement of amounts due the County under this Agreement. The remedies in this paragraph are available to the County on an ongoing and successive basis, as the MUNICIPALITY becomes delinquent in its payments. §10.NO THIRD PARTY BENEFICIARIES. Except as provided for the benefit of the Parties, this agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right, in favor of any other person or entity. §11,COMPLIANCE WITH LAWS. Each Party shall comply with all federal, state, and local statutes, ordinances, regulations, administrative rules, and requirements applicable to its activities performed under this Agreement, including, but not limited to, the policies, procedures, rules and regulations attached as Exhibits to this agreement, and properly promulgated amendments to those Exhibits. §12.PERMITS AND LICENSES. Each Party shall be responsible for obtaining and maintaining, throughout the term of this agreement, all licenses, permits, certificates, and governmental authorizations necessary to perform all its obligations under this agreement. Upon request, a Party shall furnish copies of any permit, license, certificate or governmental authorization to the requesting Party. §13.RESERVATION OF RIGHTS. This agreement does not, and is not intended to impair, divest, delegate, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity of the Parties. §14,FORCE MAJEURE, Each Party shall be excused from any obligations under this agreement during the time and to the extent that a Party is prevented from performing due to causes beyond such Party's control, including, hut not limited to, an act of God, war, acts of government (other than the Parties!), fire, strike, labor disputes, civil disturbances, reduction of power source, or any other circumstances beyond the reasonable control of the affected Party. Reasonable notice shall be given to the affected Party of any such event. §15.IN-KIND SERVICES. Ellis agreement does not authorize ,tny in-kind services, unless previously agreed to by the Parties and specifically listed herein, 5 ;•,;i 6.DLLE6A .110N/SUBCONTRACT7ASSIGNIVIENT. A Party shall not delegate, subcontract, and/or assign any obligations or rights under this agreement without the prior written consent of the other Party. A delegation, subcontract and/or assignment made without the prior written consent of the other Party is void. §17.NO IMPLIED WAIVER. Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this agreement. No waiver of any term, condition, or provision of this agreement, whether by conduct or otherwise, in one or more instances, shall be deemed or construed as a continuing waiver of any term, condition, or provision of this agreement. No waiver by either Party shall subsequently effect its right to require strict performance of this agreement. §18.SEVERAIIILITY. If a court of competent ,jurisdiction finds a term, or condition, of this agreement to be illegal or invalid, then the term, or condition. shall be deemed severed frmn this agreement„All other terms, conditions, and provisions of this agreement shall remain in full force. §10.CAPTIONS. The section and subsection numbers, captions, and any index to such sections and subsections contained in this agreement are intended for the convenience of the reader and are not intended to have any substantive meaning. 'Me numbers, captions, and indexes shall not be interpreted or be considered as part of this agreement. Any use of the singular or plural number, any reference to the male, female, or neuter genders, and any possessive or nonpossessive use in this agreement shall be deemed the appropriate plurality, gender or possession as the context requires. §20.GOVERNING LAW/CONSENT TO JURISDICTION AND VENUE. This Agreement shall he governed, interpreted, and enforced by the laws of the State of Michigan. Except as otherwise required by law or court rule, any action brought to enforce, interpret, or decide any Claim arising under or related to this agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 50th District Court of the State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule. Venue is proper in the courts set forth above. §21.AGREFMFNT MODIFICATIONS OR AMENDMENTS. Ally modifications, amendments, recessions. waivers, or releases to this agreement must he in writing and agreed to by both Parties. Unless otherwise agreed, the modification, amendment, recession, waiver, or release shall be signed by the same persons who signed the agreement or other persons as authorized by the Parties' governing body. §22. ENTIRE AGREEMFNT. This agreement represents the entire agreement and understanding between the Parties. '1 'his agreement supercedes all other oral or written agreements between the Parties. The language of this agreement shall be construed as a whole according to its lair meaning, and not construed strictly for or against any Party. The Parties have taken all actions and secured all approvals necessary to authorize and complete this Agreement. The persons signing this agreement on behalf °leach Party have legal authority to sign this Agreement and hind the Parties to the terms and conditions contained herein. 6 WITNESSED: 0-a4„4. EXECUTED: Arnold Campbell; . Ma City of Farmington EXECUTED: DATE: WITNESSED: DATE: IN WITNESS WHEREOF, Arnold Campbell, Mayor, City of Farmington hereby acknowledges that he/she has been authorized by a resolution of the City of Farmington, a certified copy of which is attached, to execute this Agreement on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Agreement. Patsy K. Can(tVell, Clerk City of Farmington DATE: DATE: aigi 260? IN WITNESS WHEREOF, Thomas A. Law, Chairperson, Oakland County Board of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners, a certified copy of which is attached, to execute this Agreement on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Agreement. Thomas A. Law, Chairperson Oakland County Board of Commissioners G. William Caddell, Clerk, Register of Deeds County of Oakland 7 ANIMAL CARE CENTER SERVICES AND DISPOSAL INTERLOCAL AGREEMENT This COUNTY OF OAKLAND AGREEMENT TO PROVIDE ANIMAL CARE SERVICES FOR THE CITY OF HUNTINGTON WOODS, (hereafter "AGREEMENT") is made and entered into by and between Oakland County, a Michigan Constitutional Corporation, whose address is 1200 North Telegraph Road, Pontiac, Michigan 48341, hereinafter referred to as "COUNTY." and the CITY OF HUNTINGTON WOODS whose principal address is 26815 Scotia Road, HUNTINGTON Michigan 48070, hereinafter referred to as "Mt INICIPALITY." In this Agreement the COUNTY and the MUNICIPALITY may also he referred to individually as "PARTY" or jointly as "PARTIES." PURPOSE OF AGREEMENT Pursuant to the Urban Cooperation Act of 1967, 1967 PA 7, MCL 124.501 et seq., the COl.;NTY and the MUNICIPALITY enter into this Agreement for the purpose of providing the MUNICIPALVIN with assistance in the enforcement of the animal laws and regulations of the State of Michigan. In consideration of the mutual promises, obligations, representations and assurances in this Agreement, the Parties agree to the following: DEFINITIONS The following words and expressions used throughout this Agreement, whether used in singular or plural, within or without quotation marks, or possessive or nonposessivc, shah be defined, read, and interpreted as follows. Agreement means the terms and conditions of this i\greement, any Exhibits attached hereto, and any other mutually agreed to written and executed modification, amendment, addendum, or change Order. 1.2. Claim means any alleged loss, claim, complaint, demand for relief or damages, cause of action, proceeding,. judgement, deficiency, liability, penalty, tine, litigation, costs, and/or expenses, including, but not limited to, reimbursement for reasonable attorney fees, witness fees, court costs, investigation expenses, litigation expenses and amounts paid in settlement, which are imposed on, incurred by, or asserted against the County, its employees or agents, whether such claim is brought in law or equity, tort, contract, or otherwise. 1.3. County means Oakland County, a Municipal and Constitutional Corporation including, but not limited to, all of its departments, divisions, the County Board of Commissioners, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, volunteers, and/or any such person's successors. 1.4. flay means any calendar day beginning at 12:00 a.m. and ending at 11:59 p.m. 1.5. Animal Care Center means a facility owned and operated by the COUNTY to care for impounded animals. 1,6. Impounded Small Animals means all dogs, cats, wildlife (excluding live, healthy skunks), rodents and all other animals commonly kept as domestic pets which are impounded and confined at the Animal Care Center by: (1) agents of MUNICIPALITIES carrying, out rabies program (1'. A. 146, t 1 . 1.1. -1 "") 1 9 1 9) and animal control programs and/or (2) action of residents of MI NC1PALITILIS under contract. 1.7. Owned Animals and Give Up Animals means any animal from any area released directly to the COL:NTY by the owners or any person(s) having proper custody thereof. 1.8. Bite Case means any stray or owned animal from the contracted service urea requiring quarantine or observation by order of the Oakland County Department of Health or his authorized representative. Required Holding Period shall be in accordance with the provisions of P. A. 224, 1969, and any subsequent amendments thereto, and P. A. 287, 1969. 1,10. License Fees means those charges to the owner of a dog which are claimed at the Animal Care Center in accordance with contracted MUNICIPAL:11ES' policies, practices, and procedures. 1,11, I fp_pounding Fees means pick-up fee charges, determined by the contracted MUNICIPALITY'S mling agent, rendered to an owner upon his application to reclaim an animal which, by action of a Ml:NICIPALITY, has been impounded. 1.12. Euthanasia means the humane destruction of animals. 1.13. Rabies means an infectious disease of certain animals, especially dogs, communicated to man by direct inoculation, as by bite or an infected animal. §2. COUNTY RESPONSIBILITIES' Subject to the terms and conditions contained in this Agreement, and applicable changes in law, the COUNTY shall carry out the following: 2.1, The COUNTY shall comply with the animal regulation laws of State of' Michigan, those being P.A. 339, 1919 as amended. The COUNTY shall Provide proper food, water, shelter, and humane care (Or all stray and give- up animals impounded by the MUNCIPAIATY and such animals that are brought to the COUNTVS Animal Care Center by residents of the MUNICIPALITY until they are placed or otherwise humanely disposed in accordance with applicable laws, consistent with the provisions of this Agreement. The COI.INTY shall provide proper food, water, shelter, and humane care for any small animal, which is suspected of infection with rabies, quarantined by the MUNICIPALITY for such a period of time as may be required by applicable law. 2.4. The C(:)LINTY shall make every effort to maintain office hours at the COUNTY'S Animal Care center suitable tör the purpose of transacting business in connection with the duties under this Agreement and for the purpose of receiving animals and for accepting Applications for the redemption of impounded animals. 2.5, The COUNTY shall make every effort to notify owners of identifiable impounded animals, by telephone or mail consistent with the COUNTY'S procedures. 2,6. Upon completion of the required holding period, impounded animals become the property of the C011NTY and may be disposed of according to law. 2 .7. Prior to felease by the COUNTY to residents or the MENICIPALITY, the COUNTY shall vaccinate all dogs of required vaccination age against rabies within the legally required time. No dog shall be released to a resident until a dog license has been obtained. 2,8. The (1)1,INTY shall provide för the sale of dog licenses consistent with the policies, practices, and procedures of the City Clerk/Township Treasurer, consistent with the provisions of this agreement. 2005 2006 2007 2005 2006 2007 The COUNTY shall provide for the Collection of impoundment lees. All impoundment fees and license fees shall be paid over by the COUNTY to the MUNICIPALITY within a time period not to exceed one (1) month. 7.10, The COUNTY shall retain all vaccination and veterinarian fees and proceeds from adoption of animals. 2.9. 2.1 I. The COUNTY shall keep proper financial records and account to the MUNICIPALITY monthly Ibr all fees collected on its behalf. The COUNTY will permit the MUNICIPALITY at all reasonable times to inspect COUNTY records maintained pursuant to this agreement. The COUNTY shall accept and dispose of all small dead animals picked up in the MUNICIPALITY by an Animal Control agent or resident and turned over to the COUNTY consistent with this Agreement. MUNICIPALITY RESPONSIIIILITILS 3,1. The MUNICIPALITY shall supply to the COUNTY all necessary dog licenses certificates, dog license tags, receipt forms, etc: to enable the COUNTY to carry out its licensing duties under this agreement. 3.2. The MUNICIPALITY shall furnish the COUNTY with an adequate supply of its applicable laws and reg 1 lations dealing with dogs and other small animals ellective as of the date of this agreement. FINANCIAL RFSPONSIBILIT1ES The MUNICIPALITY agrees to pay the following lees to the County for its services under this agreement: 4.1. Fees fur the destruction of each live small animal turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 22.00 $ 23,00 $ 23.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.2. Fees fOr disposal of dead small animals turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 20M0 $ 20.00 $ 21.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 3 4.3. MUNICIPALITY agrees that the fees as set forth above are subject to adjustment during the term of' this Agreement, Such adjustment will be in direct relationship to any general county salary increase by the Oakland County Board of Commissioners. In no instance shall the fee be greater than the percentage salary increase. Provided, that if the COUNTY shall decide to increase said lees, it shall give thirty (30) days prior notice to the MUNCIPALITY, and the MUNCIPALrry shall have the right to terminate this agreement forthwith by giving written notice of such termination to the Oakland County Executive within said thirty (30) day period, . DURATION OF INTERLOCAE AGREEMENT It is mutually agreed that the term of this agreement shall be effective October 1, 2004 and expiring September 30, 2007 inclusive. 'file agreement and any amendments hereto shall be effective when executed by both Parties with concurrent resolutions passed by the governing bodies of each Party, and when the agreement is filed according to MCI., 124.510. The approval and terms of this agreement and any amendments hereto shall be entered in the official minutes of the governing bodies of each Party. Upon the completion of the term of this agreement, the provisions of the agreement shall thereafter be subject to review and renewal by written agreement of the parties hereto fin' a like term. §O, ASSURANCES - 6.1. Each Party shall be responsible for its own acts and the acts of its employees, and agents, the costs associated with those acts, and the defense of those acts. 6.2. The MUNCIPALITY agrees to indemnify and hold harmless the COUNTY and/or any COIJNITY agent harmless from and against any and all claims, demands, judgements or causes of action, and from all expenses that may be incurred in investigating or defending against the same, arising from or growing out of any act of neglect or omission of the Mt1NIC1PAI,ITY, its agents or employees limited to the perthrmance of this Agreement. 6.3. The COUNTY shall not he liable {Or any consequential, incidental, indirect, or special damages in connection with this agreement. OA. The Parties agree that the COt INTY's Animal Care Center, land and building, shall be owned exclusively by the COUNTY and that the MUNICIPALITY shall have no proprietary interest whatsoever in said care center. It is also understood that the payments made by the MUNCIPALITY to the COUNTY pursuant to this agreement are made solely in consideration of the services to be performed under this agreement. §7. TERMINATION OR CANCELLATION OF AGREEMENT 7.1. Either Party may terminate or cancel this agreement for any reason upon thirty (30) days written notice. The effective date for termination or cancellation shall be clearly stated in the notice. In the event of any termination or cancellation, any funds advanced to the COI_INTY shall be payable in service only. Notices given under this agreement shall be in writing and shall be personally delivered, sent by express delivery service, certified mail, or first class 7.2. The parties shall not be obligated to pay a cancellation or termination fee, if this agreement is terminated as provided herein. §8. St ISPENSION OF SERVICES. Upon notice to MUNICIPLALITY, the COUNTY may immediately suspend this agreement, if the Ml..INICIPALITY has failed to reasonably comply, within the COUNTY'S discretion. with federal, state, or local law, or any requirements contained in this agreement. The right to suspend services is in addition to the right to terminate or cancel this agreement. The COUNTY shall not incur penalty, expense or liability if services are suspended under this Section. 5,1. 4 s9 RIGHT TO SET OFF. Should the MtINICIPALITY fail, for any reason, to timely pay the County the amounts required under this Agreement, the MUNICIPALITY agrees that upon notice from the Oakland County Treasurer to the Treasurer of the State of Michigan (or any other State ()I Michigan official authorized to disburse funds to the MUNICIPALITY), the State of Michigan is authorized to withhold any funds due the MUNICIPALITY from the State, and assign those funds to partially or completely offset any deficiency by the MUNICIPALITY to the County. Such funds shall be paid directly to the County. Further, the MUNICIPALITY waives any claims against the State or County, or their respective officials, for any such amounts paid to the County. Should the MUNICIPALITY fail for any reason to timely pay the County the amounts required under this Agreement, the County Treasurer shall be entitled to set-Wand retain any amounts due the MUNICIPALITY from Delinquent Tax Revolving Fund ("IYIRF") or any other source of funds due the MUNICIPALITY in the possession of the County, to partially or completely offset any deficiency by the MUNICIPALITY, unless expressly prohibited by law. Such a transfer shall be considered an assignment by the MUNICIPALITY to the COUNTY. Further, the MUNICIPALITY waives any claims against the County, or its officials, for any such amounts paid to the County. Neither of these provisions shall operate to limit in any way the County's right to pursue any other legal remedies against the MUNICIPALITY for the reimbursement of amounts due the County under this Agreement. The remedies in this paragraph are available to the County on an ongoing and successive basis, as the Mt INICIPALITY becomes delinquent in its payments. §10.NO TIIIRD PARTY BENEFICIARIES. Except as provided for the benefit of the Parties, this agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right, in favor of any other person or entity. §11.COMPLIANCE WITH LAWS. Each Party shall comply with all federal, state, and local statutes, ordinances, regulations, administrative rules, and requirements applicable to its activities performed under this Agreement, including, but not limited to, the policies, procedures, rules and regulations attached as Exhibits to this agreement, and properly promulgated amendments to those Exhibits. §12.PERM1TS AND LICENSES. Each Party shall be responsible for obtaining and maintaining, throughout the term of this agreement, all licenses, permits, certificates, and governmental authorizations necessary to perform all its obligations under this agreement. Upon request, a Party shall furnish copies of any permit, license, certificate or governmental authorization to the requesting Party. §13.RFSERVATION OF RIGHTS. This agreement does not, and is not intended to impair, divest, delegate, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity olthe Parties. §14.FORCE MAJEURE. Each Party shall be excused from any obligations under this agreement during the time and to the extent that a Party is prevented from performing due to causes beyond such Party's control, including, but not limited to, an act of God, war, acts of government (other than the Parties'), lire, strike, labor disputes, civil disturbances, reduction of power source, or any other circumstances beyond the reasonable control of the affected Party. Reasonable notice shall he given to the affected Party of any such event. §15.IN-K1ND SI;RVICES. This agreement does not authorize any in-kind services, unless previously agreed to by the Parties and specifically listed herein. §16,DELEGATION/SU13CONTRACT7,ASSIGNMEN1'. A Party shall not delegate, subcontract, and/or assign any obligations or rights under this agreement without the prior written consent of the other Party. A delegation, subcontract and/or assignment made without the prior written consent of the other Party is void, §17,NO IMPLIED WAIVER. Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this agreement. No waiver of any term, condition, or provision of this agreement, whether by conduct or otherwise, in one or more instances, shall be deemed or construed as a continuing WiliVer of any term, condition, or provision of this agreement. No waiver by either Party shall subsequently effect its right to require strict performance of this agreement. §18,SEVERAIIILITY. If a court of competent jurisdiction finds a term, or condition, of this agreement to be illegal or invalid, then the term, or condition, shall be deemed severed from this agreement. All other terms, conditions, and provisions of this agreement shall remain in Cull lOrce. §I9.CAPTIONS. The section and subsection numbers, captions, and any index to such sections and subsections contained in this agreement are intended for the convenience of the reader and are not intended to have any substanti VC meaning. The numbers, captions, and indexes shall not be interpreted or be considered as part of this agreement. Any use (tithe singular or plural number, any reference to the male, female, or neuter genders, and any possessive or nonpossessive use in this agreement shall be deemed the appropriate plurality, gender or possession as the context requires. §20.GOVERNING 1,A W/CONSENT TO JURISDICTION AND VrNUE. This Agreement shall be governed, interpreted, and enforced by the laws of the State of Michigan. Except as otherwise required by law or court rule, any action brought to enforce, interpret, or decide any Claim arising under or related to this agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 50th District Court of the State of Michigan, or the United States District Court for the lastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. §2 I .AGREE,M ENT MODIFICATIONS OR AMENDMENTS. Any modifications, amendments, recessions, waivers, or releases to this agreement must be in writing and agreed to by both Parties. Unless otherwise agreed, the modification, amendment, recession, waiver, or release shall be signed by the same persons who signed the agreement or other persons as authorized by the Parties' governing body. §2 2. ENTIRE AGREEMENT. This agreement represents the entire agreement and understanding between the Parties. This agreement supereedes all other oral or written agreements between the Parties, The language of this agreement shall be construed as a WhOIC according to ifs lair meaning, and not construed strictly ('or or against any Party. The Parties have taken all actions and secured iI I approvals necessary to authorize and complete this Agreement. The persons signing this agreement on behalf of each Party have legal authority to sign this Agreement and bind the Parties to the terms and conditions contained herein. 6 Ruth A. FranzonWerk City of Huntington Woods WITNESSED: DATE: WITNES SED: Caddell, Clerk. Register of Deeds County of Oakland IN WITNESS WIRIZEOF, Ronald F. Gillham, Mayor, City of Huntington Woods, hereby acknowledges that he/she has been authorized by a resolution of the City of Huntington Woods, a certified copy of which is attached, to execute this Agreement on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Agreement. - EX( C ,ITI /;71(.47-4Vt Ronald F, Gillham, Mayor City of Huntington Woods IN WITNESS WHEREOF, Thomas A. Law, Chairperson. Oakland County Hoard of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Hoard of Commissioners, a certified copy of which is attached, to execute this Agreement on behalf' of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Agreement. EXECUTED: LA.--- DATE: Thomas A. Law, Chairperson Oakland County Board of Commissioners DATE: ANIMAL CARE CENTER SERVICES AND DISPOSAL INTERLOCAL AGREEMENT This COUNTY OF OAKLAND AGREEMENT TO PROVIDE ANIMAL CARE SERVICES FOR THE CITY OF MADISON HEIGHTS, (hereafter "AGREEMENT") is made and entered into by and between Oakland County, a Michigan Constitutional Corporation, whose address is 1200 North Telegraph Road, Pontiac, Michigan 48341, hereinafter referred to as "COUNTY," and the CITY OF MADISON 1lEIGHTS, whose principal address is 300 West Thirteen Mile, Madison Heights, Michigan 48071, hereinafter referred to as "MUNICIPALITY." In this Agreement the COUNTY and the MUNICIPALITY may also be referred to individually as "PARTY" or jointly as "PARTIES." PURPOSE OF AGREEMENT Pursuant to the Urban Cooperation Act 41967, 1967 PA 7, MCL 124.501 et seq., the C01„!N'IN and the MUNICIPALITY enter into this Agreement for the purpose of providing the MUNICIPALITY with assistance in the enforcement of the animal laws and regulations of the State of Michigan. In consideration of the mutual promises, obligations, representations and assurances in this Agreement,. the Parties agree to the following: DEFINITIONS The following words and expressions used throughout this Agreement. whether used in singular or plural, within or without (potation marks, or possessive or nonposessive. shall be defined, read, and interpreted as follows. Agreement means the terms and conditions of this Agreement, any Exhibits attached hereto, and any other mutually agreed to written and executed modification, amendment, addendum, or change order. 1.2. Claim means any alleged loss, claim, complaint, demand tbr relief or damages, cause of' action, proceeding, judgement, deficiency, liability, penalty. fine, litigation, costs, and/or expenses, including, but not limited to, reimbursement for reasonable attorney fees, witness tees, court costs, investigation expenses, litigation expenses and amounts paid in settlement, which are imposed on, incurred by, or asserted against the County, its employees or agents, whether such claim is brought in law or equity, tort, contract, or otherwise. 1.3. County means Oakland County, a Municipal and Constitutional Corporation including, but not limited to, all of its departments, divisions, the County Board of Commissioners, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents. volunteers, and/or any such person's successors. 1.4. Dav means any calendar day beginning at 12:00 a.m. and ending at 11:59 p.m. 1.5. Animal Care Center means a facility owned and operated by the COUNTY to care for impounded animals. §1. 1.1. 1.6. Impounded Small Animals means all dogs, cats, wildlife (excluding live, healthy skunks), rodents and all other animals commonly kept as domestic pets which are impounded and confined at the Animal Care Center by: ( I) agents of MUNICIPALITIES carrying out rabies program (1'. A. 146, J -) Y-) 1919) and animal control programs and/or (2) action of residents of Mt..INCIPALITIIS under contract, Owned Animals and Give Up Animals means any animal from any area released directly to the COt iNTY by the owners or any person(s) having proper custody thereof'. 1.8. Bite Case means any stray or owned animal from the contracted service area requiring quarantine or observation by order of the Oakland County Departinciit of Health or his authorized representative. 1.9. Required Holding Period shall be in accordance with the provisions of P. A. 224, 1969, and any subsequent amendments thereto, and P. A. 287, 1969. 1.10. License Fees means those charges to the owner of dog which are claimed at the Animal Care Center in accordance with contracted MUNICIPAL TIES . policies, practices, and procedures. 1.11. Impounding Fees means pick-up fee charges, determined by the contracted MUNICIPALITY'S ruling agent, rendered to an owner upon his application to reclaim an animal which, by action °la Mt INICIPALITY, has been impounded. 1.12. Euthanasia means the humane destruction of animals. 1,13. Rabies means an infectious disease of certain animals, especially dogs, communicated to man by direct inoculation, as by bite or an infected animal. COUNTY RESPONSIBILITIES' Subject to the terms and conditions contained in this Agreement, and applicable changes in law, the COUNTY shall carry out the followin g : 2.1. The COUNTY shall comply with the animal regulation laws of the State of Michigan, those being P.A. 339, 1919 as amended, The COUNTY shall Provide proper food, water, shelter, and humane care for all stray and give- up animals impounded by the MUNCIPALITY and such animals that are brought to the COUNTY'S Animal Care Center by residents of the MUNICIPALITY until they are placed or otherwise humanely disposed in accordance with applicable laws, consistent with the provisions of this Agreement. The COUNTY shall provide proper food, water, shelter, and humane care for any small animal, which is suspected of infection with rabies, quarantined by the MUNICIPALITY for such a period of time as may be required by applicable law. 2.4. The COUNTY shall make every effort to maintain office hours at the COIll\l'IY'S Animal Care Center suitable for the purpose of transacting business in connection with the duties under this Agreement and for the purpose of receiving animals and for accepting Applications for the redemption of impounded animals. 2.5. The COUNTY shall make every effort to notify owners of identifiable impounded animals, by telephone or mail consistent with the COUNTY'S procedures. 2.6. Upon completion of the required holding period, impounded animals become the property of the COUNTY and may be disposed of according to law. 2.7. Prior to release by the COUNTY to residents of the MUNICIPALITY, the COUNTY shall vaccinate all dogs of required vaccination age against rabies within the legally required time. No dog shall be released to a resident until a dog license has been obtained, 2.8. The COUNTY shall provide for the sale of dog licenses consistent with the policies, practices, and procedures or the City Clerk/Township Treasurer, consistent with the provisions ol . this agreement. 2 2005 2006 2007 2005 2006 2007 The COUNTY shall provide for the collection of impoundment fees. Al! impoundment fees and license fees shall be paid over by the COUNTY to the Mt INICIPALITY within a time period not to exceed one (I) month. 2.10. The COUNTY shall retain all vaccination and veterinarian fees and proceeds from adoption of animals. 2.11. The COUNTY shall keep proper financial records and account to the MUNICIPALITY monthly for all fees collected on its behalf. The COUNTY will permit the MUNICIPALITY at all reasonable times to inspect COUNTY records maintained pursuant to this agreement. 2.12. The COUNTY shall accept and dispose of all small dead animals picked up in the MUNICIPALITY by an Animal Control agent or resident and turned over to the COf INTY consistent with this Agreement. MUNICIPALITY RESPONSIBILITIES 3.1. The MUNICIPALITY shall supply to the COUNTY all necessary dog licenses certificates, dog license tags, receipt forms, etc; to enable the COUN'IN to carry out its licensing duties under this agreement. 3.2. The MUNICIPALITY shall furnish the COUNTY with an adequate supply of its applicable laws and regulations dealing with dogs and other small animals effective as of the date of this agreement. §4. FINANCIAL RESPONSIBILITIES The MUNICIPALITY agrees to 'pay the following fees to the County for its services under this agreement: 4.1. Fees for the destruction of each live small animal turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 22.00 $ 23.00 $ 23.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.2. Fees fOr disposal of dead small animals turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 20.00 $ 20.00 $ 2 i .00 Such fee shall be payable monthly by the Ml INICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 2.9 . S-73 . 3 S( §7. 4.3. Mt INICIPALITY agrees that the fees as set forth above are subject to adjustment during the term of' this Agreement, Such adjustment will be in direct relationship to any general county salary increase by the Oakland County Board of Commissioners. In 110 instance shall the fee be greater than the percentage salary increase. Provided, that if the COUNTY shall decide to increase said lees, it shall give thirty (30) days prior notice to the MUNCIPALITY, and the MUNCIPALITY shall have the right to terminate this agreement forthwith by giving written notice of such termination to the Oakland County Executive within said thirty (30) day period. §5, DURATION OF INTERLOCAL AGREEMENT 51 it is mutually agreed that the term of this agreement shall be effective October I, 2004 and expiring September 30, 2007 inclusive. The agreement and any amendments hereto shall be effective when executed by both Parties with concurrent resolutions passed by the governing bodies ()leach Party, and when the agreement is -filed according to MCL 124.510. The approval and terms of this agreement and any amendments hereto shall be entered in the official minutes of the governing bodies of each Party. tlpon the completion of the term of this agreement, the provisions of the agreement shall thereafter be subject to review and renewal by written agreement of the parties hereto for a like term. ASSU RANC ES 61 Each Party shall be responsible tor its own acts and the acts of its employees, and agents, the costs associated with those acts, and the dClellSC of those acts. 6.2. The MUNCIPALITY agrees to indemnify and hold harmless the COUNTY and/or any COUNTY agent harmless from and against any and all claims, demands, judgements or causes of action, and from all expenses that may be incurred in investigating or defending against the same, arising from or growing out of any act of neglect or omission of' the Mt INICIPALITY, its agents or employees Ii mited to the performance of this Agreement. 6.3. The COUNTY shall not be liable for any consequential, incidental, indirect, or special damages in connection with this agreement. 6.4. The Parties agree that the COUNT\i"s Animal Care Center, land and building. shall be owned exclusively by the COUNTY and that the MUNICIPALITY shall have no proprietary interest whatsoever in said care center. It is also understood that the payments made by the MI INCIPALITY to the COUNTY pursuant to this agreement are made solely in consideration of the services to be performed under this agreement. TERMINATION OR CANCELLATION OF AGREEMENT 7.I. Either Party may terminate or cancel this agreement for any reason upon thirty (30) days written notice. The effective date for termination or cancellation shall be clearly stated in the notice. In the event of any termination or cancellation, any funds advanced to the COUNTY shall be payable in service only. Notices given under this agreement shall he in writing and shall be personally delivered, sent by express delivery service, certified mail, or first class 7.2. The parties shall not be obligated to pay a cancellation or termination fee, if this agreement is terminated as provided herein. §8. SUSPENSION OF SERVICES. Upon notice to MUNICIrmALITY, the (..I_H_INTY may immediately suspend this agreement, if the MUNICIPALITY has failed to reasonably comply, within the COUNTY'S discretion, with lederal, state, or local law, or any requirements contained in this agreement. The right to suspend services is in addition to the right to termMate or cancel this agreement. The COUNTY shall not incur penalty, expense or liability if services are suspended under this Section. 4 RIGHT TO SET OFF. Should the MUNICIPALITY fail. (Or any reason. to timely pay the County the amounts required under this Agreement. the MUNICIPALITY agrees that upon notice from the Oakland County Treasurer to the Treasurer or the State of Michigan (or any other State of Michigan official authorized to disburse funds to the MUNICIPALITY), the State of Michigan is authorized to withhold any Funds due the MUNICIPALITY from the State, and assign those Funds to partially or completely offset any deficiency by the MUNICIPALITY to the County. Such funds shall be paid directly to the County. Further. the MUNICIPALITY waives any claims against the State or County, or their respective officials, for any such amounts paid to the County. Should the MUNICIPALITY fail for any reason to timely pay the County the amounts required under this Agreement, the County Treasurer shall be entitled to set-off and retain any amounts due the MUNICIPALITY from Delinquent Tax Revolving Fund ("DIRE -) or any other source of funds due the MUNICIPALITY in the possession of the County, to partially or completely offset any deficiency by the MUNICIPALITY, unless expressly prohibited by law. Such a transfer shall be considered an assignment by the MUNICIPALITY to the COUNTY. Further, the MUNICIPALITY waives any claims against the County. or its officials, for any such amounts paid to the County. Neither of these provisions shall operate to limit in any way the County's right to pursue any other legal remedies against the MUNICIPALITY for the reimbursement or amounts due the County under this Agreement. i[he remedies in this paragraph are available to the County on an ongoing and successive basis, as the MI NI(...IPALITY becomes delinquent in its payments. §10.NO THIRD PARTY BENEFICIARIES. Except as provided for the benefit or the Parties, this agreement does lint and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right, in Favor ()Fatly other person or entity. § II COMPLI ANCF WITH LAWS. Each Party shall comply with all federal, state, and local statutes, ordinances. regulations, administrative rules, and requirements applicable to its activities performed under this Agreement, including, but not limited to, the policies, procedures, rules and regulations attached as Exhibits to this agreement, and properly promulgated amendments to those Exhibits. §12.PERMITS AND LICENSES. Each Party shall be responsible For obtaining and maintaining, throughout the term of this agreement, all licenses, permits, certificates, and governmental authorizations necessary to perlorm all its obligations under this agreement. Upon request, a Party shall furnish copies of any permit, license, certificate or governmental authorization to the requesting Party. §13ALSERVATION OF RIGI ITS. This agreement does not, and is not intended to impair, divest, delegate, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity of the Parties. §14I.FORCE MAJEURE. Each Party shall be excused from any obligations under this agreement during the time and to the extent that a Party is prevented from performing due to causes beyond such Party's control, including, hut not limited to an act or God, war, acts or government (other than the Parties'), lire, strike, labor disputes, civil disturbances, reduction of power source, or any other circumstances beyond the reasonable control (lithe affected Party. Reasonable notice shall be given to the affected Party of any such event. 5 IN-KIND SERVICES. This agreement does not authorize any in-kind services, unless previously agreed to s by the Parties and specifically listed herein. 5 ,16.DELEGA FION/SUIICONTRACT/ASSIGNMENT. A Party shall not delegate, subcontract, and/or assign any obligations or rights under this agreement without the prior written consent of the other Party. A delegation, subcontract and/or assignment made without the prior written consent of the other Party is void. §17.NO IMPEL rD WAIVER. Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this agreement. No waiver of au term, condition, or provision of this agreement, whether by conduct or otherwise, in one or more instances, shall be deemed or construed as a continuing waiver of any term, condition. or provision of this agreement. No waiver by either Party shall subsequently effect its right to require strict performance of this agreement. lia court of competent jurisdiction finds I term, or condition, of this agreement to be illegal or invalid, then the term, or condition, shall be deemed severed from this agreement. All other terms, conditions, and provisions of this agreement shall remain in full force. 6; I 9.CAPT1ONS. The section and subsection numbers, captions, and any index to such sections and subsections contained in this agreement are intended For the convenience of the reader and are not intended to have any substantive meaning. The numbers, captions, and indexes shall not be interpreted or be considered as part of this agreement. Any use of the singular or plural number, any reference to the male, female, or neuter genders, and any possessive or nonpossessive use in this agreement shall he deemed the appropriate plurality. gender or possession as the context requires. §20.GOVERN I NU LAW/CONSENT TO JURISDICTION AND VENUE. This Agreement shall be governed, interpreted, and enforced by the laws of the State of Michigan. l',xcept as otherwise required by law or court rule, any action brought to enforce, interpret, ol - decide any Claim arising under or related to this agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 50th District Court of the - State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. §21.AGREI',MINT MODIFICATIONS OR AMENDMENTS. Any modifications, amendments, recessions, waivers, or releases to this agreement must be in writing and agreed to by both Parties. I, hiless otherwise agreed, the modification, amendment, recession, waiver, or release shall he signed by the same persons who signed the agreement or other persons as authorized by the Parties' governing body. §22.ENTIRE AtiREEMENT. This agreement represents the entire agreement and understanding between the Parties. This agreement supercedes all other oral or written agreements between the Parties. The language of this agreement shall be construed as a whole according to its lair meaning, and not construed strictly for or against any Party. The Parties have taken all actions and secured all approvals necessary to authorize and complete this Agreement. 'fhe persons signing this agreement on behalf of each Party have legal authority to sign this Agreement and bind the Parties to the terms and conditions contained herein. 6 D A Th. : 2-2 EX EC UTED ; DATE: A (e,r).?e4 Z tr, dot* EXECUTED: DATE: WITNESSED: Caddell, Clerk, Register of Deeds County of Oakland IN WITNESS WHEREOF, Edward (:. Swanson, Mayor, City of Madison Heights, hereby acknowledges that he/she has been authorized by a resolution or the City of Madison I leights, a certified copy of which is attached, to execute this Agreement on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Agreement. hdward C. Swanson, Mayor Madison Heights A g..41 WITNESSED: Clatt...6-6 69-A-titZ1 Carole Corbett , Clerk Madison Heights IN WITNESS WHEREOF, Thomas A. Law, Chairperson, Oakland County Board of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners, a certified copy of which is attached, to execute this Agreement on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Agreement. Thomas A. Law, Chairperson Oakland County Board of Commissioners s NO. 97 COUNTY MICHIGAN bEPARTMENT OF PUBLIC SERVICES ANIMAL CONTROL DIVISION Lawrence Obrecht, Manager sE:. 14 , 2004.)10:46FM OAK CO ApAL CONTROL .A4n: be-±h frOmaANur L BROOKS PATTERSON, OAKLAND COUNTY EXECUTIVE *AZZOt TO: Contracting Municipalities FROM; Lawrence Obrecht, Division Manager; Oakland County Animal Control DATE; September 9, 2004 RE: Board and Disposal Contracts — 2005 — 2007 The present Animal Care Center service agreements will expire September 30, 2004. Enclosed you will find three (3) new original agreements for signatures by your designated representatives. These agreements are for the purchase of services at the Oakland County Animal Care Center located at 1700 Brown Road, Auburn Hills, Michigan. As you were notified of in the past, these renewal agreements have an increase in board fees and disposal fees (live and dead) and are for the period of October 1, 2004 through September 30, 2007, These contracts are consistent with the County's fiscal year. The new rates, as approved by the Oakland County Board of Commissioners, will be in effect beginning October 1, 2004, It is necessary for all three (3) signed originals be returned to our office as soon as possible. Please return them to: Oakland County Animal Control Attn: J08111e Toole 1700 Brown Road Auburn Hills, MI 48326 We will send you an original agreement after Oakland County representatives have signed them. We would appreciate having them returned to this office as soon as possible. Thank you for your cooperation in this matter, Please feel free to contact Joanic OA myself at (243) 391-0278 if you should have any questions. Thank you, 1110 L A 0/j mt 1700 BROWN RD • AUBURN HILLS MI 48326-1512 • (248) 3914102 • FAX (248) 391-066 • www,00kak1and.raus/anmIctr1/ SEP. 14. 2004 10:46PM OAK CO ANIMAL CONTROL NO. 917 • ANIMAL CARE CENTER SERVICES AND DISPOSAL INTERLOCAL AGREEMENT This COUNTY OF OAKLAND AGREEMENT TO PROVIDE ANIMAL CARE SERVICES FOR THE CITY OF TROY, (hereafter "AGREEMENT") is made and entered into by and between Oaldand County, a Michigan Constitutional Corporation, whose address is 1200 North Telegraph Road, Pontiac, Michigan 48341, hereinafter referred to as "COUNTY," and the CITY OF TROY, whose principal address is 500 West Big Beaver, Troy, Michigan 48304, hereinafter referred to as "MUNICIPALITY." In this Agreement the COUNTY and the MUNICIPALITY may also be referred to individually as "PARTY" or jointly as "PARTIES." PURPOSE OF AGREEMENT Pursuant to the Urban Cooperation Act of 1967, 1967 PA 7, MCL 124.501 et =la the COUNTY and the MUNICIPALITY enter into this Agreement for the purpose of providing the MUNICIPALITY with assistance in the enforcement of the animal laws and regulations of the State of Michigan. In consideration of the mutual promises, obligations, representations and assurances in this Agreement, the Parties agree to the following: §1. DEFINITIONS The following words and expressions used throughout this Agreement, whether used in singular or plural, within or without quotation marks, or possessive or nonposessive, shall be defined, read, and interpreted as follows. 1,1, Aireement means the terms and conditions of this Agreement, any Exhibits attached hereto, and any other mutually agreed to written and executed modification, amendment, addendum, or change order, 12. Claim means any alleged loss, claim, complaint, demand for relief or damages, cause of action, proceeding, judgement, deficiency, liability, penalty, fine, litigation, costs, and/or expenses, including, but not limited to, reimbursement for reasonable attorney fees, witness fees, court costs, investigation expenses, litigation expenses and amounts paid in settlement, which are imposed on, incurred by, or asserted against the County, its employees or agents, whether such claim is brought in law or equity, tort, contract, or otherwise, 1.3. County means Oakland County, a Municipal and Constitutional Corporation including, but not limited to, all of its departments, divisions, the County Board of Commissioners, elected arid appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, volunteers, and/or any such person's successors. 1.4. Aly means any calendar day beginning at 12:00 a.m. and ending at 11:59 pan. 1,5. Animal Care Center means a facility owned and operated by the COUNTY to care for impounded animals. 1,6. Impounded Small Animals means all dogs, cats, wildlife (excluding live, healthy skunks), rodents and all other animals commonly kept as domestic pets which are impounded and confined at the Animal Care Center by: (1) agents of MUNICIPALITIES carrying out rabies program (1'. A. 146, SEP. 14. 2004 10:47PM OAK CO ANIMAL CONTROL NO.917 P. 3 • • 1919) and animal control programs and/or (2) action of residents of MUNCIPALITIES under contract. 11111 1.7. Owned Animals and Give Up Animals means any animal from any area released directly to the COUNTY by the owners or any person(s) having proper custody thereof. 1.8. Bite Case means any stray or owned animal from the contracted service area requiring quarantine or observation by order of the Oakland County Department of Health or his authorized representative, 1,9, Required Holding Period shall be in accordance with the provisions of P. A. 224, 1969, and any subsequent amendments thereto, and P. A. 287, 1969, 1.10, License Fees means those charges to the owner of a dog which are claimed at the Animal Care Center in accordance with contracted MUNICIPALTIES' policies, practices, and procedures. 1,11. Impounding Fees means pick-up fee charges, determined by the contracted MUNICIPALITY'S ruling agent, rendered to an owner upon his application to reclaim an animal which, by action of a MUNICIPALITY, has been impounded, 1.12. Euthanasia means the humane destruction of animals, 1.13. Rabies means an infectious disease of certain animals, especially dogs, communicated to man by direct inoculation, as by bite or an infected animal. §2. COUNTY RESPONSIBILITIES' Subject to the terms and conditions contained in this Agreement, and applicable changes in law, the COUNTY shall carry out the following: 2.1. The COUNTY shall comply with the animal regulation laws of the State of Michigan, those being P.A. 339, 1919 as amended. 2.2, The COUNTY shall Provide proper food, water, shelter, and humane care for all stray and give- up animals impounded by the MUNCIPALITY and such animals that are brought to the COUNTY'S Animal Care Center by residents of the MUNICIPALITY until they are placed or otherwise humanely disposed in accordance with applicable laws, consistent with the provisions of this Agreement, 2.3. The COUNTY sli all provide proper food, water, shelter, and humane care for any small Animal, which is suspected of infection with rabies, quarantined by MUNICIPALITY for such a period of time as may be required by applicable law. 2.4. The COUNTY shall make every effort to maintain office hours at the COUNTY'S Animal Care Center suitable for the purpose of transacting business in connection with the duties under this Agreement and for the purpose of receiving animals and for accepting Applications for the redemption of impounded animals. 2.5. The COUNTY shall make every effort to notify owners of identifiable impounded animals, by telephone or mail consistent with the COUNTY'S procedures. 2.6, Upon completion of the required holding period, impounded animals become the property of the COUNTY and may be disposed of according to law. 2.7, Prior to release by the COUNTY to residents of the MUNICIPALITY, the COUNTY shall vaccinate all dogs of required vaccination age against rabies within the legally required time. No dog shall be released to a resident until a dog license has been obtained. 2,8. The COUNTY shall provide for the sale of dog licenses consistent with the policies, practices, and procedures of the City Clerk/Township Treasurer, consistent with the provisions of this agreement. 2 2005 2006 2007 ' SEP. 14.2004 10:48PM OAK CO ANIMAL CONTROL 2.9. The COUNTY shall provide for the collection of impoundment fees. All impoundment fees and license fees shall be paid over by the COUNTY to the MUNICIPALITY within a time period not to exceed one (1) month. 2,10. The COUNTY shall retain all vaccination and veterinarian fees and proceeds from adoption of animals, 2.11. The COUNTY shall keep proper financial records and account to the MUNICIPALITY monthly for all fees collected on its behalf. The COUNTY will permit the MUNICIPALITY at all reasonable times to inspect COUNTY records maintained pursuant to this agreement. 2.12. The COUNTY shall accept and dispose of all small dead animals picked up in the MUNICIPALITY by an Animal Control agent or resident and turned over to the COUNTY consistent with this Agreement. §3. MUNICIPALITY RESPONSIBILITIES 3.1. The MUNICIPALITY shall supply to the COUNTY all necessary dog licenses certificates, dog license tags, receipt forms, etc; to enable the COUNTY to carry out its licensing duties under this agreement. 3.2. The MUNICIPALITY shall furnish the COUNTY with an adequate supply of its applicable laws and regulations dealing with dogs and other small animals effective as of the date of this agreement. §4. FINANCIAL RESPONSIBILITIES The MUNICIPALITY agrees to pay the following fees to the County for its services under this agreement: 4.1. A boarding fee per day for each animal impounded by action of the MUNICIPALITY and housed or accepted by the County will be: $ 25.00 $ 26.00 $ 26.00 Such fee shall be limited to the required holding period as set forth by the MUNCIPALITY, Fees for the destruction and disposal of each animal held the required holding period will be: 2005 $ 2006 $ 4,00 2007 $ 4.00 Such fees shall be payable monthly by the MUNCIPALITY upon receipt of an invoice from the County covering the previous month's operations. NO. .9 3 SEP. 14. 2004 10:48PM OAK CO ANIMAL CONTROL • NO..917 P. 5 2005 2006 2007 • ' 11. 4.2. Fees for each dead animal turned in from an Animal Control agent or resident from the MUNICIPALITY will be: 2005 $ 20.00 2006 $ 20.00 2007 $ 21.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.3. Fees for each live small give-up animal turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 22.00 $ 23.00 $ 23.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.4. MUNICIPALITY agrees that the fees as set forth above are subject to adjustment during the term of this Agreement, Such adjustment will be in direct relationship to any general county salary increase by the Oakland County Board of Commissioners. In no instance shall the fee be greater than the percentage salary increase. Provided, that if the COUNTY shall decide to increase said fees, it shall give thirty (30) days prior notice to the MUNCIPALITY, and the MUNCIPALITY shall have the right to terminate this agreement forthwith by giving written notice of such termination to the Oakland County Executive within said thirty (30) day period. §5. DURATION OF INTERLOCAL AGREEMENT 5.1. It is mutually agreed that the term of this agreement shall be effective October 1, 2004 and expiring September 30, 2007 inclusive, The agreement and any amendments hereto shall be effective when executed by both Parties with concurrent resolutions passed by the governing bodies of each Party, and when the agreement is filed according to MCL 124.510. The approval and terms of this agreement and any amendments hereto shall be entered in the official minutes of the governing bodies of each Party. Upon the completion of the term of this agreement, the provisions of the agreement shall thereafter be subject to review and renewal by written agreement of the parties hereto for a like term, §6. ASSURANCES • 4 SEP. 14. 2004 10:49PM OAK CO ANIMAL CONTROL . NO-917 P. 6 6.1. Each Party shall be responsible for its own acts and the acts of its employees, and agents, the costs associated with those acts, and the defense of those acts. 411) 6.2. The MUNCIPALITY agrees to indemnify and hold harmless the COUNTY and/or any COUNTY agent harmless from and against any and all claims, demands, judgements or causes of action, and from all expenses that may be incurred in investigating or defending against the same, arising from or growing out of any act of neglect or omission of the MUNICIPALITY, its agents or employees limited to the performance of this Agreement. 6.3. The COUNTY shall not be liable for any consequential, incidental, indirect, or special damages in connection with this agreement. 6.4. The Parties agree that the COUNTY's Animal Care Center, land and building, shall be owned exclusively by the COUNTY and that the MUNICIPALITY shall have no proprietary interest whatsoever in said care center. It is also understood that the payments made by the MUNCIPALITY to the COUNTY pursuant to this agreement are made solely in consideration of the services to be performed under this agreement. §7. TERMINATION OR CANCELLATION OF AGREEMENT 7.1. Either Party may terminate or cancel this agreement for any reason upon thirty (30) days written notice. The effective date for termination or cancellation shall be clearly stated in the notice. In the event of any termination or cancellation, any funds advanced to the COUNTY shall be payable in service only. Notices given under this agreement shall be in writing and shall be personally delivered, sent by express delivery service, certified mail, or first class 7.2. The parties shall not be obligated to pay a cancellation or termination fee, if this agreement is terminated as provided herein. §8. SUSPENSION OF SERVICES. Upon notice to MUNICIPLALITY, the COUNTY may immediately suspend this agreement, if the MUNICIPALITY has failed to reasonably comply, within the COUNTY'S discretion, with federal, state, or local law, or any requirements contained in this agreement. The right to suspend services is in addition to the right to terminate or cancel this agreement. The COUNTY shall not incur penalty, expense or liability if services are suspended under this Section. §9. RIGHT TO SET OFF. Should the MUNICIPALITY fail, for any reason, to timely pay the County the amounts required under this Agreement, the MUNICIPALITY agrees that upon notice from the Oakland County Treasurer to the Treasurer of the State of Michigan (or any other State of Michigan official authorized to disburse funds to the MUNICIPALITY), the State of Michigan is authorized to withhold any funds due the MUNICIPALITY from the State, and assign those funds to partially or completely offset any deficiency by the MUNICIPALITY to the County. Such funds shall be paid directly to the County. Further, the MUNICIPALITY waives any claims against the State or County, or their respective officials, for any such amounts paid to the County. Should the MUNICIPALITY fail for any reason to timely pay the County the amounts required under this Agreement, the County Treasurer shall be entitled to set-off and retain any amounts due the MUNICIPALITY from Delinquent Tax Revolving Fund ("DUI") or any other source of funds due the MUNICIPALITY in the possession of the County, to partially or completely offset any deficiency by the MUNICIPALITY, unless expressly prohibited by law: Such a transfer shall be considered an assignment by the MUNICIPALITY to the COUNTY. Further, the MUNICIPALITY waives any claims against the County, or its officials, for any such amounts paid to the County. • 5 SEP. 14. 2004 10:50PM t. OAK CO ANIMAL CONTROL . NO..917 P. 7 • • Neither of these provisions shall operate to limit in any way the County's right to pursue any other legal remedies against the MUNICIPALITY for the reimbursement of amounts due the County under this Agreement. The remedies in this paragraph are available to the County on an ongoing and successive basis, as the MUNICIPALITY becomes delinquent in its payments. §10.NO THIRD PARTY BENEFICIARIES. Except as provided for the benefit of the Parties, this agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right, in favor of any other person or entity, §11.COWLIANCE WITH LAWS. Each Party shall comply with all federal, state, and local statutes, ordinances, regulations, administrative rules, and requirements applicable to its activities performed under this Agreement, including, but not limited to, the policies, procedures, rules and regulations attached as Exhibits to this agreement, and properly promulgated amendments to those Exhibits. §12.PERMITS AND LICENSES. Each Party shall be responsible for obtaining and maintaining, throughout the term of this agreement, all licenses, permits, certificates, and governmental authorizations necessary to perform all its obligations under this agreement. Upon request, a Party shall furnish copies of any permit, license, certificate or governmental authorization to the requesting Party. §13.RESERVATION OF RIGHTS. This agreement does not, and is not intended to impair, divest, delegate, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity of the Parties. §14.FORCE MAJEURE. Each Party shall be excused from any obligations under this agreement during the time and to the extent that a Party is prevented from performing due to causes beyond such Party's control, including, but not limited to, an act of God, war, acts of government (other than the Parties'), fire, strike, labor disputes, civil disturbances, reduction of power source, or any other circumstances beyond the reasonable control of the affected Party. Reasonable notice shall be given to the affected Party of any such event, §15.I14-KIND SERVICES. This agreement does not authorize any in-kind services, unless previously agreed to by the Parties and specifically listed herein. §16.DELEGATION/SUBCONTRACT/ASSIGNMENT. A Party shall not delegate, subcontract, and/or assign any obligations or rights under this agreement without the prior written consent of the other Party. A delegation, subcontract and/or assignment made without the prior written consent of the other Party is void. §17.NO IMPLIED WAIVER. Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this agreement. No waiver of any term, condition, or provision of this agreement, whether by conduct or otherwise, in one or more instances, shall be deemed or construed as a continuing waiver of any term, condition, or provision of this agreement. No waiver by either Party shall subsequently effect its right to require strict performance of this agreement. §18.SEVERABILITY. If a court of competent jurisdiction finds a term ; or condition, of this agreement to be illegal or invalid, then the term, or condition, shall be deemed severed from this agreement. All other terms, conditions, and provisions of this agreement shall remain in full force. §19.CAPTIONS. The section and subsection numbers, captions, and any index to such sections and subsections contained in this agreement are intended for the convenience of the reader and are not intended to have any substantive meaning. The numbers, captions, and indexes shall not be interpreted or be considered as part of this agreement. Any use of the singular or plural number, any reference to the male, female, or neuter genders, and any possessive or noiapossessive use in this agreement shall be deemed the appropriate plurality, gender or possession as the context requires. 6 SEP, 14. 2004 10:50PM OAK CO ANIMAL CONUOL N0,917 P. 8 • • §20.GOVERNNG LAW/CONSENT TO JURISDICTION AND VENUE, This Agreement shall be governed, interpreted, and enforced by the laws of the State of Michigan. Except as otherwise required by law or court rule, any action brought to enforce, interpret, or decide any Claim arising under or related to this agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 50th District Court of the State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. §21.AGREEMENT MODIFICATIONS OR AMENDMENTS. Any modifications, amendments, recessions, waivers, or releases to this agreement must be in writing and agreed to by both Parties, Unless otherwise agreed, the modification, amendment, recession, waiver, or release shall be signed by the same persons who signed the agreement or other persons as authorized by the Parties" governing body. §22.ENTIRE AGREEMENT. This agreement represents the entire agreement and understanding between the Parties. This agreement supercedes all other oral or written agreements between the Parties. The language of this agreement shall be construed as a whole according to its fair meaning, and not construed strictly for or against any Party, The Parties have taken all actions and secured all approvals necessary to authorize and complete this Agreement. The persons signing this agreement on behalf of each Party have legal authority to sign this Agreement and bind the Parties to the terms and conditions contained herein, • • 7 SEP. 14. 2004 10:51PM OkK CO ANIMAL CONTROL .NO.917 EXECUTED: 1-7.:e Schilling, Mr City of Troy WITNESSED:L.2214t DATE: I( 4) Li WITNESSED; • William Caddell, Clerk, Register of Deeds County of Oakland • IN WITNESS WHEREOF, Louise Schilling, Mayor, City of Troy, hereby acknowledges that he/she has been authorized by a resolution of the City of Troy, a certified copy of which is attached, to execute this Agreement on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Agreement. Twill Bartholomew, Clerk City of Troy DATE: M — Z/ DATE: IN WITNESS WHEREOF, Thom as A. Law, Chairperson, Oakland County Board of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners, a certified copy of which is attached, to execute this Agreement on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Agreement. Thomas A. Law, Chairperson Oakland County Board of Commissioners • 8 ANIMAL CARE CENTER SERVICES AND DISPOSAL INTERLOCAL AGREEMENT This COUNTY OF OAKLAND AGREEMENT TO PROVIDE ANIMAL CARE SERVICES FORTI11.; CITY OF BERKLEY, (hereafter "AGREEMENT") is made and entered into by and between Oakland County, a Michigan Constitutional Corporation, whose address is 1200 North Telegraph Road, Pontiac, Michigan 48341, hereinafter referred to as "COUNTY," and the CITY OF BERKLEY, whose principal address is 3338 Coolidge, Berkley, Michigan 48072, hereinafter referred to as "MUNICIPALITY." In this Agreement the COUNTY and the MUNICIPALITY may also be referred to individually as "PARTY" or jointly as "PARTIES." PURPOSE OF AGREEMENT Pursuant to the Urban Cooperation Act of 1967, 1967 PA 7, MCL 124.501 et seq.. the COUNTY and the MUNICIPALITY enter into this Agreement for the purpose of providing the MU-NICIPALITY with assistance in the enforcement of the animal laws and regulations of the State of Michigan. In consideration of the mutual promises, obligations, representations and assurances in this Agreement, the Parties agree to the following: DITINITIONS The following words and expressions used throughout this Agreement, whether used in singular or plural, within or without quotation marks, or possessive or nonposessive, shall be defined, read, and interpreted as follows. Agreement means the terms and conditions of this Agreement, any Exhibits attached hereto, and any other mutually agreed to written and executed modification, amendment, addendum, or change order. 1,2. Claim means any alleged loss. claim, complaint, demand for reliefor damages, cause of action, proceeding, judgement, deficiency, liability, penalty, fine, litigation, costs, and/or expenses, i ncluding, but not limited to, reimbursement for reasonable attorney fees, witness lees, court costs, investigation expenses, litigation expenses and amounts paid in settlement, which are imposed on, incurred by, or asserted against the County, its employees or agents, whether such claim is brought in law or equity, tort, contract, or otherwise. 1.3. County means Oakland County, a Municipal and Constitutional Corporation including, but not I imited to, all of its departments, divisions, the County Board of Commissioners, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, volunteers, and/or any such person's successors. 1.4. Day means any calendar day beginning at 12:00 a.m. and ending at 11:59 p.m. 1.5. Animal Care Center means a facility owned and operated by the COUNTY to care for impounded animals. Impounded Small Animals means all dogs, cats, wildlife (excluding live, healthy skunks), rodents and all other animals commonly kept as domestic pets which are impounded and confined at the Animal (Aire Center by (1) agents of MUNICIPALITIES carrying out nibies program A, 146, §1. 1.1. 1.6. 2.7. 2.3. 19 I 9) and animal control programs and/or (2) action of residents of MUNCIPALITIES under contract. 1.7. Owned Animals and Give Up Animals means any animal from any area released directly to the COUNTY by the owners or any person(s) having proper custody thereof. 1.8. Bite Case means any stray or owned animal from the contracted service area requiring quarantine or observation by order of the Oakland County Department of Health or his authorized representative. 1.9. Required 1-bolding Period shall be in accordance with the provisions of P. A. 224, 1969, and any subsequent amendments thereto, and P. A. 287, 1969. 1,10, License Fees means those charges to the owner of a dog which are claimed at the Animal Care Center in accordance with contracted MUNICIPALTIFS' policies, practices, and procedures. 1.11. Impounding Fees means pick-up fee charges, determined by the contracted MUNICIPALITY'S ruling agent, rendered to an owner upon his application to reclaim an animal which, by action of a MUNICIPALITY, has been impounded. 1.12. Euthanasia means the humane destruction of animals. 1.13. Rabies means an infectious disease of certain animals, especially dogs, communicated to man by direct inoculation, as by bite or an infected animal. §2. COUNTY RESPONSIBILITIES' Subject to the terms and conditions contained in this Agreement, and - applicable changes in law, the COUNTY shall carry out the following: 2.1, 'Hie COUNTY shall comply with the animal regulation laws of' the State of Michigan, those being P.A. 339, 1 919 as amended. The COUNTY shall Provide proper food, water, shelter, and humane care for all stray and give- up animals impounded by the MUNCIPALITY and such animals that are brought to the COUNTY'S Animal Care Center by residents °I:the MUNICIPALITY until they are placed or otherwise humanely disposed in accordance with applicable laws, consistent with the provisions of this Agreement. The COUNTY shall provide proper lbod, water, shelter, and humane care for any small animal, which is suspected of infection with rabies, quarantined by the MUNICIPAITFY for such a period of time as may be required by applicable law. 2.4. The COUNTY shall make every effort to maintain office hours at the COUNTY'S Animal Care Center suitable for the purpose of transacting business in connection with the duties under this Agreement and for the purpose of receiving animals and for accepting Applications for the redemption of impounded animals. 'Hie COUNTY shall make every effort to notify owners of identifiable impounded animals, by telephone or mail consistent with the COUNTY'S procedures. 2.6. t !poll completion of the required holding period, impounded animals become the property of the Ct >LINTY and may be disposed of according to law. Prior to release by the COUN'IN to residents of the M1.INICIPALITY, the COUNTY shall vaccinate all dogs of required vaccination age against rabies within the legally required time. No dog shall be released to a resident until a dog license has been obtained. 2,8. The COUNTY shall provide for the sale of dog licenses consistent with the policies, practices, and procedures of the City Clerk/Township Treasurer, consistent with the provisions of this agreement, 2.7 2005 2006 2007 2005 2006 2007 'Mc COUNTY shall provide for the collection of impoundment lees. All impoundment fees and license fees shall be paid over by the COUNTY to the MUNICIPALITY within a time period not to exceed one (1) month. 2.10. The COUNTY shall retain all vaccination and veterinarian fees and proceeds from adoption of animals. 2.11. The COUNTY shall keep proper financial records and account to the MUNICIPALITY monthly for all Ides collected on its behalf. The COUNTY will permit the MUNICIPALITY at all reasonable times to inspect COUNTY records maintained pursuant to this agreement. 2.12. '11ie COUNTY shall accept and dispose of all small dead animals picked up in the MUNICIPM,ITY by an Animal Control agent or resident and turned over to the COUNTY consistent with this Agreement. MUNICIPALITY RESPONSIBILITIES 3.1. The MUNICIPALITY shall supply to the COUNTY all necessary dog licenses certificates, dog license tags, receipt forms, die; to enable the COUNTY to carry out its licensing duties under this agreement. 3.2. The MUNICIPALITY shall furnish the COUNTY \vial an adequate supply of its applicable laws and regulations dealing with dogs and other small animals effective as or the date of this agreement. §4. FINANCIAL RESPONSIBILITIES The MUNICIPALITY agrees to pay the following fees to the County for its services under this agreement: 4,1. Fees fOr the destruction of each live animal turned in from an Animal Control agent or resident from the M1.JNICIPALITY will be: $ 22.00 $ 23.00 $ 23.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.2. Fees for the disposal of dead small animals turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 20.00 $ 20.00 $ 21.00 §3 . Such tee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.3. MI JNICIPALITY agrees that the fees as set forth above are subject to adjustment during the term of this Agreement. Such adjustment will be in direct relationship to any general county salary increase by the Oakland County Board of Commissioners. In no instance shall the fee be greater than the percentage salary increase. Provided, that if the COI;NTY shall decide to increase said fees, it shall give thirty (30) days prior notice to the MUNCIPAITTY, and the MI.INCIPALITY shall have the right to terminate this agreement forthwith by giving written notice of such termination to the Oakland County Executive within said thirty (30) day period. • §5. DURATION OF INTERLOCAL AGREEMENT It is mutually agreed that the term of this agreement shall be effective October 1, 2004 and expiring September 30, 2007 inclusive. '[he agreement and any amendments hereto shall be effective when executed by both Parties with concurrent resolutions passed by the governing bodies of each Party. and when the agreement is filed according to MCL 124.510. The approval and terms of this agreement and any amendments hereto shall be entered in the official minutes of the governing bodies of each Party. Upon the completion of the term of this agreement, the provisions of the agreement shall thereafter be subject to review and renewal by written agreement of the parties hereto for a like term. §6. ASSURANCES 6.1. Each Party shall be responsible for its own acts and the acts of its employees, and agents, the costs associated with those acts, and the defense olthose acts. 6.2. MUNCIPALITY agrees to indemnify and hold harmless the COUNTY and/or any COUN7IN agent harmless from and against any and all claims, demands, judgements or causes of action, and from all expenses that may be incurred in investigating or defending against the same, arising from or growing out of any act of neglect or omission of the MUNICIPALITY, its agents or employees I imited to the performance of this Agreement. 6.3. The COUNTY shall not be liable for any consequential, incidental, indirect, or special damages in connection with this agreement. 6.4. '[he Parties agree that the COl.lNTY's Animal Care Center, land and building. shall be owned exclusively by the COUNTY and that the MUNICIPALITY shall have no proprietary interest whatsoever in said care center. It is also understood that the payments made by the MUNCIPALITY to We COUNTY pursuant to this agreement are made solely in consideration of the services to be performed under this agreement. TERMINATION OR CANCELLATION OF AGREEMENT 7.1. Either Party may terminate or cancel this agreement for any reason upon thirty (30) days written notice. The effective date fbr termination or cancellation shall be clearly stated in the notice. In the event of any termination or cancellation, any funds advanced to the COUNTY shall be payable in service only. Notices given under this agreement shall be in writing and shall be personally delivered, sent by express delivery service, certified mail. or first class 7.2. the parties shall not be obligated to pay a cancellation or termination fee, if this agreement is terminated as provided herein. §8. SUSPENSION OF SERVICES. Upon notice to MUNICIPLALIFY, the COUNTY may immediately suspend this agreement, if the MUNICIPALITY has failed to reasonably comply, within the C011NTY'S discretion, with federal, state, or local law, or any requirements contained in this agreement. The right to suspend services is in addition to the right to terminate or cancel this agreement. The COUNTY shall not incur penalty, expense or liability if services are suspended under this Section. 5.1. §7. 4 ti (,) RIGHT TO SET OFF. Should the MUNICIPALITY fail. for any reason, to timely pay the County the amounts required under this Agreement, the MUNICIPAITIY agrees that upon notice from the Oakland County 'Freasurer to the Treasurer of the State of Michigan (or any other State of Michigan official authorized to disburse funds to the MUNICIPALITY), the State of Michigan is authorized to withhold any funds due the MUNICIPALITY from the State, and assign those funds to partially or completely offset any deficiency by the MUNICIPALITY to the County. Such funds shall be paid directly to the County. Further, the MUNICIPALITY waives any claims against the State or County. Or their respective officials, for any such amounts paid to the County. Should the MUNICIPALITY fail for any reason to timely pay the County the amounts required under this Agreement, the County Treasurer shall be entitled to set-off and retain any amounts due the MUNICIPALITY from Delinquent Tax Revolving Fund ("DTRF -') or any other source of funds due the MUNICIPALITY in the possession of the County, to partially or completely offset any deficiency by the MUNICIPALITY, unless expressly prohibited by law. Such a transfer shall be considered an assignment by the MUNICIPALITY to the CO[INTY, Further, the MUNICIPALITY waives any claims against the County, or its officials. fur any such amounts paid to the County. Neither of these provisions shall operate to limit iii any way the County's right to pursue any other legal remedies against the MUNICIPALITY for the reimbursement of amounts due the County under this Agreement. The remedies in this paragraph are available to the County on an ongoing and successive basis, as the MUNicipALErY becomes delinquent in its payments. §10.NO THIRD PARTY BENEFICIARIES. Except as provided for the benefit of the Parties, this agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right, in favor of any other person or entity. §11.COMPLIANCE WITII LAWS. Each Party shall comply with all l'e.deral, state, and local statutes, ordinances, regulations, administrative rules, and requirements applicable to its activities performed under this Agreement, including, but not limited to, the policies, procedures, rules and regulations attached as Exhibits to this agreement, and properly promulgated amendments to those Exhibits. §12.PERMITS AND LICENSES. Each Party shall be responsible for obtaining and maintaining, throughout the term of this agreement, all licenses, permits, certificates, and governmental authorizations necessary to perform all its obligations under this agreement. Upon request, a Party shall furnish copies of any permit, license, certificate or governmental authorization to the requesting Party. §13.RESERVATION OF RIGHTS. This agreement does not, and is not intended to impair, divest, delegate, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity of the Parties. §14.FORCE MAJEURE. Each Party shall be excused from any obligations under this agreement durMg the time and to the extent that a Party is prevented from performing due to causes beyond such Party's control, including, hut not limited to an act of Clod, war, acts of government (other than the l'irties'), lire, strike, labor disputes, civil disturbances, reduction of power source. 0)1' any other circumstances beyond the reasonable control of the affected Party. Reasonable notice shall be given to the affected Party of any such event. §15.IN-KIND SERVICES. This agreement does not authorize any in-kind services, unless previously agreed to by the Parties and specifically listed herein. §16.DELEGATION/SUBCONTRACT/ASSIGNMENT, A Party shall not delegate, subcontract, and/or assign • any obligations or rights under this agreement without the prior written consent of the other Party. A delegation, subcontract and/or assignment made without the prior written consent of the other Party is void. ,;17.1\10 IMPLIED WAIVER. Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this agreement. NO waiver 01 any term, condition, or provision of this agreement, whether by conduct or otherwise, in one or more instances, shall he deemed or construed as a continuing waiver of any term, condition, or provision of tins agreement. No waiver by either Party shall subsequently effect its right to require strict performance of this agreement. §18.SEVERAIIEITY. If a court of competent jurisdiction finds a term, or condition, of this agreement to be illegal or invalid, then the term, or condition, shall be deemed severed from this agreement. All other terms, conditions. and provisions of this agreement shall remain in lull force. §19.CAPTIONS. The section and subsection numbers, captions, and any index to such sections and subsections contained in this agreement are intended for the convenience of the reader and are not intended to have any substantive meaning. The numbers, captions, and indexes shall not be interpreted or be considered as part of this agreement. Any use of the singular or plural number. any relerence to the male, female, or neuter genders, and any possessive or nonpossessive use in this agreement shall be deemed the appropriate plurality, gender or possession as the context requires. §20.60VERNING LAW/CONSENT TO JURISDICTION AND VI;,NUE. This Agreement shall he governed, • interpreted, and enforced by the laws of the State of Michigan. Except as otherwise required by law or court rule, any action brought to enforce, interpret, or decide any Claim arising under or related to this agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 50th District Court of the State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. §21.AGREEMENT MODIFICATIONS OR AMENDMENTS. Any modifications, amendments, recessions, waivers, or releases to this agreement must he in writing and agreed to by both Parties. Unless otherwise agreed, the modification, amendment, recession, waiver, or release shall he signed by the same persons who signed the agreement or other persons as authorized by the Parties' governing body, §22. ENTIRE AGREEMENT. This agreement represents the entire agreement and understanding between the Parties. This agreement supercedes all other oral or written agreements between the Parties. The language of this agreement shall be construed as a whole according to its fair meaning. and not construed strictly for or against any Party, The Parties have taken all actions and secured all approvals necessary to authorize and complete this Agreement. The persons signing this agreement on behalf of each Party have legal authority to sign this Agreement and bind the Parties to the terms and conditions contained herein. 6 6 Bais-DiSessa ty of Berkley EXECUTED: DATE: WITNESSED: Karen L. Brown, Clerk City of Berkley D AT E: /.'4 >/ EXECUTED- Th nas A. Law, Chairperson Oakland County Board of Commissioners WITNESSED: William Caddell, Clet'k, Register of Deeds 't.otinty of Oakland IN WITNESS WHEREOF, Jane Bais-DeSessa, City Manager. City of Berkley, hereby acknowledges that heishe has been authorized by a resolution of the City of Berkley, a certified copy or which is attached, to execute this Agreement on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Agreement. IN WITNESS WUIEREOF, Thomas A. Law, Chairperson, Oakland County Board of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners, a certified copy or which is attached, to execute this Agreement on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Agreement. / DATE: 11/t DATE: APPROVED AS TO fORM: CITY ATTORNEY 7 Resolution #04176 July 22, 2004 The Chairperson referred the resolution to the Finance Committee. There were no objections. FISCAL NOTE (MISC. 104176) August 5, 2004 BY: FINANCE COMMITTEE, CHUCK MOSS, CHAIRPERSON IN RE: PUBLIC SERVICES/ANIMAL CONTROL - ESTABLISH FY 2005 - FY 2007 MUNICIPALITIES ANIMAL CARE CENTER RATES FOR BOARDING AND DISPOSAL 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) The resolution authorizes the following rate increase for Municipal Animal Care Center: FY FY FY 2005 2006 2007 Care of Boarded Animals 25.00 26.00 26.00 Disposal of Live (non boarded) small animals 22.00 23.00 23.00 Disposal of live (boarded) small animals 4.00 4.00 4.00 Disposal of small dead animals 20.00 20.00 21.00 2) The fees were last increased in 2002 per Miscellaneous Resolution 401245 for a three-year period (FY 2002 - FY 2004). 3) Athree per cent (3%) inflationary increase was applied to the rates for FY 2006 and FY 2007 (rounded). 4) A cost analysis has determined that the recommended adjustment in rates would continue to recover 100% of the cost for contracted Boarding and Disposal, consistent with County Policy relative to municipal disposal contracts. 5) The following budget amendment is recommended for FY 2005 and FY 2006 revenues due to increased fees and expenditures due to increased drug costs and in-house surgeries: Public Services/Animal Control (101) FY 2005 FY 2006 Revenues 17-801100-80270-0803 Pound Fees $ 17,000 $ 19,700 17-801100-80270-0979 Service Fees 9,000 10,400 Total $ 26,000 $ 30,100 Expenditures 17-802200-80311-4004 Animal Supplies $ 1,200 $ 1,200 17-802200-80312-4004 Animal Supplies 1,300 1,300 17-802200-80321-4004 Animal Supplies 500 500 17-802200-80322-4004 Animal Supplies 1,200 1,200 17-802200-80323-4004 Animal Supplies 100 100 17-802200-80340-4004 Animal Supplies 500 500 17-802200-80322-4240 Medical Supplies 289 289 17-802200-80331-4240 Medical Supplies 7,000 7,000 17-802200-80332-4240 Medical Supplies 5,000 5,000 17-802200-80400-4240 Medical Supplies (289) (289) 90-290000-25000-2564 Contingency 9,200 13,300 Total $ 26,000 $ 30,100 $ -0 - $ -0 - FINANCE COMMITTEE (1/(A-V( &/_2 FINANCE COMMITTEE Motion carried unanimously on a roll call vote. Resolution #04176 August 5, 2004 Moved by Crawford supported by Wilson the resolution be adopted. AYES: Jannian, Knollenberg, KowaII, Law, Long, McMillin, Middleton, Moffitt, Moss, Palmer, Patterson, Potter, Rogers, Scott, Suarez, Webster, Wilson, Bullard, Coulter, Crawford, Douglas, Hatchett. (22) NAYS: None. (0) A sufficient majority having voted therefore, the resolution was adopted. ,g0.111. I 110 ARROVF THE FOREGOING RESOLUTION Ele70 STATE OF MICHIGAN) COUNTY OF OAKLAND) I, G. William Caddell, 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 August 5, 2004 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 5th day of August, 2004. e G. William Caddell, County Clerk ANIMAL CARE CENTER SERVICES AND DISPOSAL INTERLOCAL AGREEMENT This COUNTY OF OAKLAND AGREEMENT TO PROVIDE ANIMAL CARE SERVICES FOR THE CITY OF ROCHESTER, (hereafter "AGREEMENT") is made and entered into by and between Oakland County, a Michigan Constitutional Corporation, whose address is 1200 North Telegraph Road, Pontiac, Michigan 48341, hereinafter referred to as "COUNTY," and the CITY OF ROCHESTER, whose principal address is 400 Sixth Street, Rochester, Michigan 48307, hereinafter referred to as "MUNICIPALITY." In this Agreement the COUNTY and the MUNICIPALITY may also be referred to individually as "PARTY" or jointly as "PARTIES." PURPOSE OF AGREEMENT Pursuant to the Urban Cooperation Act of 1967, 1967 PA 7, MCL 124.501 et — seq., the COUNTY and the MUNICIPALITY enter into this Agreement for the purpose of providing the MUNICIPALITY with assistance in the enforcement of the animal laws and regulations of the State of Michigan. In consideration of the mutual promises, obligations, representations and assurances in this Agreement, the Parties agree to the following: DEFINITIONS The following words and expressions used throughout this Agreement, whether used in singular or plural, within or without quotation marks, or possessive or nonposessive, shall be defined, read, and interpreted as follows. Agreement means the terms and conditions of this Agreement, any Exhibits attached hereto, and any other mutually agreed to written and executed modification, amendment, addendum, or change order. 1.2. Claim means any alleged loss, claim, complaint, demand for relief or damages, cause of action, proceeding, judgement, deficiency, liability, penalty, fine, litigation, costs, and/or expenses, including, but not limited to, reimbursement for reasonable attorney fees, witness fees, court costs, investigation expenses, litigation expenses and amounts paid in settlement, which are imposed on, incurred by, or asserted against the County, its employees or agents, whether such claim is brought in law or equity, tort, contract, or otherwise. 1.3. County means Oakland County, a Municipal and Constitutional Corporation including, but not limited to, all of its departments, divisions, the County Board of Commissioners, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, volunteers, and/or any such person's successors. 1.4. Day means any calendar day beginning at 12:00 a.m. and ending at 11:59 p.m. 1.5. Animal Care Center means a facility owned and operated by the COUNTY to care for impounded animals. 1.6. Impounded Small Animals means all dogs, cats, wildlife (excluding live, healthy skunks), rodents and all other animals commonly kept as domestic pets which are impounded and confined at the Animal Care Center by: (1) agents of MUNICIPALITIES carrying out rabies program (1'. A. 146, §1. 1.1. 1919) and animal control programs and/or (2) action of residents of MUNCIPALITIES under contract. 1.7. Owned Animals and Give Up Animals means any animal from any area released directly to the COUNTY by the owners or any person(s) having proper custody thereof. 1.8. Bite Case means any stray or owned animal from the contracted service area requiring quarantine or observation by order of the Oakland County Department of Health or his authorized representative. 1.9. Required Holding Period shall be in accordance with the provisions of P. A. 224, 1969, and any subsequent amendments thereto, and P. A. 287, 1969. 1.10. License Fees means those charges to the owner of a dog which are claimed at the Animal Care Center in accordance with contracted MUNICIPALTIES' policies, practices, and procedures. 1.11. Impounding Fees means pick-up fee charges, determined by the contracted MUNICIPALITY'S ruling agent, rendered to an owner upon his application to reclaim an animal which, by action of a MUNICIPALITY, has been impounded. 1.12. Euthanasia means the humane destruction of animals. 1.13. Rabies means an infectious disease of certain animals, especially dogs, communicated to man by direct inoculation, as by bite or an infected animal. §2. COUNTY RESPONSIBILITIES' Subject to the terms and conditions contained in this Agreement, and applicable changes in law, the COUNTY shall carry out the following: 2.1. The COUNTY shall comply with the animal regulation laws of the State of Michigan, those being P.A. 339, 1919 as amended. 2.2. The COUNTY shall Provide proper food, water, shelter, and humane care for all stray and give- up animals impounded by the MUNCIPALITY and such animals that are brought to the COUNTY'S Animal Care Center by residents of the MUNICIPALITY until they are placed or otherwise humanely disposed in accordance with applicable laws, consistent with the provisions of this Agreement. 2.3. The COUNTY shall provide proper food, water, shelter, and humane care for any small animal, which is suspected of infection with rabies, quarantined by MUNICIPALITY for such a period of time as may be required by applicable law. 2.4. The COUNTY shall make every effort to maintain office hours at the COUNTY'S Animal Care Center suitable for the purpose of transacting business in connection with the duties under this Agreement and for the purpose of receiving animals and for accepting Applications for the redemption of impounded animals. 2.5. The COUNTY shall make every effort to notify owners of identifiable impounded animals, by telephone or mail consistent with the COUNTY'S procedures. 2.6. Upon completion of the required holding period, impounded animals become the property of the COUNTY and may be disposed of according to law. 2.7. Prior to release by the COUNTY to residents of the MUNICIPALITY, the COUNTY shall vaccinate all dogs of required vaccination age against rabies within the legally required time. No dog shall be released to a resident until a dog license has been obtained. 2.8. The COUNTY shall provide for the sale of dog licenses consistent with the policies, practices, and procedures of the City Clerk/Township Treasurer, consistent with the provisions of this agreement. 2 2005 2006 2007 2005 2006 2007 2.9. The COUNTY shall provide for the collection of impoundment fees. All impoundment fees and license fees shall be paid over by the COUNTY to the MUNICIPALITY within a time period not to exceed one (1) month, 2.10. The COUNTY shall retain all vaccination and veterinarian fees and proceeds from adoption of animals. 2.11. The COUNTY shall keep proper financial records and account to the MUNICIPALITY monthly for all fees collected on its behalf The COUNTY will permit the MUNICIPALITY at all reasonable times to inspect COUNTY records maintained pursuant to this agreement. 2.12. The COUNTY shall accept and dispose of all small dead animals picked up in the MUNICIPALITY by an Animal Control agent or resident and turned over to the COUNTY consistent with this Agreement. MUNICIPALITY RESPONSIBILITIES 3.1. The MUNICIPALITY shall supply to the COUNTY all necessary dog licenses certificates, dog license tags, receipt forms ; etc; to enable the COUNTY to carry out its licensing duties under this agreement. 3.2. The MUNICIPALITY shall furnish the COUNTY with an adequate supply of its applicable laws and regulations dealing with dogs and other small animals effective as of the date of this agreement. §4. FINANCIAL RESPONSIBILITIES The MUNICIPALITY agrees to pay the following fees to the County for its services under this agreement: 4.1. A boarding fee per day for each animal impounded by action of the MUNICIPALITY and housed or accepted by the County will be: $ 25.00 $ 26.00 $ 26.00 Such fee shall be limited to the required holding period as set forth by the MUNCIPALITY, Fees for the destruction and disposal of each animal held the required holding period will be: $ 4.00 $ 4.00 $ 4.00 Such fees shall be payable monthly by the MUNCIPALITY upon receipt of an invoice from the County covering the previous month's operations. §3 . 3 2005 2006 2007 2005 2006 2007 4.2. Fees for each dead animal turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 20.00 $ 20.00 $ 21.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.3. Fees for each live small give-up animal turned in from an Animal Control agent or resident from the MUNICIPALITY will be: $ 22.00 $ 23.00 $ 23.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.4. MUNICIPALITY agrees that the fees as set forth above are subject to adjustment during the term of this Agreement, Such adjustment will be in direct relationship to any general county salary increase by the Oakland County Board of Commissioners. In no instance shall the fee be greater than the percentage salary increase. Provided, that if the COUNTY shall decide to increase said fees, it shall give thirty (30) days prior notice to the MUNCIPALITY, and the MUNCIPALITY shall have the right to terminate this agreement forthwith by giving written notice of such termination to the Oakland County Executive within said thirty (30) day period. §5. DURATION OF INTERLOCAL AGREEMENT 5.1. It is mutually agreed that the term of this agreement shall be effective October 1, 2004and expiring September 30, 2007 inclusive. The agreement and any amendments hereto shall be effective when executed by both Parties with concurrent resolutions passed by the governing bodies of each Party, and when the agreement is filed according to MCL 124.510. The approval and terms of this agreement and any amendments hereto shall be entered in the official minutes of the governing bodies of each Party. Upon the completion of the term of this agreement, the provisions of the agreement shall thereafter be subject to review and renewal by written agreement of the parties hereto for a like term. §6. ASSURANCES 6.1. Each Party shall be responsible for its own acts and the acts of its employees, and agents, the costs associated with those acts, and the defense of those acts. 6.2. The MUNCIPALITY agrees to indemnify and hold harmless the COUNTY and/or any COUNTY agent harmless from and against any and all claims, demands, judgements or causes of action, and 4 from all expenses that may be incurred in investigating or defending against the same, arising from or growing out of any act of neglect or omission of the MUNICIPALITY, its agents or employees limited to the performance of this Agreement. 6.3. The COUNTY shall not be liable for any consequential, incidental, indirect, or special damages in connection with this agreement. 6.4. The Parties agree that the COUNTY's Animal Care Center, land and building, shall be owned exclusively by the COUNTY and that the MUNICIPALITY shall have no proprietary interest whatsoever in said care center. It is also understood that the payments made by the MUN CIPALITY to the COUNTY pursuant to this agreement are made solely in consideration of the services to be performed under this agreement. §7. TERMINATION OR CANCELLATION OF AGREEMENT 7.1. Either Party may terminate or cancel this agreement for any reason upon thirty (30) days written notice. The effective date for termination or cancellation shall be clearly stated in the notice. In the event of any termination or cancellation, any funds advanced to the COUNTY shall be payable in service only. Notices given under this agreement shall be in writing and shall be personally delivered, sent by express delivery service, certified mail, or first class 7.2. The parties shall not be obligated to pay a cancellation or termination fee, if this agreement is terminated as provided herein. §8. SUSPENSION OF SERVICES. Upon notice to MUNICIPLALITY, the COUNTY may immediately suspend this agreement, if the MUNICIPALITY has failed to reasonably comply, within the COUNTY'S discretion, with federal, state, or local law, or any requirements contained in this agreement. The right to suspend services is in addition to the right to terminate or cancel this agreement. The COUNTY shall not incur penalty, expense or liability if services are suspended under this Section. §9, RIGHT TO SET OFF. Should the MUNICIPALITY fail, for any reason, to timely pay the County the amounts required under this Agreement, the MUNICIPALITY agrees that upon notice from the Oakland County Treasurer to the Treasurer of the State of Michigan (or any other State of Michigan official authorized to disburse funds to the MUNICIPALITY), the State of Michigan is authorized to withhold any funds due the MUNICIPALITY from the State, and assign those funds to partially or completely offset any deficiency by the MUNICIPALITY to the County. Such funds shall be paid directly to the County. Further, the MUNICIPALITY waives any claims against the State or County, or their respective officials, for any such amounts paid to the County. Should the MUNICIPALITY fail for any reason to timely pay the County the amounts required under this Agreement, the County Treasurer shall be entitled to set-off and retain any amounts due the MUNICIPALITY from Delinquent Tax Revolving Fund ("DTRF") or any other source of funds due the MUNICIPALITY in the possession of the County, to partially or completely offset any deficiency by the MUNICIPALITY, unless expressly prohibited by law. Such a transfer shall be considered an assignment by the MUNICIPALITY to the COUNTY. Further, the MUNICIPALITY waives any claims against the County, or its officials, for any such amounts paid to the County. Neither of these provisions shall operate to limit in any way the County's right to pursue any other legal remedies against the MUNICIPALITY for the reimbursement of amounts due the County under this Agreement. The remedies in this paragraph are available to the County on an ongoing and successive basis, as the MUNICIPALITY becomes delinquent in its payments. 5 §10.NO THIRD PARTY BENEFICIARIES. Except as provided for the benefit of the Parties, this agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right, in favor of any other person or entity. §11.COMPLIANCE WITH LAWS. Each Party shall comply with all federal, state, and local statutes, ordinances, regulations, administrative rules, and requirements applicable to its activities performed under this Agreement, including, but not limited to, the policies, procedures, rules and regulations attached as Exhibits to this agreement, and properly promulgated amendments to those Exhibits. §12.PERMITS AND LICENSES. Each Party shall be responsible for obtaining and maintaining, throughout the term of this agreement, all licenses, permits, certificates, and governmental authorizations necessary to perform all its obligations under this agreement. Upon request, a Party shall furnish copies of any permit, license, certificate or governmental authorization to the requesting Party. §13.RESERVATION OF RIGHTS. This agreement does not, and is not intended to impair, divest, delegate, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity of the Parties. §14.FORCE MAJEURE. Each Party shall be excused from any obligations under this agreement during the time and to the extent that a Party is prevented from performing due to causes beyond such Party's control, including, but not limited to, an act of God, war, acts of government (other than the Parties'), fire, strike, labor disputes, civil disturbances, reduction of power source, or any other circumstances beyond the reasonable control of the affected Party. Reasonable notice shall be given to the affected Party of any such event. §15.IN-KIND SERVICES. This agreement does not authorize any in-kind services, unless previously agreed to by the Parties and specifically listed herein. §16.DELEGATION/SUBCONTRACT/ASSIGNMENT. A Party shall not delegate, subcontract, and/or assign any obligations or rights under this agreement without the prior written consent of the other Party. A delegation, subcontract and/or assignment made without the prior written consent of the other Party is void. §17.NO IMPLIED WAIVER. Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this agreement. No waiver of any term, condition, or provision of this agreement, whether by conduct or otherwise, in one or more instances, shall be deemed or construed as a continuing waiver of any term, condition, or provision of this agreement. No waiver by either Party shall subsequently effect its right to require strict performance of this agreement. §18.SEVERABILITY. If a court of competent jurisdiction finds a term, or condition, of this agreement to be illegal or invalid, then the term, or condition, shall be deemed severed from this agreement. All other terms, conditions, and provisions of this agreement shall remain in full force. §19,CAPTIONS. The section and subsection numbers, captions, and any index to such sections and subsections contained in this agreement are intended for the convenience of the reader and are not intended to have any substantive meaning. The numbers, captions, and indexes shall not be interpreted or be considered as part of this agreement. Any use of the singular or plural number, any reference to the male, female, or neuter genders, and any possessive or nonpossessive use in this agreement shall be deemed the appropriate plurality, gender or possession as the context requires. §20.GOVERNING LAW/CONSENT TO JURISDICTION AND VENUE. This Agreement shall be governed, interpreted, and enforced by the laws of the State of Michigan. Except as otherwise required by law or court rule, any action brought to enforce, interpret, or decide any Claim arising under or related to this agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 50th District Court of the 6 Lee An O'Connor, Clerk City of Rochester EXECUTED:" aren Lewis, Malor City of Rochester WITNESSED EXECUTED: Thomas A. Law, Chairperson Oakland County Board of Commissioners DATE: State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. §21.AGREEMENT MODIFICATIONS OR AMENDMENTS. Any modifications, amendments, recessions, waivers, or releases to this agreement must be in writing and agreed to by both Parties. Unless otherwise agreed, the modification, amendment, recession, waiver, or release shall be signed by the same persons who signed the agreement or other persons as authorized by the Parties' governing body. §22.ENTIRE AGREEMENT. This agreement represents the entire agreement and understanding between the Parties. This agreement supercedes all other oral or written agreements between the Parties. The language of this agreement shall be construed as a whole according to its fair meaning, and not construed strictly for or against any Party. The Parties have taken all actions and secured all approvals necessary to authorize and complete this Agreement. The persons signing this agreement on behalf of each Party have legal authority to sign this Agreement and bind the Parties to the terms and conditions contained herein. IN WITNESS WHEREOF, Karen Lewis, Mayor, City of Rochester, hereby acknowledges that he/she has been authorized by a resolution of the City of Rochester, a certified copy of which is attached, to execute this Agreement on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Agreement. DATE: /1- 8 -' DATE: IN WITNESS WHEREOF, Thomas A. Law, Chairperson, Oakland County Board of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners, a certified copy of which is attached, to execute this Agreement on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Agreement. WITNESSEDy DATE: G. William Caddell, Clerk, Register of Deeds County of Oakland 7 4 ANIMAL CARE CENTER SERVICES AND DISPOSAL INTERLOCAL AGREEMENT This COUNTY OF OAKLAND AGREEMENT TO PROVIDE ANIMAL CARE SERVICES FOR THE CITY OF ROCHESTER, (hereafter "AGREEMENT-) is made and entered into by and between Oakland County, a Michigan Constitutional Corporation, whose address is 1200 North Telegraph Road, Pontiac. Michigan 48341, hereinafter referred to as "COUNTY," and the CITY OF ROCHESTER, whose principal address is 400 Sixth Street. Rochester, Michigan 48307, hereinafter referred to as "MUNICIPALITY." In this Agreement the COUNTY and the MUNICIPALITY may also be referred to individually as "PARTY - or jointly as "PARTIES.- PURPOSE OF AGREEMENT Pursuant to the Urban Cooperation Act of 1967, 1967 PA 7. IVICL 124.501 et seq., the COUNTY and the MUNICIPALITY enter into this Agreement for the purpose of providing the MUNICIPALITY with assistance in the enforcement of the animal laws and regulations of the State of Michigan. In consideration of the mutual promises. obligations, representations and assurances in this Agreement, the Parties agree to the following: DEFINITIONS The following words and expressions used throughout this Agreement, whether used in singular or plural, within or without quotation marks, or possessive or nonposessive, shall be defined, read, and interpreted as follows. Agreement means the terms and conditions of this Agreement, any Exhibits attached hereto, and any other mutually agreed to written and executed modification, amendment, addendum, or change order. 1.2. Claim means any alleged loss, claim, complaint, demand for relief or damages, cause of action, proceeding, judgement. deficiency, liability, penalty, fine. litigation, costs. and/or expenses, including, but not limited to, reimbursement for reasonable attorney fees. witness fees. court costs, investigation expenses, litigation expenses and amounts paid in settlement, which are imposed on, incurred by. or asserted against the County, its employees or agents, whether such claim is brought in law or equity. tort, contract, or otherwise. 1,3. County means Oakland County, a Municipal and Constitutional Corporation including. but not limited to. all of its departments. divisions, the County Board of Commissioners. elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents. volunteers, and/or any such person's successors. 1.4. Day means any calendar day beginning at 12:00 a.m. and ending at 11:59 p.m. 1.5. Animal Care Center means a facility owned and operated by the COUNTY to care for impounded animals. Impounded Small Animals means all dogs, cats, -wildlife (excluding live, healthy skunks), rodents and all other animals commonly kept as domestic pets which are impounded and confined at the Animal C.tre Center by (1) agents of MUNICIPALITIES carrying out rabies program (E. A. 146, 1,1. 1.6. ").1 . 2.3. 1919) and animal control programs and/or (2) action of residents of MUNCIPALITIES under contract. 1.7. Owned Animals and Give Up Animals means any animal from any area released directly to the COt INTY by the owners or any person(s) having proper custody thereof'. 1.8. Bite Case means any stray or owned animal from the contracted service area requiring quarantine or observation by order of the Oakland County Department of I lealth or his authorized representative. 1.9. Required Holding Period shall be in accordance with the provisions of P. A. 224, 1969, and any subsequent amendments thereto, and P. A. 287, 1969. 1.10. License Fees means those charges to the owner of a dog which arc claimed at the Animal Care Center in accordance with contracted MUNICIPALTIES policies, practices, and procedures. 1.11. Impounding Fees means pick-up fee charges, determined by the contracted MUNICIPALITY'S ruling agent, rendered to an owner upon his application to reclaim an animal which, by action or a Mt 'NICIPALITY, has been impounded. 1.12. Euthanasia means the humane destruction of animals. 1.13. Rabies means an infectious disease of certain animals, especially dogs, communicated to man by direct inoculation, as by bite or an infected animal. §2. COUNTY RESPONSIBILITIES' Subject to the terms and conditions contained in this Agreement, and applicable changes in law, the COUNTY shall carry out the following: The COUNTY shall comply with the animal regulation laws of the State of Michigan, those being P.A. 339, 1919 as amended. The COUNTY shall Provide proper rood, water, shelter, and humane care for all stray and give- up animals impounded by the MUNCIPALITY and such animals that are brought to the COUNTY'S Animal Care Center by residents of the MUNICIPALITY until they are placed or otherwise humanely disposed in accordance with applicable laws, consistent with the provisions of this Agreement. The COUNTY shall provide proper food, water, shelter, and humane care for any small animal, which is suspected of infection with rabies, quarantined by MUNICIPALITY for such a period of time as may be required by applicable law. 2.4. The COUNTY shall make every effort to maintain office hours at the COUNTY'S Animal Care Center suitable for the purpose of transacting business in connection with the duties under this Agreement and for the purpose of receiving animals and for accepting Applications for the redemption of impounded animals. 2.5, The COUNTY shall make every effort to notify owners of identifiable impounded animals, by telephone or mail consistent with the COUNTY'S procedures. 2.6. Upon completion of the required holding period, impounded animals become the property of the COt;NTY and may be disposed or according to law. 2.7. Poor to release by the COUNTY to residents of the MUNICIPALITY, the COUNTY shall vaccinate all dogs of required vaccination age against rabies within the legally required time. No dog shall be released to a resident until a dog license has been obtained. 2.8. The COUNTY shall provide for the sale of dog licenses consistent with the policies, practices, and procedures of the City Clerk/Township Treasurer, consistent with the provisions of this agreement, 2005 2006 2007 2005 2006 2007 The COUNTY shall provide for the collection of impoundment fees. All impoundment fees and license fees shall be paid over by the COUNTY to the MUNICIPALITY within a time period not to exceed one (1) month. 2.10. The COUNTY shall retain all vaccination and veterinarian fees and proceeds from adoption of animals. 2.11. The COUNTY shall keep proper financial records and account to the MUNICIPALITY monthly for all fees collected on its behalf The COUNTY will permit the MUNICIPALITY at all reasonable times to inspect COUNTY records maintained pursuant to this agreement. 2.12. The COUNTY shall accept and dispose of all small dead animals picked up in the MUNICIPALITY by an Animal Control agent or resident and turned over to the COUNTY consistent with this Agreement. MUNICIPALITY RESPONSIBILITIES The MUNICIPALITY shall supply to the COUNTY all necessary dog licenses certificates, dog license tags, receipt forms, etc, to enable the COUNTY to carry out its licensing duties under this agreement. 3.2. The MUNICIPALITY shall furnish the COUNTY with an adequate supply of its applicable laws and regulations dealing with dogs and other small animals effective as of the date of this agreement. §4. FINANCIAL RESPONSIBILITIES The MUNICIPALITY agrees to pay the following fees to the County for its services under this agreement: 4.1. A boarding fee per day for each animal impounded by action of the MUNICIPALITY and housed or accepted by the County will be: $ 25.00 $ 26.00 $ 26.00 Such fee shall be limited to the required holding period as set forth by the MUNCIPALITY, Fees for the destruction and disposal of each animal held the required holding period will be: $ 4.00 $ 4.00 $ 4.00 Such fees shall be payable monthly by the MUNCIPALITY upon receipt of an invoice from the County covering the previous month's operations. §3. 3.1. 2005 2006 2007 2005 2006 2007 4.2. Fees for each dead animal turned in from an Animal Control agent or resident from the Mt NICIPALITY will be: $ 20.00 $ 20.00 $ 21.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the COUNTY covering the previous month's operations. 4.3. Fees for each live small give-up animal turned in from an Animal Control agent or resident from the Mt !NICIPALITY will be: $ 22.00 $ 23.00 $ 23.00 Such fee shall be payable monthly by the MUNICIPALITY upon receipt of an invoice from the 'OUNTY covering the previous month's operations. 4.4. Mt .:NICIPALITY agrees that the fees as set forth above are subject to adjustment during the term of this Agreement. Such adjustment will be in direct relationship to any general county salary increase by the Oakland County Board of Commissioners. In no instance shall the fee be greater than the percentage salary increase. Provided, that if the COUNTY shall decide to increase said fees, it shall give thirty (30) days prior notice to the MUNCIPALITY, and the MUNCIPALITY shall have the right to terminate this agreement forthwith by giving written notice of such termination to the Oakland County Executive within said thirty (30) day period. DURATION OF INTERLOCAL AGREEMENT 5.1. It is mutually agreed that the term of this agreement shall be effective October 1, 2004and expiring September 30, 2007 inclusive. The agreement and any amendments hereto shall be effective when executed by both Parties with concurrent resolutions passed by the governing bodies of each Party, and when the agreement is filed according to MCL 124.510. The approval and terms of this agreement and any amendments hereto shall be entered in the official minutes of the governing bodies of each Party. Upon the completion of the term of this agreement, the provisions of the agreement shall thereafter be subject to review and renewal by written agreement of the parties hereto for a like term. "1/4.;6. ASSURANCES 6.1. Each Party shall be responsible for its own acts and the acts of its employees, and agents, the costs associated with those acts, and the defense of those acts. 6.2. The MUNCIPALITY agrees to indemnify and hold harmless the COUNTY and/or any COUNTY agent harmless from and against any and all claims, demands, judgements or causes of action, and §5. 4 from all expenses that may be incurred in investigating or defending against the same. arising from or growing out of any act of neglect or omission of the Nil INICIPALITY. its agents or employees limited to the performance of this Agreement. 6.3. The COUNTY shall not be liable for any consequential, incidental, indirect, or special damages in connection with this agreement. 6.4. The Parties agree that the COUNTY's Animal Care Center. land and building, shall be owned exclusively by the COUNTY and that the MUNICIPALITY shall have no proprietary interest whatsoever in said care center. It is also understood that the payments made by the MUNCIPALITY to the COUNTY pursuant to this agreement are made solely in consideration of the services to be perMrmed under this agreement. TERMINATION OR CANCELLATION OF AGREEMENT 7.1. Either Party may terminate or cancel this agreement for any reason upon thirty (30) days written notice. The effective date I'm termination or cancellation shall be clearly stated in the notice. In the event of any termination or cancellation, any funds advanced to the COUNTY shall be payable in service only. Notices given under this agreement shall be in writing and shall be personally delivered, sent by express delivery service, certified mail, or first class 7.2. 'Hie parties shall not be obligated to pay a cancellation or termination fee, if this agreement is terminated as provided herein. §8. SUSPENSION OF SERVICES. Upon notice to MUNICIPLALITY, the COUNTY may immediately suspend this agreement, if the MUNICIPALITY has failed to reasonably comply, within the COUNTY'S discretion, with federal, state, or local law, or any requirements contained in this agreement. The right to suspend services is in addition to the right to terminate or cancel this agreement. The COUNTY shall not incur penalty, expense or liability if services are suspended under this Section. RIGHT TO SET OFF. Should the MUNICIPALITY fail, for any reason, to timely pay the County the amounts required under this Agreement, the MUNICIPALITY agrees that upon notice from the Oakland County Treasurer to the Treasurer of the State of Michigan (or any other State of Michigan official authorized to disburse funds to the MUNICIPALITY), the State of Michigan is authorized to withhold any funds due the MUNICIPALITY from the State. and assign those funds to partially or completely offset any deficiency by the MUNICIPALITY to the County. Such funds shall be paid directly to the County. Further, the MUNICIPALITY waives any claims against the State or County, or their respective officials, for any such amounts paid to the County. Should the MUNICIPALITY fail for any reason to timely pay the County the amounts required under this Agreement. the County Treasurer shall be entitled to set-off and retain any amounts due the MUNICIPALITY from Delinquent Tax Revolving Fund ("DTRF -) or any other source of funds due the MUNICIPALITY in the possession of the County, to partially or completely offset any deficiency by the MUNICIPALITY, unless expressly prohibited by law. Such a transfer shall be considered an assignment by the MUNICIPALITY to the COUNTY. Further. the MUNICIPALITY waives any claims against the County. or its officials, for any such amounts paid to the County. Neither of these provisions shall operate to limit in any way the County's right to pursue any other legal remedies against the MUNICIPALITY for the reimbursement of amounts due the County under this Agreement. The remedies in this paragraph are available to the County on an ongoing and successive basis, as the MUNICIPALITY becomes delinquent in its payments. sQ,7 §9. 5 §10.NO THIRD PARTY BENEFICIARIES. Except as provided for the benefit of the Parties, this agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right, in fitvor of any other person or entity. §11.COMPLIANCE WITH LAWS. Each Party shall comply with all federal, state. and local statutes, ordinances. regulations, administrative rules. and requirements applicable to its activities Performed under this Agreement, including, but not limited to, the policies, procedures, rules and regulations attached as Exhibits to this agreement, and properly promulgated amendments to those Exhibits. §12.PERMITS AND LICENSES. Each Party shall be responsible for obtaining and maintaining, throughout the term of this agreement, all licenses, permits. certificates, and governmental authorizations necessary to perform all its obligations under this agreement. Upon request, a Party shall furnish copies of any permit, license, certificate or governmental authorization to the requesting Party. §13.RESERVATION OF RIGHTS. This agreement does not, and is not intended to impair. divest, delegate, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation. duty, or immunity of the Parties. §14.FORCE MAJEURE. Each Party shall be excused from any obligations under this agreement during the time and to the extent that a Party is prevented from performing due to causes beyond such Party's control, including_ but not limited to, an act of God. war, acts of government (other than the Parties'), fire, strike, labor disputes, civil disturbances, reduction of power source, or any other circumstances beyond the reasonable control of the affected Party. Reasonable notice shall be given to the affected Party of any such event. §15.1N-KIND SERVICES. This agreement does not authorize any in-kind services, unless previously agreed to by the Parties and specifically listed herein. §16.DELEGAT1ON/SUBCONTRACT/ASSIGNMENT. A Party shall not delegate, subcontract, and/or assign any obligations or rights under this agreement without the prior written consent of the other Party. A delegation, subcontract and/or assignment made without the prior written consent of the other Party is void. §17.NO IMPLIED WAIVER. Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this agreement. No waiver of any term, condition, or provision of this agreement. whether by conduct or otherwise, in one or more instances, shall be deemed or construed as a continuing waiver of any term, condition, or provision of this agreement. No waiver by either Party shall subsequently effect its right to require strict performance of this agreement. §18.SEVERAIIILITY. If a court of competent jurisdiction finds a term, or condition, of this agreement to be illegal or invalid, then the term, or condition, shall be deemed severed from this agreement. All other terms, conditions, and provisions of this agreement shall remain in full force. §19.CAPTIONS, The section and subsection numbers, captions. and any index to such sections and subsections contained in this agreement are intended for the convenience of the reader and are not intended to have any substantive meaning. The numbers, captions, and indexes shall not be interpreted or be considered as part of this agreement. Any use of the singular or plural number. any reference to the male, female. or neuter genders. and any possessive or nonpossessive use in this agreement shall be deemed the appropriate plurality, gender or possession as the context requires. §20.GOVERNING LAW/CONSENT TO JURISDICTION AND VENUE. This Agreement shall be governed, interpreted, and enforced by the laws of the State of Michigan. Except as otherwise required by law or court rule, any action brought to enforce, interpret, or decide any Claim arising under or related to this agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 50th District Court of the 6 EXECUTED: 4V-1-- r (7,7e rel t 7ity of Rochester WITNESSED: .ee-Ann-O'Connor, Clerk City of Rochester DATE: EXECUTED: State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. §21.AGREEM ENT MODIFICATIONS OR AMENDMENTS. Any modifications, amendments, recessions, waivers, or releases to this agreement must be in writing and agreed to by both Parties. Unless otherwise agreed, the modification, amendment, recession, waiver, or release shall be signed by the same persons who signed the agreement or other persons as authorized by the Parties governing body. §22.ENTIRE AGREEMENT. This agreement represents the entire agreement and understanding between the Parties. This agreement supercedes all other oral or written agreements between the Parties. The language of this agreement shall be construed as a whole according to its lair meaning, and not construed strictly for or against any Party. The Parties have taken all actions and secured all approvals necessary to authorize and complete this Agreement. The persons signing this agreement on behalf of each Party have legal authority to sign this Agreement and bind the Parties to the terms and conditions contained herein. IN WITNESS WHEREOF, Karen Lewis, Mayor, City of Rochester, hereby acknowledges that he/she has been authorized by a resolution of the City of Rochester, a certified copy of which is attached, to execute this Agreement on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions or this Agreement. DA L E: // - 6 - '74 DATE: I IN WITNESS VHEREOF, Thomas A. Law, Chairperson, Oakland County Board of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners, a certified copy of which is attached, to execute this Agreement on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Agreement. TKomas A. Law:Chairperson Oakland County Board of Commissioners WITNESSED:// 1/76-1.404*-n_g"-'41-/L--- DATE: 0. William Caddell, Clerk. Register of Deeds County of Oakland 7