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HomeMy WebLinkAboutResolutions - 2019.03.14 - 30994(MISC. *19042) REPORT March 14, 2019 BY: Helaine Zack, Chairperson, Finance Committee IN RE: PARKS AND RECREATION — APPROVAL OF INTERLOCAL AGREEMENT WITH THE CITY OF ROYAL OAK FOR THE DEVELOPMENT OF NORMANDY OAKS PARK To the Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: The Finance Committee, having reviewed the above-referenced resolution on February 27, 2019, reports with the recommendation that the resolution be adopted. Chairperson, on behalf of the Finance Committee, I move the acceptance of the foregoing report. Commissioner Held-file Zack, District #18 Chairperson, Finance Committee FINANCE COMMITTEE VOTE: Motion carried unanimously on a roll call vote. MISCELLANEOUS RESOLUTION #19042 March 14, 2019 BY: Commissioner Penny Luebs, Chairperson, Healthy Communities and Environment Committee IN RE: PARKS AND RECREATION — APPROVAL OF INTERLOCAL AGREEMENT WITH THE CITY OF ROYAL OAK FOR THE DEVELOPMENT OF NORMANDY OAKS PARK To the Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS the Oakland County Parks and Recreation Commission ("OCPRC") was approached by the City of Royal Oak ("City") to partner on the development of the 40-acre Normandy Oaks Park in the City; and WHEREAS the Normandy Oaks Park master plan calls for the development of trails and a nature area; and WHEREAS trails continue to be one of the highest ranking recreational amenities requested by the citizens of Oakland County, as verified in the 2017 county-wide recreational needs assessment; and WHEREAS OCPRC desires to provide recreational amenities that meet the needs of the residents of Oakland County; and WHEREAS the 2018-2022 Oakland County Parks and Recreation Five-Year Parks and Recreation Master Plan identifies three key criteria to ensure park investment fits with its mission and regional scope, including having a regional draw, significant project size, and/or serving as a catalyst for regional project implementation; and WHEREAS the development of Normandy Oaks meets 2 of the 3 criteria due to its size, the miles of trails, and the fact that the Park will draw residents from multiple communities; and WHEREAS to assist with the development of Normandy Oaks, the attached Interlocal Agreement was negotiated with the City; and WHEREAS through the Interlocal Agreement, OCPRC will provide funding to the City from its Unrestricted Net Assets not to exceed $1,010,650, for trails ($521,250), a nature area, including trails, native grasses, and water bodies ($276,320), a pedestrian bridge from one of the parking areas into the nature area ($213,080), and various regional recreation programs and activities; and WHEREAS this funding will be paid to the City over three fiscal years, as specified in the Interlocal Agreement; and WHEREAS there will be no fee for patrons to use the Park trails or nature area; and WHEREAS the Oakland County Parks and Recreation Commission recommends the approval of the attached Interlocal Agreement with the city of Royal Oak for the development of Normandy Oaks Park. NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners authorizes and approves the Interlocal Agreement with the City of Royal Oak for the development of Normandy Oaks Park. BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners directs the Chairperson of the Board or his designee to execute the attached Interlocal Agreement with the City of Royal Oak. BE IT FURTHER RESOLVED that a new Park Partnership cost center (#5060102) be created within the Parks and Recreation Fund (#50800) for budgeting and accounting purposes. BE IT FURTHER RESOLVED the FY 2019 — 2021 budget is amended as follows: PARKS AND RECREATION FUND (#50800) FY2019 FY2020 FY2021 Revenues: 5060666-160666-665882 Planned Use of Balance $521,250 $276,320 $213,080 Total Revenues $521,250 $276,320 $213,080 Expenses: 5060102-160102-762011 Transfer to Municipalities $521,250 $276,320 $213,080 Total Expenses $521,250 $276,320 $213,080 BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners encourages public bodies located in Oakland County to submit proposals in accordance to the Oakland County Parks and Recreation Commission's Recreation Partnership Policy. HEALTHY COMMUNITIES AND ENVIRONMENT COMMITTEE VOTE: Motion carried unanimously on a roll call vote. Chairperson, on behalf of the Healthy Communities and Environment Committee, I move the adoption of the foregoing resolution. Commissioner Penny Luebs, District #16 Chairperson, Healthy Communities and Environment Committee AGREEMENT FOR NORMANDY OAKS PARK BETWEEN OAKLAND COUNTY AND THE CITY OF ROYAL OAK This Agreement (the "Agreement") is made between Oakland County, a Constitutional and Municipal Corporation, 1200 North Telegraph, Pontiac, Michigan 48341 ("County"), through its statutory agent the Oakland County Parks and Recreation Commission ("OCPRC") and the City of Royal Oak, 211 Williams Street, Royal Oak, Michigan 48067. The County and the City may also be referred to jointly as "Parties" or individually in a generic or alternative sense as a "Party." INTRODUCTION AND PURPOSE OF AGREEMENT. In May 2018, the City formally invited OCPRC to discuss participation in the development and operation of Normandy Oaks Park ("Park"). The Park will be located on a former City-owned golf course and will be a City-owned and City- operated day-use park. As set forth in this Agreement, OCPRC desires to provide certain regional recreational programs/activities and certain Park improvements and amenities, such as trails and a nature area. Oalcland County Residents ranked trails as the Second (paved) and Third (unpaved) priorities for OCPRC investments in the OCRPC 2017 County-Wide Recreation and Community Needs Assessment. OCPRC has determined that the Park improvements and amenities set forth and provided for in this Agreement meet and are consistent with the OCPRC Recreation Partnership Policy. Pursuant to Michigan law, the Parties enter into this Agreement to set forth the regional recreational programs/activities at the Park and improvements/amenities OCPRC will contribute to the Park. The Parties agree to the following terms and conditions: 1. DEFINITIONS. The following words and expressions used throughout this Agreement, whether used in the singular or plural, shall be defined, read, and interpreted as follows. 1.1. Agreement means the terms and conditions of this Agreement and any other mutually agreed to written and executed modification, amendment, addendum, or exhibit. 1.2. Claims means any alleged losses, claims, complaints, demands for relief or damages, lawsuits, causes of action, proceedings, judgments, deficiencies, liabilities, penalties, litigation, costs, and expenses, including, but not limited to, reimbursement for reasonable attorney fees, witness fees, court costs, investigation expenses, litigation expenses, amounts paid in settlement, and/or other amounts or liabilities of any kind which are incurred by or asserted against a Party, or for which a Party may become legally and/or contractually obligated to pay or defend against, whether direct, indirect or consequential, whether based Page 1 of 1 NORMANDY OAKS - INTERLOCAL AGREEMENT Approved by OCPRC on 02-06-19 upon any alleged violation of the federal or the state constitution, any federal or state statute, rule, regulation, or any alleged violation of federal or state common law. 1.3. County means Oakland County, a municipal and constitutional corporation, including, but not limited to, all of its departments, divisions, the County Board of Commissioners, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, volunteers, and/or any such persons' successors. 1.4. County Employee means without limitation, any employees, officers, managers, trustees, volunteers, attorneys, and representatives of the County, and also includes any County licensees, concessionaires, contractors, subcontractors, independent contractors, contractor's suppliers, subsidiaries, joint ventures or partners, and/or any such persons, successors or predecessors, employees (whether such persons act or acted in their personal, representative or official capacities). "County Employee" shall also include any person who was a County Employee at any time during the term of this Agreement but, for any reason, is no longer employed, appointed, or elected in that capacity. 1.5. pax means any calendar day beginning at 12:00 a.m. and ending at 11:59 p.m. 1.6. OCPRC means the Oakland County Parks and Recreation Commission, as established by resolution of the Oakland County Board of Commissioners pursuant to Public Act 261 of 1965, MCL 46.351, et seq. 1.7. City means the City of Royal Oak, including, but not limited to, its City Commission, any and all of its departments, divisions, elected and appointed officials, board members, commissioners, authorities, committees, employees, agents, subcontractors, attorneys, volunteers, and/or any such persons' successors. 1.8. City Employee means without limitation, any employees, officers, managers, trustees, volunteers, attorneys, and representatives of the City, and also includes any City licensees, concessionaires, contractors, subcontractors, independent contractors, contractor's suppliers, subsidiaries, joint ventures or partners, and/or any such persons, successors or predecessors, employees, (whether such persons act or acted in their personal, representative or official capacities). "City Employee" shall also include any person who was a City Employee at any time during the term of this Agreement but, for any reason, is no longer employed, appointed, Or elected in that capacity. 1.9. Park means the approximately 40-acre parcel of land known as Normandy Oaks, which will be a City-owned and City-operated park. 1.10. Park Master Plan means the master plan for the Park that was adopted by the City Commission on February 26, 2018 and that may be amended by the City Commission from time to time. 2. EFFECTIVE DATE/DURATION OF INTERLOCAL AGREEMENT/AMENDMENTS. 2.1. This Agreement and any amendments to this Agreement shall be effective when fully executed by both Parties. All amendments to this Agreement shall be in writing. The approval of this Agreement and any amendments shall be entered in the official minutes of the governing bodies of each Party. An executed copy of this Agreement and any amendments shall be filed by the County Clerk with the Secretary of State, pursuant to law. Page 2 of 2 NORMANDY OAKS - INTERLO CAL AGREEMENT Approved by OCPRC on 02-06-19 2.2. This Agreement shall commence on the date the Agreement is fully executed by all Parties and shall end five (5) years from the date this Agreement is fully executed. 3. TRAIL DEVELOPMENT. 3,1. OCPRC shall pay the City, as set forth herein, $521,250 or the actual costs to construct the Park trails, whichever amount is less, as such Park trails are described in the Park Master Plan. 3.2, Upon completion of the Park trails, described in this Section, the City shall submit a detailed invoice to the OCPRC Executive Officer for the construction costs. OCPRC shall pay its required portion of such costs within one hundred and twenty (120) calendar days of receipt of the invoice. 3.3. The City is responsible for all work to design and construct the Park trails; OCPRC shall only provide funding (as set forth herein) for design and construction of such trails. 3.4. The City is solely responsible to repair, replace, and maintain the Park trails and for all costs associated therewith. OCPRC is not responsible to repair, replace, or maintain the Park trails and not responsible to pay for such work. 3.5. The Park trails, constructed with OCPRC funding, shall be branded as OCPRC trails, with trailhead and trail mileage marker signage, 3.6. OCPRC shall be responsible to pay for all costs to design and construct the signage for the Park trails constructed with OCPRC funding. The City shall install and maintain the signage in perpetuity, at its sole cost, in an appearance similar to the signage originally designed and constructed. 4. NATURE AREA DEVELOPMENT. 4.1. OCPRC shall pay the City, as set forth herein, $276,320 or the actual costs to construct the Park Nature Area, whichever amount is less, as such Nature Area is described in the Park Master Plan. 4.2. Upon completion of the Park Nature Area, described in this Section, the City shall submit a detailed invoice to the OCPRC Executive Officer for the construction costs. OCPRC shall pay its required portion of such costs within one hundred and twenty (120) calendar days of receipt of the invoice; except that in no event shall payment be made to the City prior to October 1, 2019, due to OCPRC budgetary constraints. 4.3. The City is responsible for all work to design and construct the Park Nature Area; OCPRC shall only provide funding (as set forth herein) for design and construction of the Park Nature Area. OCPRC will provide a staff person to work with the City and its consultants to assist with the design for the Park Nature Area and creation of maintenance standards for such Area. 4.4. The City is solely responsible to repair, replace, and maintain the Park Nature Area and for all costs associated therewith. OCPRC is not responsible to repair, replace, or maintain the Park Nature Area and not responsible to pay for such work. 4.5. The Park Nature Area shall be branded as the OCPRC Nature Area with signage. Page 3 of 3 NORMANDY OAKS - 1NTERLOCAL AGREEMENT Approved by OCPRC on 02-06-19 4.6. OCPRC shall be responsible to pay for all costs to design and construct the Park Nature Area signage, The City shall install and maintain the signage in perpetuity, at its sole cost, in an appearance similar to the signage originally designed and constructed. 4.7. During the term of this Agreement, OCPRC natural resource staff will conduct an annual review of the Park Nature Area and make annual recommendations on maintenance needs to the City. 5. PEDESTRIAN BRIDGE DEVELOPMENT. 5,1. OCPRC shall pay the City, as set forth herein, $213,080 or the actual costs to construct the Park Pedestrian Bridge from the City-owned/operated Elks Park, parking lot to the Park Nature Area, whichever is less, as such Park Pedestrian Bridge is described in the Park Master Plan. The payment required by this Section is contingent upon there being an access route from the Elks Park, parking lot to the Park Pedestrian Bridge 52. Upon completion of the Park Pedestrian Bridge, described in this Section, the City shall submit a detailed invoice to the OCPRC Executive Officer for the construction costs. OCPRC shall pay its required portion of such costs within one hundred and twenty (120) calendar days of receipt of the invoice; except that in no event shall payment be made to the City prior to October 1, 2020, due to OCPRC budgetary constraints. 5.3. The City is responsible for all work to design and construct the Park Pedestrian Bridge; OCPRC shall only provide funding (as set forth herein) for design and construction of the Park Pedestrian Bridge. 5,4. The City is solely responsible to repair, replace, and maintain the Park Pedestrian Bridge and for all costs associated therewith, OCPRC is not responsible to repair, replace, or maintain the Park Pedestrian Bridge and not responsible to pay for such work. 5.5. The Park Pedestrian Bridge shall be branded as the OCPRC Bridge with signage. 5.6. OCPRC shall be responsible to pay for all costs to design and construct the Park Pedestrian Bridge signage. The City shall install and maintain the signage in perpetuity, at its sole cost, in an appearance similar to the signage originally designed and constructed. 6. RECREATIONAL PROGRAMS AND ACTIVITIES. 6.1. OCPRC will provide, at its sole cost, regional recreational programs and activities at the Park. These programs and activities shall commence when the Park is open to the public. Within thirty (30) calendar days of full execution of this Agreement and annually thereafter, OCPRC shall meet with City Recreation staff to coordinate recreational programs and activities to be offered at the Park. 6,2. OCPRC shall have the final discretion to determine the number, frequency, and value of the regional recreational programs and activities, due to OCPRC budgetary constraints. The goal is for the OCPRC recreational programs and activities to have an annual value between ten thousand and twenty thousand dollars ($10,000 and $20, 000), OCPRC has the right, but not the obligation, to charge a fee for the recreational programs and activities it offers at the Park. Page 4 of 4 NORMANDY OAKS - INTERLOCAL AGREEMENT Approved by OCPRC on 02-06-19 7. ASSURANCES. 7.1. OCPRC is not obligated to pay the City any funds, under this Agreement, until OCPRC receives a detailed invoice for the funding as required herein. All invoices for payments due to the City, under this Agreement, shall be submitted and received by the OCPRC Executive Officer prior to December 30, 2022 at 5:00 p.m. ("Deadline"). If the OCPRC Executive Officer does not receive an invoice prior to the Deadline, then OCPRC payment obligations, for which an invoice is not received, shall cease and the City is not entitled to any remaining funding. 7.2. The City shall: (1) operate, maintain, and repair the Park trails, Park Nature Area, and Park Pedestrian Bridge for a minimum of their useful life, as determined by OCPRC and (2) appropriate monies and/or provide such services as are necessary for the adequate and safe operation, maintenance, and repair of such improvements/amenities. 7.3. Each Party shall be responsible for any Claims made against that Party by a third party, and for the acts of its employees arising under or related to this Agreement. 7.4. In any Claim that may arise from the performance of this Agreement, each Party shall seek its own legal representation and bear the costs associated with such representation, including judgments and attorney fees. 7.5. Except as otherwise provided for in this Agreement, neither Party shall have any right under this Agreement or under any other legal principle to be indemnified or reimbursed by the other Party or any of its agents in connection with any Claim. 7.6. This Agreement does not, and is not intended to, impair, divest, delegate or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity of the Parties. Nothing in this Agreement shall be construed as a waiver of governmental immunity for either Party or their respective employees. 7.7, The Parties have taken all actions and secured all approvals necessary to authorize and complete this Agreement. The persons signing this Agreement on behalf of each Party have legal authority to sign this Agreement and bind the Parties to the terms and conditions contained herein. 7.8, Each Party shall comply with all federal, state, and local laws, ordinances, regulations, administrative rules, and requirements applicable to its activities performed under this Agreement. The City shall comply with the American with Disabilities Act and all barrier- free laws, regulations, codes, rules, and ordinances in the design, construction, repair, and maintenance of the Park, 8. LIMITATION OF LIABILITY. In no event shall either Party be liable to the other Party or any other person, for any consequential, incidental, direct, indirect, special, and punitive Or other damages arising out of this Agreement. 9. DISPUTE RESOLUTION. All disputes relating to the execution, interpretation, performance, or nonperformance of this Agreement involving or affecting the Parties shall first be submitted to the OCPRC Executive Officer and the City Manager. The OCPRC Executive Officer and the City Manager shall promptly meet and confer in an effort to resolve such dispute. If they cannot resolve the dispute in five (5) business days, the dispute may be submitted to a panel of three individuals, with the OCPRC Executive Officer and the City Manager each selecting a member, and the two members so selected choosing the third member. If the dispute is not resolved within thirty (30) Page 5 of 5 NORMANDY OAKS - INTERLOCAL AGREEMENT Approved by OCPRC on 02-06-19 business days then, at the option of both Parties, the matter may be submitted to arbitration by a single arbitrator (selected by the panel), with arbitration conducted in Oakland County, Michigan in accordance with the rules of the American Arbitration Association, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction; or the matter may be submitted to facilitation at the option of both Parties, 10. DELEGATION OR ASSIGNMENT. Neither Party shall delegate or assign any obligations or rights under this Agreement without the prior written consent of the other Party. For purposes of this Section, consent fur the County shall be given by the OCPRC Executive Officer or his/her successor and consent for the City shall be given by the City Manager. Also for purposes of this Agreement, a Party contracting with a third-party contractor to perform the duties under this Agreement on the Party's behalf shall not operate as an assignment or delegation under this Section. 11. NO EMPLOYEE-EMPLOYER RELATIONSHIP. Nothing in this Agreement shall be construed as creating an employer-employee relationship between County and the City. 12. NO THIRD-PARTY BENEFICIARIES. This Agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right in favor of any person or entity other than the Parties. 13. NO IMPLIED WAIVER, Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this Agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this Agreement. No waiver of any term, condition, or provision of this Agreement, whether by conduct or otherwise, in one or more instances shall be deemed Or construed as a continuing waiver of that or any other term, condition, or provision of this Agreement. No waiver by either Party shall subsequently affect its right to require strict performance of this Agreement, 14. SEVERABILITY. If a court of competent jurisdiction finds a term or condition of this Agreement to be illegal or invalid, then the term or condition shall be deemed severed from this Agreement. All other terms, conditions, and provisions of this Agreement shall remain in fall force, 15. CAPTIONS. The section and subsection numbers, captions, and any index to such sections and subsections contained in this Agreement are intended for the convenience of the reader and are not intended to have any substantive meaning. The numbers, captions, and indexes shall not be interpreted or be considered as part of this Agreement. Any use of the singular or plural, any reference to gender, and any use of the nominative, objective or possessive case in this Agreement shall be deemed the appropriate plurality, gender or possession as the context requires. 16. FORCE MAJEURE. Notwithstanding any other term Or provision of this Agreement, neither Party shall be liable to the other for any failure of performance hereunder if such failure is due to any cause beyond the reasonable control of that Party and that Party cannot reasonably accommodate or mitigate the effects of any such cause. Such cause shall include, without limitation, acts of God, floods, fire, explosion, vandalism, national emergencies, insurrections, riots, wars, strikes, lockouts, work stoppages, other labor difficulties, or any law, order, regulation, direction, action, or request of the United States government or of any other government. Reasonable notice shall be given to the affected Party of any such event. Page 6 of 6 NORMANDY OAKS - INTERLOCAL AGREEMENT Approved by OCPRC on 02-06-19 17. NOTICES. Notices given under this Agreement shall be in writing and shall be personally delivered, sent by express delivery service, certified mail, or first-class U.S. mail postage prepaid, and addressed to the person listed below. Notice will be deemed given on the date when one of the following first occur: (i) the date of actual receipt; (ii) the next business day when notice is sent express delivery service or personal delivery; or (iii) three days after mailing certified U.S. mail. 17.1. If Notice is sent to County and OCPRC, it shall be addressed and sent to: OCPRC Executive Officer, 2800 Watkins Lake Road, Waterford, Michigan 48328 and the Chairperson of the Oakland County Board of Commissioners, 1200 North Telegraph Road, Pontiac, Michigan 48341. 17.2. If Notice is ,sent to the City, it shall be addressed to: City Manager, City of Royal Oak, 211 Williams Street, Royal Oak, Michigan 48067 and Mayor, City of Royal Oak, 211 Williams Street, Royal Oak, Michigan 48067. 17.3. Either Party may change the individual to whom Notice is sent and/or the mailing address by notifying the other Party in writing of the change. 18. GOVERNING LAW/CONSENT TO JURISDICTION AND VENUE. This Agreement shall be governed, interpreted, and enforced by the laws of the State of Michigan. Except as otherwise required by law or court rule, any action brought to enforce, interpret, or decide any Claim arising under or related to this Agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 52-2 District Court of the State of Michigan, the 44" District Court of the State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. 19. ENTIRE AGREEMENT, This Agreement represents the entire agreement and understanding between the Parties regarding the design, engineering, construction and maintenance of the Safety Path. This Agreement supersedes all other oral or written agreements between the Parties regarding that subject matter. The language of this Agreement shall be construed as a whole according to its fair meaning, and not construed strictly for or against any Party. Page 7 of 7 NORMANDY OAKS - INTERLO CAL AGREEMENT Approved by OCPRC on 02-06-19 IN WITNESS WHEREOF, Michael Fournier, Mayor, City of Royal Oak, and Melanie Halas, City Clerk, City of Royal Oak, have been authorized by a resolution of the City, to execute this Agreement on behalf of the City. EXECUTED: EXECUTED: WITNESSED: Michael Fournier, Mayor Melanie Halm, City Clerk DATE: DATE: DATE: IN WITNESS WHEREOF, David T. Woodward, Chairperson, Oakland County Board of Commissioners, has been authorized by a resolution of the Oakland County Board of Commissioners to execute this Agreement on behalf of the County. EXECUTED: DATE: David T. Woodward, Chairperson Oakland County Board of Commissioners WITNESSED: DATE: Page 8 of 8 NORMANDY OAKS - INTERLOCAL AGREEMENT Approved by OCPRC on 02-06-19 Resolution #19042 March 14, 2019 Moved by Miller seconded by KowaII the resolutions on the amended Consent Agenda be adopted (with accompanying reports being accepted). AYES: Jackson, Kochenderfer, KowaII, Kuhn, Long, Luebs, Markham, McGillivray, Middleton, Miller, Nelson, Powell, Quarles, Spisz, Taub, Weipert, Woodward, Zack, Gershenson, Hoffman. (20) NAYS: None. (0) A sufficient majority having voted in favor, the resolutions on the amended Consent Agenda were adopted (with accompanying reports being accepted). GERALD I/ POISSON CHIEF DEPUTY COUNTY EXECUTIVE ACTING PURSUANT TO MCL 45.559A(7) STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Lisa Brown, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on March 14, 2019, with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set my hand and affixed the seal of the County of Oakland at Pontiac, Michigan this 14th day of March, 2019. Lisa Brown, Oakland County