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3.7 3.7 AGREEMENTS\Intermunicipal-Warren County-Vacuum Excavator—Soil&Water Conservation—3-20-17 RESOLUTION AUTHORIZING INTERMUNICIPAL AGREEMENT WITH WARREN COUNTY CONCERNING SCHEDULING AND USE OF VACUUM EXCAVATOR RESOLUTION NO.: 92017 INTRODUCED BY: WHO MOVED ITS ADOPTION SECONDED BY: WHEREAS, Warren County and the Warren County Soil & Water Conservation District (District) have entered into an agreement whereby the County has agreed to procure and purchase a vacuum excavator for use by the District, and the District would then reimburse the County for such purchase via grant funds received from the New York State Department of Environmental Conservation(DEC)under Agreement C305197, and WHEREAS, Warren County and the District wish to extend to municipalities within the County the opportunity to use the vacuum in order to maintain stormwater structures within each municipality, so long as each municipality abides by the terms and conditions between the District and DEC provided under such Agreement C305197, including the matching requirement which includes personnel and equipment time, and WHEREAS, the Town of Queensbury Highway Superintendent supports the use of such vacuum for Stormwater maintenance purposes, and WHEREAS, the Queensbury Town Board feels that the Town's use of such vacuum will benefit Town residents and therefore wishes to authorize an Intermunicipal Agreement concerning the scheduling and use of such vacuum, and WHEREAS, an Intermunicipal Agreement with Warren County concerning the scheduling and use of such vacuum has been presented at this meeting and is in form acceptable to Town Counsel, NOW, THEREFORE, BE IT RESOLVED, that the Queensbury Town Board hereby authorizes the Intermunicipal Agreement by and Among the County of Warren and the Town of Queensbury concerning the scheduling and use of a vacuum excavator for Stormwater maintenance purposes in substantially the form presented at this meeting and authorizes and directs the Town Supervisor to execute such Agreement, and BE IT FURTHER, RESOLVED, that the Town Board further authorizes and directs the Town Supervisor to execute such Intermunicipal Agreement in substantially the form presented at this meeting and the Town Supervisor, Town Highway Superintendent and/or Town Budget Officer to take such other and further action necessary to effectuate the terms of this Resolution. Duly adopted this 20ffi day of March, 2017,by the following vote: AYES NOES ABSENT: WARREN COUNTY ATTORNEY'S OFFICE WARREN COUNTY MUNICIPAL CENTER 1340 STATE ROUTE 9 LAKE GEORGE,NEW YORK 12845 BRIAN S.REICHENBACH COUNTY ATTORNEY TELEPHONE NO. AMY C BARTLETT (518)761-6463 MARY E. KISSANE July 27, 2016 FAX NO. ASSISTANT COUNTY ATTORNEYS (518)761-6377 • John Strough, Supervisor Town of Queensbury Queensbury Town Office Building 742 Bay Road Queensbury,New York 12804 RE: Intermunicipal Agreement for Vacuum Excavator Use Dear Supervisor Strough: • As you may be aware, Warren County Soil and Water Conservation District applied and received approval to purchase a vacuum excavator and to increase the maintenance capability of stormwater structures throughout Warren County. This is a three year grant program, with the potential to extend it 1-2 additional years. Warren County has advanced the funds to purchase the equipment. The vacuum excavator is being stored at Warren County DPW and available for use by all participating municipalities, should the need arise. The grant provides reimbursement for the equipment and has a matching requirement which includes personnel and equipment time.When using the equipment,each municipality mustprovide usage data to submit for grant matching and reimbursement. The vacuum excavator is a welcome addition to our fleet and will quickly become a necessity on any stonnwater management projects or emergencies. If you think your municipality may need to use the vacuum excavator and the enclosed agreement meets with your approval,please execute both copies before a notary public and return one(1)original to this office along with your Board's resolution, if necessary. Thank you for your cooperation, and if you have any questions, please do not hesitate to contact this office. Very truly yours, Mary Elizabeth Kissane MEK:imm encs. Z:1Shared12016 Docs\Soil&Water\Transmittals\Qby IMA 2016-07-27.wpd1962-a-5c10 7/27/16 INTERMUNICIPAL AGREEMENT BY AND AMONG THE COUNTY OF WARREN AND THE TOWN OF QUEENSBURY THIS AGREEMENT made by and between the County of Warren, a municipal corporation and political subdivision established under the laws of the State of New York having its principal offices and place of business located at the Warren County Municipal Center, with a mailing address of 1340 State Route 9, Lake George,New York 12845, ("County"), and THE TOWN OF QUEENSBURY, a municipal corporation and political subdivision established under the Laws of the State of New York, having its principal offices and place of business located at 742 Bay Road, Queensbury,New York 12804(the"Municipality"), and WHEREAS, the WARREN COUNTY SOIL & WATER CONSERVATION DISTRICT, with a mailing address of 394 Schroon River Road, Warrensburg, New York 12885, ("the District") applied for and obtained grant funding through the New York State Department of Environmental Conservation Water Quality Improvement Program to purchase a vacuum excavator and increase the maintenance capability of stormwater structures for the Warren County Department of Public Works, and WHEREAS, the New York State Department of Environmental Conservation has notified the District of a grant award under C305197 of One Hundred Eighty-One Thousand Thirty-Three Dollars and Ninety-Five Cents ($181,033.95) to purchase this vacuum excavator. Attached hereto as Exhibit A is a copy of the grant award, and WHEREAS, the County and the District entered into an Intermunicipal Agreement dated January 26, 2016, whereby the County agreed to procure and purchase the vacuum excavator and whereby the district would reimburse the County for said purchase, attached hereto as Exhibit B is a copy of this Intermunicipal Agreement, and WHEREAS, the vacuum excavator will be procured and purchased by the County, it is the intention of the parties to make the vacuum excavator available for use by numerous Municipalities within Warren County, and WHEREAS, the County has procured and purchased the vacuum excavator, and the vacuum excavator has been delivered, and WHEREAS, each of the parties hereto recognize the benefits to be derived by the vacuum excavator for increasing the maintenance capability of stormwater structures, in addition to the benefits to be derived in the separate Intermunicipal Agreement with each Municipality, and WHEREAS, the parties hereto desire to enter into this Intermunicipal Agreement for the purpose of memorializing their understanding with respect to the scheduling and use of the vacuum excavator, NOW, THEREFORE in consideration of the mutual covenants and obligations set forth Y:12016 Docs\Soil&Water\Agreements\Intermunicipal Agreement w-Queensbury.doc\imm\962-A-005c(10) 7/26/16 Page 1 of 5 herein, the parties hereto agree as follows: 1. Ownership of Vacuum Excavator. The County is the owner of the vacuum excavator and shall retain ownership of the vacuum excavator. Notwithstanding the express ownership of the vacuum excavator by the County, the District and each municipality shall have the rights to possess and use the vacuum excavator as provided for herein. 2. Grant Contract. The County and the Municipality shall abide by the terms and conditions between the District and the New York State Department of Environmental Conservation under C305197, (Exhibit A) that may be applicable, and shall ensure that any agents, contractors or subcontractors of the County or the Municipality providing Program equipment or support services to the County or the Municipality abide by such applicable terms and conditions of the contract between the District and New York State Department of Environmental Conservation under C305197. The parties hereto agree to amend this Intermunicipal Agreement if necessary to comply with any term or condition of the contract between the District and the New York State Department of Environmental Conservation under C305197. 3. Term. This Agreement shall commence upon execution by all parties and shall automatically renew from year to year without the need for further agreement. Notwithstanding the foregoing, either party may terminate this Agreement upon sixty (60) days written notice to all parties. 4. Scheduling and Use of Vacuum Excavator. A. Use. The District and/or each Municipality using the vacuum excavator shall be solely responsible for transportation of the vacuum excavator to and from the project location and its storage location. The general storage location for Warren County for the vacuum excavator shall be the Department of Public Works building located at 4055 Main Street, Warrensburg, New York. Use of the vacuum excavator shall be in accordance with manufacturer's instructions, any special instructions of the Warren County Department of Public Works or the District. The vacuum excavator shall be used only for its intended purpose. Unauthorized use of the vacuum excavator or use not in accordance with its intended purpose, the manufacturer's instructions, or such special instructions shall result in the revocation of privileges to use the vacuum excavator. Prior to use of the vacuum excavator, the municipality shall designate an operator to undergo safety and use training provided by the County, if such operator has not attended a manufacturer/supplier training session previously. At such times when the District or Municipality is in possession of the vacuum excavator they shall properly store, secure and safeguard the vacuum excavator from damage or risk. Requests to use the vacuum excavator shall be made in writing and delivered to the Warren County Department of Public Works Fleet & Equipment Manager or his/her designee: Y:12016 Docs\Soil&Water\AgreementslIntermunicipnl Agreement w Quecnsbury.doclimm1962-A-005c(10) 7/26/16 Page 2 of 5 Dan Smith,Fleet&Equipment Manager Warren County Department of Public Works 4028 Main Street Warrensburg,New York 12885 or by e-mail at dsmith@warrencountydpw.com. warrencountydpw.com. A request must include the specific project and location and the duration of the project. Requests to use the vacuum excavator shall be processed in the order received. In the event of a scheduling conflict, the Warren County Department of Public Works Superintendent or his/her designee shall decide which request shall be honored first. It is understood that the grant award contract C305197 includes a matching requirement, and as such, the Municipality shall comply with all recordkeeping and reporting requirements as determined by the Warren County Department of Public Works. B. At such times when the vacuum excavator is not in use, it shall be stored by Warren County through the Warren County Department of Public Works. 5. Damage. Following each use of the vacuum excavator, it shall be subject to a mechanical inspection by the Warren Count Department of Public Works or any service provider approved by the Superintendent of the Warren County Department of Public Works. Any party that causes damage to the vacuum excavator while the vacuum excavator is in their possession or use, shall be responsible for the costs of repairing all damage. Any incidents involving the vacuum excavator which causes damage or harm to any person or to any property shall be immediately reported, in writing, to the Superintendent of the Warren County Department of Public Works or his/her designee. 6. Indemnification. To the fullest extent permitted by law, the Municipality shall indemnify, hold harmless and defend Warren County, its boards, officers, employees and volunteers against any and all losses, claims, actions, demands, damages, liabilities, or expenses, including but not limited to attorney's fees and all other costs of defense, by reason of the liability imposed by law or otherwise upon Warren County, its boards, officers, employees and volunteers for damages because of bodily injuries, including death, at any time resulting therefrom, sustained by any person or persons, including the Municipality's employees, or on account of damages to property including loss of use thereof, arising directly or indirectly from the use or possession of the vacuum excavator by the Municipality or from any of the acts or omissions on the part of the Municipality, its employees, agents, representatives, materialmen, suppliers, and/or subcontractors. If such indemnity is made void or otherwise impaired by any law controlling the construction thereof, such indemnity shall be deemed to conform to the indemnity permitted by law, so as to require indemnification, in whole or in part, to the fullest extent permitted by law. Warren County and the Municipality shall notify each other in writing within thirty (30) days of any such claims or demands and shall cooperate in the defense of any such actions. 7. Insurance Requirements. The Municipality shall, at its own expense, - b Y:12016 Docs\Soil&walcr\Agrecments\Intermunicipai Agreement w-Queensbury.doc\imm\962-A-005c(10) 7/26/16 Page 3 of 5 • At any time that the vacuum excavator is in use by or in the possession of the Municipality,the Municipality shall,at its own expense,provide a policy or policies issued by any insurance company authorized to do business in the State of New York insuring the County, its Board and officers on a primary,non-contributory basis and cover direct and vicarious liability, for Commercial General Liability insurance in the minimum amounts of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate; Automobile Liability, including all owned, non-owned and hired vehicles with a One Million Dollar ($1,000,000) combined single limit covering the equipment, Workers' Compensation and Disability insurance coverage, if any. Proof of the insurance required herein, in the nature of Certificates of Insurance and/or copies of policies of insurance, shall be furnished upon request by the County. The Municipality acknowledges that failure to obtain such insurance on behalf of Warren County, its boards, officers and employees constitutes a material breach of contract and subjects it to liability for damages, indemnification and all other legal remedies available to the County. The Municipality is to provide Warren County with a Certificate of Insurance, evidencing that the above requirements have been met, upon request and not later than prior to the commencement of work or use of the vacuum excavator. The failure of Warren County to object to the contents of the Certificate or the absence of the same shall not be deemed a waiver of any and all rights held by Warren County. In addition to the foregoing, Warren County may, at any time,request a copy of the policies of insurance providing the coverage required herein, and the Municipality shall, within ten (10) days furnish copies of said policies. 8. Discrimination. In connection with this Intermunicipal Agreement, each party shall not discriminate against any employee or applicant for employment because of race, religion, age,color, sex or national origin. 9. Miscellaneous. This is the entire agreement of the parties and cannot be changed or modified except by mutual written agreement. If any part of this Intermunicipal Agreement shall be held unenforceable, the rest of this Intermunicipal Agreement will nevertheless remain in full force and effect. This Intermunicipal Agreement may be executed in any number of counterparts. Any dispute under this Agreement or related to this Agreement shall be decided in accordance with the laws of the State of New York 10. Notices. In the event that it is necessary for any party to transmit to any party written notice or communications that are anticipated in accordance with the terms and provisions of this Agreement, the same shall be considered delivered upon personal delivery and/or the same by ordinary mail to the following persons and/or addresses: Jeffery E. Tennyson, Superintendent John F. Strough, Supervisor Department of Public Works Town of Queensbury 4028 Main Street Queensbury Town Office Building Warrensburg,New York 12885 742 Bay Road Queensbury,New York 12804 With a copy to (which shall not be deemed notice): Office of the County Attorney Warren County Municipal Center 1340 State Route 9 Lake George,New York 12845 Y:\2016 Docs\Soil&Water\Agreements\Intermunicipal Agreement w-Queensbury.doc\imm\962-A-005c(10) 7/26/16 Page 4 of 5 Delivery by mail shall be considered accomplished or complete when the notice or communication is appropriately enclosed in an envelope or similar wrapping with postage attached and deposited in a receptacle maintained or owned by the United States Postal Service for the deposit or acceptance of mail. IN WITNESS WHEREOF, this agreement has been executed by the duly authorized officers of the respective parties. Date: 7 12-6//6 Approved as to Form: COUNTY OF WARREN • '• - `'Y te.„.64_, By / Assist/ t Wand, County Attorney Kevin B. Geraghty, airman Board of Supervisors TOWN OF QUEENSBURY By John F. Strough, Supervisor STATE OF NEW YORK ) ) ss.: COUNTY OF WARREN ) On the day of , in the year 2016, before me, the undersigned, a Notary Public in and for said state, personally appeared JOAN F. STROUGH, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or person upon behalf of which the individual acted, executed the instrument. Notary Public Y:12016 Docs\Soil&Water\Agrcementsllntermunicipal Agreement w-Queensbury.doe\innm\962-A-005c(10) 7/26/16 Page 5 of 5 All\ ..,.j :; ( '''' - ---14 ! -.% --N, Ali 1 ---4 t t 4 i A tl %,6 a i , AA,. II/ 1 • IN WITNESS THEREOF,the parties hereto have executed or approved this Master Contract on the dates below their signatures. CONTRACTOR: STALE AGENCY: Warren County Soil and Water Conservation District New York State Division of Environmental Conservation � / I By: `-" ----_ BY: Al ' ALA-All1 - - ‘J4)1� .r� ��-, • ey Lussier Printed Name 'rintz. i ame Title: --bt 5 CL Fn u& iC( Title: Director of Management and Budget Services Date: e._ 7-3 2-0 5 Date: ISEP a 2 260 • • STATE OF NEW YORK County of /OaTrVf On the8 day of c/011.9 ,aCM before me personally appcaredcJU fYS l/' 7tv ,to me known, who being by me duly sworn, did depose and say that he/she resides at5 rU Ce that he/she is the-D(, " '.- Mr J ( ( r- of the// iye (�f) SOI(t'( (1 ,the contractor described herein which executed the foregoing instrument; and that he/she signed his/her name thereto as authorized by the contractor named on the face pate of this Master Contract. C— ^ :...iVDA L.JARVIS 01JA5048407 (Notary) •4I.I j. I ':;Mary Public-State of New York / Cet fifiod in Washington County :ainimtssIon Expires q_1 Le-19 ATTORNEY GENERAL'S SIGNATURE STATE COMPTROLLER'S SIGNATURE • •-:• i •S TO FORM i'rintigttI PINEY GE -f`L ..� Title: ' ? 115 Title: DEPT.OF AUDiT CONTROL Date: ' •.'TV10 iri Date: SEP 11 2i.115 BbNJAMIN L MAGG1 ASSISTANT— AITOHNEYGENERAL- s. - PTROLLER Contract Number:#C305197 Page 1 of 1,Master Contract for Grants Signature Page IN WITNESS THEREOF,the parties hereto have executed or approved this Master Contract on the dates below their signatures. CONTRACTOR: STALL AGENCY: Warren County Soil and Water Conservation District New York State Division of Environmental Conservation By: ` "� BY: NJ cNj1 eS Li64:. J,rl It• CY Lussier Printed Name print;.. i ame Title: sbt���c� inn�t� Title: Director of Management and Budget Services Date: 23 2-0(S Date: IEP 0 2 20IS STATE OF NEW YORK County of bJ Qm On theI day of c hIMQ ,and before me personally appcaredc. ^,to me known,who beingby me duly sworn,did depose and say that he/she resides at ,f N . that he/she is the-DOM-1- P amp- of themarre l(n SOL( cado-ccmcDiS • ,the contractor described herein which executed the foregoing instrument; and that he/she signed his/her name thereto as authorized by the contractor named on the face pa&e of this Master Contract. ' - -NIDA L.JARVIS 01JA50r8407 (Notary) BA ,/ 1/M it /a . .1 j ; i ';.Mary Public-State of Naw York • / Cei,lilfad In Washington County :.inimisslon Expires q_i(Q-(9 ATTORNEY GENERAL'S SIGNATURE STATE COMPTROLLER'S SIGNATURE • . --:• j aS TO FORM I•rirl diiNORNEY GE 'f`L /2:1)7(11:,• Title: S[r? (1 nth Title: DEPT.OF AUDIT&CONTROL Date: SEP i i 2 15 OJ 4=,..� � ."1"� � Date: B8NJAMIN I_MAGGI y V Aye 31STANT_ATTORNEY GENERAL —rOR 0741 11-1 , OMPTROLLER Contract Number:#C305197 Page 1 of 1,Master Contract for Grants Signature Page