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HomeMy WebLinkAbout6.g. Great River Greening Cooperative Agreement – Carroll’s Woods and Schwarz Pond Park Restoration E X E C U T I V E S U M M A R Y City Council Regular Meeting: January 2, 2019 AGENDA ITEM: Great River Greening Cooperative Agreement – Carroll’s Woods and Schwarz Pond Park Restoration AGENDA SECTION: Consent PREPARED BY: Dan Schultz, Parks and Recreation Director AGENDA NO: 6.g. ATTACHMENTS: Cooperative Agreement APPROVED BY: LJM RECOMMENDED ACTION: Motion to approve entering into a Cooperative Agreement with Great River Greening to receive $103,000 for restoration work to be done in Carroll’s Woods and Schwarz Pond Park. BACKGROUND In 2018, City staff worked with Great River Greening (Greening) to apply for funding to help with the restoration of Carroll’s Woods and Schwarz Pond Park. The City and Greening requested $103,000 from the MN Department of Natural Resources. The City currently has money encumbered for the restoration of the Carroll’s Woods and Schwarz Pond Park to use as matching funds for the grant. We were successful in receiving the funding and with approval of the Cooperative Agreement, we will start the outreach portion of the public engagement process this winter/spring. Staff chose to work with Greening because of their strong background in public engagement and successful restoration projects in the metro area. Greening is a non-profit 501 (c)(3) conservation organization based in St. Paul, Minnesota and is organized for the purpose of restoring natural areas and open spaces through community engagement. Greening has received as an appropriation under Minn. Laws 2018, Regular Session, Chapter 208, Article 1, Section 2, Subd 5(a) Metro Big Rivers Phase 8, $700,000 from the fund to the Commissioner of Natural Resources for an agreement to acquire land in fee and permanent conservation easements and to restore and enhance natural systems associated with the Mississippi, Minnesota and St. Croix Rivers in the metropolitan area and as provided in Minnesota Statutes, section 84.026. $103,000 of Greening’s appropriation is set to be used in Rosemount. RECOMMENDATION Staff recommends the City Council approve entering into a Cooperative Agreement with Great River Greening to receive $103,000 for work to be done to assist with the restoration of Carroll’s Woods and Schwarz Pond Park. For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 GREAT RIVER GREENING COOPERATIVE AGREEMENT THIS AGREEMENT, hereinafter referred to as “Agreement”, is m ade on the 20th of November, 2018, by and between the CITY OF ROSEMOUNT, hereinafter referred to as “Rosemount” and GREAT RIVER GREENING, hereinafter referred to as the “Greening”. RECITALS: Greening is a non-profit 501 (c)(3) conservation organization based in St. Paul, Minnesota organized for the purpose of restoring natural areas and open spaces through community engagement; and Greening has received as an appropriation under Minn. Laws 2018, Regular Session, Chapter 208, Article 1, Section 2, Subd 5(a) Metro Big Rivers Phase 8, $700,000 is from the fund to the commi ssioner of natural resources for an agreement to acquire land in fee and permanent conservation easements and to restore and enhance natural systems associated with the Mississippi, Minnesota and St. Croix Rivers in the metropolitan area and as provided in Minnesota Statutes, section 84.026. As a recipient of this funding, Rosemount is subject to the terms as described in Exhibit A. Whereas, both parties seek to enter into an agreement for the purpos e of enhancing Carroll’s Woods and Schwarz Pond Park. Greening desires to contribute $103,875.00 towards the partnership project; and Rosemount desires to contribute $100,000.00 towards the partnership project; and Rosemount seeks to enter into an agreement with Greening for the purpose of detailing partnership contributions and the provision of Technical Services in support of the Carroll’s Woods Schwarz Pond Park Oak Woodland Enhancement. NOW THEREFORE, in consideration of the mutual undertakings and agreement contained within this agreement, Rosemount and Greening hereby agrees as follows: SCOPE OF AGREEMENT: The scope of services is outlined below in the following text, and is further expanded upon in Exhibit B, Scope of Services. Enhance 67 acres of oak forest through invasive species managemen t and thinning of less desirable tree species. Greening agrees to provide the following list of services for the enhancement of Carroll’s Woods and Schwarz Pond Park:  Project and subcontractor coordination to release existing oaks from competitive and invasive woody species through technical assistance in developing and evaluating RFPs.  Implementation of one volunteer event.  Grant management and reporting. Rosemount agrees to provide the following list of services for Carroll’s Woods and Schwarz Pond Park:  A completed site inventory and natural resources management plan.  Outreach and communication to park users and the local community to build awareness of the project and address concerns as they arise. COMPENSATION AND TERMS OF PAYMENT: Compensation Formatted: Font: Bold For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 The Parties agree that Greening will complete or arrange for services to be completed under this Agreement. The cost of such services will be funded by joint contributions of the parties. Rosemount’s contributions/compensation under this agr eement shall be paid to Greening on the basis of hourly rates for services according to rates shown in Exhibit B attached herein, plus expenses and construction costs necessary to complete the project described in Exhibit B Scope of Services of this contract, not to exceed $100,000.00. Greening shall contribute $103,875.00 match to Rosemount’s contribution over the course of the project. After Rosemount’s contribution, Greening shall assume fiscal responsibility for all services completed under this agreement. Greening’s financial obligation, as set out above, shall be in accordance with the 2018 Outdoor Heritage Fund Metro Big Rivers Phase 8 which is attached and incorporated herein as Exhibit A, and may be met through actual payment for services to a third party or calculation of the value, on an hourly basis, for “in - kind” services provided. Terms of Payment Invoicing Rosemount agrees to contribute $100,000.00 of match where Greening will invoice Rosemount on a monthly basis upon completion of work . EFFECTIVE DATE OF CONTRACT This agreement shall be effective November, 20, 2018 upon execution by both parties and approval of the Rosemount City Council. TERM OF CONTRACT This agreement shall remain in effect until June 15, 2023, or until all obligations set forth in this agreement have been satisfactorily fulfilled or unless earlier terminated as provided, whichever occurs first. NOTICES Rosemount The parties shall appoint an authorized agents for the purpose of administration of this agreement. Greening is notified of tThe authorized agents of Rosemount are as follows: PARTNER PARTNER City of Rosemount Great River Greening Authorized Contact Authorized Contact Dan Schultz Rebecca Tucker Address Address 13885 South Robert Trail Rosemount, MN 55068 251 Starkey Street, Suite 2200 St Paul, MN 55107 Contact Phone Number Contact Phone Number (651) 322-6012 (651) 272-3982 Email Address Email Address dan.schultz@ci.rosemount.mn.us rtucker@greatrivergreening.org PARTNER AND STATE AUDIT Pursuant to Minn. Stat. Section 16C.05, Subd. 5 (2007), the books, records, documents , and accounting procedures and practices of Greening relative to this agreement shall be subject to examination by Rosemount and the State Auditor. Complete and accurate records of the work performed pursuant to this agreement shall be kept by Greening for a minimum of six (6) years following termination of this agreement for such auditing purposes. The retention period shall be automatically extended during the course of any administrative or judicial action involving Rosemount regarding matters to which the records ar e relevant. The retention period Commented [TMD1]: I deleted this because it is repetitive of above. For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 shall be automatically extended until the administrative or judicial action is finally completed or until the authorized agent of Rosemount notifies Greening in writing that the records need no longer be kept. INDEMNITY Both Greening and Rosemount the agrees to defend, indemnify, and hold one another Rosemount, it’s employees, agents, and officials harmless from any claims, demands, actions or causes of action, including reasonable attorney’s fees and expenses resulting directly or indirectly from any negligent act or omission on the part of the Greening, or its subcontractors, partner s or independent contractors or any of their agents or employees, in the performance of or with relation to any of the work or services to be performed or furnished by the vendor or the subcontractors, partners or independent contractors or any of their ag ents or employees under the agreement. Greening shall be responsible for the professional quality, technical accuracy, and the coordination of all services furnished by Greening under this agreement. Greening shall, without additional compensation, corr ect or revise any errors or deficiencies in Greening's final reports and services. Rosemount agrees to defend, indemnify, and hold Greening, and its employees and agents harmless from any claims, demands, actions or causes of action, including reasonabl e attorney’s fees and expenses , resulting directly or indirectly from any negligent act or omission on the part of Rosemount, its employees, agents or officials in the performance of any of the service s to be performed by Rosemount under this agreement. SUBCONTRACTS Greening shall ensure and require that any subcontractor agrees to and complies with all of the terms of this agreement. Any subcontractor of Greening used to perform any portion of this agreement shall report to and bill Greening directly. Greening shall be solely responsible for the breach, performance or nonperformance of any subcontractor. FORCE MAJEURE Rosemount and Greening agree that Greening shall not be liable for any delay or inability to perform this agreement, directly or indirectly caused by, or resulting from, strikes, labor troubles, accidents, fire, flood, breakdowns, war, riot, civil commotion, lack of material, delays of transportation, acts of God or other cause beyond reasonable control of Greening and Rosemount. DATA PRACTICES Greening, its agents, employees and any subcontractors of Greening, in providing all services hereunder, agree to abide by the provisions of the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13, as amended, and Minn. Rules promulgated pursuant to Ch. 13. Greening understands that it must comply with these provisions as if it were a government entity. Greening agre es to indemnify and hold Rosemount, its officers, department heads and employees harmless from any claims resulting from the Greening’s unlawful disclosure, failure to disclose or use of data protected under state and federal laws. TERMINATION This agreement may be terminated by either party, with or without cause upon 30 days written notice to Greening or the Authorized Agent of Rosemount. This Agreement may also be terminated by Greening upon seven-day written notice to Rosemount in the event that Project funding is disrupted or terminated. INDEPENDENT CONTRACTOR Greening and its employees, agents, subcontractors, and representatives shall not be considered employees, agents or representatives of Rosemount. Except as otherwise provided herein, Greening shall maintain, in all respects, its present control over the means and personnel by which this agreement is performed. From any amounts due Greening, there shall be no deduction for federal income tax, FICA payments, state income tax, or for any other purposes which are associated with an employer/employee relationship unless otherwise required For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 by law. Payment of federal income tax, FICA payments, state income tax, unemployment compensation taxes, and other payroll deductions and taxes are the sole responsibility of Greening. 1 . Insurance Greening shall not commence work under this agreement until it has obtained, at its own cost and expense, all insurance required herein. All insurance coverage is subject to approval of Rosemount and shall be maintained by Greening until final completion of the work. a. Workers' Compensation 1) State: Minnesota – Statutory 2) Employer's Liability with minimum limits of: Bodily Injury by Accident: $100,000 each Accident Bodily Injury by Disease: $100,000 each Employee Bodily Injury by Disease: $500,000 policy limit 3) Benefits required by union labor contracts: as applicable In the event Greening is a sole proprietor and has not elected to provide workers' compensation insurance, Greening shall be required to execute and submit an affidavit of sole proprietorship in a form satisfactory to Rosemount before entering into the agreement. b. Commercial General Liability Including Premises, Operations, Products, Completed Operations, Advertising, and Personal Injury Liability, with the following minimum limits of liability: $2,000,000 Aggregate $2,000,000 Products & Completed Operations Aggregate $1,000,000 Personal Injury & Advertising Injury $1,000,000 Occurrence $ 100,000 Fire Damage Limit $ 5,000 Medical Expense Policy should be written on an occurrence basis and include explosion, collapse and underground. Rosemount must be named as an additional insured. c. Commercial Auto Liability Automobile Liability should include Hired and Non -Owned, and Rosemount should be named as an additional insured. Minimum limits of liability shall be: If split limits: $1,000,000 each person/$1,000,000 each occurrence for Bodily Injury $1,000,000 each occurrence for Property Damage If combined single limit: $1,000,000 per occurrence 2. Notices Any notices to be given under this agreement shall be given by enclosing the same in a sealed envelope, postage prepaid, and depositing the same with the United States Postal Service, addressed to the respective party’s Greening at its address stated herein, and to the authorized agent of Rosemount at the address stated herein. For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 3. Controlling Law The laws of the State of Minnesota shall govern all questions and interpretations concerning the validity and construction of this agreement, the legal relations between the parties and performance under the agreement. The appropriate venue and jurisdiction for any litigation hereunder will be those courts located within the Dakota County or Rosemount, State of Minnesota. Litigation, however, in the federal courts involving the parties will be in the appropriate federal court within the State of Minnesota. If any provision of this contract is held invalid, illegal or unenforceable, the remaining provisions will not be affected. 4. Successors and Assigns Rosemount and Greening, respectively, bind themselves, their partners, successors, assigns, and legal representatives to the other party to this agreement and to the partners, successors, assigns, and legal representatives of such other party with respect to all cov enants of this agreement. Neither Rosemount nor Greening shall assign, sublet, or transfer any interest in this agreement without the prior written consent of the other. 5. Equal Employment and Americans with Disabilities In connection with the work under this agreement, Greening agrees to comply with the applicable provisions of state and federal equal employment opportunity and nondiscrimination statutes and regulations. In addition, upon entering into this agreement, Greening certifies that it has b een made fully aware of Greening's Equal Employment Opportunity and Americans with Disabilities Act Policy, attached hereto and incorporated herein as Exhibit A through both oral and written communications Rosemount’s policies with respect to equal employment and compliance with federal and state nondiscrimination laws , that it supports this policy and that it will conduct its own employment practices in accordance therewith. Failure on the part of the Greening to conduct its own employment practices in accordance with applicable laws and Rosemount Policy policies may result in the withholding of all or part of regular payments by the County City and/or a suspension or termination of this agreement, due under this agreement unless or until Greening complies with the Partner all applicable laws and policies policy, and/or suspension or termination of this agreement. 6. Changes The parties agree that no change or modification to this agreement, or an y attachments hereto, shall have any force or effect unless the change is reduced to writing, dated, and made part of this agreement. The execution of the change shall be authorized and signed in the same manner as for this agreement. 7. Severability In the event any provision of this agreement shall be held invalid and unenforceable, the remaining provisions shall be valid and binding upon the parties unless such invalidity or non -enforceability would cause the agreement to fail its purpose. One or m ore waivers by either party of any provision, term, condition or covenant shall not be construed by the other party as a waiver of a subsequent breach of the same by the other party. 8. Entire Agreement It is understood and agreed that the entire agreement of the parties is contained herein and that this agreement supersedes all oral agreements and negotiations between the parties relating to the subject Commented [TMD2]: I think this is intended to say “Rosemount’s” policy, not Greening’s policy. There is also an incorrect reference to Exhibit A because Ex. A is the Grant information. There is no EEO or ADA policy attached. For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 matter hereof as well as any previous agreements pr esently in effect between Rosemount and Greening relating to the subject matter hereof. IN WITNESS WHEREOF, the parties have caused this agreement to be duly executed intending to be bound thereby. For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 PARTNER: BY: ___________________________ NAME: ___________________________ TITLE: ___________________________ DATE: ___________________________ GREAT RIVER GREENING: BY: ___________________________ NAME: _Deborah Karasov____________ TITLE: _Executive Director___________ DATE: ___________________________ GRANT MANAGER INT: ________ FINANCIAL OFFICER INT: ________ For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 Exhibit A: Grant Specific Information or Agreement State of Minnesota – 2018 Outdoor Heritage Fund Metro Big Rivers Habitat – Phase 8 Grantee Landowner Great River Greening City of Rosemount 251 Starkey St., Suite 2200 2875 145th Street West Saint Paul, MN 55107 Rosemount, MN (651) 665-9500 (651) 423-4411 Great River Greening has received as an appropriation under Minn. Laws 201 8, Regular Session, Chapter 208, Article 1, Section 2, Subd 5(a) Metro Big Rivers Phase 8, $700,000 is from the fund to the commissioner of natural resources for an agreement to acquire land in fee and permanent conservation easements and to restore and enhance natural systems associate d with the Mississippi, Minnesota and St. Croix Rivers in the metropolitan area and as provided in Minnesota Statutes, section 84.026. As a recipient of this funding, the Landowner is subject to the terms below: COMPLIANCE The Landowner acknowledges that these funds are proceeds from the State of Minnesota Outdoor Heritage Fund which is subject to certain legal restrictions and requirements, including Minnesota Statutes Chapter 116P. The Landowner is responsible for compliance with this and all other relevant state and federal laws and regulations in the fulfillment of the Project. LIABILITY The Landowner must indemnify, save, and hold the State, its agents, and employees harmless from any claims or causes of action, including attorney’s fees incurred by the State, arising from the performance of this grant agreement by the Grantee or the Grantee’s agents or employees. The Landowner’s duty to indemnify does not apply to claims or causes of action arising out of int entional or willful misconduct by the Grantee or the Grantee’s agents or employees. This clause will not be construed to bar any legal remedies the Grantee may have for the State's failure to fulfill its obligations under this grant agreement. ACCESS AND MONITORING The Landowner agrees to allow the Recipient and the State access at any time to conduct periodic site visits and inspections to ensure work progress in accordance with this grant agreement, including a final inspection upon program completion. At least one monitoring visit per grant period on all state grants of over $50,000 will be conducted and at least annual monitoring visits on grants of over $250,000. Following closure of the program, the State’s authorized representatives shall be allowed to cond uct post- completion inspections of the site to ensure that the site is being properly operated and maintained and that no conversion of use has occurred. ACKNOWLEDGMENTS AND ENDORSMENT Acknowledgment. The Landowner must acknowledge financial support from the Outdoor Heritage Fund in program publications, signage and other public communication and outreach related to work completed using the appropriation. Acknowledgment may occur, as appropriate, throug h use of the fund logo or inclusion of language attributing support from the fund. Endorsement. The Landowner must not claim that the State endorses its products or services. ECOLOGICAL AND RESTORATION PLAN For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 For all restorations, the Grantee in coordination with the Landowner must prepare and retain an ecological restoration and management plan that, to the degree practicable, is consistent with current conservation science and ecological goals for the restoration site. Consideration should be given to soil, geology, topography, and other relevant factors that would provide the best chance for long -term success and durability of the restoration. The plan must include the proposed timetable for implementing the restoration, including, but not limited to, s ite preparation, establishment of diverse plant species, maintenance, and additional enhancement to establish the restoration; identify long - term maintenance and management needs of the restoration and how the maintenance, management, and enhancement will be financed; and use current conservation science to achieve the best restoration. Long Term Management As a partner with Great River Greening, the Landowner commits to maintaining the investment put forward over time. For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 Exhibit B: Scope of Services and Greening Hourly Rates Enhancement of a minimum of 67 acres of oak forest through invasive species management and thinning of less desirable tree species (see Exhibit C for project boundary and management unit maps, nomenclature largely derived from the provided Natural Resources Management Plan). Management Unit 1, Oak Woodland (Mature) -  Woody invasive removal through a combination of forestry mowing, hand cutting, and stump treating to prevent resprouting.  Follow up herbicide treatment.  Reseed bare soils with a diverse, inexpensive native graminoid mix. Management Unit 2, Oak Woodland (Mature) -  Same actions as described for the previous unit. Management Unit 3, Oak Woodland (Young) -  Same actions as described for the previous unit. Management Unit 4, Shrub-Scrub / Grassland Mosaic -  Same actions as described for the previous unit. Management Unit 5, Shrub-Scrub / Grassland Mosaic - Same actions as described for the previous unit. Development and implementation of one volunteer event. Project oversight by GRG staff ecologist. Management and reporting to the State of Minnesota on outcomes related to the Lessard -Sams Outdoor Heritage Fund grant. GRG will work with Rosemount staff to facilitate enhancement activities to minimize impact to trail users and trail closures. For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7 Exhibit C: Maps For internal Greening use: Agreement #:CA For internal Greening use: Agreement #:CA 547031v1 MDT RS215-7