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HomeMy WebLinkAboutResolutions - 2009.04.23 - 9676MISCELLANEOUS RESOLUTION #0908 ,0 April 23, 2009 BY: Finance Committee, Tom Middleton, Chairperson IN RE: DEPARTMENT OF INFORMATION TECHNOLOGY - INTERGOVERNMENTAL AGREEMENT TO TRANSFER GIS AND RELATED DATA TO OAKLAND SCHOOLS To the Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS Oakland Schools has requested certain geographic information systems (GIS) and related land data for use in its projects to be conducted within the County borders; and WHEREAS the transmission of this data has previously been provided pursuant to an intergovernmental agreement which was prepared by the County's Corporation Counsel; and WHEREAS an agreement has been drafted (as attached) by the County's Corporation Counsel; and WHEREAS State statutes (MCL 45.556-p) state that the Board of Commissioners has the power to "Enter into agreements with other governmental or quasi-governmental entities for the performance of services jointly"; and WHEREAS the transmission of the data would benefit the County's residents. NOW THEREFORE BE IT RESOLVED that the Board of Commissioners approve the attached intergovernmental agreement and authorize the transfer of the information cited therein, upon the review and acceptance of the finalized Agreement by Corporation Counsel. BE IT FURTHER RESOLVED that the Board Chairperson is authorized to execute the Agreement on behalf of the County of Oakland, and hereby accepts and binds the County of Oakland to the terms and conditions of this Agreement. Chairperson, on behalf of the Finance Committee I move the adoption of the foregoing resolution. FINANCE COMMITTEE ju4vx.--1 ats4 FINANCE COMMITTEE Motion carried unanimously on a roll call vote. Intpronvernrnental ArFrement For Geogranhic information Systems This Intergovernmental Agreement for Geographic Information Systems (the "Agreement") is made as of the Effective Date by and between the County of Oakland, a Constitutional and Municipal Corporation, whose address is 1200 N. Telegraph Road, Pontiac, Michigan, 48341 (the "County") and Oakland Schools, a Michigan intermediate school district, whose address is 2111 Pontiac Lake Road, Waterford, Michigan 48328-2736 ("Oakland Schools"). In this Agreement, the County and Oakland Schools may be referred to individually as "Party" or jointly as "Parties". In consideration of the mutual promises, obligations, representations and assurances in this Agreement, the Parties agree as follows: 1. Purpose of Agreement Pursuant to the Enhanced Access to Public Records Act, 1996 PA 462, MCL 15.441 et seq., the Urban Cooperation Act of 1967, 1967 PA 7, MCL 124.501 et seq., and the Intergovernmental Contracts between Municipal Corporations Act, 1951 PA 35, MCL 124.1, et seq., the County and Oakland Schools enter into this Agreement for the purpose of making data owned and maintained by the County on or in relation to its Geographic Information System ("GIS") available to Oakland Schools without fee or cost for the purposes and uses described in this Agreement. 2. Definitions 2.1. "Oakland County" and "Oakland Schools" shall each be defined to include any and all departments, divisions, commissioners, elected and appointed officials, directors, board members, council members, authorities, officers, committees, employees, agents, and/or any such successors of each entity. 2.2. "Geographic Information System Data" or "GIS Data" means any output from the County's computerized database, developed pursuant to MCL 15.441 et seq., for the purpose of making public records immediately available for public inspection or their purchase or copying by digital means. 2.3. "Access Oakland Product" means any specially packaged public record, information or product, developed pursuant to MCL 15.441 et seq, for the purpose of making public records immediately available for public inspection or their purchase or copying by digital means, and available via the County's website, 3. Terms 3.1. The County agrees to provide Oakland Schools, without fee or cost, with data available as GIS Data and/or Access Oakland Product in retrievable form for the purpose of conducting Oakland Schools' educational and administrative duties and functions. 1.1. -1-. County of Oakland and Oakland Schools Intergovernmental Agreement March 27, 2009 Except where this Agreement and its Amendments, if any, provide terms and conditions which are contrary to those set forth in the Access Oakland User Agreement, this Agreement fully incorporates, by reference, the Access Oakland User Agreement, as the same may be updated from time to time at the discretion of the County, 13. All requests for GIS Data and/or requests for access to Access Oakland Product specified in Paragraph 3.1 shall be made by Oakland Schools Manager of Enterprise Network Services, 2111 Pontiac Lake Road, Waterford, MI 48328- 2736. 3.4, Requests for GIS Data shall be submitted to the One Stop Shop, Oakland County Michigan and requests for access to Access Oakland Product shall be submitted to the Access Oakland website, Either Party to this Agreement may designate another individual to make or receive such requests by providing prior written notice to the other Party. 3.3. Oakland Schools agrees that it will use any and all GIS Data and Access Oakland Product provided by the County solely in the performance of its authorized and permitted duties and functions as an intermediate school district. 3.6. Oakland Schools shall require any and all of its consultants, contractors, subcontractors and/or volunteers who require access to the GIS Data and Access Oakland Product described in this Agreement to execute a written agreement by which Oakland Schools' consultants, contractors, subcontractors and/or volunteers agree; 3.6.1 To be bound by the terms and conditions of this Agreement; 3.6.2 To refrain from using the GIS Data and Access Oakland Product for any purpose except those authorized by Oakland Schools in relation to the performance of its official duties and functions; and, 3.6.3 To return to Oakland Schools all copies of GIS Data and Access Oakland Product, regardless of their form or method of storage, upon the completion or termination of its consulting, contracting, subcontracting or volunteer relationship with Oakland Schools andJor the completion of its assigned tasks or duties. 3,7 Oakland Schools shall comply with the provisions of MCL 15.443(1)(d). Except to the extent Oakland Schools' consultants, contractors, subcontractors and/or volunteers obtain access to the GIS Data and Access Oakland Product described in this Agreement as provided for in Section 3.5 and 3.6 above, Oakland Schools • agrees that since it is without a mechanism to collect fees from third parties pursuant to MCL 15.443(1)(d), Oakland Schools is prohibited from providing GIS Data and Access Oakland Product to third parties. Oakland Schools shall refer all other requests, not related to this Agreement, to purchase or otherwise acquire GIS Data or Access Oakland Product to the County. County of Oakland and Oakland Schools Intergovernmental Agreement March 27, 2009 3 .a. - 2 - 3.8 Duration. This Agreement shall be for a term of three (3) years from the date the signed and executed Agreement is filed with the Clerk of the County of Oakland and the Secretary of State for the State of Michigan, as required by MCL 124.510. (4) (the "Effective Date"). 3.9 Termination, Either Party may terminate this Agreement on seven (7) days written notice for any reason including failure by Oakland Schools to provide adequate security to protect the GIS Data and Access Oakland Product from free and/or unauthorized access or use by any third party or other failure to comply with MCL 15.441 et seq. 3.9.1 Upon termination or expiration of this Agreement, Oakland Schools shall remove and delete all GIS Data from any and all electronic devices, computers, computer hard drives, databases, and electronic storage devices within seven (7) calendar days of termination and, on request from the County, certify in writing that the GIS data has been completely removed. 3.9,2 Upon termination or expiration of this Agreement, the County will remove any Access Oakland Product usernatric(s) and password(s) assigned to Oakland Schools. 3.9.3 Provisions regarding the return of GIS Data and Access Oakland Product shall survive termination and/or expiration of this Agreement and apply to copies of GIS Data and Access Oakland Product located or identified as in the possession of Oakland Schools and/or its consultants, contractors or subcontractors after the date of termination and/or expiration. 3,10 No Employee-Employer Relationship. Nothing in this Agreement shall be construed as creating an employer-employee relationship between the County (including any of its employees) and Oakland Schools (including any of its employees.) 3.11 No Indemnification. Each Party shall be responsible for the acts and/or omissions of its agents and/or employees. Nothing in this Agreement shall be construed as creating an obligation to indemnify or defend the other Party for any claim, damage or liability arising out of or stemming from the use of GIS Data and Access Oakland Product provided pursuant to this Agreement, or he construed to waive the defense of governmental immunity held by the County and Oakland Schools. 3.12 No Third Party Beneficiaries. Except as provided for the benefit of the Parties, this Agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit; right to indemnification, right to subrogation and/or any other right in favor of any other person or entity. 3.13 Reservation of Rights. This Agreement does not, and is not intended to impair, divest, delegate, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty or immunity of the Parties, County of Oakland and Oakland Schools Intergovernmental Agreement March 27, 2009 - 3 - 4 3.14 Agreement Modifications or Amendments. Any modifications, amendments, recessions, waivers, or releases to this Agreement must be in writing and executed by both Parties. 3.15 Entire Agreement. This Agreement, together with the applicable provisions of the Access Oakland User Agreement that are not otherwise addressed in this Agreement, represent the entire Agreement between the Parties and supercedes all other Agreements between the Parties governing the matters described here. The language of this Agreement and the Access Oakland User Agreement shall be construed as a whole according to their fair meaning, and not construed strictly for or against any Party. 116 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. 3.17 This Agreement shall be governed by the laws of the State of Michigan. For Oakland Schools: Vickie L. Markavitch, Superintendent For Oakland County: Bill Bullard, Jr., Chairperson Date Oakland County Board of Commissioners Date - 4 - County of Oakland and Oakland Schools Intergovemrnentat Agreement March 27, 2009 5 April 23, 2009 Resolution #09080 Moved by Zack supported by Capello the resolutions (with fiscal notes attached) on the Consent Agenda be adopted (with accompanying reports being accepted). AYES: Burns, Capello, Douglas, Gershenson, Gingell, Gosselin. Greirnel, Hatchett, Jackson. Jacobsen, Long, McGillivray, Middleton, Nash, Potter, Potts, Schwartz, Scott, Taub, Woodward. Zack, Bullard. (22) NAYS: None. (0) A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the Consent Agenda were adopted (with accompanying repuib Ling au6upted). I HEREBY APPROVE THE FOREGOING RESOLUTION ACTING PURSUANT TO 1973 PA 139 STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Ruth Johnson, 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 April 23, 2009. 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 23rd day of April. 2009. Gat Ruth Johnson. County Clerk