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HomeMy WebLinkAboutPeconic Estuary Partnership r RESOLUTION 2022-473 * ADOPTED DOCID: 18139 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO,202x-473 WAS ADOPTED AT TIM REGULAR MELTING OI+THE SOUTHOLD TOWN BOARD ON MAY 24,2022: PXSOLVLD that the Town Board of the Town of Southold herby authorizes and directs Supervisor Scott Russell to enter Into an agme tt with Peconic Estuary Pameml'iip for a three phased contribution sourced from General Fund for various water quality projects in coordinationwith the other of the five mstem towns, Tine Contdbutioris are to be$24,500.00 for year one,$36,750.00 for year two,and$49,000,00 foryesr fine'for a total of$110=00, funded from budget line A.1010.4.500.300(Town Board,Environmental CS—),and subject to the approval of the Town Attomey. Deals Noucarriaw Southold Towne Clerk ItMLT: ADOPTED[UNANIMOUS) MOVER.* Sarah R.Nam Councilwoman SECONDER:Louisa P.Evans,Justice AYES: Nappa,DorosK Mealy,Doherty,Evans,Russell i 4 i RECEIVED SEP 2 3 2022 a �y� • a��� Southold Town 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: September 21, 2022 Subject: Agreement with Town of Southold and Stony Brook University as fiscal manager for Peconic Estuary Partnership With respect to the above-referenced matter, I am enclosing the original Agreement fully executed. Resolution and insurance are attached as well. If you have any questions regarding the enclosed, please do not hesitate to call me. Thank you. /mm Enclosures Cc: Accounting AGREEMENT THIS AGREEMENT, entered into thisq�'d'ay 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 Research Foundation for The State University of New York, acting on behalf of Stony Brook University, and as the fiscal administrator for the Peconic Estuary Partnership ("PEP") (the "Contractor"), with an address of W5510 Melville Library,-Stony Brook University,Stony Brook,New York 11794-3362; 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 conduct the water quality improvement projects in coordination with the five Eastern Towns. The Town Board of the Town of Southold, by Town Board Resolution No. 2022473, recited herein,authorized a funding award in.the'amount of One Hundred Ten Thousand Two Hundred Fifty Dollars ($110,250.00) for purposes of the operation of PEP, in accordance with the details of the resolution and Exhibit "A" attached hereto and made a part hereof, detailing certain operating expenses and tasks to be completed by Contractor. ARTICLE 2. TIME OF COMPLETION The services to be rendered under'this Agreement shall be for a three (3) year period from January 1,2021. ARTICLE 3. ACCEPTANCE AND FINAL PAYMENT The total authorized funding for this project is$110,250.00. Payment of the authorized amount shall be set in stages upon completion of work and proper reporting: Payment No. 1: $24,500.00 For the 2021 term upon initial signing of the agreement Payment No.2: $36,750.00 For the 2022 term upon initial signing of the agreement Payment No.3: $49,000.00 For the 2023 term on or about Jan. 1,2023 y TOTAL: $110,250.00 The Town shall pay the Contractonupon the submission of a voucher at the beginning of each yearly term, as approved by the Town's.project coordinator. 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. I j i i I r 'b 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 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 to the 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. CHANGES TO THE AGREEMENT AND EXTRA WORK (a) The Town is under no obligation whatsoever to provide any additional funds beyond those provided under this-Agreement to any vendor for any services required to complete the proposed work that are beyond the funding amount identified herein. The Contractor agrees to pay any overages or contingencies that may arise as part of the proposed project. Funds encumbered but not expended as part of any project will be re- allocated back to the Town's Community Preservation Fund. ARTICLE 5: CONTRACTOR'S OBLIGATIONS (a) The Contractor agrees to comply with all applicable Federal, State and local laws, regulations,procedures, and orders with respect to the use of the funding provided by this award. (b) The Town shall have the responsibility and the authority to evaluate the program covered by this Agreement and to. take whatever action it deems necessary to ensure the satisfactory application of the funds allotted. The Town reserves the right to suspend, revise,or withhold funds in whole or part for reasons of non-compliance within the terms and provisions of this Agreement. (c) The Contractor shall provide on or before December 31, 2022 a report or presentation regarding work completed,to improve local and/or regional water quality during the contract period to the Town Board and/or the CPF Water Quality Technical Advisory Committee (WQTAC). Failure to provide this report or presentation may result in the Town determining it shall no longer fund the Contractor for the purposes set forth in this Agreement. Contractor shall cooperate fully with State auditors, the Town or with any ' independent auditor retained by the Town in relinquishing any books or records maintained by Contractor that New York State,the Town of Southold, or their respective 1 i 4. f auditors seek to review or inspect. In the event that any such review or audit concludes that any portion of the proceeds provided by the Town in conjunction with this Agreement have been used by Contractor, its management, employees or its agents for purposes which are not authorized under this Agreement, Contractor shall refund to the Town an amount equal to the-amount found by the review or audit to have been utilized for unauthorized purposes ARTICLE 6. CONTRACTOR'S INSURANCE The Contractor shall not commence work under this Agreement until it has obtained all insurance required under this paragraph and such insurance has been approved by the Town. (a) Compensation Insurance: The Contractor shall take out and maintain during the fife of this Agreement Workers' Compensation Insurance, as required by applicable law. (b) Insurance:The Contractor.shall take out and maintain during the life of this Agreement such General Liability insurance to include bodily injury and injury to property in the amount of $1,000,000 per occurrence, the Accord form is acceptable to evidence the liability coverage. The Contractor shall furnish the above insurances-to-the Town and shall also name the Town as an additional named insured in said policies. ARTICLE 7. REPRESENTATIONS OF CONTRACTOR The Contractor represents and certifies that it is familiar with all federal, state, municipal and department laws, ordinances and-regulations which may in any way affect the work or those employed therein. ARTICLE 8. NO DAMAGES FOR DELAY Should the Contractor be or anticipate being delayed or disputed in performing the work hereunder for any reason,it shall promptly notify the Town in writing of the effect of such condition stating why and in what respects the condition is causing or threatening to cause such delay or disruption. Any project timelines affected-by such delay or disruption shall be extended for a period equal to the delay and any affected-budget shall be adjusted to account for the costs increases or decreases resulting from the delay or disruption as agreed upon by the parties. ARTICLE 9. TOWN'S RIGHT TO TERMINATE AGREEMENT The Town shall have the responsibility and authority to evaluate the program covered by this Agreement and to take whatever action it deems necessary to ensure the satisfactory application of the funds allotted. The Town reserves the right to suspend, revise, or withhold funds in whole or part for reasons of non-compliance with the terms and provisions of this Agreement. This Agreement may be terminated by the Town, upon thirty (30) days written notice delivered by certified mail, return receipt requested. Should the Town cancel in accordance with this provision herein, any Town .V of Southold grant fluids on hand or accounts receivable at the time of termination shall be returned to the Town within thirty(30)days of the notice of termination. ARTICLE 10. DAMAGES It is hereby mutually covehanted-and agreed that the relation of the Contractor to the work to be performed by it under this Agreement shall be that of an independent contractor. As an independent contractor, it will be responsible for all risks and responsibilities for losses of every description in connection with the services provided by Contractor, whether or not the Contractor, its agents, or employees have been negligent. The Contractor shall hold and keep the Town free and discharged of and from any and all responsibility and liability of any sort or kind. 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 nature of the work, from the action of the elements, or from any unforeseen or unusual difficulty. 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 neglect or violation of any federal, state, county or local laws, regulations or ordinances. ARTICLE 11. INDEMNITY AND SAVE HARMLESS AGREEMENT The Contractor"agrees"to-indemnify;-deferid,"arid hold harmless the*Town,-its officers;agents and employees from and against any damages,claims,or expenses,including reasonable attorney's fees,resulting directly or indirectly from the actions of Contractor in providing the services contemplated under this Agreement. ARTICLE 12. -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 this Agreement, 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 13. AUTHORITY FOR EXECUTION ON BEHALF OF THE TOWN The Supervisor has executed this Agreement pursuant to a Resolution 2022-473 adopted by the Town Board of the Town of Southold, at a meeting thereof held on May 24,2022. 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 14. NOTICES i j Any and all notices and payments required hereunder shall be deemed given upon receipt when sent Certified Mail, Return Receipt Requested, and shall be addressed as follows, or to such other I address as may hereafter be designated in writing by either party hereto: i i I To Town: Denis Noncarrow Southold Town Clerk P.O. Box 1179 Southold,NY 11971-0959 To Contractor: The Research Foundation for The SUNY W5510 Melville Library Stony Brook University Stony Brook,New York 11794-3362 Attn:Danielle Kelly osp contractsOstonybrook.edu With a copy to:joyce.novak@stonybrook.edu ARTICLE 15. 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 16. 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. If any term,provision, or portion of-any provision of this Agreement shall be deemed illegal, invalid and/or non-enforceable,the remainder of this Agreement shall be deemed to remain valid and shall be enforced to the fullest extent permitted by law. ARTICLE 17. APPLICABLE LAW This Agreement is governed by the laws of the State of New York. IN WITNESS WIffiREOF, 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 Authorized Representative,the day and year first above written. The Research Foundation for The SUNY, fiscal administrator for the Peconic Estuary Partnership By: Danielle Kelly,Authori Representative I Town of Southold By: AF ScottA. Russell, Supervisor I i STATE OF NEW YORK) )ss.. COUNTY OF ERIE ) On this q'day ofYVI in the year 2022 before me,the undersigned,personally appeared Niftle U1 authorized representative of-The Research Foundation for The State University of New York,perso lly 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 cknowledged to me that he executed the same in his capacity and that by his signature o e ins ent,the individual or the person upon whose behalf of which the individual ac exe uted the' strument. ANGELA TERRANOVA NOTARY PUBLIC STATE OF NEW YORK ERIE COUNTY LIC.#01TE6304266 COMM. EXP. - gIa d� N ary Public STATE OF NEW YORK) )ss.. COUNTY OF SUFFOLK) On this W day of aem6� in the year 2022 before me,the undersigned,personally appeared Q SCOTT A.RUSSELL, Supervisor for the Town of Southold,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. Notary u lic MICHELLE L TOMASZEWSKI NOTARY PUBLIC-STATE OF NEW YORK No.01T06156671 Qualified in Suffolk County My Commission Expires 11-27-2022 V EXHIBIT A Peconic Estuary Partnership POULIlMAiDn"-f "Gi'W4t1QMir$CkY,A4PGfist Budeet Narrative Pecon€c Estuary Partnership—Town of Southold 2022 The total request for the Town of Southold contribution to the Peconic Estuary Partnership in 2022 is $61,250 and does not require a match contribution. The Town Board:of Southold has unanimously adopted Resolution No_2022-473 on May 24,2022,which outlines a three contribution to the Peconic Estuary Partnership.Under the terns of this resolution,the corrtribuUon for years 2021 and 2022 are combi ned in the 2022 award and total$61,250.The 2023 contribution of$49,000 will be available January 1,2023.Aseparate budget and scope of work wilI be provided for the 2023 contribution. in 2022,the funds are allocated as folimving. Program office staff will provide outreach services in the Peconic watershed with associated costs as follows: . Staff... .. . .. .. . . . ... $10,528 Travel(local) $2,000 Supplies $3,083 Indirect(2530) $x€,059 TOTAL $19,670 Project Implementation will include the Homeowner Revmrds program,a longstanding PEP program where residents of the Peconic Watershed can receive up to$500 per household to create native plant rain gardens on a portion of their lawn for stormwater control andthe reduction of non-point source pollution.In 2022,we will be piloting two'non-point source reduction programs with schools in the watershed and PEP will provide two schools with$5,000 each to create rain gardens,native plant gardens pollinator gardens,or sensory gardens to capture stormwateron larger properties in the watershed.Lastly;in 2022,PEP will combining funds from the Environmental Protection Agency,the Town of East Hampton,and$20,000 from the Town of Southold:to carry out a mini-grant program to provide funds to our communities directly.The 2022 grant theme isthe CCMP Goal:Resilient i Communities Prepared for Climate change.The total cost for project implementation In 2022 is$41,580 and the cost breakdown Isar follows: Homeowner Rewards Program $3,000 School Rewards $10,000 Mini-Grant Program $20,000 Indirect $8,590 j TOTAL $41,580 i Peeoaic EsheaxsYaristcnhl�•SOD Center Drive,Salta 25OS•Eivewhead County Center Riverhead,NY 11901 '7niF'3leCo`�'LCC4tilii e.'.oT'y, I PeconicEstuary par mer-ship warren IA AMRrnene kC%a i+uaev VM'aCQA13 May 24,2022 TO: Southold Town Hoard From: Joyce!Novak,PhD—Executive Director,Peconic Estuary Partnership RE: Peconic Estuary Partnership Scope of Work 2022 In 2021,the Town of Southold unanimously agreed to contribute direct funding to the Peconic Estuary Partnership as outlined In the table below and based on a Peconic-wide"buy-in"of the East End Towns to the program.The percentage of buy-in by each town was calculated onthe proportional share of each Town's Community Preservation Fund(CPF).East Hampton,Southampton,and Shelter Island use their CPF Funds to contribute to PEP,Riverhead is in debt service and providing in-kind contribution,and the Town of Southold had agreed to contribute with a Town budget modification. In 2o2o,.the proportional share.of Each.Town.for.contributiort to.the P)rP.based pn.revenue collected is as follows: a- Southampton 59.190 b. East Hampton- 283% c. Southold- 7.0% d. Riverhead- 3.9% e. Shelter island- 1.795 East End Town 2021 2022 2023 �k �s�. w� ��4�:�;>�";�','v,XS's.4`.' r��`�� r��`4„:S„;if',a�?��•'-moi'.-k��.maT�.��'..:,..v`,.rs'����:Y1G+s Riverhead $13,550.0_0 $20,475.00 $27,300.00 '1,:mr"•t^.r''1•. iF � ,-. Vii;,: ,?k�S . +%4r � b '- + "�, f•.Yt'C :,•�Gj r]p`v�0iyt���f h 4^. F.J•iC t: 'Li ids .: .4H.µ.fi:Itf Rro 1L;d5K.7�i#1GQ•a ti •:A":.v {... s"F:til Southam ton $206,850.00 $310,275.00 $413,700.00 Y'r •.{s-- as TTR?Yf :!�;v��,�,,.p�ya'o:7... .r.+-,•"' .r 9'•':J yrcr J sa< }r +.C,.a`i>r'=.hh•"�+Y.�s�-y8 gg�,�4Pte.`•i v.2 �r r;.i``•''S` hill' 3°ij f .r .ff.y. p� T' t {+'+'C -� ::.... .�•in .aa.'p.\ i _ R f:;.i..�i:� �Rr...1+=C�X'::...i:.4i.���t wr:e,x�..«v.."-•.,•..�o...�'i r'..;�' r•rv+...^N+t•�:.vr. .v.. .::..ee:ar v2 Total $350,000.00 $525,000.00 $'700,000.00 At this time,PEP Is asking for the 2021 contribution,which experienced contracting delays,and the 2022 contribution for a total of$62,250 The 2022 Scope of Work Program Office Support$19,674: I w Outreach and Support Staff-$10,528 a Supplies and Travel-$5,083 IDC$4,059 i Peconic Estuary Panaership•Rnrerhead county center-30o center Dike•Room 2505•Riverhead,MY 11961 %mmileconicEstuary orC i i PeconicEstuary Partnership MONCING&M QIMM aW4 HAMS MOW OMR Project Implementation$41,580: • Nan-Point Source Pollution Prevention Program$16,380 o Homeowner Rewards o School Rewards • Peconicrwide Grant Program$25,200 o These funds will be used in combination with PEP Federal funds for a total of$120,000 for a Peconic Mini-Grant Program o This will target four orfive projects that can work toward our Goal-Resillent CammunihesPrepared fordmnate Change Total Project expenditure for this Scope of Work-$61,250 i i Peconic Estuary Partnership-Raeerhead County center-300 Center wine•Room 2503•Riverhead,NY1190i www.Peconimstuary.org i t i