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HomeMy WebLinkAboutResolutions - 2004.02.05 - 27477January 22, 2004 MISCELLANEOUS RESOLUTION # 04016 BY: Planning and Building Committee, Charles E. Palmer, Chairperson IN RE: DRAIN COMMISSIONER - INTERLOCAL AGREEMENTS FOR STORMWATER DETENTION POND AND STREAM BANK INVENTORY PROJECT To the Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,993 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and WHEREAS said grant, among other things, requires a 50% match in funds or in-kind services; and WHEREAS Bloomfield Township, West Bloomfield Township, City of Birmingham, City of Bloomfield Hills, City of Farmington Hills, City of Rochester Hills, City of Southfield, City of Troy, Village of Beverly Hills and Village of Bingham Farms ("Municipalities") have requested the Oakland County Drain Commissioner for assistance in administering the stormwater detention pond and streambank inventory project ("Project"); and WHEREAS subject to the conditions contained in the attached agreement, the Municipalities, will agree to reimburse the County as provided for in the attached copies of inter1ocal agreements; and WHEREAS, the attached agreements have been reviewed and approved by the Corporation Counsel; and, WHEREAS the scope of the Project is set forth in the Scope of Services attached to the attached interlocal agreements; and, WHEREAS the Municipalities recognize and agree that, absent an agreement the County has no obligation to provide these services or grant funding to or for the Municipalities. NOW THEREFORE BE IT RESOLVED the Oakland County Board of Commissioners authorizes its Chairperson to execute the attached Interlocal Agreements with Bloomfield Township, West Bloomfield Township, City of Birmingham, City of Bloomfield Hills, City of Farmington Hills, City of Rochester Hills, City of Southfield, City of Troy, Village of Beverly Hills and Village of Bingham Farms. BE IT FURTHER RESOLVED the Drain Commissioner is authorized to proceed with the administering the Detention Pond and Streambank Inventory Project. Chairperson, on behalf of the Planning and Building Committee, I move the adoption of the foregoing resolution. PLANNING AND BUILDING COMMITTEE Planning & Building Committee Vote: Motion carried on unanimous roll call vote Form DC-001 OAKLAND COUNTY DRAIN COMMISSIONER MEMORANDUM TO: Charles E. Palmer, Chairperson Planning & Building Committee FROM: Joseph W. Colaianne, Insurance Administrator SUBJECT: Interlocal Agreements for Detention Pond Inventory & Stream Bank Inventory DATE: January 7, 2004 Pursuant to pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 -(Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks. In order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures. The Federal grant, among other things, requires a minimum 50% match in funds. This match will be provided by ten (10) Oakland County Communities and Drainage Districts within the Main 1-2 of the Rouge River Watershed. Attached are 10 separate interlocal agreements that were prepared with the assistance of Corporation Counsel. The agreements would provide for the cost recovery related to the matching requirements under federal grants. The communities affected are: Beverly Hills, Bingham Farms, Bloomfield Hills, Bloomfield Township, Farmington Hills, Rochester Hills, Southfield, Troy and West Bloomfield Township. We are requesting that the attached resolution approving this project and the interlocal agreements be placed on the Planning & Building Committee agenda for the Committee's consideration on January 13, 2004. Thank you for your assistance in this matter. JOHN P. McCULLOCH OAKLAND COUNTY DRAIN COMMISSIONER Page 1 of 1 Rev.: 08/22/01 OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE CITY OF BLOOMFIELD HILLS This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the CITY OF BLOOMFIELD HILLS, a Michigan Municipal Corporation whose address is 45 East Long Street, Bloomfield Hills, Michigan 48304-2322 (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAK) with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1 2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 2 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE II. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" 3 and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER COUNTY TO PROVIDE SERVICES, The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2.3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES". Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE III. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $0.00 for Detention Pond Inventory and $8,123.00 for Streambank Inventory for a grand total of $8,123.00. 5 The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $0.00; and for the Streambank Inventory shall not exceed $3,360.00. The Municipality shall provide a minimum matching costs: $0.00 for Detention Pond Inventory and $4,763.00 for Streambank Inventory.. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $4,763.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County Or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or resulting from any work done by the Municipality and/or any Municipality Agent under 7 this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XII. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XIII. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Commission for the City of Bloomfield Hills. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Commission for the City of Bloomfield Hills and shall also be filed with the office of the Clerk of the County and the Clerk for the City of Bloomfield Hills. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967", Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII. ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 7:44,5 -x1.-44 141 EXECUTED: FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and a greements set forth in this Contract, and for other good and valuable consideration, the receipt and ade quacy of which is hereby acknowledged, the undersi gned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. ,--'----- ‘ 6,/e4/4 17 (/ j IN WITNESS WHEREOF, - 4 ' \14r-(7 1 114y1K .Z. of 7 the City of Bloomfield Hills, hereb y acknowledges that he has been authorized b y a resolution of the Commission for the Cit y of Bloomfield Hills, a certified cop y of which is attached, to execute this Cont t o&b, half of the Municipalit y and hereby accepts and binds the Municipality tet-t4e t s *rid o PlitOns of this Contract, EXECUTED: A. ,414 ii_Alk - - ' 'x DATE: _ WITNESSED: (Atir (frimin DATE:30/.04 'inn 05 lie. nfre,vhea 1 erk City of Bloomfield Hills IN WITNESS WHEREOF, 44410t05 halal , Chairperson, Oakland County Board of Commissioners, hereb y acknowledges that he has been authorized b y a resolution of the Oakland Count y Board of Commissioners, a certified copy of which is attached, to execute this Contract on behalf of the Oakland Count y, and hereby accepts and binds the Oakland Count y to the terms and conditions of this Contract. 3,oc7.614 _ DATE: —YR5/0 Chairperson, Oakland County Board of Commissioners WITNESSED( g f r44,vr.4“4•L-%--r ---e"- DATE: G. William Caddell, County of Oakland Cleric/Re gister of Deeds 11 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JUNE 24, 2003 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of existing stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. See attached map. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. This project is estimated to cost $109,000. A 50% USEPA grant of $64,500 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villagesof Bingham Farms and Beverly Hills, and the County of Oakland. The project is to be undertaken in accordance with the Office of the Oakland County Drain Commissioner's Standard Engineering Contract that can be found at the Drain Office Website; co.oakland.mi.us/drain. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. 4 GA2003-034 Contract (Rouge River Watershed IAA)1ContractskRevi5ed ContracAExhibILA RFP.doc Page 2 of 6 4 The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The cost for this project is estimated at $100,000. A 50% USEPA grant of $50,000 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Stormwater Detention Pond Stud)/ Inventory: 3 Months Duration The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds at this time is about 350. The inventory will consist of the following. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment: 4-5 Months Duration An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. GA2003-034 Contract tRouge River Watershed 1A191Contracts1Re$Ased Contract'ExhibA_RFP.doc Page 3 of 6 # 1 All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Ranking: 4-5 Months Duration The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: 4 Months Duration A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. Main 1-2 Streambank Inventory Study Streambank Inventory: 3 Months Duration An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 90-120 miles of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following: - • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparenicause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture GA2003-034 Contract (Rouge River Watershed IAA)\Contracts1Revised ContractExhibit_A_RFP.doc Page 4 of 6 f 1p The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydrologic Study: 3 Months Duration (Concurrent with Inventory) An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: 3 Months - Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. Conceptual Drawings & Cost Estimates: 3 Months Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: 3 Months A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in a report. The report will be arranged so that information is easily accessible by each community. Agreement A Consultant will be selected to provide the above-referenced services will be expected to enter into a contract similar to the Standard Oakland County Drain Commissioner's Office Engineering Services Contract found on the Drain Office Website. Insurance GA2003-034 Contract (Rouge River Watershed IAA)1Contracts1Revised Contract\Exhibit_A_RFP.doc Page 5 of 6 The Consultant shall maintain a minimum Professional Liability Coverage of $2,000,000 and a Commercial General Liability Policy of $1,000,000 in accordance with the Engineering Contract found on the Drain Office Website. Incurred Cost The Oakland County Drain Commissioner's Office will not be liable for any cost incurred by the Consultant for any work performed through and including the execution of a contract for professional services, prior to the execution of a contract. Consultant Responsibilities The Consultant shall be capable of providing all professional services as described under the Scope of Services and to maintain those capabilities until notification that their proposal was unsuccessful. Exclusion of any service for the project may serve as cause for rejection. Compensation The fee for the Inventory, Assessment, Evaluation, Report of the Detention Pond Studies and the Study, Prioritization, Drawings & Cost, and Report of the Streambank Erosion Study Phases shall be based upon hourly labor and overhead cost plus a fixed fee with a not to exceed total amount for each of the four phases. A per-basin cost and per-mile-of-streambank cost for additional work significantly over the estimated scope shall also be included. The Selection Committee and the selected consultant will formalize the scope of services and negotiate a fee. A breakdown of the fee for each Phase shall be developed separately. Use of Small. Minority and Women's Business Enterprises: The Rouge Main 1-2 encourages the utilization of small, minority and women's business enterprises for project related work, whenever appropriate. Respondents to this RFP are encouraged to include small, minority, and women's businesses as part of the project, if possible. The goals are: 20% Minority Business Enterprise (MBE) and 10% Women's Business Enterprise (WBE). • GA2003-034 Contract (Rouge River WatersheO IAA)1Contracta \Revised Contract\F-xhibit_A RFP.doc Page 6 of 6 OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE VILLAGE OF BINGHAM FARMS This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the VILLAGE OF BINGHAM FARMS, a Michigan Municipal Corporation whose address is 24255 West Thirteen Miles, Suite 190, Bingham Farms, Michigan 48025 (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 2 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE II. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" 3 and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER COUNTY TO PROVIDE SERVICES. The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel, 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2.3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES". Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE III. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $2,680.00 for Detention Pond Inventory and $1,931.00 for Streambank Inventory for a grand total of $4,611.00. 5 The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $999.00; and for the Streambank Inventory shall not exceed $799,00. The Municipality shall provide a minimum matching costs: $1,681.00 for Detention Pond Inventory and $1,132.00 for Streambank Inventory. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $2,813.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or 7 resulting from any work done by the Municipality and/or any Municipality Agent under this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. 8 ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XII. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XIII. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Council for the Village of Bingham Farms. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Council for the Village of Bingham Farms and shall also be filed with the office of the Clerk of the County and the Clerk for the Village of Bingham Farms. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967", Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. 9 ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVL CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII. ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 10 EXECUTED: FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. IN WITNESS WHEREOF, the Village of Bingham Farms, hereby ackno ges that he has been authorized by a resolution of the Council for the Village of Bingham Farms, a certified copy of which is attached, to execute this Contract on behalf of the Municipality and hereby accepts and binds the Municipali to the terms and conditions of this Contract. EXECUTED: - / _ DATE: I 4. -7/0 cl" WITNESSED: cP DATE: , Clerk Village of Bingham Farms IN WITNESS WHEREOF, 414411,5 04: 4701 , 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. 71/0411,-.5A. L...4144/ Chairperson, Oakland County Board of Commissioners DATE: 3A7/0 f4 WITNESSED: Ceid*Z"elli/L—* DATE: G. William Caddell, County of Oakland Clerk/Register of Deeds 11 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBVVATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JUNE 24, 2003 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of existing stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. See attached map. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. This project is estimated to cost $109,000. A 50% USEPA grant of $54,500 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villages of Bingham Farms and Beverly Hills, and the County of Oakland. The project is to be undertaken in accordance with the Office of the Oakland County Drain Commissioner's Standard Engineering Contract that can be found at the Drain Office Website; co.oakland.mi.us/drain. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. G12003-C34 Contract (Rouge River Watershed IAA)1Contracts\Revised ContracrtExhibit_A_RFP.doc Page 2 of 6 The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The cost for this project is estimated at $100,000. A 50% USEPA grant of $50,000 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Stormwater Detention Pond Study Inventory: 3 Months Duration The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds at this time is about 350. The inventory will consist of the following. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment; 4-5 Months Duration An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. G\2003-034 Contract (Rouge River Watershed IAA)\Gontracts \Revised ContrachExhibit_A_RFP.doc Page 3 of 6 AP collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Ranking: 4-5 Months Duration The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: 4 Months Duration A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. Main 1-2 Streambank inventory Study Streambank Inventory: 3 Months Duration An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 90-120 miles of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following: • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture GA2003-034 Contract (Rouge River Watershed IAA)Contracts5Revised ContrachExhibit_A_RFP.doc Page 4 of 6 The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydrologic Study: 3 Months Duration (Concurrent with Inventory) An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: 3 Months - Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the _ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. Conceptual Drawings & Cost Estimates: 3 Months Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: 3 Months A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in a report. The report will be arranged so that information is easily accessible by each community. Agreement A Consultant will be selected to provide the above-referenced services will be expected to enter into a contract similar to the Standard Oakland County Drain Commissioner's Office Engineering Services Contract found on the Drain Office Website. Insurance G:12003-034 Contract (Rouge River Watershed tAA)1Contracts\Revised ContrachExhibit_A_RFP.doc Page 5 of 6 The Consultant shall maintain a minimum Professional Liability Coverage of $2,000,000 and a Commercial General Liability Policy of $1,000,000 in accordance with the Engineering Contract found on the Drain Office Website. Incurred Cost The Oakland County Drain Commissioner's Office will not be liable for any cost incurred by the Consultant for any work performed through and including the execution of a contract for professional services, prior to the execution of a contract. Consultant Responsibilities The Consultant shall be capable of providing all professional services as described under the Scope of Services and to maintain those capabilities until notification that their proposal was unsuccessful. Exclusion of any service for the project may serve as cause for rejection. Compensation The fee for the Inventory, Assessment, Evaluation, Report of the Detention Pond Studies and the Study, Prioritization, Drawings & Cost, and Report of the Streambank Erosion Study Phases shall be based upon hourly labor and overhead cost plus a fixed fee with a not to exceed total amount for each of the four phases. A per-basin cost and per-mile-of-streambank cost for additional work significantly over the estimated scope shall also be included. The Selection Committee and the selected consultant will formalize the scope of services and negotiate a fee. A breakdown of the fee for each Phase shall be developed separately. Use of Small, Minority and Women's Business Enterprises: The Rouge Main 1-2 encourages the utilization of small, minority and women's business enterprises for project related work, whenever appropriate. Respondents to this RFP are encouraged to include small, minority, and women's businesses as part of the project, if possible. The goals are: 20% Minority Business Enterprise (MBE) and 10% Women's Business Enterprise (WBE). G:\2003-034 Contract (Rouge River Watershed IAA) \Contracts \Revised Contract\Exhibit_A RFP.doc Page 6 of 6 OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE CITY OF CITY OF BIRMINGHAM This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the CITY OF BIRMINGHAM, a Michigan Municipal Corporation whose address is 151 Martin Street, Michigan 48012-3001 (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 2 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE II. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" 3 and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER COUNTY TO PROVIDE SERVICES. The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2.3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES". Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE III. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $0.00 for Detention Pond Inventory and $5,630.00 for Streambank Inventory for a grand total of $5,630.00. 5 The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $0.00; and for the Streambanlc Inventory shall not exceed $2,329.00. The Municipality shall provide a minimum matching costs: $0.00 for Detention Pond Inventory and $3,301.00 for Streambank Inventory. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $3,301.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or resulting from any work done by the Municipality and/or any Municipality Agent under 7 this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Perrnit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XII. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XIII. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Commission for the City of Birmingham. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Commission for the City of Birmingham and shall also be filed with the office of the Clerk of the County and the Clerk for the City of Birmingham. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967". Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. 9 ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII. ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 10 City of Birmingham WITNESSED: EXECUTED: -7,140/Aff 2. 4.941 FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. IN WITNESS WHEREOF, of the City of Birmingham, hereby acknowledges that he has been authorized by a resolution of the Commission for the City of Birmingham, a certified copy of which is attached, to execute this Contract on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Contract. EXECUTED: (i&-cf DATE:i1(61'A- Z0 V DATE: //24104- IN WITNESS WHEREOF, ,4041AS 209/41 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. Chairperson, Oakland County Board of Commissioners DATE: 3/47.3/0 WITNESSED'/ i/44444.140e_r DATE: G. William Caddell, County of Oakland Clerk/Register of Deeds 11 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JUNE 24, 2003 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of existing stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. See attached map. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. This project is estimated to cost $109,000. A 50% USEPA grant of $54,500 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villages of Bingham Farms and Beverly Hills, and the County of Oakland. The project is to be undertaken in accordance with the Office of the Oakland County Drain Commissioner's Standard Engineering Contract that can be found at the Drain Office Website; co.oakland.mi.us/drain. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. G:12003-0a4 Contract (Rouge River Watershed IA.A)\Contracts Revised Contract1Exhibit_A_RFP.doc Page 2 of 6 The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The cost for this project is estimated at $100,000. A 50% USEPA grant of $50,000 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Stormwater Detention Pond Study Inventory: 3 Months Duration The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds at this time is about 350. The inventory will consist of the following. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • -Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment: 4-5 Months Duration An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, - • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. G:12003-034 Contract (Rouge River Watershed IAA)Contracts \Revised ContractExhibit_A_RFP.doc Page 3 of 6 All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Ranking: 4-5 Months Duration The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: 4 Months Duration A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. Main 1-2 Streambank Inventory Study Streambank Inventory: 3 Months Duration An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 90-120 miles of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following: • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture GA2003-034 Contract (Rouge River Watershed lAA) \ Contracts \Revised ContractExhibit_A_RFP.doe Page 4 of 6 The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView, The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydrologic Study: 3 Months Duration (Concurrent with Inventory) An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: 3 Months Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion Inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. Conceptual Drawings & Cost Estimates: 3 fV.ritt -lis Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: 3 Months A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in a report. The report will be arranged so that information is easily accessible by each community. Agreement A Consultant will be selected to provide the above-referenced services will be expected to enter into a contract similar to the Standard Oakland County Drain Commissioner's Office Engineering Services Contract found on the Drain Office Website. Insurance G:\2003-034 Contract (Rouge River Watershed IAA)\ContractskRevised GontractlExhibit_A_RFP.doc Page 5 of 6 The Consultant shall maintain a minimum Professional Liability Coverage of $2,000,000 and a Commercial General Liability Policy of $1,000,000 in accordance with the Engineering Contract found on the Drain Office Website. Incurred Cost The Oakland County Drain Commissioner's Office will not be liable for any cost incurred by the Consultant for any work performed through and including the execution of a contract for professional services, prior to the execution of a contract. Consultant Responsibilities The Consultant shall be capable of providing all professional services as described under the Scope of Services and to maintain those capabilities until notification that their proposal Was unsuccessful. Exclusion of any service for the project may serve as cause for rejection. Compensation The fee for the Inventory, Assessment, Evaluation, Report of the Detention Pond Studies and the Study, Prioritization, Drawings & Cost, and Report of the Streambank Erosion Study Phases shall be based upon hourly labor and overhead cost plus a fixed fee with a not to exceed total amount for each of the four phases. A per-basin cost and per-mile-of-streambank cost for additional work significantly over the estimated scope shall also be included. The Selection Committee and the selected consultant will formalize the scope of services and negotiate a fee. A breakdown of the fee for each Phase shall be developed separately. Use of Small, Minority and Women's Business Enterprises: The Rouge Main 1-2 encourages the utilization of small, minority and women's business enterprises for project related work, whenever appropriate. Respondents to this RFP are encouraged to include small, minority, and women's businesses as part of the project, if possible. The goals are: 20% Minority Business Enterprise (MBE) and 10% Women's Business Enterprise (WBE). GA2003-034 Contract (Rouge River Watershed IANIContractsVievised Contract‘Exhibit A_RFP.doc Page 6 of 6 4 . OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE CHARTER TOWNSHIP OF BLOOMFIELD This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the CHARTER TOWNSHIP OF BLOOMFIELD, a Michigan Municipal Corporation whose address 4200 Telegraph Road, Bloomfield Hills, Michigan 48303-0489 (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 2 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE II. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" 3 and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER COUNTY TO PROVIDE SERVICES. The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2.3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES". Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE HI. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $21,064.00 for Detention Pond Inventory and $11,614.00 for Streambank Inventory for a grand total of $32,678.00. 5 The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $7,846.00; and for the Streambank Inventory shall not exceed $4,805.00. The Municipality shall provide a minimum matching costs: $13,218.00 for Detention Pond Inventory and $6,809.00 for Streambank Inventory. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $20,027.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or resulting from any work done by the Municipality and/or any Municipality Agent under 7 this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not 8 intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XII. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XIII. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Board for the Charter Township of Bloomfield. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Board for the Charter Township of Bloomfield and shall also be filed with the office of the Clerk of the County and the Clerk for the Charter Township of Bloomfield. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967". Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. 9 ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII. ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 1 0 EXECUTED: DATE: I- 13 - 4 Up+214S0r Dal h WITNESSED: Cc, DATE: 1 I 3 - oq- DATE: 345/0 4/ DATE: G. William Caddell, County of Oakland Clerk/Register of Deeds FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. IN WITNESS WHEREOF, 1-)a y J ---Pa .1 1,1 , S opt rVisor of the Charter Township of Bloomfield, hereby acknowledges that he has been authorized by a resolution of the Board for the Charter Township of Bloomfield, a certified copy of which is attached, to execute this Contract on behalf of the Municipality and hereby accepts and binds theAunicAlity tg the terms and conditions of this Contract. .)01L.1-A Q, c--cy-03 , Clerk Charter Township of Bloomfield IN WITNESS WHEREOF, /7446fS , 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. Chairperson, Oakland County Board of Commissioners 11 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JANUARY 6, 2004 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of constructed stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions, which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. The total project cost for all communities is estimated at $145,920. This includes $121,600 for consulting services, $12,160 for OCDC project administration, and $12,160 project contingency. A USEPA grant of $54,350 has been received as part of the Rouge River National Wet Weather Demonstration Project. The communities project cost will be determined based on the number of streambank miles and detention ponds evaluated. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villages of Bingham Farms and Beverly Hills, and the County of Oakland. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. CADOCUME-1 wdomine \LOCALS-1\Temp\ IAA Exhibit A - Scope.doc Page 2 of 6 The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The total project cost is estimated at $120,00. This includes $100,000 for consulting services, $10,000 for OCDC project administration, and $10,000 project contingency. A USEPA grant of $49,645 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Oakland County Drain Commissioner's (OCDC) Office OCDC will provide overall grant administration services including project billing, project meeting attendance, coordination with consultant and communities, financial accounting, coordination with Wayne County and Interagency Agreement administration. Municipality Each municipality will participate and coordinate with the consultant and OCDC to allow the consultant to complete the project as outlined in the following sections. This includes providing verbal and written information, as requested by the consultant. Consultant The consultant will complete the following items as outlined in the OCDC Standard Professional Services Agreement. Stormwater Detention Pond Study The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds in all participating communities is about 381. The inventory will consist of the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. CACOCUME-1\wdominetLOCAL5-1 1TempNIAA Exhibit A - Scope.doc Page 3 of 6 The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment; An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Ranking: The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. CADOCUME-1 \wdomine1LOCALS-1lTemp \ IAA Exhibit A - Scope.doc Page 4 of 6 Main 1-2 Streambank Inventory Study Streambank Inventory: An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 100 miles (all communities) of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant: • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hvdrau I ic/Hvdroloqic Study: An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion Inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. CADOCUME-1 \wdomine \LOCALS-1 \ Temp IAA Exhibit A - Scope.doc Page 5 of 6 Conceptual Drawings & Cost Estimates: Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in one report. The report will be arranged so that information is easily accessible by each separate community. CADOCUME-11wdornineVLOCALS-1 \Temp\ IAA Exhibit A - Scope.doc Page 6 of 6 Estimated Number of Detention Ponds 2 7 0 0 55 0 60 150 18 89 381 10% Contingency $64 $223 $0 $0 $1,755 $0 $1,915 $4,787 $575 $2,841 $12,160 Grant Funds Received $285 $999 $0 $0 $7,846 $0 $8,559 $21,398 $2,568 $12,696 $54,350 Community Beverly Hills Bingham Farms Birminoham Bloomfield Hilts Bloomfield Two Farminaton Hills Rochester Hills Southfield Tro West Bloomfield Two. Totals OCDC Ponds Consulting Services Cost 10% OCDC Administration 3 $638 $64 $2,234 $223 $0 $0 $0 $0 $17,554 $1,755 $0 $0 $1,915 $19,150 $47,874 $4,787 $5,745 $575 $2,841 $28,405 $121,600 $12,160 Rouge Main 1-2 Subwatershed Inventories Project Detention Pond Inventory Fund Allocations OCDC Administrative Costs tor Grant Administration, Project Meetings, Inter-agency Agreement Administration, Financial Accounting, Etc. Contingency to reflect changes in actaul stream miles surveyed and detention pons inventoried at communities request. fund allocations123003 Ponds 1/7/2004 3:09 PM this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES, The Municipality acknowledges and agrees that this Contract does not, and is not 8 OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE CITY OF FARMINGTON HILLS This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the CITY OF FARMINGTON HILLS, a Michigan Municipal Corporation whose address 31555 West Eleven Mile Road, Farmington Hills, Michigan (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River, and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 2 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. L5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ") ARTICLE II. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" 3 and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations 2.2 MANNER COUNTY TO PROVIDE SERVICES, The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2,3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES". Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE III. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $0.00 for Detention Pond Inventory and $18,226.00 for Streambank Inventory for a grand total of $18,226.00. 5 The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $0,00; and for the Streambank Inventory shall not exceed $7,540.00. The Municipality shall provide a minimum matching costs: $0.00 for Detention Pond Inventory and $10,686.00 for Streambank Inventory. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $10,686.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or 7 resulting from any work done by the Municipality and/or any Municipality Agent under this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9,1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. 8 ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XII. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XIII. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Council for the City of Farmington Hills. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Council for the City of Farmington Hills and shall also be filed with the office of the Clerk of the County and the Clerk for the City of Farmington Hills. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967". Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. 9 ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVH. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII. ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 10 DATE: , Clerk City of Armington Hills /3 - 6 `-/ WITNESSED: EXECUTED: 7074 4/ Chairperson, Oakland County Board of Commissioners DATE: ,ila .a/e2f WITNESSED; 04-41-•t'a---- DATE: FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. c IN WITNESS WHEREOF, c , \CC ( Of C the City of Farmington Hills, hereby acknowledges that he has been authorized by a resolution of the Council for the City of Farmington Hills, a certified copy of which is attached, to execute this Contract on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Contract. EXECUTED: 4if DATE: ///,3 /45 7/ k* kju IN WITNESS WHEREOF, /,‘40/4116 1) , 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. G. William Caddell, County of Oakland Clerk/Register of Deeds 11 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JANUARY 6, 2004 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of constructed stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions, which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. The total project cost for all communities is estimated at $145,920. This includes $121,600 for consulting services, $12,160 for OCDC project administration, and $12,160 project contingency. A USEPA grant of $54,350 has been received as part of the Rouge River National Wet Weather Demonstration Project. The communities project cost will be determined based on the number of streambank miles and detention ponds evaluated, The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villages of Bingham Farms and Beverly Hills, and the County of Oakland. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. CADocuments and SettingstricusertLocal SettingsgempUAA Exhibit A - Scoperdoc Page 2 of 6 The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The total project cost is estimated at $120,00. This includes $100,000 for consulting services, $10,000 for OCDC project administration, and $10,000 project contingency. A USEPA grant of $49,645 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Oakland County Drain Commissioner's (OCDC) Office OCDC will provide overall grant administration services including project billing, project meeting attendance, coordination with consultant and communities, financial accounting, coordination with Wayne County and Interagency Agreement administration. Municipality Each municipality will participate and coordinate with the consultant and OCDC to allow the consultant to complete the project as outlined in the following sections. This includes providing verbal and written information, as requested by the consultant. Consultant The consultant will complete the following items as outlined in the OCDC Standard Professional Services Agreement. Stormwater Detention Pond Study The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds in all participating communities is about 381. The inventory will consist of the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. CADocuments and Settings1pcusehlocal Settingsaemp \ IAA Exhibit A - Scope.doc Page 3 of 6 The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment: An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Rankinp: The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. CADocuments and SettingstpcusenLocal Settings\TemptIAA Exhibit A - Scope.doc Page 4 of 6 Main 1-2 Streambank Inventory Study Streambank Inventory: An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 100 miles (all communities) of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant: • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydroloeic Study: An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, NEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion Inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. CADocuments and Settings\ pcusenLocal SettingsVremp \IAA Exhibit A - Scope.doc Page 5 of 6 Conceptual Drawings & Cost Estimates: Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in one report. The report will be arranged so that information is easily accessible by each separate community. CADocuments and Settings1pcuserlocal Settings \Temp‘IAA Exhibit A - Scope,doc Page 6 of 6 OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE CITY OF ROCHESTER HILLS This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the CITY OF ROCHESTER HILLS, a Michigan Municipal Corporation whose address is 1000 Rochester Hills Drive, Rochester Hills, Michigan 48309-3033 (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Storrnwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory • and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 2 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE II. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" 3 and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER COUNTY TO PROVIDE SERVICES. The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2.3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES". Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE III. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency (" USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $22,980.00 for Detention Pond Inventory and $0.00 for Streambank Inventory for a grand total of $22,980.00. 5 The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $8,559.00; and for the Streambank Inventory shall not exceed $0.00. The Municipality shall provide a minimum matching costs: $14,421.00 for Detention Pond Inventory and $0.00 for Streambank Inventory. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $14,421.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the 7 County and/or any County 'Agent from any Claims, loss or damage connected to or resulting from any work done by the Municipality and/or any Municipality Agent under this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. 8 ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XII. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XIH. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Council for the City of Rochester Hills. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Council for the City of Rochester Hills and shall also be filed with the office of the Clerk of the County and the Clerk for the City of Rochester Hills. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967". Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. 9 ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII.ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 10 EXECUTED: FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. IN WITNESS WHEREOF, Rt. of the City of Rochester Hills, hereby acknowle ges that he has been an— orized by a resolution of the Council for the City of Rochester Hills, a certified co 'y of which is attached, to execute this Contract on behalf of the Municipality and hereby accepts and binds the Municipalj,ty to the te,rms and conditions of this Contract. 12e7 c—,..16)111 erti't WITNESSED: DATE: DATE: ;#9 , Clerk City of Rochester Hills IN WITNESS WHEREOF, //g$41//5 4 Z/PAci , 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. Chairperson, Oakland County Board of Commissioners DATE: WITNESSE G. William Caddell, County of Oakland Clerk/Register of Deeds 1 1 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JANUARY 6, 2004 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of constructed stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions, which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. The total project cost for all communities is estimated at $145,920. This includes $121,600 for consulting services, $12,160 for OCDC project administration, and $12,160 project contingency. A USEPA grant of $54,350 has been received as part of the Rouge River National Wet Weather Demonstration Project. The communities project cost will be determined based on the number of streambank miles and detention ponds evaluated. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villages of Bingham Farms and Beverly Hills, and the County of Oakland. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. ;:nEogORAI\RougeMain\ Pond inspection \IAA Exhibit A - Scope.doc Page 2 of 6 The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The total project cost is estimated at $120,00. This includes $100,000 for consulting services, $10,000 for OCDC project administration, and $10,000 project contingency. A USEPA grant of $49,645 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Oakland County Drain Commissioner's (OCDC) Office OCDC will provide overall grant administration services including project billing, project meeting attendance, coordination with consultant and communities, financial accounting, coordination with Wayne County and Interagency Agreement administration. Municipality Each municipality will participate and coordinate with the consultant and OCDC to allow the consultant to complete the project as outlined in the following sections. This includes providing verbal and written information, as requested by the consultant. Consultant The consultant will complete the following items as outlined in the OCDC Standard Professional Services Agreement. Stormwater Detention Pond Study The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds in all participating communities is about 381. The inventory will consist of the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. IA Eng\ DRAIRougeMain\Pond inspectionVAA Exhibit A - Scope.cloc Page 3 of 6 The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. • Assessment: An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Ranking: The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. I: EVORARRougeMain \Pond insDectionnIAA Exhibit A - Scope.doc Page 4 of 6 Main 1-2 Streambank Inventory Study Streambank Inventory: An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 100 miles (all communities) of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant: • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydrolooic Study: An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion Inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. 1:1Eng \ DRARRougeMain \Pond inspection \IAA Exhibit A - Scope.doc Page 5 of 6 Conceptual Drawings & Cost Estimates: Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in one report. The report will be arranged so that information is easily accessible by each separate community. 1:1EnonDF4ARRougeMain1Pond inspectioNAA Exhibit A - Scope.doc Page 6 of 6 OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE CITY OF SOUTHFIELD This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the CITY OF SOUTHFIELD, a Michigan Municipal Corporation whose address is 26000 Evergreen Road, Southfield, Michigan 48076 (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 2 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE 11. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" 3 and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER COUNTY TO PROVIDE SERVICES The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2,6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2,3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES" Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE M. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract, This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $57,448.00 for Detention Pond Inventory and $43,126.00 for Streambank Inventory for a grand total of $100,574.00. 5 The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $21,398.00; and for the Streambank Inventory shall not exceed $17,841.00. The Municipality shall provide a minimum matching costs: $36,050.00 for Detention Pond Inventory and $25,285.00 for Streambank Inventory. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $61,335.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or resulting from any work done by the Municipality and/or any Municipality Agent under 7 this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. ARTICLE XL COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not 8 intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XH. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XHL EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Council for the City of Southfield. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Council for the City of Southfield and shall also be filed with the office of the Clerk of the County and the Clerk for the City of Southfield. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967". Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. 9 ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII. ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 10 FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. IN WITNESS WHEREOF, Brenda L. Lawrence, Mayor, and Nancy L. M. Banks, City Clerk, of the City of Southfield, hereby acknowledge that they have been authorized by a resolution of the Council for the City of Southfield, a certified copy of which is attached, to execute this Contract on behalf of the Municipality and hereby accept and bind the Municipality, o e terms and conditions of this Contract. # // fj EXECUTED: DATE: -7e- oy Mayor, City of Southfield DATE: itness 2`4)4'''"", EXECUTED: DATE: 01-g cl-Z04 Clerk, City of DATE: 1—,24 -c2004/ Witness IN WITNESS WHEREOF, hgyvkfS Zefirl , 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. EXECUTED: 49,15 ee/41 Chairperson, Oakland County Board of Commissioners WITNESSED/ rt,w4g-n"..---"7-"4-wL------ DATE: G. William Caddell, County of Oakland Clerk/Register of Deeds DATE: 3A .01 11 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JANUARY 6, 2004 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of constructed stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions, which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. The total project cost for all communities is estimated at $145,920. This includes $121,600 for consulting services, $12,160 for OCDC project administration, and $12,160 project contingency. A USEPA grant of $54,350 has been received as part of the Rouge River National Wet Weather Demonstration Project. The communities project cost will be determined based on the number of streambank miles and detention ponds evaluated. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villages of Bingham Farms and Beverly Hills, and the County of Oakland. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. C \Documents and Settings \\N_Bonus \Local Settings \ Temp \ IAA Exh,b,t A - Scope doc Page 2 of 1 The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The total project cost is estimated at $120,00. This includes $100,000 for consulting services, $10,000 for OCDC project administration, and $10,000 project contingency. A USEPA grant of $49,645 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Oakland County Drain Commissioner's (0CDC1 Office OCDC will provide overall grant administration services including project billing, project meeting attendance, coordination with consultant and communities, financial accounting, coordination with Wayne County and Interagency Agreement administration. Municipality Each municipality will participate and coordinate with the consultant and OCDC to allow the consultant to complete the project as outlined in the following sections. This includes providing verbal and written information, as requested by the consultant. Consultant The consultant will complete the following items as outlined in the OCDC Standard Professional Services Agreement. Stormwater Detention Pond Study The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds in all participating communities is about 381. The inventory will consist of the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. Mocumente and Settings \W_Bonosloca; Settings \Temo IAA Exhibit A - Scope.doc Page 3 of 1 The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment: An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Ranking: The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. C \Documents and Settmgs \W_Bonus \ Local Settings1Temp \IAA Exniblt A - Scope doc Page 4 of 1 Main 1-2 Streambank Inventory Study Streambank Inventory: An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 100 miles (all communities) of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant: • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio. • River conditions, • Soil type & texture The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydrologic Study: An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion Inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. C \Documents and Settings \ VV_Bonus Lccai Settirgs\TemMIAA Exhibit A - Scope.doc Page 5 of 1 Conceptual Drawings & Cost Estimates: Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in one report. The report will be arranged so that information is easily accessible by each separate community. Mocuments and Settings \VV_Bonuslocal Settings\Temp\ IAA Exhibit A - Scope.doc Page 6 of 1 Rouge Main 1-2 Subwatershed Inventories Project Detention Pond Inventory Fund Allocations Estimated Number of Detention Consulting 10% OCDC Grant Funds Coi,tnity Community Ponds OCDC Ponds Services Cost Administration 10% Contingency Total-Pr..-v Received Beverly Hills 2 $638 $64 $64 $766. $285 Bingham Farms 7 $2,234 $223 $223 2,680 $999 Birmingham 0 $0 $0 $0 0 Bloomfield Hills 0 $0 $0 $0 0 $0 I Bloomfield Twp 55 $17,554 $1,755 $1,755 j 1,064 $7,846 1 $13,218 Farmington Hills 0 $0 $0 $0 V V 0 $0 Rochester Hills 60 3 $19,150 $1,915 $1,915 RI $8,559 I 1 '$14,42. Southfield 150 $47,874 $4,787 $4,787 7448 398 k $36080 11 Troy 18 $5,745 $575 $575 . 5 $2,568 27 . - . West Bloomfield Twp. 89 1 $28,405 $2,841 $2,841 II ,087 $12,696 t '7$21,391" lilt , Totals 381 $121,600 $12,160 $12,160 .:;: $54,350 I $91 OCDC Administrative Costs for: Grant Administration, Project Meetings, Inter-agency Agreement Administration, Financial Accounting, lie Contingency to reflect changes on actauO stream miles surveyed and detention pens inventoried at communities request fund allocations123003 Ponds 1/7/2004 4:52 PM JOHN P McCULLOCH OAKLAND COUNTY DRAIN COMMISSIONER ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328 PHONE 858-0942 TO: CITY OF SOUTH FIELD INVOICE: 285-1-Southfield 26000 EVERGREEN ROAD DATE: January 6, 2004 SOUTH FIELD MI 48076 DESCRIPTION Community estimated apportioned cost for Detention Pond Inventory Project $36,050.00 County acct #61-131844-71000-0218 Community estimated apportioned cost for Streambank Inventory Project $2528500 County acct #61-131845-71000-0218 MAKE CHECK PAYABLE TO: OAKLAND COUNTY DRAIN COMMISSIONER TOTAL AMOUNT DUE $61.335.00 DATE DUE Upon Receipt PREPARED BY: DRAIN ACCOUNTING FISCAL SERVICES DIVISION DEPARTMENT OF MANAGEMENT AND BUDGET City of Southfield RESOLUTION WHEREAS, the County of Wayne thorough the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Wastewater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the Michigan Department of Environmental Quality ("MDEQ) will further goals to improve water quality and recreational use of the Rouge River; and WHEREAS, inventory, inspection and evaluation of both stream bank erosion and detention ponds are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and WHEREAS, the Oakland County Drain Commissioner ("OCDC") is actively participating in the implementation of the NPDES Permit issued by MDEQ for the County of Oakland; and WHEREAS, the Drain Commissioner has applied for and was awarded federal grant funding from the County of Wayne via the United States Environmental Protection Agency ("USEPA") to assist local municipalities in their implementation of stream bank erosion and detention pond inventory, inspection and evaluation programs to restore and protect the water quality of the Rouge River and its tributaries within Oakland County; and WHEREAS, said grant requires a local match from each participating municipality; and WHEREAS, the Drain Commissioner is prepared to provide stream bank erosion and detention pond inventory services to the City of Southfield in accordance with the OCDC effort to assist River Rouge Main 1-2 Subwatershed communities in satisfying the requirements of the Storm Water General Permit; and WHEREAS, the City of Southfield acknowledges that absent an interagency agreement, the Drain Commissioner is under no obligation to provide these services to the City of to provide available grant funding on the City's behalf. THEREFORE, BE IT RESOLVED, that the Council of the City of Southfield does hereby authorize the Mayor and City Clerk to execute the contract for stream bank erosion and detention pond inventory services with the Oakland County Drain Commissioner, said contract having been reviewed and approved as to form by the City Attorney; and BE IT FINALLY RESOLVED, that funding for the City's$61,335 share of the estimated $100,574 stream bank erosion and detention pond inventory program cost shall be provided from the City's Oakland County Infrastructure Fund Disbursement Account. Nancy L. M. Banks, the elected and qualified City Clerk of the City of Southfield, County of Oakland, State of Michigan, do hereby certify that the foregoing resolution was adopted by the Southfield City Council at their Regular Council Meeting held on Monday, January 26, 2004, in the Council Chambers of the Municipal Building, 26000 Evergreen Road, Southfield, Michigan. Dated: January 27, 2004 Nancy L. M.`,Banks, City Clerk OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE CITY OF TROY This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the CITY OF TROY, a Michigan Municipal Corporation whose address is 500 West Big Beaver, Troy, Michigan 48084-5285 hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 2 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of; and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE II. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" 3 and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER COUNTY TO PROVIDE SERVICES. The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2.3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES". Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE III. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $6,895.00 for Detention Pond Inventory and $6,241.00 for Streambank Inventory for a grand total of $13,136.00. 5 The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $2,568.00; and for the Streambank Inventory shall not exceed $2,582.00. The Municipality shall provide a minimum matching costs: $4,327.00 for Detention Pond Inventory and $3,659.00 for Streambank Inventory. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $7,986.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or resulting from any work done by the Municipality and/or any Municipality Agent under 7 this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not 8 intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XII. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XIII. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Council for the City of Troy. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Council for the City of Troy and shall also be filed with the office of the Clerk of the County and the Clerk for the City of Troy. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967". Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed 9 under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII. ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 10 , Matt Pryor, Mayor EXECUTED: DATE: WITNESSE FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. IN WITNESS WHEREOF, Matt Pryor , Mayor of the City of Troy, hereby acknowledges that he has been authorized by a resolution of the Council for the City of Troy, a certified copy of which is attached, to execute this Contract on behalf of the Municipality and hereby accepts and binds the Municipality to the tenns and conditions of this Contract. DATE#72-444€4 WITNESSED: \Jail4KAtelikk&tgi DA4- Tonni L Bartholomew , Clerk City of Troy IN WITNESS WHEREOF, 71402041/4-5 01V. 44‘41 , 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. EXECUTED: 7•74/00/05 4, 14441 Chairperson, Oakland County Board of Commissioners d2,61601(---. DATE: G. William Caddell, County of Oakland Clerk/Register of Deeds 11 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND-COUNTr-MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JUNE 24, 2003 • IP Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of existing stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. See attached map. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. This project is estimated to cost $109,000. A 50% USEPA grant of $54,500 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villagesof Bingham Farms and Beverly Hills, and the County of Oakland. The project is to be undertaken in accordance with the Office of the Oakland County Drain Commissioner's Standard Engineering Contract that can be found at the Drain Office Website; co.oakland.mi.us/drain. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. 3:12003-034 Contract (Rouge River Watershed IAAytContracts \Revised ContractExhibli_A RFP_doc Page 2 of 6 • $ The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The cost for this project is estimated at $100,000. A 50% USEPA grant of $50,000 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Stormwater Detention Pond Study _ Inventory: 3 Months Duration The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds at this time is about 350. The inventory will consist of the following. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • -Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment: 4-5 Months Duration An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. GA2003-034 Contract (Rouge Ryer Watershed IAA)1ContractsIRevisen Contract \ ExhitIft A_RFP.doc Page 3 of 6 - 1 • " • All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Ranking: 4-5 Months Duration The data collected for each facility during the Inventory and Assessment wilt be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: 4 Months Duration A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. Main 1-2 Streambank Inventory Study Streambank Inventory: 3 Months Duration An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately• 90-120 miles of river are sizable 'enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following: - • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture GA2003-034 Contract (Rouge River Watershed IAA)1Contracts1Revised ContractlExhipit_A_RFP.doc Page 4 of 6 - 5 • • • The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydrologic Study: 3 Months Duration (Concurrent with Inventory) An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: 3 Months - Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion Inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ,ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. Conceptual Drawings & Cost Estimates: 3 Months Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: 3 Months A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in a report. The report will be arranged so that information is easily accessible by each community. Agreement A Consultant will be selected to provide the above-referenced services will be expected to enter into a contract similar to the Standard Oakland County Drain Commissioner's Office Engineering Services Contract found on the Drain Office Website. Insurance G:t2003-034 Contract (Rouge River Watershed IAA)Toontrects \Revised ContraMExhibit_A_RFP.doc Page 5 of 6 , •-1 The Consultant shall maintain a minimum Professional Liability Coverage of $2,000,000 and a Commercial General Liability Policy of $1,000,000 in accordance with the Engineering Contract found on the Drain Office Website. Incurred Cost The Oakland County Drain Commissioner's Office will not be liable for any cost incurred by the Consultant for any work performed through and including the execution of a contract for professional services, prior to the execution of a contract. Consultant Responsibilities The Consultant shall be capable of providing all professional services as described under the Scope of Services and to maintain those capabilities until notification that their proposal was unsuccessful. Exclusion of any service for the project may serve as cause for rejection. Compensation The fee for the inventory, Assessment, Evaluation, Report of the Detention Pond Studies and the Study, Prioritization, Drawings & Cost, and Report of the Streambank Erosion Study Phases shall be based upon hourly labor and overhead cost plus a fixed fee with a not to exceed total amount for each of the four phases. A per-basin cost and per-mile-of-streambank cost for additional work significantly over the estimated scope shall also be included. The Selection Committee and the selected consultant will formalize the scope of services and negotiate a fee. A breakdown of the fee for each Phase shall be developed separately. Use of Small. Minority and Women's Business Enterprises: The Rouge Main 1-2 encourages the utilization of small, minority and women's business enterprises for project related work, whenever appropriate. Respondents to this RFP are encouraged to include small, minority, and women's businesses as part of the project, if possible. The goals are: 20% Minority Business Enterprise (MBE) and 10% Women's Business Enterprise (WBE). GA2003-034 Contract tRouge River Watersheo IAAytContracts \Revised Corptract1Exhibit_A_RFP.doc Page 6 of 6 OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WATER MANAGEMENT SERVICES WITH THE CHARTER TOWNSHIP OF WEST BLOOMFIELD This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the CHARTER TOWNSHIP OF WEST BLOOMFIELD, a Michigan Municipal Corporation whose address 4550 Walnut lake Road, West Bloomfield, Michigan 48325-0130 (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties.- WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES-) General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit") issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA-) with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein, 2 1.3 -0CDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan,- a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE II. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete 3 scope of storm water management services shall be as described in attached Exhibit "A" and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER COUNTY TO PROVIDE SERVICES. The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2.3 LIMITS AND EXCLUSIONS ON COUNTY "SERVICES"_ Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE III. TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is 5 $34,087.00 for Detention Pond Inventory and $3,057.00 for Streambank Inventory for a grand total of $37,144.00. The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $12,696.00; and for the Streambank Inventory shall not exceed $1,264.00. The Municipality shall provide a minimum matching costs: $21,391.00 for Detention Pond Inventory and $1,793.00 for Streambank Inventory. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $23,184.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4.4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. 6 ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or resulting from any work done by the Municipality and/or any Municipality Agent under 7 this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract. Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract. ARTICLE XI. COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not 8 intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE XII. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE XIII. EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Board for the Charter Township of West Bloomfield. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Board for the Charter Township of West Bloomfield and shall also be filed with the office of the Clerk of the County and the Clerk for the Charter Township of West Bloomfield. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967". Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. 9 ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIII. ENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 10 EXECUTED: 61161411---- _ DATE: FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. IN WITNESS WHEREOF, bav; e , 5operVISOr of the Charter Township of West Bloomfield, hereby acknowledges that he has been authorized by a resolution of the Board for the Charter Townshin of West Bloomfield, a certified copy of which is attached, to execute this Contract on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Contract. "—f\ DATE: WITNESSED: N..401 0 _mare-over ire DATE: / cg7— e)ige. Clerk Charter Townshipflf West Bloomfield IN WITNESS WHEREOF, /AIMM,5 47,Z414..) , 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. EXECUTED: 775/04143 1.4-14/ Chairperson, Oakland County Board of Commissioners WITNESSED/. / G. William Caddell, County of Oakland Clerk/Register of Deeds 11 EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JANUARY 6, 2004 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of constructed stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions, which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. The total project cost for all communities is estimated at $145,920. This includes $121,600 for consulting services, $12,160 for OCDC project administration, and $12,160 project contingency. A USEPA grant of $54,350 has been received as part of the Rouge River National Wet Weather Demonstration Project. The communities project cost will be determined based on the number of streambank miles and detention ponds evaluated. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy; the Townships of West Bloomfield and Bloomfield; the Villages of Bingham Farms and Beverly Hills, and the County of Oakland. Main 1-2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. G.teno_projectslrpotmain1-21grants \pond-erosion inventorybaa exhibit a - scope.doc Page 2 of 6 The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The total project cost is estimated at $120,00. This includes $100,000 for consulting services, $10,000 for OCDC project administration, and $10,000 project contingency. A USEPA grant of $49,645 has been received as part of the Rouge River National Wet Weather Demonstration Project. The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Oakland County Drain Commissioner's (OCDC) Office OCDC will provide overall grant administration services including project billing, project meeting attendance, coordination with consultant and communities, financial accounting, coordination with Wayne County and Interagency Agreement administration. Municipality Each municipality will participate and coordinate with the consultant and OCDC to allow the consultant to complete the project as outlined in the following sections. This includes providing verbal and written information, as requested by the consultant. Consultant The consultant will complete the following items as outlined in the OCDC Standard Professional Services Agreement. Stormwater Detention Pond Study The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds in all participating communities is about 381. The inventory will consist of the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. G:\eng_projects\rpo\mr1-2\grants\pond-eroson inventory1iaa exhibit a - scope.doe Page 3 of 6 The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment: An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Ranking: The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and ground water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. G: \eng_projects\rpo \main1-2 \grants \pond-erosion inventory niaa exhibit a - scope.doc Page 4 of 6 Main 1-2 Streambank Inventory Study Streambank Inventory: An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 100 miles (all communities) of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant: • Location identified by global positioning system, • Complete site photographs, • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydrologic Study: An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion Inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. G:neng_projects rpo \main1-21grants \pond-erosion inventorMa exhibit a - scope.doc Page 5 of 6 Conceptual Drawings & Cost Estimates: Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final report: A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in one report. The report will be arranged so that information is easily accessible by each separate community. • G: \eng_proects \rpo \main1-21grants \pond-erosion inventorydas exhib ,t a - scope.doc Page 6 of 6 Community Beverly Hills Bingham Farms Birmingham Bloomfield Hills Amy Drain Sunken Bridge Drain $1,462 $20,027 Bloomfield Tun Claude H. Stevens No. 9 Drain $1,462 $6,809 $13,218 $1,367 $217 $1,367 $217 Farmington Hills Pebble Creek Drain Rochester Hills Lueders Drain Borden Drain Sorauge Branch & Ext. Drain Southfield Pernick Drain Claire Drain Rummell Relief Drain Tro) Sprague Ext. Drain Lueders Drain West Bloomfield Two. Totals $0 $14,421 $36,050 $4,327 $21,391 $91,569 $10,686 $10,686 $821 $821 $0 $14,421 $133 $595 $595 $217 $217 $25,285 $61,335 $198 $198 $93 $93 $830 $830 $3,659 $7,986 $971 $971 $1,217 $1,217 $1,793 $23,184 $70,359 $161,928 Rouge Main 1-2 Subwatershed Inventories Project Fund Allocations Summary Ponds Total Community Estimated Cost $481 $1,681 $0 $0 Streams Total Community/ Drain Board Estimated Cost $4,810 $1,132 $3,301 $4,763 Total Total Community Estimated Cost $5,291 $2,813 $3,301 $4,763 fund allocations123003.xls Summary 1/9/2004 1:26 PM OCDC Ponds Consulting Services Cost 10% OCDC Administration 3 1 $638 $64 $2,234 $223 $0 $0 $0 $0 $17,554 $1,755 $0 $0 $1,915 $19,150 $47,874 $4,787 $5,745 $575 $2,841 $28,405 $121,600 $12,160 Grant Funds Received $285 $999 $0 $0 $7,846 $0 $8,559 $21,398 $2,568 $12,696 $54,350 Rouge Main 1-2 Subwatershed Inventories Project Detention Pond Inventory Fund Allocations Beverly Hills Binaham Farms Birminaham Bloomfield Hills Bloomfield Two Farminaton Hills Rochester Hills Southfield Tro) West Bloomfield Two. Totals Estimated Number of Detention Ponds 2 7 0 0 55 0 60 150 18 89 381 10% Contingency $64 $223 $0 $0 $1,755 $0 $1,915 $4,787 $575 $2,841 $12,160 OCDC Administrative Costs tor: Grant Administration, Project Meetings. Inter-agency Agreement Administration, Financial Accounting, Etc. Contingency to reflect changes in actaul stream miles surveyed and detention pons inventoried at communities request. fund allocations123003.xls Ponds 1/9/2004 1:26 PM Rouge Main 1-2 Subwatershed inventories Project Streambank Erosion Inventories Study Fund Allocations Total EPA Open Community/ EPA EPA EPA Reaches Enclosed County Estimated Drainbord Level 2 Level 3 Level 4 Total EPA in Franklin Drains (not Drains (not Resulting Consulting 10% OCDC 10% Total Project Grant Funds Estimated Reaches Reaches Reaches Reaches Branch in Franklin in Franklin Stream Services Cast Administration Conti •enc Cost Received Cost Communi =IDE WM= IIEEEMI MIME ICE= MEIEDIIIIMMIll 1111NETZBI Beveri Hills 32 22 0 5.4 0 0.3 0 5.1 $6,836 $684 $684 $8,204 $3,394 ME= Si •ham Farms MINCEININEEI 011•IMEI 16 0 'MOW 1111111111Mill.1113M $161 $161 $1,931 1.1111.1M1=11111E2 Birmin • ham IIMIE MIL MIME 3 5 =ME 0 0 INIIMINEE1 $4,692 MIIIIIEDZ $469 IIIIIKEKEIEMBEE0 $3,301 Bloomfield Hills o 4 4 2 2 MEM MEE I] II 5.0 56.769 1111111.123251 $677 11.1111111H 53.3601.11111WEE Sunken Brid ie Drain MIIIIMINIIIIIMIMMIMMIREEMMINE1111=111118312,VM 1.55 =MEE $2,078 $208 $208 $2,494 $1,032 11.1.11E2 Bloomfield Twi 111111EENIIIMil 7 124 26 =MILrimmscromirim $9,678 $968 $968 IIMEILIZZI $4,805 $6,809 _ .. .. -' 11=1E2 IIIIIMIKEE $1,944 $194 1=1.11031.111111-9RE $965 $1,387 Am Drain VirVi KOliforMf.' - ._ -411?-1 Se. ': r,. -- Claude H. Stevens No. 9 Drain EZ-1.F7-,71L7-,;:i-110'.11 F ::. ,S'. 7 -,' I V;7::::. -, ' 7 11MEI Millign MIMEO MEER IIIIMEEE11111•1111111152 $153 il.Milliab Farminiton Hills o 7 1 5.4 12.5 0.3 0 0 11.33 $15,188 $1,519 $1,519 $18,226 $7,540 $10,686 Pebble Creek Drain WOE MIMI tailiC'iaglii killaiiiiikt.ittiiir,:.d, ii.a...„,..,,..,,.. 0.87 8.87 $1,166 $117 $117 $1,400 $579 $821 Rochester Hills 0.9 MIIIME11111111MIMMEINIIIIMEI 1=INK INIIIIIICIIMI=MIE =ME $0 111111MM:I $0 INI1111111111:1 Lueders Drain .1 1........"1"-;.: - '' - ' - - =MEI IIIIMIKED $188 $19 $19 INIMIEECI $93 $133 Borden Drain 7,::.M.7-7,;. i ;7=1,,,A 47-7 "'" 7 -.' 77 r4,7 - =1111171311 0.83 $845 MIIIIMEIEI $85 111.1130E $420 $595 MEVEIN EEllil . .. '.' 7- . 023 1.11.12111 =MECO =Man $31 $370 !mom =mum Southfield 8 12 10.1 IR= limo 0 MOW IIIIMECEil IIIIKEREEI $3,594 $3,594 MIMEO Irtlinill.1111120YEI - &nick Drain . MIIIICE1INIIIMICE11 $282 $28 $28 IMMEI IMIIIIIE1 $198 MEEMEMENn1 =MEM 11111111111111109 1111=1111 =MEE 1n11113EIMINE1111 $67 1.111.MEE 0.88 =MID $1,180 MEE= $118 $1,416 =NM= =EWE Tro EIMEIMMIE 1.1 tWi 0 0 MIME 1.1=2:1] $5,201 $520 $520 IMIIIMEB =WKS MEI= St ra ,, ue Ext. Drain IIMIELEI 111111111=Z11 $1,381 $138 =MEM 1=11EIIMA $686 $971 Lueders Drain NIMIEIE0 1.29 IIIME1511 MEM 1=111111131E IMIIIIM2 $858 EIMMEal West Bloomfield Tw.. 0i 6.4 MEFEIIIIIIIMMIIMMEI 0 11111=11111111 $2547 IIIMIZZO =MEM $3.057 IIIIMEMIIIIINBTE Totals 20.8 42.3 31.2 94.3 15.2 74.6 $100,000 $10,002 $10,002 $120,005 $49,645 $70,359 OCDC Administrative Costs for: Grant Administration, Project Meetings, Inter-agency Agreement Administration, Financial Accounting, Etc Contingency to reflect changes in octali stream miles surveyed and detention sons inventoried at communities request fund allocations123003.xls Streams 119/2004 I 26 PM OAKLAND COUNTY DRAIN COMMISSIONER'S CONTRACT FOR STORM WA IER MANAGEMENT SERVICES WITH THE VILLAGE OF BEVERLY HILLS • This CONTRACT (hereafter, this "Contract") is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Michigan 48341 (hereafter, the "County"), by and through its Drain Commissioner and the VILLAGE OF BEVERLY HILLS, a Michigan Municipal Corporation whose address is 18500 West Thirteen Mile Road, Beverly Hills, Michigan (hereafter, the "Municipality"). In this Contract, either the County and/or the Municipality may also be referred to individually as a "Party" or jointly as "Parties." WHEREAS, the County of Wayne through the Rouge River National Wet Weather Demonstration Project has offered technical assistance and federal grants to local government entities for addressing and improving the water quality and recreational use of the Rouge River; and, WHEREAS, implementation of the National Pollutant Discharge Elimination System ("NPDES") General Stormwater Discharge Permit for Storm Water Discharges from Separate Storm Water Drainage Systems (Permit No. MIG610000) ("Storm Water General Permit-) issued by the State of Michigan will further the goal to improve water quality and recreational use of the Rouge River; and, WHEREAS, illicit discharge elimination, public education and subwatershed management planning are considered examples of the types of activities required by the Storm Water General Permit which will assist in restoring the water quality of the Rouge River; and, WHEREAS, the Oakland County Drain Commissioner is actively participating in the implementation of the Storm Water General Permit issued by the State of Michigan for the County of Oakland; and, WHEREAS, pursuant to Miscellaneous Resolutions #02162 and #02163, the County applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Stormwater Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank Inventory Project $49,645 grant) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and, WHEREAS, in order to comply with the federal grant funding requirements and objectives, the County of Oakland was required to enter into an Inter-Agency Agreement ("IAA") with the County of Wayne, and further, agreed to comply with certain administrative procedures; and, WHEREAS, said grant, among other things, requires a minimum 50% match in funds from local municpalities; and, WHEREAS, the Drain Commissioner is prepared to administer the Detention Pond Inventory and Streambank Inventory Projects, in accordance with the grant conditions; and, WHEREAS, the Municipality has requested the Oakland County Drain Commissioner for assistance in administering this Grant as outlined in the attached Scope of Services and has agreed in return to reimburse the County as provided for in this Contract; and, WHEREAS, the Oakland County Drain Commissioner has determined, at the present time, that it has sufficient personnel or consultants as defined herein, possessing the requisite knowledge and expertise and is agreeable to assisting the Municipality by providing the requested services under the terms and conditions of this Contract; and, WHEREAS, the Parties recognize and agree that absent an agreement such as this, the County has no obligation to provide these services or grant funding to or for the Municipality. NOW, THEREFORE, in consideration of these premises and the mutual promises, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the County and the Municipality mutually agree as follows: ARTICLE I. DEFINED TERMS. In addition to the above defined terms (i.e., "Contract", "County", "Municipality", "Party" and "Parties"), the Parties agree that the following words and expressions, whether used in the singular or plural, possessive or non-possessive, and/or either within or without quotation marks, shall, be defined and interpreted as follows: 1.1 "Consultant" - shall be defined as an independent contractor engaged by the County to perform any services necessary to carry out the objectives under this agreement. 1.2 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Municipality and/or any Municipality Agents, as defined herein. 1.3 "OCDC Personnel" as used in this Contract shall be defined as a specific subset of, and included as part of the larger group of County Agents as defined above, and shall be further defined as any and all County Agents specifically employed and assigned by the County to work in the Office of the Oakland County Drain Commissioner as shown in the current County budget and/or personnel records of the County. 1.4 "Municipality Agent" or "Municipality Agents", shall be defined to include any and all Municipality officers, elected officials, appointed officials, directors, board members, council members, authorities, boards, committees, commissions, employees, managers, departments, divisions, volunteers, agents, representatives, and/or any such persons' successors or predecessors, agents, employees, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them, except that no County Agent shall be deemed a Municipality Agent and conversely, no Municipality Agent shall be deemed a County Agent. 1.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts, liabilities or Claim(s) of any kind whatsoever which are imposed on, incurred by, or asserted against either the County and/or any County Agent, as defined herein, or any Claim(s) for which the County and/or any County Agent may become legally and/or contractually obligated to pay or defend against, or any other liabilities of any kind whatsoever, whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or State), any statute, rule, regulation or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened and arising out of any alleged breach of any duty by the County and/or any County Agent to any third-person, the Municipality, including any Municipality Agent under or in connection with this Contract or are based on or result in any way from the County's and/or any County Agent's participation in this Contract. 1.6 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or agencies of State government including specifically, but not limited to, the Michigan Department of Environmental Quality ("MDEQ"). ARTICLE H. OAKLAND COUNTY DRAIN COMMISSIONER'S STORM WATER MANAGEMENT SERVICES. The Parties agree that the full and complete scope of storm water management services shall be as described in attached Exhibit "A" and limited in the following subsections (hereinafter defined and referred to as either "OCDC storm water management services" or services). 2.1 PURPOSE OF "SERVICES" The Parties agree that the purpose of any and all "OCDC storm water management services" or "Services" to be performed under this Contract shall be to assist (e.g., to help, aid, lend support, and/or participate in as an auxiliary, to contribute effort toward completion of a goal, etc.) the Municipality in the performance of Municipality's official functions, obligations, and Municipality's legal responsibilities relating to the Storm Water General Permit and fulfillment of the state and federal environmental laws and regulations. 2.2 MANNER.C.QiNTY TO PROVIDE SERVICES. The Parties agree that any and all "OCDC storm water management services" or "Services" to be provided by the County for the Municipality under this Contract shall be performed by the County's "OCDC Personnel" or consultants as defined herein. 2.2.1 OCDC Personnel or consultants shall be employed and assigned by the County in such numbers and based on such appropriate qualifications and other factors as decided solely by the County. 2.2.2 The Parties agree that the County shall be solely and exclusively responsible for furnishing all OCDC Personnel and consultants with all job instructions, job descriptions and job specifications and shall in all circumstances control, supervise, train or direct all OCDC Personnel in the performance of any and all Services under this Contract. 2.2.3 Except as otherwise expressly provided for herein, the Parties agree and warrant that, at all times and for all purposes relevant to this Contract, the County shall remain the sole and exclusive employer of all County Agents and OCDC Personnel. 2.2.4 This Contract is neither intended, nor shall it be interpreted, to create, change, grant, modify, supplement, supersede, alter, or otherwise affect or control, in any manner, form, or at any time, any right, privilege, benefit, or any other term or condition of employment, of any kind or nature whatsoever, in, upon, or for any County Agent or OCDC Personnel with the County, any applicable County employment and/or union contract, and/or any County rule(s), regulation(s), hours of work, shift assignment, order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the County and any County Agent or OCDC Personnel and/or the conduct and actions of any County Agent or any OCDC Personnel. 4 2.2.5 The Municipality agrees that except as expressly provided for under the terms of this Contract and/or laws of this State, no County Agent or OCDC Personnel, while such person is currently and/or actively employed or otherwise remains on the payroll of the County as a County Agent shall be employed, utilized, or perform any other services, of any kind, directly or indirectly, in any manner or capacity, or otherwise be available to perform any other work or assignments by or for the Municipality during the term of this Contract. This section shall not prohibit the Municipality from employing any person who was a former County Agent but is no longer employed in that capacity by the County. 2.2.6 Except as otherwise expressly provided by the Contract and/or applicable State law, the Parties agree and warrant that neither the County, nor any County Agent, nor any OCDC Personnel, by virtue of this Contract or otherwise, shall be deemed, considered or claimed to be an employee of the Municipality and/or a Municipality Agent. 2.2.7 The Municipality shall not otherwise provide, furnish or assign any OCDC Personnel with any job instructions, job descriptions, job specifications, or job duties, or in any manner attempt to control, supervise, train, or direct any OCDC Personnel in the performance of any OCDC Storm Water Management Service duty or obligation under the terms of this Contract. 2.3 LIMITS ON COUNTY "SERVICES". Except as otherwise expressly provided for within the attached Scope of Services, neither the County nor any County Agents or consultants shall be responsible for assisting or providing any other services or assistance to the Municipality or assume any additional responsibility for assisting the Municipality in any other way or manner with any Municipality obligations under any and all State or Federal laws or regulations. ARTICLE HI TERM OF CONTRACT. The Parties agree that the term of this Contract shall begin on the effective date of this Contract. This Contract, unless extended by mutual written agreement, shall expire within 90 days written notice by either party or written agreement of parties prior to 90 days. Any and all OCDC Storm Water Services otherwise provided to the Municipality prior to the effective date of this Contract shall be subject to the terms and conditions in this Contract. ARTICLE IV. BUDGET AND PAYMENT SCHEDULE. The parties acknowledge that this agreement is expected to be funded in part from federal grant funding from the United States Environmental Protection Agency ("USEPA"). The Municipality's total budget for the services outlined in the attached Scope of Services is $766.00 for Detention Pond Inventory and $8,203.75 for Streambank Inventory for a grand total of $8,969.75. The internal distribution of USEPA grant funding by County for the Municipality's Detention Pond Inventory shall not exceed $285.00; and for the Streambank Inventory shall not exceed $3,394.00. The Municipality shall provide a minimum matching costs: $481.00 for Detention Pond Inventory and $4,810.00 for Streambank Inventory,. 4.1 In consideration of the promises set forth in this Contract, the Municipality agrees to pay to the County $5,291.00 for services outlined in the scope of services attached as Exhibit "A". This payment shall be made to Oakland County Fiscal Services no later than February 23, 2004. 4.1.1 The parties acknowledge that Municipal payment obligations set forth in paragraph 4.1 are premised upon the assumption that a total of ten (10) municipalities will enter into identical Interlocal Agreements with the County. If, however, one or more Municipalities elect not to participate, the Municipalities payment obligations under paragraph 4.1 may increase. If such an increase occurs, the County will provide written notice to the Municipality of the projected increase. The Municipality will have ten days from the date of this notice to terminate this agreement due to such increased payment obligations. The County reserves the right to unilaterally cancel this Agreement if it determines, in its sole discretion, that the number of participating municipalities is too small to economically support the cost of this program. 4.2 If, during the term of this Contract, there are additional services requested of the County, the Parties shall negotiate additional fees to be paid by the Municipality. 4.3 The Municipality understands and agrees that the County has no funds other than the USEPA grant funds to pay for services under this agreement. All costs other than USEPA funds associated with these services under this agreement will be the responsibility of the Municipality. 4,4 The Municipality shall be responsible and pay for any cost for services authorized by the Municipality, which exceed the total budget described herein. 4.5 The Municipality further agrees that if there is any amount due and owing to the County under this Contract, which is still unpaid at the time the County distributes funds to the Municipality from the Delinquent Tax Revolving Fund (DTRF), the County shall be entitled to reduce, set-off, and permanently retain any amount due to the municipality from Delinquent Tax Revolving Fund (DTRF) by any such amount then still due and owing the County pursuant to this Contract. ARTICLE V. NO TRANSFER OF MUNICIPALITY LEGAL OBLIGATIONS TO COUNTY. Except as expressly provided for in this Contract, the Municipality agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the County, and/or any County Agent or OCDC Personnel any civil or legal responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any governmental function delegated and/or entrusted to the Municipality under any applicable State or Federal laws or regulations. ARTICLE VI. NO DELEGATION OR DIMINUTION OF ANY GOVERNMENTAL AUTHORITY. The Parties reserve to themselves any rights and obligations related to the provision of any and all of each Party's respective governmental services, authority, responsibilities, and obligations. Except as expressly provided otherwise herein, this Contract does not, and is not intended to, create, diminish, delegate, transfer, assign, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, civil or legal responsibility, obligation, duty of care, liability, capacity, immunity, authority or character of office of either the Party to any other person or Party. 6.1 The Parties further agree, notwithstanding any other term or condition in this Contract, that no provision in this Contract is intended, nor shall it be construed, as a waiver of any governmental immunity, as provided by statute or applicable court decisions, by either Party, either for that Party and/or any of that Party's County or Municipal Agents. ARTICLE VII. LIABILITY. The Municipality further agrees that the County shall not be liable to the Municipality for any and all Claim(s), except as otherwise expressly provided for in this Contract. 7.1 The Parties agree that this Contract does not and is not intended to create or include any County warranty, promise, covenant or guaranty, either express or implied, of any kind or nature whatsoever in favor of the other Municipality, and/or any Municipality Agents, or any other person or entity, or that the County's efforts in the performance of any obligation under this Contract will result in satisfying the Municpality's obligations and requirements under the General Storm Water Permit, or obligations under State and Federal law and regulations. ARTICLE VIII. INDEMNIFICATION. The Municipality shall not be obligated to pay any portion of any court ordered judgment or award to a third party for which a court has determined that the County and/or any County Agent was solely negligent or at fault. However, the Municipality agrees to, indemnify, defend and hold harmless the County and/or any County 'Agent from any Claims, loss or damage connected to or resulting from any work done by the Municipality and/or any Municipality Agent under 7 this Agreement, unless such loss or damage is caused by the Municipality and/or Municipality Agents following direct instructions from County Agents. ARTICLE IX. MUNICIPALITY AGENTS AND COOPERATION WITH THE COUNTY. The Municipality agrees that it shall be solely and exclusively responsible, during the term of this Contract, for guaranteeing that all Municipality Agents fully cooperate with OCDC Personnel in the performance of all Services under this Contract Municipality shall use its best efforts to obtain and secure the right of access to all public and private property necessary for OCDC personnel or consultants to perform the services outlined in the attached Scope of Services. Municipality shall be responsible for all costs or claims associated with securing rights of access to public or private property. The Municipality reserves the right to not secure a right of access where the Municipality determines, in its sole discretion, that obtaining the right of access is cost prohibitive. 9.1 To the extent necessary in satisfying the conditions of this contract, the Municipality shall employ and assign qualified Municipality Agents, as necessary and appropriate to provide for any and all of Municipality's legal obligations under the General Storm Water Permit and/or applicable State and Federal laws and regulations. Municipality Agents shall be employed and assigned based on appropriate qualifications and other factors as decided by the Municipality. The Municipality agrees that it shall be solely responsible for furnishing all Municipality Agents with all job instructions, job descriptions and job specifications and shall solely control, direct, and supervise all Municipality Agents and shall be solely responsible for the means and manner in which Municipality's duties or obligations under General Storm Water Permit and/or applicable State and Federal laws and regulations are satisfied. 9.2 The Municipality agrees that no County employee, agent, or consultant shall, by virtue of this Contract or otherwise, be considered to be an employee of the County and/or a County Agent. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Municipal agent or employee the status, privilege, right or benefit of County employment or that of a County agent. ARTICLE X. INDEPENDENT CONTRACTOR. The Parties agree that at all times and for all purposes under the terms of this Contract, the County's and/or any and all County Agents' legal status and relationship to the Municipality shall be that of an Independent Contractor. Except as expressly provided herein, each Party will be solely responsible for the acts of its own employees, Agents, and servants during the term of this Contract. No liability, right or benefits arising out of an employer/employee relationship, either express or implied, shall arise or accrue to either Party as a result of this Contract, ARTICLE XL COUNTY PRIORITIZATION OF COUNTY RESOURCES. The Municipality acknowledges and agrees that this Contract does not, and is not intended to, create either any absolute right in favor of the Municipality, or any correspondent absolute duty or obligation upon the County, to guarantee that any specific number(s) or classification of County Agents will be present on any given day to provide County services to the Municipality. ARTICLE X.H. CANCELLATION OR TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, either Party, upon a minimum of ninety (90) calendar days written notice to the other Party, may cancel and/or completely terminate this Contract for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice. 12.1 At 5:00 p.m. on the effective date of the cancellation of this Contract all Municipality and/or County obligations under this Contract, except those rights and obligations expressly surviving cancellation as provided for in this Contract, shall end. 12.2 The Municipality agrees that any and all Municipality obligations, including, but not limited to, any and all indemnification and hold harmless promises, waivers of liability, record-keeping requirements, any Municipality payment obligations to the County, and/or any other related obligations provided for in this Contract with regard to any acts, occurrences, events, transactions, or Claim(s) either occurring or having their basis in any events or transactions that occurred before the cancellation or completion of this Contract, shall survive the cancellation or completion of this Contract. ARTICLE MIL EFFECTIVE DATE, CONTRACT APPROVAL, AND AMENDMENT. The Parties agree that this Contract, and/or any subsequent amendments thereto, shall not become effective prior to the approval by concurrent resolutions of both the Oakland County Board of Commissioners and the Council for the Village of Beverly Hills. The approval and terms of this Contract, and/or any possible subsequent amendments thereto, shall be entered in the official minutes and proceedings of both the Oakland County Board of Commissioners and the Council for the Village of Beverly Hills and shall also be filed with the office of the Clerk of the County and the Clerk for the Village of Beverly Hills. ARTICLE XIV. COMPLIANCE WITH "URBAN COOPERATION ACT OF 1967". Pursuant to section 10(4) of the Urban Cooperation Act of 1967, as amended, being MCL 124.510(4), the Parties agree that this Contract, and/or any possible subsequent amendments, shall be filed with the Michigan Secretary of State and this Contract, and/or any possible subsequent amendments, shall not become effective prior to this required filing with the Secretary of State. ARTICLE XV. GOVERNING LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, in all cases, shall be construed as a whole according to its fair meaning, and not construed strictly for or against any party. As used in this Contract, the singular or plural number, possessive or non-possessive shall be deemed to include the other whenever the contest so suggests or requires. ARTICLE XVI. CAPTIONS. The section headings or titles and/or all section numbers contained in this Contract are intended for the convenience of the reader and not intended to have any substantive meaning and are not to be interpreted as part of this Contract. ARTICLE XVII. NOTICES. Except as otherwise expressly provided for herein, any and all correspondence, invoices, and/or any other written notices required, permitted or provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. All such written notices, including any notice canceling or terminating this Contract as provided for herein, shall be sent to the other Party's signatory to this Contract, or that signatory's successor in office, at the addresses shown in this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. ARTICLE XVIILENTIRE CONTRACT. This Contract sets forth the entire agreement between the County and the Municipality and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. It is further understood and agreed that the terms and conditions herein are contractual and are not a mere recital and that there are no other agreements, understandings, contracts, or representations between the County and the Municipality in any way related to the subject matter hereof, except as expressly stated herein. This Contract shall not be changed or supplemented orally and may be amended only as otherwise provided herein. 10 EXECU FED: FOR AND IN CONSIDERATION of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Parties, and by doing so legally obligate and bind the Parties to the terms and conditions of this Contract. IN WITNESS WHEREOF, RE NZ Sou A C5 0 , k Erfolz 12 of the_Yill_Ageof Beverly Hills, hereby acknowledges that he has been authorized by a resolution of the Council for the Village of Beverly Hills, a certified copy of which is attached, to execute this Contract on behalf of the Municipality and hereby accepts and binds the Municipality to the terms and conditions of this Contract. EXECUTED: DATE: /. Z ZOLt c WITNESSED: -271 arilki-a-P n'ien E ma-(shaii , Clerk Village of Beverly Hills DA'lb: -c.j 64 IN WITNESS WHEREOF, 40405 , 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 Contract on behalf of the Oakland County, and hereby accepts and binds the Oakland County to the terms and conditions of this Contract. 7;iomes 2.49141 Chairperson, Oakland County Board of Commissioners WITNESSED/ 49/1/4a44feft--=---- `.1"1-1"Ø"."' DATE: G. William Caddell, County of Oakland Clerk/Register of Deeds 1 1 DATE: EXHIBIT A SCOPE ROUGE RIVER MAIN 1-2 SUBWATERSHED INVENTORY STUDIES PROJECT OAKLAND COUNTY, MICHIGAN PREPARED BY: THE OFFICE OF THE OAKLAND COUNTY DRAIN COMMISSIONER JOHN P. McCULLOCH, DRAIN COMMISSIONER BUILDING 95 WEST ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328-1907 JANUARY 21, 2004 Background Stormwater Detention Pond Study Oakland County communities have required that most new developments retain stormwater on-site. This requirement spawned the building of detention ponds throughout the Rouge River Watershed. These basins effectively reduce peak flooding and reduce pollutant loads from stormwater runoff. However, opportunities exist to improve the performance of constructed stormwater detention basins by improving pollutant removal efficiencies and reducing the initial downstream flow. A well-designed detention pond provides three main functions: 1. Prevention of downstream flooding by detaining and slowly releasing captured runoff, 2. Recharge ground water, and 3. Physical, chemical and biological interactions, which improve the quality of water of detained water before it is discharged into streams, rivers and lakes. The purpose of this project is to identify, prioritize, and make recommendations for detention pond maintenance and design improvements of existing detention facilities in the Main 1-2 Subwatershed. The goal of these improvements is to minimize flow variability and to increase detention pond pollutant removal efficiency. The total project cost for all communities is estimated at $145,920. This includes $121,600 for consulting services, $12,160 for OCDC project administration, and $12,160 project contingency. A USEPA grant of $54,350 has been received as part of the Rouge River National Wet Weather Demonstration Project. The communities project cost will be determined based on the number of streambank miles and detention ponds evaluated. The Oakland County Drain Commissioner's Office, in cooperation with the following communities, will implement this project: the Cities of Southfield, Rochester Hills, and Troy: the Townships of West Bloomfield and Bloomfield; the Villages of Bingham Farms and Beverly Hills, and the County of Oakland. Main 1 -2 Streambank Inventory Study The Rouge River Watershed is under pressure from urbanization, making it vulnerable to heavy loading of non-point source pollutants. One such pollutant is excessive sediment. Although sediment loading is a natural part of a river system, excessive loading can degrade fish and wildlife habitat, destroy wetlands, and reduce the recreational and aesthetic appeal of the river system. In addition, substances such as oils, salts, and nutrients can enter the system attached to sediment particles causing eutrophication and a general decrease in water quality in hydraulically connected lakes and ponds. CADocuments and Settings \RSpollassotocal SottingsVromporary Inhittnet FileMOLK321310107041AA Exhibit A - Scope.doc Pnno 2 nf The purpose of this project is to identify and prioritize stream bank erosion sites in the Rouge Main 1-2 Subwatershed (excluding the Franklin Branch) and to make recommendations that will incorporate best management practices to decrease sediment loading to the river. See attached map The total project cost is estimated at $120,000. This includes $100,000 for consulting services, $10,000 for OCDC project administration, and $10,000 project contingency. A USEPA grant of $49,645 has been received as part of the Rouge River National Wet Weather Demonstration Project, The Oakland County Drain Commissioner's Office in cooperation with the Cities of Southfield, Farmington Hills, Troy, Birmingham, Bloomfield Hills, and the Townships of West Bloomfield and Bloomfield, and the Villages of Bingham Farms and Beverly Hills will implement this project. Scope of Services Oakland County Drain Commissioner's (OCDC) Office OCDC will provide overall went administration services including project billing, project meeting attendance, coordination with consultant and communities, financial accounting, coordination with Wayne County and Interagency Agreement administration. Municipality Each municipality will participate and coordinate with the consultant and OCDC to allow the consultant to complete the project as outlined in the following sections. This includes providing verbal and written information, as requested by the consultant. Consultant The consultant will complete the following items as outlined in the OCDC Standard Professional Services Agreement. Stormwater Detention Pond Study The consultant will communicate with the communities to determine the existing detention facilities in the Subwatershed. The estimated number of ponds in all participating communities is about 381. The inventory will consist of the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant. • Compile existing data including location maps, copies of original design drawings, drainage area, • Verification of owner/responsible party for maintenance, • Verify location and obtain GPS coordinates for each facility, • The local unit of government's records relative to drainage, facility construction and maintenance and any other records available for the facility will be collected. C:Vocuments end Settings1RSpetiatleoLocal Settingsgernporary Internet Files,OLK32B0107041AA Exhibit A - Scope.doc PAnct nf A The collected data will be compiled in an electronic database that includes a location map of all existing facilities and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Assessment: An assessment of each the existing detention facilities will be performed, consisting of the following: • A field assessment to determine the physical and hydraulic characteristics of each facility including detention volume, outlet flow control, quantity and size of the inlet and outlet structures, permanent pool depth; and stormwater quality enhancement capabilities, • A review of design plans, maintenance and other records for the facility to determine if it was built and is functioning as designed, • Verification of the type of development in the drainage area, • Characteristics relating to the existing condition of each facility including the presence of slope erosion, degree of sediment build-up, existing vegetation and condition of the infrastructure, • Age and years in service. All collected data will be added to the previously created database and distributed to the Oakland County Drain Office. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Evaluation & Rankinq: The data collected for each facility during the Inventory and Assessment will be evaluated. The evaluation will consider all of the collected data, and identify needed improvements and maintenance at each facility. In addition, recommendations will be made for retrofitting measures that would improve outlet water quality, function, and around water recharge. The findings and recommendations from the evaluation will be added to the previously created database and distributed to the Oakland County Drain Office and the communities. Each community will receive only the data that pertains to facilities within their jurisdictional boundaries. Final Report: A summary of field findings and the accompanying recommendations, including construction cost estimates, will be included in a comprehensive report. The report and database will be arranged so that each community can easily access the information that applies to the detention facilities within their jurisdictional boundaries. C:1Documents and 5edingsftSpallasaokl-ocal Settingsgemporary Internet FikanOLI(3213‘0107041AA Extabk A - Scope.doc Pane 4 nf R Main 1-2 Streambank Inventory Study Streambank Inventory: An inventory of the streambanks will be performed for the Rouge Main 1-2 Subwatershed, including all tributaries and open county drains, but excluding the Franklin Branch and it's tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 100 miles (all communities) of river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following, or related items as agreed-upon between the community and consultant that meet the objectives of the grant: • Location identified by global positioning system, • Complete site photographs : • Bank condition, • Apparent cause of erosion, • Amount of erosion, length & width, amount of sediment in river • Slope ratio, • River conditions, • Soil type & texture The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView. The database will be provided for all partnering communities and the Oakland County Drain Office. Hydraulic/Hydrologic Study: An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100-year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report, and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Site Prioritization: Erosion sites identified in the inventory will be scored and ranked into minor, moderate and severe categories. The severity index that will be used was developed for the Northwest Michigan Streambank Erosion Inventory and has been used extensively by river restoration committees elsewhere in Michigan as a basis to prioritize sites for restoration work. Based on the ranking, an overall prioritized list will be created. A prioritized list will also be created, specific to each community. C:Documents and Settingsft8palleseolLocal SettIngetTemporary Internet FiletnOLK328%0107041AA Exhibit A - Scope.doc Pnne.F nf R Conceptual Drawings & Cost Estimates: Conceptual site drawings will be prepared for each severely ranked site. The site drawings will include site characteristics and the recommended Best Management Practices (BMP) necessary for site stabilization. Accompanying cost estimates will be developed for each severely ranked site. These cost estimates will consider the types of BMPs to be implemented, the accessibility of the site, the size of the site, engineering design and construction oversight. A cost summary table will be developed for the entire subwatershed, as well as for each community. Final Report: A summary of the field investigations, cost estimates, site drawings and the hydrologic study will then be included in one report. The report will be arranged so that information is easily accessible by each separate community. C:1Document3 and SettingeRSpallassetocal SettingsVramporary Internet FilesIOLK32BV:1107041AA Exhibit A. Scope.doc PnnA A nf FISCAL NOTE (MISC. 104016) February 5, 2004 BY: FINANCE COMMITTEE, CHUCK MOSS, CHAIRPERSON IN RE: DRAIN COMMISSIONER - INTERLOCAL AGREEMENTS FOR STORMWATER DETENTION POND AND STREAM BANK INVENTORY PROJECT 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 Drain Commission will implement resolutions #02162 and #02163 through interlocal agreements with the following ten communities Bloomfield Township, West Bloomfield Township, City of Birmingham, City of Bloomfield Hills, City of Farmington Hills, City of Rochester Hills, City of Southfield, City of Troy, Village of Beverly Hills and Village of Bingham Farms. 2. Resolution #02162 is for Main 1-2 Stormwater Detention Pond Inventory Project in the amount of $108,700 with a maximum grant reimbursement of $54,350. 3. Resolution #02163 is for Stream Bank Inventory Project in the amount of $99,290 with a maximum grant reimbursement of $49,645. 4. The interlocal agreements set forth the scope of the project along with the agreement of the communities to reimburse the Drain Commissioner for its services and to cover all grant matching requirements. 5. All grant match requirements and all cost incurred above the estimated project cost are to be paid by the communities through their interlocal agreements with the County of Oakland. 6. No General Fund Monies are required. FINANCE COMMITTEE FINANCE COMMITTEE Motion carried unanimously on a roll call vote. Resolution #04016 January 22, 2004 The Chairperson referred the resolution to the Finance Committee. There were no objections. G. William Caddell, County Clerk Resolution #04016 February 5, 2004 Moved by Potter supported by Gregory the resolutions on the Consent Agenda be adopted (with accompanying reports being accepted). AYES: Coleman, Coulter, Crawford, Douglas, Gregory, Hatchett, Jamian, Knollenberg, KowaII, Law, Long, McMillin, Moffitt, Moss, Potter, Rogers, Scott, Suarez, Webster, Wilson, Zack, Bullard. (22) NAYS: None. (0) A sufficient majority having voted therefore, the resolutions on the Consent Agenda were adopted (with accompanying reports being accepted). rm. I 1113193Y APPROVE THE FOREGOING RESOLUTION 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 February 5, 2004 with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set my hand and affixed the §,cal of tiet County of Oakland at Pontiac, Michigan this 5th day of February, 2004. VILLAGE OF BEVERLY HILLS MICHIGAN EXCERPT FROM JANUARY 20, 2004 VILLAGE OF BEVERLY HILLS COUNCIL MEETING MINUTES Present: Council President Downey; President Pro-Tern Woodrow; Members: Domzal, McCleary, Mooney, Pfeifer and Schmitt Absent: None Motion by McCleary, seconded by Domzal. Resolved to approve the Agreement with the Oakland County Drain Commissioner's Office to perform the Storm Water Management Services described in exhibit "A" for a total amount of $5,291.00 and authorize the Village Public Service Director and the Village Clerk to execute the agreement. Roll Call Vote: Motion carried (7 — 0). CERTIFICATION I, Ellen E. Marshall, being the duly appointed and qualified Clerk of the Village of Beverly Hills, Oakland County, Michigan, do hereby certify and declare that the above is a true and correct copy of a resolution that was adopted by the Village Council at a regular meeting held on Tuesday, January 20, 2004. Ellen E. Marshall Village Clerk dated: January 22, 2004 RECEIVED JAN 2 6 2004 OAKLAND COUNTY DRAIN COMMISSIONER 18500 W. 13 Mile Road • Beverly Hills, MI 48025 • (248) 648-6404 • FAX (248) 646-3703 Sincerely, Sharoii A. Law Township Clerk Ckti.ibi.p of David Flaisher Steven Kaplan Sharon A. Law CV4ktidOnifiCid Deborah L. Macon Trustee Supervisor Trustee Township Clerk Allen Adelberg Trustee Denise D. Hammond Treasurer Stuart Brickner Trustee January 28, 2004 John P. McCulloch Drain Commissioner Oakland County Bldg. #95 West One Public Works Drive Waterford, MI 48328-1907 RE: Storm Water Management Services Contract Dear Mr. McCulloch: At its meeting of January 26, 2004, the West Bloomfield Township Board approved your contract for Storm Water Management Services with West Bloomfield Township. I have enclosed three (3) copies. Please execute and return one (1) copy to my attention and retain the others for your files. Also enclosed is a detailed synopsis from our meeting of January 26th. Enclosures /gk e. 4550 Walnut Lake Road • West Bloomfield, MI 48325-0130 , (248) 451-4848 Fax (248) 682-3788 TDD (248) 451-4899 •,% citw Troy 500 West Big Beaver Troy, Michigan 48084 Fax (248) 524-0851 www.ci.troy.mi.us Area code (248) Assessing 524-3311 Bldg. Inspections 524-3344 CITY OF TROY OAKLAND COUNTY, MICHIGAN RESOLUTION Streambank Inventory and Detention Basin Inventory Grant At a Regular meeting of the Troy City Council held on Monday, February 2, 2004, the following Resolution was passed: Bldg. Operations 524-3368 City Clerk 524-3316 City Manager 524-3330 Community Affairs 524-1147 Engineering 524-3383 Finance 524-341 I Fire-Administration 524-3419 Human Resources 524-3339 Information Technology 619-7279 Law 524-3320 Library 524-3545 Parks & Recreation 524-3484 Planning 524-3364 Police-Administration 524-3443 Public Works 524-3370 Purchasing 524-3338 Real Estate & Development 524-3498 Treasurer 524-3334 Resolution #2004-02-049 Moved by Eisenbacher Seconded by Stine WHEREAS, The City of Troy has applied for and received its Certificate of Coverage from the Michigan Department of Environmental Quality for the Watershed Based Stormwater Permit; and WHEREAS, The City of Troy, along with the Oakland County Drain Office and the other communities in the Rouge River Main 1-2 Subwatershed, is committed to improving water quality in the Rouge River Watersheds; and WHEREAS, The Oakland County Drain Office has obtained a federal grant to fund a Detention Basin Inventory and a Streambank Inventory for the entire Rouge River Main 1-2 Subwatershed; and WHEREAS, An Interagency Agreement has been prepared by the Oakland County Drain Office to act as the lead agency in implementing the studies. NOW, THEREFORE, BE IT RESOLVED, That the Interagency Agreement, as attached to the original Minutes of this meeting, is APPROVED and the Mayor and the City Clerk are AUTHORIZED TO EXECUTE the agreement on behalf of the City of Troy. Yes: AII-7 General Information 524-3300 I, Tonni L. Bartholomew, duly appointed Clerk of the City of Troy, do hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted by the Troy City Council at a Regular Meeting duly called and held on Monday, the Second day of February, 2004. Tonni L. Bartholomew, MMC City Clerk City of Southfield 26000 Evergreen Rd. • P.O. Box 2055 • Southfield, MI 48037-2055 ENGINEERING DEPARTMENT - 248-796-4810 January 30, 2004 Mr. Jim Wineka ; P.E. Environmental Unit Supervisor Oakland County Drain Commissioner One Public Works Drive Building 95 West Waterford, Michigan 48328-1907 RE: City of Southfield Contract with OCDC for Storm Water Management Services (Stream Bank Erosion and Detention Pond Inventory - City Job No. 04110CDC) Dear Jim: I am extremely pleased to be able to deliver to you this date the following items: 1) Three executed originals of the Stream Bank Erosion / Detention Pond IAA. 2) Three certified resolutions approving City of Southfield participation in this program. (Attached to each of the three IAA's.) 3) A check for the City's $61,335.00 share of the program cost. We appreciate the efforts of you and your staff to get this program going in a timely manner and the great cooperation extended to us by the Drain Commissioner's office. Thanks again for your efforts. Sincerely, Wayne Bonus, P. E. Administrative Engineer Enclosures cc: T. Vukonich, T. Stemzynski, S. Marshall, K. Mondora, M. Carlock, N. Banda HRC: M. Synk Nlayor Brcrakt L. Lawrence Council President City Clerk Myron A. Frasier Nancy L. M. Banks City Treasurer City 1dininistrator Roman J. tironkowski Donald J Gross Roy T. Bell Donald F. Fracassi City Council Sylvia Jordan Sidney Larat Joan Seymour Kenson J. er DEPARTMENT OF CITY CLERK Beverly A. Jasinski CMC City Clerk 248.841.2460 Telephone Main Line 248.656.4630 FAX 248.656.4744 Jane Leslie Deputy Clerk 248.841.2461 Susan Koliba-Galeczka City Council Liaison 248.841.2463 Pam Lee City Accountant 248.656.4632 Water / Sewer Billing Information 248.656.4688 Calvin Leach Sexton 248.652.4713 FAX 248.601.9429 Accounts Payable Birth / Death Records Cemetery City Council Information City Records Election Information Liquor Licensing Maps Ordinances Passports Solicitor's Permits Voter Registration City Council Liaison Enclosures (3) City Hall General Information 248.656.4600 Pat Somerville Mayor 248.656.4664 r CtLy of QOCHE8TED, 1000 Rochester Hills Drive, Rochester Hills, Michigan 48309-3033 Pat Somerville, Mayor City Council Members: Bryan K. Barnett John Dalton Jim Duistermars Melinda Hill Barbara L. Holder Linda Ragas Gerald Robbins March 11,2004 Mr. Jim Wineka, PE Environmental Unit Supervisor Oakland County Drain Commissioner One Public Works Drive Building 95 West Waterford, MI 48328-1907 Dear Mr. Wineka, Enclosed you find two (2) copies of the Oakland County Drain Commissioners Contract for Storm Water Management Services with the city of Rochester Hills executed by Mayor on behalf of the City. In addition if a certified resolution of City Council's action approving that agreement. Upon execution of the documents by Oakland County, please return one copy to the City of Rochester Hills for the City's records. If you have any questions or concerns, please feel free to contact me. Sincerely, CITY OF ROCHESTER HILLS Susan Koliba Galeczka R ECEIVED MAR .1 5 2004 OAKLAND COUNTY DRAIN COMMISSIONER www.rochesterhills.org File Number: 2004-0021 Rochester Hills Certified Copy Agreement: RES0018-2004 1000 Rochester Hills Drive Rochester Hills, MI 48309 (248) 656-4660 Home Page: www.rochesterhills.org Enactment Number: RES0018-2004 Approval of Inter-Agency Agreement between the County of Oakland and the City of Rochester Hills for Storm Water Management Services Resolved, that the Rochester Hills City Council approves the Inter-Agency Agreement between the County of Oakland and the City of Rochester Hills to contract for Storm Water Management Services; Be It Further Resolved, that the Mayor and Clerk are authorized to execute the Agreement on behalf of the City. I, Bev Jasinski, City Clerk, certify that this is a true copy of Resolution No. RES0018-2004, passed by the City Council on 2/4/04. }tie-) (?..a-.4-4--,e--e--04 Bev Jasinski, City Clerk Date Certified Rochester Hills Page 1 Printed on 2/9/04 -r • '?se" s> 4, , (?c 00,o, ,ec• . se o Nt' e, o t'ec 0 "? 4" '6 •C> ? x„) • 9, 6)o, '?"..,e<„' • < 0 1/4-1,A 0 ,(> < 4, s tcN • o oo • re, -oo ) -cy /2 s 0,,> \O -.4),A . "2 L ' s'4.* ,4. 0,... - 0 c,„ o.r. 1.M FARMS COUNCIL MEETING JANUARY 26, 2004 PG. 4 /ted that the guardrail across the propert y does :the propert y is inaccessible. He believes the irong in its interpretation of access and stron g l y .\> / Council not to den y this re quest for land division. / Bauer stated that the Villa g e is in receipt of a merom the Friends of the Rouge which provides technical ation as to the conse quences of dividin g this parcel. The ,ge eng ineer has raised major concerns that the proposed ,els are in a floodplain and floodwa y , questionin g the 4- N,x .essibilit y of the parcels. 'ke lotion carried unanimousl y . iP o ,? INTER-LOCAL AGREEMENT STREAMBANK/DETENTION POND Mrs. Ha g aman summarized for Council the status of the proposed Streambank Erosion and Detention Pond inventor y studies. These studies are bein g coordinated by Oakland Count y and are part of the Villa g e's stated responsibilities in its efforts to clean up the Rou ge. It is also one of the activities the Villa ge has stated it would participate in its Voluntar y General Stormwater Permit (SWIPPI). Fourteen communities are participatin g in these studies. For the Villa g e, this stud y will include two waterwa y s: Snow Creek at the north end of the Villa ge and the Rou ge River in the Southeast corner of the Villa ge. Hubbell Roth and Clark is one of the companies receivin g the contract to do this study . The Villa g e attorne y has reviewed the proposed contract ar while there are some minor concerns, he has recommended t risk to the Villa ge is minimal. If the Villa g e doesn't into the contract, there is a possibilit y of losin g the Therefore, because time is of the essence, it is recom that the Villa g e enter into the contract. The initial cost estimates were based on a 50/50 sp.' g rant monies. However the g overnment g rant will or 40% of the cost, which raises the Villa g e's contri $2,813.00. RESOLUTION 2004-02 OFFERED b y Leckie supported: into Oakland Count y Drain Commissioner's Contr Water Mana gement Services with the Villa ge of Gollnitz, Freeman, Leckie, Tripp, Bauf Sy of Birmingham 01-22-04 APPROVAL OF CONSENT AGENDA munily MOTION: Motion by Hoff, seconded bl Thorsby: To approve the consent agenda as ‘. tVis: C. Resolution approvir% ti.ont 'cin 1-2 5tr*bank Inventory Study and authorizing the Mayor \.\d 9r1 tti agrernt on behalf of the City of Birmingham. Commis§ Hoff Commi em McDaniel Corn oner VicKeon Cornrissloner Iske COMttoner Plotnilc CommisSioner lhorsby 1,4aNOr Carney Nays, We, (.41 of Bk Acy \N6ssi °et\C` vesoiutv \S a k111% 111d correct co. siori at thew regutar meetotIol Pluv, CMI vart reby certify that the the Birmingham City ham, d adootern TO: CITY OF FARMINGTON HILLS 31555 WEST ELEVEN MILE ROAD FARMINGTON HILLS MI 48336 INVOICE: 285-1-Farm Hills DATE: January 6, 2004 'V'7 _ 0.-0/3 Tleue--rr ex.1 PREPARED BY: DRAIN ACCOUNTING FISCAL SERVICES DIVISION DEPARTMENT OF MANAGEMENT AND BUDGET JOHN P. McCULLOCH OAKLAND COUNTY DRAIN COMMISSIONER ONE PUBLIC WORKS DRIVE WATERFORD, MICHIGAN 48328 PHONE: 858-0942 DESCRIPTION: Community estimated apportioned cost for Detention Pond Inventory Project County acct #61-131844-71000-0218 Community estimated apportioned cost for Streambank Inventory Project County acct #61-131845-71000-0218 ci1R2, ri"\,1 $0.00 $10,686.00 445- - /- 431 MAKE CHECK PAYABLE TO: OAKLAND COUNTY DRAIN COMMISSIONER SAN 2004 •OAKLAND COUNTY - I • LER TOTAL AMOUNT DUE: DATE DUE: $10,686.00 Upon Receipt Doman, City Clerk CITY OF FARMING TON HILLS CITY CT .FRICS OPPICE 31555 IV 11 Mile Road, Farmington Hills, MI 48336-1165 (248) 871-2410 R-11-04 RESOLUTION IT IS RESOLVED, that City Council hereby authorizes the City of Farmington Hills to enter into an interagency agreement with the Oakland County Drain Corrnnissioner to provide an inventory of the stream banks in the eastern one-third of the City of Farmington Hills and that $10,686.00 be authorized for payment to the County to cover the local share of this portion of the project, as outlined in CMR 1- 04-3 The remaining strearn banks will be inventoried at a future dai Motion by: OLTVERIO Support by MASSEY Roll Call Vote: Yeas: AKOURI. BARNET T, BRICKNER, BRUCE, ELLIS, MASSEY AND OLIVERIO Nays: NONE Absent: NONE Abstentions: NONE MOTION:..CARRIED 7-0:- 1, Kathryn A. Doman, the duly authorized City Clerk of the City of Farmington Hills, Oakland County, Michigan, do hereby certify that the foregoing is a true copy of a resolution adopted by the City Council of the City of Farmington hills on January 12, 2004. DATE: January 13, 2004 REPORT FROM THE CITY MANAGER TO CITY COUNCIL — JANUARY 12.2004 SUBJECT: Stream Bank Inventory Agreement with the Oakland County Drain Commissioner Administrative Summary • In accordance with the federal Clean Water Act the City of Farmington Hills has a valid Storm Water Permit. • One of the requirements included in the Storm Water Permit is the evaluation of the rivers and streams in the City of Farmington Hills. In order to meet this requirement Farmington Hills committed to working with the Oakland County Drain Commissioners Office on inspections of the streams. • The Oakland County Drain Commissioner has received a grant for 50% of the cost of inventorying soil erosion in the streams in Farmington Hills within the Main 1-2 sub- watershed. This area is approximately one-third of the City of Farmington Hills. • In order to proceed, authorization is needed to enter into a formal interagency agreement with the Oakland County Drain Commissioner to do the required work. Recommendation RESOLVE that the City of Farmington Hills enter into an interagency agreement with the Oakland County Drain Commissioner to provide an inventory of the stream banks in the City of Farmington Hills and that $10, 686 be authorized for payment to the County to cover the local share of the project. Support Documentation As part of the federal Clean Water Act, Farmington Hills, along with other communities in the Rouge River watershed, agreed to work with the Oakland County Drain Commissioner to identify stream conditions in the city. One of the criteria is to evaluate stream banks with regard to soil erosion. The staff has been working with the Drain Commissioner to do the work together with other Communities for efficiency. To that end, the Drain Commissioner has applied for and received a federal grant to cover approximately 41% of the cost to do the work. Costs are as represented on the attached spreadsheet with Farmington Hills' share being $10,686. It should be noted that only the streams located in the Main 1-2 subwatershed (eastern 1/3 of the city) are included. The remainder will be done at a future date. The work would be done by consultants that have been retained by the Drain Commissioner. Work would start this winter and be completed by the fall of 2004. The actual product that would be received is outlined as follows: Stream bank Inventory An inventory of the stream banks will be performed for the Rouge Main 1/2 subwatershed, excluding the Franklin Branch and its tributaries (which are covered under another project). The consultant will communicate with the communities to determine which branches and tributaries of the approximately 100 miles (all communities) of the river are sizable enough to be inventoried. The inventory will be performed using the existing Michigan Department of Environmental Quality (MDEQ) approved inventories criteria for Mitchell Creek, Au Sable River and Clinton River Watersheds as models. Physical data and photographs will be collected at each erosion site, including the following, or related items as agreed upon between the communities and consultant that meet the objectives of the grant: • Location identified by global positioning system • Complete site photographs • Bank condition • Apparent cause of erosion • Amount of erosion, length & width, amount of sediment in river • Slope ratio • River conditions • Soil type & texture The collected data will be compiled in an electronic database that includes a location map of all inventory sites and will be accessible using ArcView (GIS). The database will be provided for all partnering communities and the Oakland County Drain Office. An assessment of the hydraulic/hydrologic characteristics of the Rouge Main 1-2 drainage area will be performed using HEC-2, HEC-RAS or similar models taken from existing FEMA flood insurance studies. The study will include reviewing 2, 10, 50 and 100 year storm flow velocity and river stages. The cross-sections that are considered in the study will be located on a watershed map. The results of the study will be summarized for inclusion in the final report and will be used to determine appropriate site stabilization techniques. For areas without FEMA studies, simple flow estimates and calculations will be used. Prepared by: Thomas Biasell, Director, Department of Public Services Approved by: Steve Brock, City Manager Stree, Inver Evy speedativat Strews 10/2/510935 0.N Rouge Main 1-2 Subwatershed Inventories Project Streambank Erosion Inventories Study Fund Allocations 0 a EPA Open Commun ty/ EPA EPA EPA Reaches Enclosed County Estimated Drainbord Level 2 Level 3 Level 4 Total EPA in Fran4in Drains (not Drains (not Resulting Convoking 10% OCDC 10% Total Project Grant Funds Estimated Ranlmes Reach Rea hes Reaches Branch r FranM n Is Franklin Stream Snraices Cost Admin siren Communit aelliMMIZEMIIIDEMEGEDUaL1201 MGM= MEM= MESEDIM EIMMIEL MEIEIM=WINIEEFINnFlnWSITIMI VITI TNITIMMISIXIIIIIIIIMMUTIn171211 la=1,12/1111.1 111r3 MENET IMWAgi.IMMEMOnINIIiltinMul.11n111311nMITX1nCSEMTI VORMIIMINIMINIIIP lit iMaggnigUln01nMInMal n••••PU:VinMT,Ttl 1nMrMICiNfil==111CilEiLlIvw-uxI C 00,13 le d - i 5 Mng MEM fflUIMMEMO 1101 .11lIMME•iilk/aSTnListkiii.-1Wi7 ;1‘ThlnMVEIMINn17M-M =MEIMIEMIEMEHEI nnnn••1111i11/1.1i14t1n534oVillnLithlfllnMWMnKV7Wr Miwz-M MEICEI EWMIER11n111=MAEMW1nMilUifilnM*141:1n14,1:1:11nWIT53 -111SP4nM.NITILAN'iNiTiV IMUIVAM MnIMOMMn1n•nn•INIMiCilliML1nWiSt.,1n11W1 4TMIVEITr311 rm. 4Mmin-nan1 ffinn:1140M2M1.17ii../11n1/1/nn•nnMPAil lIMOnMi,10DIMMitIl %Al "417-i1MMINIMILititl I -MV IZIESF I:MigUE=XIIEOW1 1n1;1nLiWklMffilinfillritIWVIITTM=MILIZMITMNI Pebble Creek Dr5in EMEM =1171rn ;IIIMMMITIM TIV ITR=="TMINIIIIIMM:171ril IZEIMIMEMnIIIMMUJIMMIIMInWA I] Pt P1 "fill11•111ill ISIEE MMINNEn nMI iIiEl X Einmsiiiiisin stn -wars nIIMAISlI ss-si IMMILEMSEMIll iMIM 1MM 1nn•••111•ki,1 11441n=4.0il {0.11i.i:LinCiiirLAnIIINIMTVIAI LA =ELIMELLEIREMIZIMEn. 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MMiNIJEMMX1MMit1i1IMWanMlat 0 ‘1n1411At/ "1.-4.1nMU-T.1 tlfiLl/N IMIIIIIMINAlibIl Totals 20.8 42.3 31.2 94.3 15.2 IMPIMAIMIMIIMMIIMIMIME OCDC Ackruu.streine Costs or Grail Adorns:Von Proleur lulok:uys, Mier-agency vaerrupt Ad, nsu sum ,insincUi AccoJeeng. lilt Con:inse.cy 515cm cM1p,os stream rries surveyed arr.; kmenuon POI.; InVermiecl et CU', WISPS reetles. Dave Payne, Supervisor Wilma S. Cotton, Clerk Dan Devine, Treasurer Trustees: Jerry J. Tobias Sherry Stefanes Janet Roncelli David Buckley BLOOMFIELD TOWN61-10 January 28, 2004 James Wineka Oakland County Drain Commissioner Building 95 West One Public Works Dr Waterford, MI 48328-1907 Re: Stream bank / Detention Pond Inventories Dear Mr. Wineka: Enclosed is the original agreement signed by the Township officials as well as two certified copies of the resolution passed by the Township Board on January 12, 2004. Please forward a copy of the agreement after being signed by the County officials. We look forward to working with the OCDC and their consultants on these projects. Sincerely, Wayne Domine Superintendent Water & Sewer Department 4200 Telegraph Road • P.O. Box 489 • Bloomfield Hills, MI 48303-0489 • Phone (248) 433-7700 • Fax (248) 433-7714 CHARTER TOWNSHIP OF BLOOMFIELD BOARD OF TRUSTEES JANUARY 12, 2004 PAGE -1- PRESENT: Payne, Cotton, Devine, Roncelli, Stefanes, Buckley ABSENT: Tobias Payne said the next item is Oakland County Drain Commission Contract for Storm Water Management Services. Wayne Domine, Superintendent of the Water and Sewer Department, explained the proposal. He said in 2001 the County Watershed Management Group made a proposal to the Wayne County Rouge Program Office to do an inventory of the retention pond basins throughout Oakland County in the Rouge River Watershed. There are actually two projects. The other one is to do a streambank stabilization erosion inventory in the region similar to what we did on the Franklin Branch. This is a countywide project in the watershed. The project costs about $145,920 project and we are receiving a grant of $54,350. The project is divided among several communities. The Drain Commissioner has to get approval from the County Commissioners. The Rouge Program money is only available through the end of this year, so this project is on a fast track right now. Out of the $145,920 project, the Township's share is about $20,000. We have identified about 52 retention ponds in the Township, both public and private. The purpose of the project is to get a handle on these retention ponds, verify they are functioning properly, and look at it from both the water quality and quantity standpoint. The Township has applied for and been approved to hold a workshop in the next year, which is probably just a $10,000 grant. The purpose for that grant is to invite the condominium associations and homeowner associations that have these retention ponds and educate them on the importance of maintaining the basins. We only maintain about a dozen of the basins. The streambank project involves 7 miles of the Rouge River that are in the Township. The EPA has identified the Rouge River and the actual legal entity of the river that is protected. The engineers are going to walk the banks and do an inventory and hydraulic study similar to what we did on the FEMA grant for the Franklin Branch. The County Drain Commissioner went out for bids and Hubbell, Roth and Clark was selected. This is a local match so our contribution is $20,000 something. Some will be for in kind services which means Domine would keep track of his time and that would be incorporated into our share of the local contribution amount. MOTION WAS MADE by Devine and supported by Buckley to APPROVE the following resolution for the Oakland County Drain Commission Contract for Storm Water Management Services: RESOLUTION WHEREAS, the Oakland County Drain Commissioner has applied for, and was awarded, federal grant funding not exceeding a total of $103,995 (Main 1-2 Storm Water Detention Pond Inventory Project $54,350 grant and Main 1-2 Stream Bank CHARTER TOWNSHIP OF BLOOMFIELD BOARD OF TRUSTEES JANUARY 12, 2004 PAGE -2- Inventory Project $49,645) from the County of Wayne via United States Environmental Protection Agency (USEPA), to implement inventory of detention ponds and stream banks; and WHEREAS said grant, among other things, requires a 50% match in funds or in- kind services; and WHEREAS Bloomfield Township, along with West Bloomfield Township, City of Birmingham, City of Bloomfield Hills, City of Farmington Hills, City of Rochester Hills, City of Southfield, City of Troy, Village of Beverly Hills and Village of Bingham Farms, has requested the Oakland County Drain Commissioner for assistance in administering the storm water detention pond and stream bank inventory project; WHEREAS subject to the conditions contained in the attached contract, the Township will agree to reimburse the Oakland County Drain Commissioner as provided for in the attached contract; and WHEREAS the scope of the detention pond and stream bank inventory project is set forth in the Scope of Services attached to the attached contract; and, WHEREAS the Township recognize and agree that, absent an agreement the County has no obligation to provide these services or grant funding to or for the Township. NOW THEREFORE BE IT RESOLVED the Township Board authorizes the Oakland County Drain Commissioner to proceed with administering the Detention Pond and Streambank Inventory Project; and the Supervisor and the Clerk are hereby authorized to execute and deliver the contract with the Oakland County Drain Commissioner, for and on behalf of the Township. YEAS: Payne, Cotton, Devine, Stefanes, Roncelli, Buckley NAYS; None RESOLUTION DECLARED ADOPTED. I, WILMA S. COTTON, TOWNSHIP CLERK of the Charter Township of CHARTER TOWNSHIP OF BLOOMFIELD BOARD OF TRUSTEES JANUARY 12, 2004 PAGE -3- Bloomfield, County of Oakland, Michigan, do hereby certify the foregoing is a true and correct copy of a resolution adopted by the Board at their regular meeting held on January 12, 2004. WILMA S. COTTON TOWNSHIP CLERK mjg