HomeMy WebLinkAboutResolutions - 2020.07.02 - 33393MISCELLANEOUS RESOLUTION #20230 July 2, 2020
BY: Commissioner Penny Luebs, Chairperson, Health, Safety and Human Services Committee
IN RE: WATER RESOURCES COMMISSIONER – VILLAGE OF BEVERLY HILLS WATER SYSTEM
OPERATION AND MAINTENANCE AGREEMENT
To the Oakland County Board of Commissioners
Chairperson, Ladies and Gentlemen:
WHEREAS the Village of Beverly Hills has a water system currently operated and maintained through
Oakland County by the office of the Water Resources Commissioner on a revenue -neutral basis; and
WHEREAS the Village of Beverly Hills desires to engage the County to continue to operate and maintain
its water system on a revenue -neutral basis pursuant to the terms of an operation and maintenance
agreement; and
WHEREAS Oakland County, by and through the office of the Water Resources Commissioner, has qualified
personnel capable of providing water operations and maintenance services, and
WHEREAS the County's cost and overhead incurred for the services performed shall be compensated from
the revenues of the water system; and
WHEREAS the County will assist the Village in the operations and maintenance of the water system on a
revenue -neutral basis and the County's General Fund will not be charged with or be liable for the cost of
operating, maintaining, repairing, replacing, or administering the water system; and
WHEREAS the agreement shall be effective for an initial term of ten (10) years with a ten (10) year renewal
option; and
WHEREAS the agreement includes a termination notice of 180 days for any reason and without penalty,
and
WHEREAS the terms of an agreement for the operation and maintenance of the Village of Beverly Hills
water system by Oakland County through the office of the Water Resources Commissioner have been
negotiated, set forth in writing, and approved by resolution of the Village of Beverly Hills' Council on March
3, 2020.
NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners hereby approves
the Village of Beverly Hills Water System Operation and Maintenance Agreement.
BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners hereby directs its
Chairperson or designee to execute the attached Village of Beverly Hills' Water System Operation and
Maintenance Agreement.
BE IT FURTHER RESOLVED that no budget amendment is required.
Chairperson, on behalf of the Health, Safety and Human Services Committee, I move the adoption of the
foregoing resolution. t
YM1 t C ryl
Commissioner Pw nny Luebs, District #16
Chairperson,He- Ith, Safety and Human
Services Committee
HEALTH, SAFETY AND HUMAN SERVICES COMMITTEE VOTE:
Motion carried unanimously on a roll call vote with Miller absent.
VILLAGE OF BEVERLY HILLS
WATER SYSTEM
OPERATION AND MAINTENANCE AGREEMENT
THIS AGREEMENT is made and entered into as of the day of Wl.(Xvdi
2020, by and between the COUNTY OF OAKLAND, a Michigan constitutional corporation
("County"), whose address is 1200 N. Telegraph, Pontiac, Michigan, 48341 and the VILLAGE OF
BEVERLY HILLS, a Michigan municipal corporation, whose address is 18500 West Thirteen Mile
Road, Beverly Hills, Michigan 48025 ("Village"). In this Agreement, either the County and/or the
Village may also be referred to individually as a "Party" or jointly as "Parties."
Recitals:
WHEREAS, the Village owns a water supply system, which includes water mains and
related appurtenances which shall collectively be known as the Village of Beverly Hills Water
Supply System, as set forth in the attached Exhibit A and as it may be expanded or altered from
time to time (the "System"); and,
WHEREAS, the Village desires to engage the County to operate and maintain the System
on behalf of the Village on a non-profit basis and in accordance with the terms and conditions set
forth for in this Agreement; and,
WHEREAS, the County, by and through the Office of the Oakland County Water
Resources Commissioner ("WRC'), has qualified personnel capable of providing water operations
and maintenance services; and,
WHEREAS, the Michigan Constitution of 1963, Article 7, § 28, and the Urban Cooperation
Act of 1967, being MCL 124.501, et seq. (the "Act 7"), authorizes a political subdivision to exercise
jointly with any other political subdivision any power, privilege or authority which such political
subdivisions share in common with which each might exercise separately; and,
WHEREAS, pursuant to resolutions adopted by their respective legislative bodies, the
Parties each have been authorized to execute this Agreement for the Services according to the
terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of these premises and the mutual promises,
representations, and agreements set forth in this Agreement, and for other good and valuable
consideration, the receipt and adequacy of which is hereby acknowledged, the County and the
Village mutually agree as follows:
Article I. Statement of Authority and Purpose.
1.1 Authority. Pursuant to Act 7 of 1967, and any other applicable laws of the State of
Michigan, the County and the Village enter into this Agreement to establish terms and
conditions for the operation and maintenance of the System. Each Party agrees to take
all actions reasonably necessary to effectuate the objectives set forth in this Agreement.
1.2 Purpose. The purpose of this Agreement is to authorize the County to operate and
maintain the System on behalf of the Village on a non-profit basis and in accordance with
the Services detailed in Exhibit B attached hereto. In exchange for the Services, the
County shall be reimbursed for its Costs and Overhead from the Revenue collected and
deposited in the System Enterprise Fund maintained by the County on behalf of and for
the benefit of the Village.
Article II. Definitions.
In addition to the above defined terms (i.e. "County", "Village", "WRC", "Party" and "Parties") and
any terms defined in other sections of this Agreement (e.g., "Services"), the Parties agree that the
following words and expressions, whether used in the singular or plural, possessive or non -
possessive, and/or either within or without quotation marks, shall be defined and interpreted as
follows:
2.1 "Agreement" shall mean each of the various provisions and parts of this document,
including all attached Exhibits and any amendments thereto, as may be executed and
approved by the Parties.
2.2 "Cost(s)" shall be defined as the labor, including statutory and customary fringe benefits,
overtime, material, supplies, vehicle/equipment rental and subcontractor services devoted
to the Services as defined in this Agreement.
2.3 "Contractor' shall be defined as an independent contractor engaged by the County to
perform the Services and responsibilities necessary to carry out the objectives under this
Agreement.
2.4 "County Agent" or "County Agents" shall be defined as any and all Oakland County elected
officials, appointed officials, directors, board members, commissioners, authorities, other
boards, committees, commissions, employees, managers, departments, divisions,
volunteers, agents, representatives, and/or any such persons' successors or
predecessors (whether such persons act or acted in their personal representative or
official capacities), and/or any persons acting by, through, under, or in concert with any of
them, excluding the Village and/or any Village Agents, as defined herein.
2,5 "WRC Personnel" as used in this Agreement shall be defined as a specific subset of, and
included as part of the larger group of County Agents as defined above, and assigned by
the County to work in the Office of the Oakland County Water Resources Commissioner
as shown in the County budget and/or personnel records of the County.
2.6 "Village Agent" or "Village Agents", shall be defined to include any and all Village officers,
elected officials, appointed officials, directors, board members, council members,
authorities, boards, committees, commissions, employees, managers, departments,
divisions, volunteers, agents, representatives, consultants, and/or any such persons'
successors or predecessors (whether such persons .act or acted in their personal,
representative, or official capacities), and/or any persons acting by, through, under, or in
concert with any of them, excluding the County and/or any County Agents, as defined
herein.
2.7 "Claim(s)" shall be defined to include any and all alleged claims, complaints, demands for
relief or damages, lawsuits, and causes of action, whether in law or equity, tort, contract,
or otherwise, by third parties, arising out of the ownership, operation, maintenance of the
System, but does not include claims between the Parties.
2.8 "Overhead" shall be defined to include the following: all allocation of the labor cost,
including statutory and customary fringe benefits, of personnel responsible for
administering this contract or supervising the work performed in connection with this
Agreement; an allocation of expenses of the WRC; and an allocation of indirect costs of
Oakland County charged to the WRC for the use of buildings and facilities and for support
services, such as (but not limited to) legal, personnel, accounting, computer support, and
insurance/risk management. The Overhead expense allocations and methodology are set
forth in Exhibit C.
2.9 "Service Charge" shall be defined as the quarterly fee charged to the Village for the
operations and maintenance of the system. The fee is reviewed on an annual basis and
modified from time to time as mutually agreed upon.
2.10 "Revenue" shall be defined as the funds derived from the service charge.
2.11 "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.
2.12 "System Enterprise Fund" shall be defined as the account for the System established and
maintained by the County on behalf of the Village.
Article III. County Responsibilities; WRC Operation and Maintenance Services.
3.1 Services. The County agrees to perform the operation and maintenance services for the
System (all of the following being referred to in this Agreement as the "WRC Services" or
"Services") as set forth in Exhibit B attached to this Agreement,
(a) The Services to be provided by the County to the Village under this Agreement
shall be performed by the County's "WRC Personnel" and/or Contractor. The
County will maintain and designate a sufficient number of County Agents and WRC
Personnel, having sufficient qualifications, in order to carry out and provide the
Services under and in accordance with this Agreement. However, the County will
give due consideration to any input received from the Village concerning the
number and charges of Contractors and WRC Personnel assigned to provide
Services for the System.
(b) The County shall be responsible for furnishing all WRC Personnel and Contractors
with all job instructions, job descriptions and job specifications and shall in all
circumstances control, supervise, train or direct all WRC Personnel in the
performance of any and all Services under this Agreement. The County shall
remain the sole and exclusive employer of all County Agents and WRC Personnel.
(c) This Agreement is neither intended, nor shall it be interpreted, to create, change,
or otherwise affect or control, In any manner any employment 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 WRC Personnel. Except as
expressly provided for under the terms of this Agreement and/or laws of this State,
no County Agent or WRC Personnel, while such person is currently and/or actively
employed by the County shall be employed or utilized to perform any other
services by or for the Village during the term of this Agreement. This section shall
not prohibit the Village from employing any person who was a former County Agent
but is no longer employed in that capacity by the County.
3.2 System Capital Replacement Expenditures. Except in cases of emergencies, the County
shall not expend funds from the System Enterprise Fund for capital replacement or
improvement projects in excess of $25,000 without prior approval from the Village.
3.3 Establish Reserves. The County may establish a reserve for system emergencies, system
replacement, or other purposes with the consent of the Village.
3.4 Independent Contractor. At all times and for all purposes under the terms of this
Agreement, the County and/or any and all County Agents' legal status and relationship to
the Village shall be that of an Independent Contractor.
3.5 Insurance - County. The County will endeavor to obtain and to maintain for the duration
of this Agreement the following insurance coverages with insurance companies licensed
to do business in the State of Michigan, but only if such insurance coverage is
commercially available. It is understood and agreed, that all costs, including the premium,
self-insured retention or deductible, shall be included as a System Cost:
(a) Professional Liability or Errors and Omissions with limits of $10,000,000 per
occurrence and $15,000,000 aggregate.
(b) Commercial General Liability with limits of $10,000,000 per occurrence and
$15,000,000 aggregate.
(c) Certificates of Insurance.
So long as the Village maintains current on its annual premium for the
coverage outlined herein, it shall be a Named Insured under the policy.
(d) Non -Exclusivity and Limitations of Insurance Coverage. It is understood by the
Village, that the insurance coverages set forth herein and obtained and maintained
by the County is not exclusive to this Agreement. Meaning, that the County may
purchase and maintain the insurance coverages to insure the County (its
respective elected officials, officers, employees, and agents) against such Claims
arising from the County Services provided under this Agreement, as well as similar
Services the County provides to other municipal public corporations. As such, the
Village, along with other participating municipal corporations, will share in the cost
of the insurance premium paid by the County. To this end, the County agrees to
reasonably allocate the premium paid for the insurance to the various water and
sewer systems operated and maintained by the County, including the Village's
System, and provide reasonable justification for the allocation of said cost to the
Village. In addition, it is understood and agreed, that the purchase of insurance
and payment of the premium (as a System Cost), does not guarantee insurance
coverage for any Claim. All policies set forth herein are subject to the terms,
conditions, and limitations set forth in the insurance policies. As such, uninsured
Claims shall be and remain a System Cost. Moreover, insured Claims arising from
the County's Services to a municipal water and sewer system, other than the
Village's System, may limit or possibly eliminate coverage of a Claim arising from
the County's Services under this Agreement. In the event of such an occurrence,
it is understood that an otherwise insured Claim that is in excess of any valid and
collectible insurance rights/policies, shall be and remain a System Cost.
3.6 Permit Assistance. The County will assist the Village in the procurement of all permits,
guarantees, warranties, easements, licenses, and other similar approvals and consents
necessary to operate and maintain the System received by or granted to the Village as
the owner of the System.
3.7 Disbursinq Funds. Upon request from the Village for the disbursement of funds from the
System Enterprise Fund, the County shall promptly disburse funds to the Village in the
amount and manner requested, provided that the balance remaining in the System
Enterprise Fund is adequate for the operation and maintenance of the System.
Article IV. Village's Responsibilities.
4.1 Ordinance — Enforcement. The Village is responsible for enforcement of the Village's
ordinances and regulations relating to the System.
4.2 Capital Replacement of System. The Village shall be responsible for expenditures for all
capital replacement of System components.
4.3 Lead and Copper Reaulations. It is the Village's responsibility to comply with all lead and
copper regulations including service line inventory, service line field verification, lead and
copper sampling and service line replacement when necessary.
4.4 Testing and Samplinq Fees; Consultant Fees, The Village agrees that the term Costs
includes, but is not limited to, fees for testing, sampling, engineering services or studies,
hydrological studies, master planning, capital improvements, as well as all of the costs
related to procurement of the same, are a Cost which may be accounted for in the Rates
and Charges.
4.5 Village - Insurance.
(a) It shall be the responsibility of the Village to determine and obtain real and
personal property insurance with limits that the Village in its discretion,
deems necessary and appropriate for the System and components of the
System.
(b) It shall be the responsibility of the Village to determine and obtain
General Liability Insurance or self-insurance to protect against the Village's
liabilities and exposures set forth in Article VI.
4.6 Property Access. Village will be responsible for and will secure the right of access
necessary for WRC Personnel or Contractors to perform the Services under this
Agreement. The Village will be responsible for all costs or Claims associated with securing
rights of access.
4.7 Compliance with State and Federal Law and Requlations. The Village will be and remain
responsible for Costs associated with compliance with all federal, State, and local laws,
ordinances, regulations, and requirements in any manner affecting any work or
performance of this Agreement or with any Village duty or obligation under any applicable
State or federal laws and/or regulations.
4.8 Svstem Ownership. Notwithstanding any other term or condition in this Agreement, no
provision in this Agreement is intended, nor shall it be construed, as constituting a
divestiture or forfeiture of the Village's absolute ownership of and authority over the
System.
4.9 Information Transfer. The Village will provide documents to keep the WRC updated
regarding the water system as changes occur. Information to be provided includes copies
of permitted plans for watermain replacement projects and final as -built drawings. In
addition, the Village will provide copies of plans for any abandonment or other water
system changes.
Article V. Compensation for Services
5.1 Compensation from System Revenue. The County's Costs and Overhead incurred for the
Services shall be compensated from the Revenue from the System, In the event that the
Costs and Overhead exceed the Revenue in any one year, then any deficiency may be
recovered by adjusting the Service Charge or from the general fund of the Village. In the
event that annual Costs and Overhead are less than the annual Revenue, then upon the
sole discretion and direction of the Village, future Service Charges may be adjusted to
balance the account.
5.2 Countv Services Performed Non -Profit Basis. The Village acknowledges and agrees that
the County will assist the Village in the operations and maintenance of the System on a
non-profit basis for the benefit of the users of the system and therefore the County is
without funds to finance, operate and maintain the System except forthe Revenue derived
from the System users. Therefore, it is understood and agreed that in no event shall the
County or its general fund be charged with or be liable for the cost of operating,
maintaining, repairing, replacing, or administering the System. All Costs and Overhead
associated with the Services under this Agreement will be the responsibility of the Village.
Article VI. Standard of Care; Warranty Waiver; Consequential Damages; Liability.
6.1 Standard of Care: Waiver of Warrantv and Consequential Damaqes, The County will
perform the Services under this Agreement in accordance with the standard of care and
diligence normally provided by other professional firms providing similar Services.
However, the County makes no warranty, express or implied, with respect to any Services
provided. SPECIFICALLY, NO WARRANTY OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE OR ANY OTHER WARRANTY IS MADE OR IMPLIED BY THE
COUNTY WITH RESPECT TO SERVICES PROVIDED UNDER THIS AGREEMENT.
NOTWITHSTANDING ANY PROVISION CONTAINED IN THIS AGREEMENT, IN NO
EVENT SHALL THE COUNTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL,
PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER UNDER
CONTRACT. TORT OR OTHERWISE.
6.2 Liabilitv for Claims. Except as otherwise provided in this Agreement, it is understood that
each Party shall be responsible for any Claims made against that Party and for the acts
or omissions of its respective employees or Village/County Agents. With respect to Claims
that arise from the performance of this Agreement, each Party shall seek its own legal
representation and bear the costs associated with such representation including attorney
fees. Except as otherwise provided in this Agreement, neither Party shall have any right
under any legal principle to be indemnified by the other Party or any of its employees or
Agents in connection with any Claim. 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 the privileges and immunities as provided by law afforded
to the Parties. The Parties expressly reserve all privileges and immunities as provided by
law.
63 Force Maieure: Svstem Malfunction: Misuse or Vandalism of Svstem. The Village will be
responsible for damage and liability to the System or components thereof caused by flood,
fire, Acts of God or otherforce majeure, civil disturbance, Acts of War, terrorism or misuse
of property. In addition, the Village will be responsible for all Claims, damages and liability
caused by design and/or construction defects, malfunction or failure of the System or any
component thereof; water loss, main breaks, hydrant damage and vandalism provided the
same is not directly caused by the acts or omissions of County Agents.
6A No Third Partv Beneficiary. This Agreement does not create any rights or benefits to
parties other than the Village and the County.
Article VII. Cooperation and Communication; Dispute Resolution.
7.1 Cooperation. The County agrees to ensure that all County Agents fully cooperate with the
Village and Village Agents in the performance of all Services under this Agreement. The
Village agrees to ensure that Village Agents cooperate with WRC Personnel in the
performance of the Services under this Agreement.
7.2 Communication. There shall be an open and direct line of communication established and
maintained between the Parties in order to promote the handling of both routine and
emergency situations in a timely and cooperative manner according to the circumstances
as they exist or become known. Each Party will designate one or more liaisons for such
purposes, and will notify the other Party of such designee(s).The liaisons also shall be
used for purposes of communicating and coordinating specific needs, plans, instructions,
issues, concerns and other matters relating to the System or Services.
7.3 Dispute Resolution. The Parties agree that any and all claims alleging a breach of this
Agreement or with respect to the Services provided under this Agreement, shall first be
submitted to an alternative dispute resolution process. Such an alternative dispute
resolution process may include, but is not limited to, facilitation, binding arbitration, or non-
binding arbitration. The Parties shall agree upon the form and procedures for the agreed
upon alternative dispute resolution process. If the matter is not resolved through an
alternative dispute resolution process, or if the Parties cannot agree upon the form and
procedures for the alternative dispute resolution process, the Parties may seek legal
recourse in a court of competent jurisdiction. For claims requiring immediate relief to
prevent irreparable harm, either Party may seek relief directly from a court of competent
jurisdiction without submitting the matter to the alternative dispute resolution process.
Article VIII. Term; and Termination.
8.1 Term. The Parties agree that the term of this Agreement shall begin on the Effective Date
of this Agreement. This Agreement shall be effective for an initial term of ten (10) years
from the effective date, and shall be automatically extended for additional ten (10) year
terms, unless terminated as provided herein, or otherwise agreed to in writing by the
Parties.
8.2 Termination. Notwithstanding any other term or provision in any other section of this
Agreement, either Party, upon a minimum of One Hundred and Eighty (180) calendar days
written notice to the other Party, may terminate this Agreement for any reason, including
convenience, without incurring any penalty, expense, or liability to the other Party. The
effective date for any such termination shall be clearly stated in the notice.
8.3 Survival of Certain Terms and Conditions Followinq Termination or Expiration of
Agreement. The Parties agree that record-keeping and audit requirements, any payment
obligations to the other Party, and/or any other related obligations provided for in this
Agreement with regard to any acts, occurrences, events, transactions, or Claims) either
occurring or having their basis in any events or transactions that occurred during the term
of this Agreement, shall survive the termination or expiration of this Agreement.
8A Cooperation Following Termination of Aareement. In the event the Agreement is
terminated as provided herein, the Parties agree to cooperate in all respects and assist in
the wind down from the County's operation and maintenance of the System. The Village
will be responsible for all Costs and Overhead incurred by the County through the date of
termination, including the Costs and Overhead incurred by the County during the
termination notice period referenced above to wind down and end the County's
involvement in the provision of the Services.
Article IX. Agreement Approval; Effective Date; and Amendments; Changes to Scope of
Services.
9.1 Aqreement Approval: Amendments: and Effective Date. Except as otherwise provided
herein, this Agreement, and/or any subsequent amendments thereto, shall not become
effective prior to the approval by resolutions of both the Village and the County. The
Effective Date of this Agreement, and any amendments hereto, shall be the date as
reflected in the opening paragraph of this Agreement.
9.2 Amendment to Scope of Services. During the term of this Agreement, the Scope of
Services attached hereto as Exhibit B, may be amended by the WRC and approved by
resolution of the Village during the term of this Agreement without requiring a resolution
from the County Board of Commissioners.
Article X. General Provisions.
10.1 Governinq Law, This Agreement 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 Agreement 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 Agreement, the singular or plural number, possessive
or non -possessive shall be deemed to include the other whenever the context so suggests
or requires.
10.2 Reservation of Riqhts: Governmental Function. 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. In addition,
the Parties maintain that the obligations set forth in this Agreement will be in the exercise
or discharge of a governmental function.
10.3 Severability. If any provision of this Agreement or the application to any person or
circumstance is, to any extent, judicially determined to be invalid or unenforceable, the
remainder of the Agreement, or the application of the provision of persons or
circumstances other than those as to which it is invalid or unenforceable, is not affected
and is enforceable, provided the invalid provision does not substantially alter the
Agreement or make execution impractical.
10.4 Bindinq Contract; Assiqnment; and Amendments. This Agreement will be binding upon
and for the benefit of the Parties hereto and their respective successors and assigns,
subject to any assignment requiring the prior written consent of the non -assigning Party
by an amendment to this Agreement signed by all Parties, and the assignee binding the
assignee to the terms and provisions of this Agreement.
10.5 Captions. The section headings or titles and/or all section numbers contained in this
Agreement 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 Agreement.
10.6 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
Agreement to be delivered to the following:
COUNTY OF OAKLAND:
OAKLAND COUNTY WATER
RESOURCES COMMISSIONER
1 Public Works Drive
Waterford, Michigan 48328
VILLAGE:
VILLAGE OF BEVERLY HILLS
18500 West Thirteen Mile Road
Beverly Hills, Michigan 48025
10.7 Notice Delivery. Except with respect to notices of termination, all correspondence and
written notices shall be considered delivered to a Party as of the date that such notice is
deposited with sufficient postage with the U.S. Postal Service. Notices of termination shall
be personally delivered or sent by certified mail, return receipt requested, and shall be
considered delivered to a party on the date of receipt as represented by the return receipt
or by a proof of personal service.
10.8 Entire Agreement. This Agreement sets forth the entire agreement between the County
and the Village 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 Village in any way related to the subject matter hereof, except
as expressly stated herein. This Agreement shall not be changed or supplemented orally
and may be amended only as otherwise provided herein.
10.9 Recitals. The recitals shall be considered an integral part of the Agreement
IN WITNESS WHEREOF, this Agreement is executed by the Parties on the date hereafter
set forth in the opening paragraph of this Agreement.
COUNTY OF OAKLAND
David T. Woodward, Chairperson
Oakland County Board of Commissioners
VILLAGE
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Exhibit if A�`i
MCLAIMM Village of Beverly Hills Beverly Hills
Water Main — Water Main
LIp.7L•tEu 9/i;; 2C:,' ' Other appurtenances of water system not shown. or. map.
Water System
Operation & Maintenance
Exhibit B
Scope of Services
Water System Operation and Maintenance
The County agrees to perforin the following operation and maintenance services of the
Beverly Hills Water System ("System") (all of the following being referred as the "WRC Services"
or "Services") on behalf of the Village:
1. Operation and maintenance of the System, including all system mains, public service
leads, fire hydrants, valves, and all other facilities, equipment and appurtenances that are
part of the System. The water service lead between the service valve and the water meter
is the responsibility of the property owner and will not be maintained by the WRC as it Is
not a part of the System.
2. Install all water service connections to the System, two (2) inches or less, including tapping
the water main, installing the service lead within the road right-of-way or easement,
installing a curb stop, and restoration of the area effected in accordance with all of Village's
design and installation standards and requirements.
3. Respond to requests from the Village for maintenance, water quality concerns, inspections
and repairs, both emergency and routine.
4. Establish, maintain, manage, and administer a System Enterprise Fund. Revenue
collected by the County shall be deposited and maintained in the System Enterprise Fund
Costs for performing the Services under this Contract will be deducted from the System
Enterprise Fund as payment for such Services
5. Keep all necessary records and books of account pertaining to its dealings with the users
ofthe System within the Village and the System Enterprise Fund, and make same available
to the Village upon request.
6. Comply with applicable laws and governmental accounting standards in the keeping,
management, administration, use and auditing of the System Enterprise Fund. Upon
request of the Village, provide the Village with a quarterly accounting statement, a quarterly
operation and maintenance activity report and annual report for the Village's review in
accordance with the County's fiscal year. Upon request, allow the Village or Village agents
to audit the System Enterprise Fund accounts, books and statements, and provide Village
with supporting documentation and copies of such materials if requested.
7. The County and WRC personnel shall comply with all Federal, State, Great Lakes Water
Authority (GLWA), and local permits and license issues applicable to the operation and
maintenance of the System.
8. All Services provided by the County under this Contract will be performed in accordance
with all applicable State and Federal laws and regulations, including, without limitation, the
Michigan Safe Drinking Water Act, Public Act 399 of the Public Acts of 1976, as amended,
MCL 325.1001 to 325.1023, as well as all applicable Village ordinances,
9. The County will maintain, and update as necessary, the GIS and any related database(s)
of the System. The County also will provide the Village with hard copies and digital copies
of the mapping, and updates as requested, in a manner compatible with the Village's GIS,
and will provide interconnectivity between the Village and County GIS when in place. The
County will update the GIS and any related database(s) of the System upon being provided
record drawings or other information from the Village identifying corrections and/or
modifications of the System and upon the County performing Services that result in
Water System
Operation & Maintenance
modifications of the System. The Village is responsible for providing accurate record
drawing information.
10. The County will conduct MISS DIG operations, in accordance with Public Act 53 of the
Public Acts of 1974, as amended, (MCLA 460.701 et seq.) on behalf of the Village as they
pertain to the operations and maintenance of the System.
11. In the event System repairs or replacement is deemed attributable to outside parties, (i.e.
Contractor damage or customer negligence), consistent with applicable Village ordinances.
the WRC will bill the responsible party at the Village's direction. If any portion or the entire
bill is deemed uncollectible, the uncollected amount will be charged directly to the System
Enterprise Fund.
2
Exhibit C
OVERHEAD EXPENSE
WRC Overhead charges are expenses not included in the direct hourly system labor and equipment
costs. Overhead is allocated to all the systems that WRC services. Overhead expense includes, but is not
limited to:
Safety Program
Labor, equipment and training needed to meet or exceed all required safety standards.
Training
Training and certification costs for field and engineering staff required to keep them up-to-date
on industry standards and innovations.
WRC Administration
Labor, equipment and training required to oversee the daily WRC operations. This includes
Permitting, Mapping, GIS, Asset Management and Miss Dig.
Building Use and Maintenance
Use of the various WRC buildings (Includes Water Maintenance, Pump Maintenance, Billing
Services and Public Works buildings) and labor equipment, insurance, utilities, supplies and
other related costs needed to operate and maintain such buildings,
Miscellaneous Supplies
Supplies which are not inventoried and not purchased for a specific system are allocated to the
benefiting systems. This category includes uniforms, gloves, boots and repair parts.
Oakland County Support
Various Oakland County departments support the staff and work performed at WRC. These
departments include Human Resources, Purchasing, Info Tech and Fiscal Services. The portion of
their costs which is charged to WRC is then allocated to the funds operated by this division.
Resolution #20230 July 2, 2020
Moved by Jackson seconded by Weipert the resolutions on the amended Consent Agenda be adopted
(with accompanying reports being accepted).
AYES: Hoffman, Jackson, Kochenderfer, Kowall, Kuhn, Long, Luebs, Markham, McGillivray,
Middleton, Miller, Nelson, Powell, Quarles, Spisz, Taub, Weipert, Woodward, Zack,
Gershenson. (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).
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I HEREBY APPROVE THIS RESOLUTION
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 July 2, 2020,
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 Circuit Court at Pontiac,
Michigan this 2"d day of July, 2020.
Lisa Brown, Oakland County