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HomeMy WebLinkAboutAgreement - City of Morgan Hill - Temporary Staff Services; Implementation of Stormwater Permitting Requirements - Signed 2022-04-14 -1- AGREEMENT FOR PROVIDING PART TIME TEMPORARY STAFF SERVICES FOR THE IMPLEMENTATION OF STORMWATER PERMITTING REQUIREMENTS TO THE CITY OF GILROY This Agreement (“AGREEMENT”) is made and entered into this _______ day of __________________, 2022 (“EFFECTIVE DATE”), by and between the CITY OF GILROY, a municipal corporation (“GILROY”), and the CITY OF MORGAN HILL, a municipal corporation (“MORGAN HILL”). RECITALS WHEREAS, MORGAN HILL and GILROY have previously adopted a Joint Regional Storm Water Management Plan (SWMP) which was accepted by the Central Coast Regional Water Quality Control Board as the implementation document for the Joint Phase II Municipal Storm Water Permit and cooperated extensively in the implementation of the SWMP; and WHEREAS, the State Water Resources Control Board adopted General Permit No. CAS000004 (Waste discharge requirements for storm water discharges from small municipal separate storm sewer systems) (General Permit) on February 5, 2013; and WHEREAS, the General Permit instituted significant new regulatory requirements that the cities must comply with and both MORGAN HILL and GILROY budgeted for increased staff resources in order to comply with the General Permit’s requirements; and WHEREAS, the State continues to adopt more regulatory requirements over time that continue to demand increased staffing in order for the cities to remain in compliance; and WHEREAS, MORGAN HILL hired a staff person in 2015 at the Environmental Program Coordinator level to implement measures to comply with the General Permit requirements and MORGAN HILL and GILROY have been sharing this staff person for the past several years; and WHEREAS, MORGAN HILL hired a half time Environmental Technician to provide additional help in meeting Water Board expectations for Stormwater Program compliance, and has agreed to hire a full time Environmental Technician to provide staff services to GILROY pursuant to the AGREEMENT; and WHEREAS, GILROY and MORGAN HILL have agreed that MORGAN HILL will provide the services of a second temporary half-time staff position at the Environmental Technician level to GILROY and that GILROY will reimburse MORGAN HILL for MORGAN HILL's costs incurred to employ this position and carry out this work in the amount of one-half of the actual costs to MORGAN HILL for the position. NOW, THEREFORE, in consideration for the mutual promises and agreements set forth herein, the parties hereby agree as follows: DocuSign Envelope ID: 706CC994-6007-4F4E-8AD3-B916C1245FEDDocuSign Envelope ID: F26E9A5F-07E7-4C56-8AD4-9507CC4259BA -------------------- 4/14/2022 ---- -2- 1.0 PURPOSE; DELEGATION. The purpose of this AGREEMENT is to promote efficiency and an economy of operations and resources in complying with the requirements of the General Permit and other stormwater regulatory measures adopted by the State of California. To achieve this end, MORGAN HILL will provide a one-half time staff resource at the Environmental Technician level to GILROY to support GILROY’S activities to comply with the General Permit as set forth in Exhibit A. 2.0 TERM. This AGREEMENT shall be implemented shortly after the EFFECTIVE DATE of the AGREEMENT and shall terminate on June 30, 2022, unless this AGREEMENT is amended or GILROY or MORGAN HILL exercises the right to terminate this AGREEMENT pursuant to Section 7 of this AGREEMENT, below. 3.0 STATEMENT OF COSTS. GILROY shall reimburse MORGAN HILL for all costs incurred by MORGAN HILL pursuant to this AGREEMENT, which will include direct costs for labor plus 6.5% for workers compensation and Medicare. MORGAN HILL shall use all funds paid to MORGAN HILL by GILROY pursuant to this AGREEMENT solely for providing staff services to GILROY. The contribution of GILROY to MORGAN HILL under this Agreement shall not exceed $10,000, unless MORGAN HILL has notified GILROY that the estimated amounts will not be adequate to reimburse MORGAN HILL for actual costs and GILROY agrees that an increase in the amount is warranted. 4.0 PAYMENT FOR SERVICES. MORGAN HILL will invoice GILROY monthly for costs incurred to provide the Environmental Technician staff services by sending GILROY an invoice. GILROY shall pay MORGAN HILL the amounts invoiced within forty-five (45) days of their receipt of such invoices. 5.0 INDEMNIFICATION. In lieu of and notwithstanding the pro rata risk allocation which might otherwise be imposed between the parties to this AGREEMENT pursuant to Government Code Section 895.6, the Parties agree that all losses or liabilities incurred by a party shall not be shared pro rata, but instead, pursuant to Government Code Section 895.4, each of the parties hereto shall fully indemnify and hold each of the other parties, its officers, board members, employees and agents, harmless from any claim, expense or cost, damage or liability imposed for injury (as defined by Government Code Section 810.8) occurring by reason of the negligent acts or omissions or willful misconduct of the indemnifying party, its officers, board members, employees or agents, under or in connection with or arising out of any work, authority or jurisdiction delegated to such party under this Agreement. No party, nor any officer, board member, employee or DocuSign Envelope ID: 706CC994-6007-4F4E-8AD3-B916C1245FEDDocuSign Envelope ID: F26E9A5F-07E7-4C56-8AD4-9507CC4259BA -3- agent thereof shall be responsible for any damage or liability occurring by reason of the negligent acts or omissions or willful misconduct of other parties hereto, their officers, board members, employees or agents, under or in connection with or arising out of any work, authority or jurisdiction delegated to such other parties under this Agreement. In the performance of work, duties, and obligations under this Agreement, MORGAN HILL staff is at all times acting and performing as an employee of MORGAN HILL and not as an employee of GILROY. As described in this Agreement, MORGAN HILL shall be responsible for and obligated to pay directly all applicable salary, taxes, and benefits owed to staff assigned to perform work for GILROY pursuant to this Agreement. In connection therewith, MORGAN HILL shall defend, indemnify, and hold GILROY harmless from any and all liability which GILROY may incur because of MORGAN HILL’S failure to pay such salary, taxes, or benefits. 6.0 RECORDS. MORGAN HILL shall keep itemized and detailed work or job records of all costs incurred and services rendered pursuant to this AGREEMENT. MORGAN HILL shall maintain these records for a minimum period of three (3) years, or for any longer period required by law, following the performance of any services. 7.0 TERMINATION. A. MORGAN HILL or GILROY may terminate this AGREEMENT by giving notice to the other party of not less than thirty (30) days. B. If either party fails to perform any of its material obligations under this AGREEMENT, then, in addition to all other remedies available by law, the non- defaulting party may terminate this AGREEMENT immediately upon written notice to defaulting party. C. The MORGAN HILL City Manager, or her delegatee or designee, is authorized to terminate this AGREEMENT on behalf of MORGAN HILL. D. The GILROY City Administrator, or his delegatee or designee, is authorized to terminate this AGREEMENT on behalf of GILROY. E. In the event of termination, MORGAN HILL shall deliver to GILROY copies of all reports, documents, or other data generated by MORGAN HILL for or under this AGREEMENT. GILROY shall be responsible for payment to MORGAN HILL of the cost of any services properly rendered in accordance with this Agreement prior to termination within 30 days of termination. 8.0 AMENDMENTS. This AGREEMENT may be modified only by a written amendment duly executed by the parties to this AGREEMENT. DocuSign Envelope ID: 706CC994-6007-4F4E-8AD3-B916C1245FEDDocuSign Envelope ID: F26E9A5F-07E7-4C56-8AD4-9507CC4259BA -4- 9.0 NONDISCRIMINATION. No party to this AGREEMENT shall discriminate, in any way, against any person on the basis of race, sex, color, age, religion, sexual orientation, actual or perceived gender identity, disability, ethnicity, or national origin, in connection with or related to the performance of this AGREEMENT. 10.0 ASSIGNABILITY. MORGAN HILL acknowledges and understands that the expertise and experience of MORGAN HILL is a material consideration inducing GILROY to enter into this AGREEMENT. MORGAN HILL may not assign nor transfer any interest in this AGREEMENT, nor the performance of any of its duties and responsibilities under this AGREEMENT, without the prior written consent of GILROY. Any attempt by MORGAN HILL to so assign or transfer this AGREEMENT or the performance of any of MORGAN HILL’S duties and responsibilities under this AGREEMENT shall be null and void and of no force or effect. 11.0 NOTICES. All notices and other communications required or allowed to be given under this AGREEMENT to a party shall be in writing and shall be personally served or mailed, postage prepaid and return receipt requested, addressed to the respective party as follows: GILROY : City of Gilroy 7351 Rosanna Street Gilroy, California 95020 Attention: CITY ADMINISTRATOR MORGAN HILL : City of Morgan Hill 17575 Peak Avenue Morgan Hill, California 95037 Attention: CITY MANAGER 12.0 GOVERNING LAW. The law governing this AGREEMENT shall be that of the State of California. 13.0 VENUE. If suit is brought under this AGREEMENT, venue shall be vested exclusively in the state courts of the State of California, County of Santa Clara, or, if federal jurisdiction is appropriate, exclusively in the United States District Court, Northern District of California, San José, California. DocuSign Envelope ID: 706CC994-6007-4F4E-8AD3-B916C1245FEDDocuSign Envelope ID: F26E9A5F-07E7-4C56-8AD4-9507CC4259BA -5- 14.0 COMPLIANCE WITH LAWS. All parties to this AGREEMENT shall comply with all applicable laws, rules, regulations, codes and ordinances of the federal, state and local governments in the performance of the services and its other duties and obligations under this AGREEMENT. 15.0 OWNERSHIP OF MATERIALS. All reports, documents, photographs, or other materials generated by MORGAN HILL or other person engaged directly or indirectly by MORGAN HILL to perform the work set forth herein shall be and remain the joint property of GILROY and MORGAN HILL. 16.0 WAIVER. Each party to this AGREEMENT agrees that the waiver by any party of any breach or violation of any term or condition of this AGREEMENT shall not be deemed to be a waiver of any other term or condition contained herein or a waiver of any subsequent breach or violation of the same or any other term or condition of this AGREEMENT. The acceptance by any party of the performance of the services performed by MORGAN HILL or any other work or service under this AGREEMENT shall not be deemed to be a waiver of any term or condition of this AGREEMENT. 17.0 AUTHORITY TO EXECUTE The individuals who are signing this AGREEMENT on behalf of entities represent and warrant that they are, respectively, duly authorized to sign on behalf of the entities and to bind the entities fully to each and all of the obligations set forth in this AGREEMENT. IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT as of the EFFECTIVE DATE first set forth above. Signatures on following page. DocuSign Envelope ID: 706CC994-6007-4F4E-8AD3-B916C1245FEDDocuSign Envelope ID: F26E9A5F-07E7-4C56-8AD4-9507CC4259BA -6- GILROY APPROVED AS TO FORM: ________________________________ Andy Faber City Attorney ATTEST: _________________________________ Thai Pham City Clerk CITY OF GILROY, a municipal corporation _________________________________ Jimmy Forbis City Administrator MORGAN HILL APPROVED AS TO FORM: ________________________________ Donald Larkin City Attorney ATTEST: ________________________________ Michelle Bigelow, City Clerk CITY OF MORGAN HILL, a municipal corporation __________________________________ Christina Turner City Manager DocuSign Envelope ID: 706CC994-6007-4F4E-8AD3-B916C1245FEDDocuSign Envelope ID: F26E9A5F-07E7-4C56-8AD4-9507CC4259BA EXHIBIT A DESCRIPTION OF STAFF RESOURCE TO BE PROVIDED AND TERMS RELATED TO ADMINISTERING STAFF RESOURCE The purpose of this Exhibit is to describe the work anticipated to be conducted under this AGREEMENT and the general terms relating to the employment of the staff resources (STAFF) provided under this AGREEMENT. MORGAN HILL shall assign a half time staff position shortly after the effective date of this AGREEMENT. 1. Work Locations - The primary office location for STAFF shall be MORGAN HILL’s offices. If desired by GILROY and if GILROY provides a reasonable work location, STAFF shall work in GILROY offices and attend meetings and work directly with customers in GILROY. The scheduling of STAFF’s work in GILROY can be designed to provide both regular office hours and flexibility to work in GILROY at additional times as desired. STAFF scheduling shall be arranged through the MORGAN HILL manager. 2. Management and Supervision - MORGAN HILL shall provide primary management and supervision of STAFF. MORGAN HILL shall communicate with GILROY to ensure that STAFF is providing expected services to GILROY. Any and all disciplinary activities, if needed, shall be conducted solely by MORGAN HILL with costs thereof shared equally by GILROY. 3. General Description of Work Activities - While it is understood that the work associated with this AGREEMENT is dynamic and may fluctuate depending on GILROY’s interests, the following general work activities are expected to be core activities under the AGREEMENT: a) Update and administer the requirements of the Operation and Maintenance Program for Post Construction Stormwater Treatment Features. b) Complete other tasks as assigned by the Stormwater Program Coordinator, when workload permits. DocuSign Envelope ID: 706CC994-6007-4F4E-8AD3-B916C1245FEDDocuSign Envelope ID: F26E9A5F-07E7-4C56-8AD4-9507CC4259BA Certificate Of Completion Envelope Id: F26E9A5F07E74C568AD49507CC4259BA Status: Completed Subject: Please DocuSign: Shared Environmental Tech Agreement.pdf Source Envelope: Document Pages: 7 Signatures: 3 Envelope Originator: Certificate Pages: 5 Initials: 0 City Clerk's Office AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 17575 Peak Ave Morgan Hill, CA 95037 cityclerk@morganhill.ca.gov IP Address: 68.189.124.146 Record Tracking Status: Original 4/12/2022 9:51:25 AM Holder: City Clerk's Office cityclerk@morganhill.ca.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Morgan Hill Location: DocuSign Signer Events Signature Timestamp Cynthia Hasson cynthia.hasson@morganhill.ca.gov Assistant City Attorney Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Signed by link sent to cynthia.hasson@morganhill.ca.gov Using IP Address: 68.189.124.146 Sent: 4/12/2022 10:04:18 AM Viewed: 4/12/2022 10:07:17 AM Signed: 4/12/2022 10:14:36 AM Electronic Record and Signature Disclosure: Accepted: 4/12/2022 10:07:17 AM ID: d470458b-3bb0-421d-8e2f-4cbae26aeee5 Christina Turner christina.turner@morganhill.ca.gov City Manager Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Signed by link sent to christina.turner@morganhill.ca.gov Using IP Address: 174.87.104.195 Sent: 4/12/2022 10:14:38 AM Viewed: 4/13/2022 4:41:08 AM Signed: 4/14/2022 5:34:19 AM Electronic Record and Signature Disclosure: Accepted: 4/14/2022 5:33:28 AM ID: 544a1398-92bd-44a2-a5be-50653c5453b4 Michelle Bigelow michelle.bigelow@morganhill.ca.gov Council Services & Records Manager City of Morgan Hill Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to michelle.bigelow@morganhill.ca.gov Using IP Address: 68.189.124.152 Sent: 4/14/2022 5:34:20 AM Viewed: 4/14/2022 7:23:45 AM Signed: 4/14/2022 7:23:51 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Kim Mancera kim.mancera@morganhill.ca.gov Municipal Services Assistant City of Morgan Hill Security Level: Email, Account Authentication (None) Sent: 4/14/2022 7:23:52 AM Viewed: 4/14/2022 7:33:08 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Kendra Mann kendra.mann@morganhill.ca.gov Security Level: Email, Account Authentication (None) Sent: 4/14/2022 7:23:53 AM Viewed: 4/14/2022 8:09:08 AM Electronic Record and Signature Disclosure: Accepted: 1/28/2022 7:44:27 AM ID: 77801a08-139e-42bb-bc6b-2649ca218377 Chris Ghione chris.ghione@morganhill.ca.gov Public Services Director Security Level: Email, Account Authentication (None) Sent: 4/14/2022 7:23:54 AM Electronic Record and Signature Disclosure: Accepted: 4/12/2022 5:41:00 PM ID: b5697e67-4981-4231-b719-c7a0ebf811fd Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 4/12/2022 10:04:18 AM Certified Delivered Security Checked 4/14/2022 7:23:45 AM Signing Complete Security Checked 4/14/2022 7:23:51 AM Completed Security Checked 4/14/2022 7:23:54 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Morgan Hill (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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