HomeMy WebLinkAboutGroup for the East End - Downs Farm Preserve
RESOLUTION (ID # 18417)
REVIEWED DOC ID: 18417
THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. (ID # 18417)
WAS REVIEWED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN
BOARD ON SEPTEMBER 20, 2022:
RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs
Supervisor Scott A. Russell to execute an agreement with the Group for the East End in
connection with environmental and stewardship programs at the Downs Farm Preserve and other
appropriate sites or preserves for the amount of $34,000 for the term of January 1, 2022 through
December 31, 2022, all in accordance with the approval of the Town Attorney, funded from
budget line A.1620.4.500.100.
Denis Noncarrow
Southold Town Clerk
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AGREEMENT
A r(
THIS AGREEMENT,entered into this-day of�,2022,by and between the Town
of Southold,New York("the Town"), a municipal corporation organized and existing under
the laws of the State of New York with offices at 53095 Main Road, Southold, New York,
and the Group for the East End(the "Contractor"), with an address of P.O. Box 1792, 54895
Main Road, Southold,NY 11971;
WITNESSETH, that the Town and the Contractor, for the consideration hereinafter
named, agree as follows:
ARTICLE 1. WORK TO BE DONE AND CONSIDERATION THEREFOR
The Contractor shall receive funding from the Town to perform environmental and/or
stewardship programs and/or events at Downs Farm Preserve, pursuant to the Description
plan as more fully set forth and attached hereto as Exhibit A and made a part hereof.
The Contractor will furnish all labor, materials, supplies, equipment and other
similar items necessary or proper for, or incidental to, the work contemplated by this
Contract-and in strict accordance with such changes as are ordered and approved
pursuant to this Contract.
ARTICLE 2. CONTRACT TERM
The term for services to be rendered under this Contract shall be January 1, 2022
through December 31, 2022.
ARTICLE 3. ACCEPTANCE AND FINAL PAYMENT
The total authorized funding is $34,000. Payments to be due as follows, after
submission of a proper voucher:
IA payment: $8,000 February 15
2nd payment: $8,500 May 15
3`d payment $8,500 August 15
Final payment $9,000 December 15
The Town shall pay the Contractor upon the submission of a voucher and
documentation of the work performed at the completion of each stage of work. The Voucher
will certify the work performed in furtherance of the project and detail costs. Such voucher
shall be due and payable within 45 days after receipt of such voucher,but such sum shall not
be due and payable by the Town until the Town Board of the Town has received such a
voucher and has audited and approved for payment the voucher to be submitted by Contractor
in connection therewith.
The Town Board shall process any voucher received from Contractor as expeditiously
as possible. In the event that the Town disputes or objects to any portion of any voucher
submitted by Contractor pursuant to this paragraph, the Town shall, within 30 days of the
receipt of such voucher,notify Contractor in writing of such dispute or objection. Contractor
acknowledges that Contractor is familiar with the requirements of section 118 of the Town
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Law which,in effect,prohibit payment of any of Contractor's claims against the Town unless
an itemized voucher therefore shall have been presented to the Town Board or Town
Comptroller and shall have been audited and allowed by the Town Board or Town
Comptroller.
The acceptance by the Contractor of the final payment shall be, and shall operate as a
release tothe Town from all claims and all liabilities to the Contractor for all the things done or
furnished in connection with this work and for every act and neglect of the Town and others
relating to or arising out of, this Contract, except Contractor's claims for interest upon the final
payment, if this payment be improperly delayed.No payment, however final or otherwise, shall
operate to release the Contractor or its sureties from any obligations under this Contract.
ARTICLE 4. CONTRACTOR'S OBLIGATIONS
(a) The Town is not contracting with any party to complete the contemplated work.
The Contractor shall be responsible for the full and correct performance of the
Work required for funding eligibility by this Contract within the time specified
herein, including work ofthe Contractor's Subcontractors, and any errors therein
shall be corrected at the Contractor's own cost and expense. In addition, the
Contractor shall indemnify the Town for any claims, costs or expenses
attributable to errors in performance by the Contractor or the Contractor's
Subcontractors.
(b) The Contractor agrees that the Contractor shall protect and shall be solely
responsible forall labor and material provided for under this contract, whether or
not the same may be erected in place, and for all its plans, tools, equipment,
materials, tools of the Contractor'semployees and agents, etc. for all adjoining
private and public property, and all existing Work on the Project Site or parties
thereon, which may be damaged by the Contractor's Work. In no event shall the
Town be liable to the Contractor or any third party for loss of, pilferage, or
damage to any of the same, and the Contractor shall indemnify the Town from
the same.
(c) Contractor shall be responsible for securing all permits required to perform the
Work and/or required by the applicable laws, regulations, ordinances, etc., and
maintain the validity of all such permits throughout the contract duration.
ARTICLE 5. CONTRACTOR'S INSURANCE
The Contractor shall not commence work under this Contract until it has obtained all
insurancerequired under this paragraph and verified that its subcontractors have the same.
(a) Compensation Insurance: The Contractor shall take out and maintain during the
life of this Contract Workers' Compensation Insurance for its employees to be
assigned to the work hereunder.
(b) Insurance: The Contractor shall take out and maintain during the life of this
Contract such general liability, property damage, and commercial auto liability
insurance as shall protect it from claims for damages for personal injury,
including accidental death, as well as from claims for property damage which
may arise from operations under this Contract. The amounts of such insurance
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shall be as follows:
General liability insurance in an amount not less than $1,000,000 for injuries,
including wrongful death to any one person and subject to the same limit for each
person, in an amount not lessthan $2,000,000 on account of any one occurrence.
Property damage insurance in an amount not less than $300,000 for damage on
account of all occurrences.
Commercial auto liability insurance m an amount not less than $500,000 for
damage on account of all occurrences.
ARTICLE 6. REPRESENTATIONS OF CONTRACTOR
The Contractor represents and warrants:
(a) That it is financially solvent and that it is experienced in and competent to
perform the type of work or to furnish mechanical maintenance dredging to be
furnished by it; and
(b) That it is familiar with all federal, state, municipal and department laws,
ordinances andregulations which may in any way affect the work or those
employed therein.
ARTICLE 7. PERMITS AND REGULATIONS
The Contractor shall apply for, and comply with all permits issued to the Town in
connection with the services furnished under this Agreement.
ARTICLE 8. TOWN'S RIGHT TO STOP WORK OR TERMINATE CONTRACT
The Town shall have the right to terminate the Contract if:
(a) The Contractor is adjudged bankrupt or makes an assignment for the benefit of
creditors; or
(b) A receiver or liquidator is appointed for the Contractor or for any of its property
and is not dismissed within 20 days after such appointment or the proceedings
in connection therewith are not stayed on appeal within the said 20 days; or
(c) The Contractor refuses or fails to prosecute the work or any part thereof with
due diligence; or
(d) The Contractor fails to make prompt payment to persons supplying labor for the
work; or
(e) The Contractor fails or refuses to comply with all applicable laws or ordinances; or
(f) The Contractor is guilty of a substantial violation of any provision of this Contract;
(g) The Town's execution and participation in this contract is found to be in violation
of an existing collective bargaining agreement.
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(h) In any event, the Town, without prejudice to any other rights or remedy it may
have, may, with our without cause, by seven (7) days' notice to the Contractor,
terminate the employment of the Contractor and its right to proceed as to the
work. In such case, the Contractor shall not be entitled to receive any further
payment beyond what owed in quantum meruit.
ARTICLE 9. DAMAGES
It is hereby mutually covenanted and agreed that the relation of the Contractor to the work
to be performed by it under this Contract shall be that of an independent contractor. As an
independent contractor, it will be responsible for all damage, loss or injury to persons or property
that may arise in or be incurred during the conduct and progress of said work by Contractor, its
agents,or employees,whether or not the Contractor,its agents,or employees have been negligent.
The Contractor shall assume all responsibility for risks or casualties of every description,for loss
or injury to persons or property arising out of the Contractor's work, from the action of the
elements. The Contractor shall make good any damages that may occur in consequence of the
work or any part of it.The Contractor shall assume all blame,loss and responsibility of any nature
by reason of Contractor's neglect or violation of any federal, state, county or local laws,
regulations or ordinances.
ARTICLE 10. INDEMNITY AND SAVE HARMLESS AGREEMENT
The Contractor agrees to indemnify and save the Town, its officers, agents and
employees harmless from any liability imposed upon the Town, its officers, agents and/or
employees arising from the negligence, active or passive, of the Contractor and from and
against any damages, claims, or expenses, including reasonable attorney's fees, arising out
of Contractor's breach of the Agreement or from Contractor's acts or omissions outside the
scope of the Agreement or arising outof claims or actions by third parties against
Contractor by virtue of his performance of this Agreement.
ARTICLE 11. NO ASSIGNMENT
In accordance with the provisions of section 109 of the General Municipal Law, the
Contractor is hereby prohibited from assigning, transferring, conveying, subletting or
otherwise disposing of thisAgreement, or of its right, title or interest in this Agreement, or its
power to execute this Agreement, to any other person or corporation without the previous
consent in writing of the Town.
ARTICLE 12. REQUIRED PROVISIONS OF LAW
Each and every provision of law and clause required by law to be inserted in this
Contract shallbe deemed to have been inserted herein. If any such provision is not inserted,
through mistake or otherwise,then upon the application of either party, this Contract shall be
physically amended forthwith to make such insertion. In particular, the Contractor shall,
among other things, fully complywith:
(a) Labor Law section 220-e and Executive Law sections 291-299 and the Civil
Rights Lawrelating to prohibition against discrimination and providing equal
opportunity.
(b) Affirmative action as required by the Labor Law.
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(c) Prevention of dust hazard required by Labor Law section 222-a.
(d) Preference in employment of persons required by Labor Law section 222.
(e) Eight-hour workday as required by Labor Law section 220(2).
ARTICLE 13. PREVAILING WAGE RATES REQUIRED BYLAW
(a) The parties hereto, in accordance with the provisions of section 220(3) of the
Labor Law, hereby agree that there shall be paid each employee engaged in
work under this Contract not less than the wage rate and supplements set
opposite the trade or occupation in which he/she is engaged, as listed on Exhibit
A attached hereto and made a part of this Agreement, which are the wage rates
and supplements established as the prevailing rate of wages for the work
covered by this Contract.
(b) Labor classifications not appearing on the schedule of wages can be used only
with the consent of the Owner and then the rate to be paid will be given by the
Owner after beingadvised by the Department of Labor.
(c) The Contractor shall post in a prominent and accessible place on the site of the
work a legible statement of all wage rates and supplements, as specified in the
Contract, for the various classes of mechanics, workingmen/women, or laborers
employed on the work.
ARTICLE 14. AUTHORITY FOR EXECUTION ON BEHALF OF THE TOWN
The Supervisor has executed this Agreement pursuant to a Resolution adopted
by the Town Board of the Town of Southold, at a meeting thereof held on 12022.
Scott A. Russell, Supervisor, whose signature appears hereafter, is duly authorized and
empowered to execute this instrument and enter into such an Agreement on behalf of the
Town. This instrument shall be executed in duplicate. At least one copy shall be permanently
filed, after execution thereof, in the office of the Town Clerk, Elizabeth Neville.
ARTICLE 15. NOTICES
Any and all notices and payments required hereunder shall be addressed as follows, or
to such other address as may hereafter be designated in writing by either party hereto:
To Town: Denis Noncarrow
Southold Town Cleric
P.O. BOX 1179
Southold,NY 11971-0959
To Contractor: Group for the East End
P.O. Box 1792 54895 Main Rd
Southold,NY 11971
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ARTICLE 16. WAIVER
No waiver of any breach of any condition of the Agreement shall be binding unless in
writing and signed by the party waiving said breach.No such waiver shall in any way affect
any other term or condition of this Agreement or constitute a cause or excuse for a repetition
of such or any other breach unless the waiver shall include the same.
ARTICLE 17. MODIFICATION
This Agreement constitutes the complete understanding of the parties.No modification
of any provisions thereof shall be valid unless in writing and signed by both parties.
ARTICLE 18. APPLICABLE LAW
This Agreement is governed by the laws of the State of New York.
IN WITNESS WHEREOF, the Town of Southold has caused these presents to be
signed by Scott A. Russell, its Supervisor, duly authorized to do so, and the Contractor has
caused these presents to be signed by its President, the day and year first above written.
Group for the East Eze-l-,
By: �.�� /�
Name: abv--� S, 0-r—LOc`(- Title:
Town of Southold
By:
Scott A. Russell, Supervisor
Page 6
STATE OF NEW YORK)
) ss..
COUNTY OF SUFFOLK)
On this 7kay ofM*rc it in the year 2022 before me,the undersigned, personally appeared
-,�a,_ as Officer and/or Authorized Agent of the Group for the East";,
End, 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 lie
executed thesame in his capacity and that by his signature on the instrument, the individual or the
person upon�vhose behalf of which the individual acted, executed the instrument.
�2-4t= —
Nota lie
"5SA7E pF g wn Johnson
STATE OF NEW YORK) NOTP.Ry c 0 ry Public,State of New York
_* PUBLIC "`=No 1J06349053
) SS.: {.
COUNTY OF SUFFOLK) .,,N�vYOQ� Qualified in Suffolk County
°j""""'P Commission Expires 10/11/20
'K apr
On thi6gday of lb =h in the year 2022 before me,the undersigned, personally appeared
SCOTT A. RUSSELL,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 the
person upon whose behalf of which the individual acted, executed the instrument.
-yo �h
Notary Public
LAUREN M. STANDISH
Notary Public-State of New York
No.01 ST616d008
Qualified in Suffolk County
Commission Expires April 9, 2023
Page 7
EXHIBIT A
Group for the East End will conduct and perform approximately 40 environmental and/or stewardship
programs and/or events at Downs Farm Preserve or other appropriate off-premise sites annually during
the contract period. Off premise sites must be approved by the Town before being scheduled. Should
the Town request off-premise sites said request shall be considered approval.
Programs and events will focus on natural resource and open space education,archaeological research,
ecological/biological/historical study and public access and may include but are not limited to wildlife-
themed events, indoor nature craft or science activities,Native American history, story time events for
young families, environment-themed indoor programs, trail maintenance, invasive species removal,
community bird feeder programs, nature walks, Earth Day events, citizen science, flora/fauna
inventories and habitat restoration. All programs and events must be consistent with any easements
and management plans in place for the property.
Town will designate at least one point of contact to administer the contract, approve off-premise sites,
process bills and any other related tasks.
Group for the East End will be responsible for implementing the Downs Farm Preserve Native Meadow
and Thicket plan in Exhibit B. Said plan may be modified as needed with Town approval.
Group for the East End will not be required to submit use forms for the use of Downs Farm Preserve
for the term of this contract.
Downs Farm Preserve, including the buildings, may still be used by the public and other entities for
appropriate programs and events. However, such use will be subject to availability based on Group for
the East End's schedule of programs and events.
Group for the East End will conduct an inventory of the interpretive materials in the Interpretive Center
which will include ownership and description of the materials and keep said inventory up to date. Said
inventory to be in a digital format acceptable to the Town such as Microsoft Excel or Microsoft Word.
Group for the East end will maintain the various displays in the Interpretive Center buildings,including
the display cases. These displays may be updated or changed to focus on other topics with Town
approval.
Group for the East End will report any issues with the Interpretive Center buildings to the Town point(s)
of contact.
Town will be responsible for maintenance and repairs of the Interpretive Center buildings including
windows, doors,heating, bathroom, decking, etc.
Native Meadow and Thicket Plan for Downs Farm Preserve
Local wildlife and visitors to Downs Farm Preserve would benefit from the addition of a small,native
meadow and thicket towards the western border with McCall Vineyards. In 2019, several large trees were
removed on the McCall side of the property border, breaking the canopy and allowing a significant
increase in the amount of sunlight hitting an open, grassy area that was once a meadow installed by the
Town(no indication of a historical meadow in management documents).
Below you will fmd recommendations for site preparation,management and a non-exhaustive list of plant
species to include. By focusing on native (Long Island ecotype when possible) and near-native plant
species that have high wildlife value, we should see an increase in the number of insect species, especially
pollinators,which will in turn support bird-life.
Site Preparation Considerations
Native species need bare ground to germinate and grow. The proposed project site should be clear of
noxious weeds and invasive plant species. Two options are available, explained here:
Application of herbicides in mid-spring, when the area has begun to green up with a plant height of 1-2
feet. Apply another round of herbicide application in mid-summer.
OR
Solarization-Use of black plastic sheeting in early spring,prior to emergent growth. Sheeting should
remain in place throughout the entire summer and fall, when the sun is out the longest and temperatures
the highest. Leave the plastic on during the winter to protect the soil.
Neither is full-proof and continuous spot treatment with herbicides or with mechanical pulling will be
necessary for the successful establishment of native plants.
Soil Compaction- If the soil is compacted, use 1-2"of decomposed, high quality compost, followed by
rototilling the compost to a depth of 6" (Ernst Seed). Suggested consultation with a certified landscape
ecologist prior to start of project to confirm best practices and to ensure log-term success of project area.
Plant Plugs and Seeding-Use upland meadow pioneer species. Plant densely with plugs and overseed with
a native meadow mix(Ernst Seed).
Examples of fast-growing species:
• Chamaecrista fasciculata(Partridge Pea)
• Elymus virginicus (Virginia Wildrye)
• Helianthus angustifolius (Swamp/Narrowleaf Sunflower)
• Monarda fistulosa(Wild Bergamot)
• Penstemon digitalis (Tall White Beardtongue)
• Rudbeckia hirta(Blackeyed Susan)
• Rudbeckia triloba(Browneyed Susan)
• Senna hebecarpa(Wild senna)
0 Baptisia alba(White wild indigo)
• Eupatorium colestirum (Mistflower)
• Chasmanthium latifolium(Northern Sea Oats)
• Carex pensylvanica(Pennsylvania sedge)
Use a pre-stratified mix applied in spring with a wildflower to grasses/sedges ratio of 90%-95%
wildflower to 5%-10% grasses/sedges. Seed mixes can be sourced from a variety of places but emphasis
should be on native seed and Long Island ecotype when possible.
Year 1-3 Management
*It is suggested to consult a meadow scientist/landscape ecologist to confirm mowing plan. Approximate
hourly rate for our area is $125 to $150.*
Year 1-Mow monthly at start of growing season at a height of 8"to keep growth below 12". Mowing
below 4"will kill native plant seedlings. Stop mowing in late summer/early fall.
Selective herbicide application for invasive plant species (i.e. mugwort, Artemisia vulgaris).
Year 2-After the first growing season the meadow should be mowed once in late winter, allowing seed
heads to remain available for wildlife and for ornamental value. Mow in late spring to favor warm season
grasses (not a strict management technique).
Choose to mow all or 2/3 of the meadow and rotate which areas are mowed yearly.
Year 3-Mow in late winter.
Continual spot treatments with herbicides is recommended on a continual basis.
Note: Installation of a meadow is a 3-5 year process and its aesthetic will change throughout the years.
*Deer fencing is an essential part of a successful meadow project. 6 -8 feet in height around the entirety of
the meadow with an entry gate so the project can be accessed by restoration workers.
Native Thicket
A native thicket is an essential component of a healthy ecosystem and has high wildlife value. Densely
planted, shrubby cover increases wildlife diversity as well as plant diversity. Every plant should create a
berry or fruit, seed or nut or leaves that can be used by multiple species. Most native thickets have been
overrun by invasive plants so invasive plant control would be an optimal part of a native thicket project.
For maximum wildlife value the thicket should be at least 30 ft. x 50 ft. Plant shrubs anywhere from 3 ft to
6 ft. apart based on the species requirements. Plants should be 1-3 gallon in size.
Examples of native species to utilize in a thicket planting:
• Rhus glabra(Smooth sumac)
• Viburnum dentatum(Arrowwood viburnum)
• Sambucus canadensis (Elderberry)
• Aronia melanocarpa(Black chokeberry)
• Prunus americana(American plum)
On the outskirts of the thicket, I would suggest adding Malus coronaria, sweet crabapple.
To create more habitat and to provide some vegetative cover where McCall removed several large trees,I
would suggest adding Eastern red cedar, Juniperus virginiana,with a growth range of 15-60 feet, it would
provide cover for both wildlife and humans visiting the space. Costs and sourcing for this plant will vary
with availability but estimates are between$25 and$60 per plant depending on size. Spacing between 4-
12 feet depending on the size tree we can acquire.
s
Another potential use for the proposed thicket along the McCall property border would be to create
"Founder Plots,"in partnership with Long Island Native Plant Initiative (LINPI) and/or Peconic Land
Trust. LINPI has been working towards the creation of native and Long Island provenance Founder Plots
and Downs Farm may be a suitable space.
This area would also need to be fenced off and any shrub/trees protected from wildlife herbivory.
Approximate Project Cost:
Landscape ecologist for 15-20 hours, $1875-$2500 ($125/hr. is the approximate non-profit rate)
Thicket plant material for a 30x50/1500sq. ft. site- $648-$1296
Meadow plant material for a 10x10/100sq. ft.— 10x12/120 sq.ft. site- $1004200 in plant material.
$4000 (I think this could increase easily to $5,000- $10,000),without adding in extra expenses like
fencing material and time needed for installation.
*This does not include any material cost offset by Town contribution, for example, if the Town
contributes deer fencing and installation, as well as people to mow the area, it can cut down the cost
significantly.
0
; AY - 2 2022
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- �gn Clerk
Office of the Town Attorney
Town of Southold
Town Hall Annex, 54375 Route 25
P.O. Box 1179
Southold, New York 11971-0959
Telephone : 631-765-1939
Facsimile: 631-765-6639
MEMORANDUM
To: Denis Noncarrow, Town Clerk
From: Missy Mirabelli
Secretary to the Town Attorney
Date: April 29, 2022
Subject: Agreement w/Town of Southold and Group for the East End
Downs Farm Preserve
With respect to the above-referenced matters, I am enclosing the original
Agreements together with the Resolutions.
If you have any questions regarding the enclosed, please do not hesitate to call
me. Thank you.
/ms
Enclosures
cc: Accounting