HomeMy WebLinkAboutStrawberry Fields Lease Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
Town Resolution
2024-417
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Page 28 of 28 Pages
Rev. 1-15-2025 Law No.44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
Municipal Cooperation Agreement
This Operating Agreement and License ("Agreement") is between the County of" Suffolk
("County"), a municipal corporation of the State of New York, having its principal office at the County Center,
Southold, New York, 11901, acting through its duly constituted Department of Parks, Recreation, and
Conservation("Department") located at Montauk Highway,West Sayville, New York 11796, and the Town of
Southold ("Town"), a municipal corporation of the State of New York, having its principal offices at Town Hall,
53095 Main Road, Southold, New York 11971 with a mailing address of P. O. Box 1179, Southold, New
York 11971.
The parties hereto desire to enter into an agreement for the use, management, and maintenance of the
property known as"Strawberry Fields"that is owned by the County as active parkland property.The Strawberry
Fields Property is designated on the Suffolk County Tax Map as District 1000 Section 113.00 Block 12.00 Lot
016.000 consisting of 37.3 acres("Licensed Premises")as set forth and described in further detail herein.The
property is located along the north side of County Route 48 (Sound Avenue),Mattituck, in the Town of Southold,
County of Suffolk, State of New York as active parklands to include two (2) Soccer Fields, two (2) Baseball
Fields, a playground, Fairgrounds and Parking.
Term of Agreement: Shall be from May 1, 2025 to April 30, 2046.
Total Cost of Agreement: No cost to County.
Terms and Conditions: Shall be as set forth in Exhibits A, A-1, B &C attached hereto and
made a part hereof.
In Witness Whereof, the parties hereto have executed this Agreement as of the latest date written
below.
Town of Southold County of Suffol
By:
Albert J. Krupski,Jr. Kevin B. MoIloy
Supervisor Chief Dep -y C unty Exec ve
Date: a /a-0- AL f-- Date:
Approved as to Form: Approved:
Christopher J. Clayton Department of Parks, Recreation and
Suffolk County Attorney Conservation
Brittany L. ToAfiano ohn diandoft
Assistant Co ty Attorney Commissioner
Date: 2 Date:
0087348
Page 1 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
Table of Contents
Exhibit A
General Terms and Conditions
1. Whereas Clauses
2. Term and Termination
3. Terms and Conditions
4. Town Provided Services
5. Right of Access
6. SEQRA
7. Environmental Compliance
8. Conduct of Employees
9. Expense of Improvements to Licensed Premises
10. Advertising
11. Insurance
12. Notice
13. Representation of Inspection
14. Indemnification
15. Risks of Town
16. Regulatory Compliance
17. Licenses and Permits
18. Claims for Compensation
19. Changes to Agreement
20. Fire Safety Standards
21. Hazardous Waste
22. Inspection of Licensed Premises
23. Illegal or Objectionable Conduct
24. Not a Co-Partnership
26. County Representatives
26. Change in Department
27. No Implied Waiver
28. No Assignment
29. Not in Default
30. Non-Discrimination Requirements
31. Non-Discrimination in Services
32. Nonsectarian Declaration
33. Cooperation on Claims
34. Conflict of Interest
35. Severability
36. Litigation/Accidents
37. All Rights Reserved
38. Governing Law
39. Entire Agreement
40. Local Law No. 26-2003
41. Responsibilities
42. Reports
43. Accounting and Record Keeping
44. Information Access
45. Publications and Copyrights
Exhibit A-9
Site Map
Page 2 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
Exhibit B
Suffolk County Legislative Requirements
1. Licensee's/Vendor's Public Disclosure Statement
2. Living Wage Law
3. Use of County Resources to Interfere with Collective Bargaining Activities
4. Lawful Hiring of Employees Law
6. Gratuities
6. Prohibition Against Contracting with Corporations that Reincorporate Overseas
7. Child Sexual Abuse Reporting Policy
8. Non-Responsible Bidder
9. Use of Funds in Prosecution of Civil Actions Prohibited
10. Youth Sports
11. Work Experience Participation
12. Safeguarding Personal Information of Minors
13. Contract Agency Performance Measures and Reporting Requirements
14. Suffolk County Local Laws Website Address
16. Suffolk County Code of Ethics
16. Notification of Cyber Security Breach
Exhibit C
Authorizing Resolutions
• CEQ-Reso. 43-00
• Suffolk County Resolution No. 502-2024, Resolution No. 33-2025
• Town Resolution No. 2024-417
1
Page 3 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
Exhibit A
General Terms and Conditions
Whereas, the County, acting by and through the Department, owns, operates and maintains a park
system within the County of Suffolk and in connection with such ownership, operation and maintenance, the
Commissioner of the Department ("Commissioner") supervises and manages the facilities as necessary,
desirable and convenient for the use of the public for healthful recreation; and
Whereas, the County and the Town entered into an agreement dated April 30, 2002 (Law Reference
No. 02-PK-18)whereby the Town agreed to improve and maintain the property owned by the County and known
as "Strawberry Fields"which is located along the north side of County Route 48 (Sound Avenue), Mattituck, in
the Town of Southold, County of Suffolk, State of New York 11971 and
Whereas, the term of the agreement referenced above has expired and the Town wishes to continue to
use, manage and maintain the property as"Strawberry Fields"; and
Whereas,through Resolution No.502-2024 attached hereto within Exhibit"C",allowed for the agreement
to be extended until April 30, 2025; and
Whereas, the Suffolk County Legislature through Resolution No. 33-2025 and the Town of Southold
Resolution No. 2024-417 attached hereto within Exhibit "C", has authorized the parties to enter into a new
Agreement to use, manage and maintain the property; and
Now, Therefore, in consideration of the premises and the mutual covenants and conditions herein
contained, it is agreed by the parties hereto, as follows:
1. Whereas Clauses
The"Whereas clauses are an integral part of this Agreement and shall have meaning and effect as though
they were set forth in numbered paragraphs herein.
2. Term and Termination
a. Term
This License shall cover the period provided on the first page hereof, unless sooner terminated
as provided herein.
b. Default/Term!nation for Cause
The County may terminate this Agreement based upon the following events which constitute a
default:
i. An intentional failure by the Town to comply with federal, State or local laws, rules,
regulations, or County and Department policies or directives, or use of the Licensed
Premises or facilities herein by the Town for any illegal conduct or purpose, or knowingly
suffering or permitting any other person to use the Licensed Premises or facilities herein
for any illegal conduct or purpose. Upon the expiration of thirty (30) days from the date a
written notice to cure and notice of intent to terminate is given to the Town and the default
has not been cured,the County may terminate this Agreement upon thirty(30)days written
notice.
Page 4 of 28 Pages
Rev. 1-15-2026 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
ii. A failure by Town to comply with any of the reasonable inspection requirements, including,
without limitation: (i) the requirements to make the Licensed Premises available for
inspection on reasonable notice or(ii) to make the books and records of all operations
under this Agreement available for inspection on reasonable notice, or(iii)the intentional
removal or destruction of required records required to be kept as a matter of law. Upon
the expiration of thirty (30) days from the date a written notice to cure and notice of intent
to terminate is given to the Town and the default has not been cured, or in the.event the
Town has not begun to attempt to cure the default, the County may terminate this
Agreement upon thirty (30)days written notice.
iii. A failure on the part of Town to observe or perform any of the material terms and conditions
of this Agreement on its part to be observed and performed, which failure persists after
the expiration of thirty (30) days from the date the Commissioner of the Department
("Commissioner") gives notice to cure and of intent to terminate to the Town; provided,
however, that if the matter which is the subject of the notice is of such a nature that it
cannot reasonably be corrected within thirty (30) days from the date the Town received
actual written notice from the Commissioner, then no default shall have been deemed to
have occurred if Town, before the expiration of the thirty (30) day period, diligently
commences and prosecutes the same to completion. Soliciting bids, in good faith, for
performance of corrective work shall be deemed commencement of such work within the
purview hereof.
iv. All notices herein shall be in writing and shall comply with the Paragraph entitled, "Notice."
The notice to cure and of intent to terminate shall call attention to the existence of the
failure and particularize the claimed failure in reasonable detail. The notice shall also state
the intended date of termination.
V. After a default event,the Commissioner or his/her designee, in his/her sole discretion, may
terminate the Agreement. The Commissioner shall give written notice of such termination.
The Commissioner also has the option to cure said default event at his discretion and so
charge the Town. In such event, the Town shall promptly reimburse the County for all
costs and reasonable expenses incurred.
vi. If Town shall default under this Agreement and this Agreement is terminated, the
Agreement shall expire as fully and completely as-if that date were the date herein
originally fixed for the expiration of the term; and Town will then immediately quit and
surrender the Licensed Premises to the Commissioner.
C. Termination for Emergency
This Agreement may be terminated based upon the following events which constitute a default:
for an emergency or other condition involving possible loss of life, threat to health and safety,
destruction of property or other condition deemed to be dangerous, in the discretion of the
Commissioner, and may result in the termination of this Agreement. Upon the expiration of ten
(10) days from the date a written notice to cure and notice of intent to terminate is given to the
Town and the default has not been cured, the County may terminate this Agreement upon ten
(10) days written notice or may elect to cure said default and charge the Town for all reasonable
related expenses and costs incurred to cure the default. In the event the Commissioner elects to
cure said default,the Town shall reimburse the County for all related expenses and costs incurred,
or, deduct said expenses and costs from any funding authorized and appropriated under this
Agreement.
Page 6 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
d. Repossession of Licensed Premises
Upon the termination or expiration of this Agreement, the Town shall remain liable to the
Department for reasonable costs,if any, expended to place the Licensed Premises in the physical
condition in which Town is obligated to leave it upon the expiration of the term, as set forth in
paragraphs 8(c) and 12, and to secure the Licensed Premises after termination or expiration.
e. Upon termination, the Town acknowledges and agrees that it shall not be entitled to, nor shall it
make a claim for lost profits or loss of anticipated earnings because of termination.
f. In the event the County terminates this Agreement as a result of a willful breach by the Town,
the Town shall not be entitled to any reimbursement by the County for any costs it incurs or has
incurred in connection with the Licensed Premises.
g. Termination by Town
This Agreement may be terminated in whole or in part in writing by the Town, in the event of
failure of the County to fulfill its obligations under this Agreement, provided that no such
termination shall be effective unless the County is give thirty (30) calendar days written notice of
termination.
3. Terms and Conditions
a. The Licensed Premises shall be operated and shall conform to the rules of the Department and
be consistent with State and County Laws.
b. The Town, at its own expense, shall and is hereby authorized to perform the services required to
be performed by the Town hereunder. Said performance by the Town shall be in compliance with
all of the terms and conditions required to be performed under this Agreement unless specifically
stated otherwise herein. Notwithstanding the foregoing, the Town shall remain primarily liable for
the performance of said services.
C. The Town shall comply with all applicable Federal, State, County and local laws, rules,
regulations, codes, ordinances and requirements in effect on the date of execution of this
Agreement and as may be adopted or amended from time.to time.
d. The Town shall comply with all applicable laws and regulations governing employee
compensation and workplace safety. As applicable, the Town shall require contractors and
subcontractors to comply with New York State Prevailing Wage Rate laws, in addition to the
Suffolk County Living Wage laws as set forth.herein.
e. The Town shall be permitted to enter into an agreement with the Mattituck Lions Club to allow
them to use the property for their annual Strawberry Festival and Pumpkin Festival. Any fees
collected by the Town for festivals shall be used to maintain and improve the licensed property.
4. Town Provided Services
a. Operation of Licensed Premises The Town shall be responsible for the operation and overall
management of the Licensed Premises. The Town shall submit an operational plan ("Operational
Plan") in writing to the Department no later than January 301h of each year of this Agreement which
shall be approved by the Commissioner. Any changes to the Operational Plan shall require the
prior written approval of the Department and such approval shall not be unreasonably withheld
by the County.
Page 6 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
b, improvements to Licensed Premises — The Town, at its own expense, shall make any such
improvements to the licensed premises, subject to approval by the Department. Improvements
shall include, but not be limited to the installation and maintenance of new ball fields , installation of
a playground, restrooms or paved parking areas. Prior to the commencement of any construction
or improvement to the Licensed Premises, final plans, along with. a survey, shall be submitted in
advance and shall be approved in writing by the Department and the Suffolk County Department of
Public Works where applicable. All work shall be performed in accordance with the competitive
procurement procedures consistent with the New York State General Municipal Law. Improvements
shall include, but not be limited to, any and all construction,demolition and the removal of all debris
resulting therefrom. The Town shall adequately secure the site during construction. In addition, the
Town understands and agrees that any proposed improvements to designated wetlands shall
require the approval of the New York State Department of Environmental Conservation
("NYSDEC"), which shall be at the Town's cost and expense, however all applications to the
NYSDEC shall be administered through the Department.Any improvements made to the property
shall immediately become the property of the County upon the installation thereof.
C. Maintenance of Licensed Premises-The Town,at its own expense,shall maintain the Licensed
Premises, including but not be limited to the two (2) Soccer Fields, two (2) Baseball Fields, a
playground, Fairgrounds and the Parking area and all future improvements made thereon in
accordance with paragraph (b) above, in a manner acceptable to the Department and in
accordance with this Agreement.
d. Plans and Specifications/Engineering Certificate— In the event that this Agreement requires
any engineering services, the Town shall submit, prior to or along with the submission of any
plans, reports, specifications, permits or other applications, analyses or other engineering work
required to be submitted to the Department for approval under this Agreement,'the Certificate(s)
of Authorization issued pursuant to §7210 of the New York Education Law of its consultants, sub-
consultants, subcontractors and/or any other entity (including, but not limited to, the Town and
any of its subsidiaries, divisions, affiliates or an entity under the control of the Town) performing
all or part of the engineering services necessary hereunder. Failure to file or submit said
Certificate within thirty (30) days of the submission of any plans, reports, specifications, permits
or other application, or the failure to maintain a current Certificate(s) during the course of the
performance of all work, shall be grounds for rejection of any plans, reports, specifications, permit
or other applications, analyses or other engineering work submitted for approval under the terms
of this Agreement. Within three months of the conclusion of all construction,the Town shall submit
at its own cost and expense an "as-built" surrey which shall be subject to approval by the
Department.
e. Space and Equipment-All space and equipment covered by this Agreement and used by the
Town in connection with this Agreement, shall be maintained, cleaned and operated safely by
the Town at its own cost and expense as directed by the Commissioner and in accordance with
this Agreement as well as any other recognized and accepted standards of operation.
f. Refuse and Garbage-All refuse and garbage costs relating to the operations of the Town are to
be borne by the Town and said refuse and garbage is to be disposed of in a location satisfactory
to the Commissioner. The Town is responsible for full compliance with all applicable laws, rules
and regulations relating to such disposal.
g. Utilities-The Town shall pay, at its sole cost and expense, for all utilities including but not limited
to water service, oil for heat,gas,electric and telephone service(if any)consumed in the operation
or use of the Licensed Premises.The Town shall pay for all costs related to the provision of such
services.
Page 7 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
h. Security - The Town shall be responsible for all security and safeguarding of the Licensed
Premises and structures thereon as of the date of execution of this Agreement.
L Qualifications of Employees —The Town specifically represents and warrants that it has and
shall possess, and that its officers, employees, agents, volunteers and subcontractors have and
shall possess, the knowledge and experience necessary to qualify them individually for the
particular duties they perform in connection with this Agreement.
j. Sanitary Condition of Licensed Premises-The Town shall at all times keep the Licensed
Premises covered by this Agreement in a clean and sanitary condition and shall cleanse,
fumigate, disinfect and deodorize the Licensed Premises covered by this Agreement whenever
directed to do so by the Commissioner.
k. Signage-Appropriate signage shall be erected and placed on the Licensed Premises indicating
that access to the Licensed Premises is open to all Suffolk County residents.The design, content,
location and installation of signage shall be subject to the approval of the Department. All costs
and expenses related to such signage shall be borne by the Town.
i. Safety Guidelines-The Town shall maintain the Licensed Premises in a safe manner and agrees
that any volunteers and private citizens participating in activities sponsored or directed by the
Town or performing work on behalf of the Town will be made aware of the nature of work which
is to be performed and will be required to follow prescribed safety guidelines and procedures.
M. Public Access - The Town acknowledges and agrees that public access to the facility and
surrounding grounds will not be restricted and shall be made available equally and at no cost to
all residents of Suffolk County, however such access shall not impair any programs or work being
conducted by the Town at the Licensed Premises.
n. Scheduling of Ballfields-The Town shall be responsible for the management and scheduling of
all ball fields and shall provide such schedules in their operational plan.
o. Fundraising. Any planned fundraising activities to occur on the Licensed Premises must first be
presented in writing for authorization by the Commissioner at least ninety (90) days prior to the
scheduled event and will be subject to legislative approval_ All proceeds generated by activities
on the Licensed Premises shall be utilized to benefit the people of Suffolk County through
maintenance and upkeep of the Licensed Premises.
5. Right of Access
The County shall retain the right of access to the Licensed Premises and the right to utilize the Licensed
Premises as it shall see fit to the extent same does not interfere with the Town's use of the Licensed
Premises. The County acknowledges that the Town will be administering, scheduling and permitting all
programs and activities at the Licensed Premises.
6. SEQRA
For purposes of compliance with the State Environmental Quality Review Act (SEQRA), the County will
act as Lead Agency for purposes of coordinating the environmental review of actions or modifications to
the Licensed Premises that may result from this Agreement.
Page 8 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
7. Environmental Compliance
The Town agrees to the following environmental provisions:
a. In conducting its activities hereunder, the Town shall reasonably preserve and avoid damage to
and destruction of natural, historic or cultural features, including, but not limited to, rare plants,
habitats, trees, shrubs and other vegetation.
b. The Town shall comply with all Federal, State and local laws, rules, regulations, codes and
ordinances in the performance of this Agreement and shall obtain, pay for, and comply with any
conditions contained in any permits, approvals and renewals thereof, which are required to be
obtained in the legal performance of this Agreement. Such laws and regulations include, but are
not limited to:
• Suffolk County Code Chapter 647 (Pest Control);
• Organic Parks Maintenance Plan and any other County policies relating to pesticides;
• Suffolk County Code §643-4 (Prohibited Acts) regarding acts prohibited on County
parkland; and
• Suffolk County Sanitary Code.
Such compliance shall be at Town's sole cost and expense.
C. The Town shall adhere to all requirements of Suffolk County Code Chapter 647, and notify the
Department of all chemicals, fungicides, herbicides and pesticides(if any)applied to the grounds.
The Town shall apply for any waivers from Suffolk County Code Chapter 647 and all notices and
reporting requirements shall be adhered to.
d. The Town shall adhere to the County's Integrated Pest Management Program (IPM), as may be
amended,which minimizes potential negative impact upon the environment or wildlife.
e. The Town shall keep and maintain detailed records of all chemicals, pesticides, herbicides and
fungicides stored and applied to the facilities throughout the term of this Agreement.
f. The Licensee understands and agrees that smoking shall be prohibited at all times on the entire
Licensed Premises, including in any of the buildings or structures on the Licensed Premises, and
the Licensee shall ensure that any of its agents, employees, servants, contractors, volunteers,
patrons and invitees shall not smoke on the Licensed Premises at any time throughout the term
of this Agreement or any amendment thereto. The Licensee shall post signs, in a form, size and
quantity satisfactory to the Commissioner, indicating that smoking is prohibited on the Licensed
Premises.
8. Conduct of Employees
The Commissioner shall inform Town in writing, or if orally, a written confirmation shall be sent
immediately, of any employee of Town whose conduct is detrimental to the best interests of the
Department, the Town or the public using the park facilities. Examples of conduct that is detrimental to
the best interests of the Department, Town or to the best interests of the public using the park facilities
include, but are not limited to, loud, boisterous behavior, improper language or otherwise inappropriate
conduct. Town shall immediately take any and all action necessary and appropriate to remedy the
conduct.
Page 9 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
9. Expense of Improvements to Licensed Premises
a. All improvements to the Licensee! Premises shall be at the Town's expense unless otherwise
agreed to in writing by the County. Any repairs or physical improvements, other than ordinary
routine maintenance, must be approved by the Commissioner and all applicable permits and
approvals must be obtained and submitted to the Department prior to the commencement of any
work being performed by the Town.
b. All Facilities installed or placed within the Licensed Premises shall become the property of the
County.
C. Upon termination or expiration, removal of Town-owned equipment must be coordinated with
County personnel with all grounds of the Licensed Premises restored to a condition satisfactory
to the Commissioner.
d. Notwithstanding any provision of this Agreement, under no circumstance shall the Town be
required to remove any improvements made to the property.
10. Advertising
The County acknowledges that the Town will advertise the Licensed Premises in the same manner as
other Town programs. Signs that are in conformance with the Town Code may be posted; however, the
County shall be listed on all signs.The Department shall provide a copy of the Department's and County's
logo to the Town, within thirty(30)days of execution of this Agreement, to be used on all signs.
11. Insurance
a. " The Town shall continuously maintain, during the Term of the Agreement, insurance in amounts
and types as follows:
i.) Commercial General Liability insurance, including contractual liability coverage, in an
amount not less than Two Million Dollars ($2,000,000.00) per occurrence for bodily injury and
Two Million Dollars ($2,000,000.00) per occurrence for property damage. The County shall be
named an additional insured.
ii.) Automobile Liability insurance (if any non-owned or owned vehicles are used by the
Town in the performance of the Contract) in an amount not less than Five Hundred Thousand
Dollars ($500,000.00) per person, per accident, for bodily injury and not less than One Hundred
Thousand Dollars ($100,000.00)for property damage per occurrence.
iii.) Workers' Compensation and Employer's Liability insurance in compliance with all
applicable New York State laws and regulations and Disability Benefits insurance, if required by
law. The Town shall furnish to the County, prior to its execution of the Agreement, the
documentation required by the State of New York Workers' Compensation Board of coverage or
exemption from coverage pursuant to §§57 and 220 of the Workers' Compensation Law. In
accordance with General Municipal Law§108,the Agreement shall be void and of no effect unless
the Town shall provide and maintain coverage during the Term for the benefit of such employees
as are required to be covered by the provisions of the Workers' Compensation Law.
iv.) Professional Liability insurance in an amount not less than Two Million Dollars
($2,000,000.00) on either a per-occurrence or claims-made coverage basis.
b. The County may mandate an increase in the liability limits set forth in the immediately preceding
paragraphs (11) (a) (i), (ii), and (iv).
Page 10 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
C. All policies providing such coverage shall be issued by insurance companies authorized to do
business in New York with an A.M. Best rating of A- or better.
d. The Town shall furnish to the County, prior to the execution of the Agreement, declaration
pages for each policy of insurance and certificates, other than a policy for commercial general
liability insurance, and upon demand, a true and certified original copy of each such policy
evidencing compliance with the aforesaid insurance requirements.
e. In the case of commercial general liability insurance, and business use automobile insurance,the
Town shall furnish to the County, prior to the execution of the Agreement, a declaration page or
insuring agreement and endorsement page evidencing the County's status as an additional
insured on said policy, and upon demand, a true and certified original copy of such policy
evidencing compliance with the aforesaid insurance requirements.
f. All evidence of insurance shall provide for the County to be notified in writing thirty(30)days prior
to any cancellation, nonrenewal, or material change in the policy to which such evidence relates.
It shall be the duty of the Town to notify the County immediately of any cancellation, nonrenewal,
or material change in any insurance policy.
g. In the event the Town shall fail to provide evidence of insurance, the County may provide the
insurance required in such manner as the County deems appropriate and deduct the cost thereof
from any fund source.
h. If the Town has a self-insurance program under which it acts as a self-insurer for any of such
required coverage, it may provide self-funded coverage and certificates or other evidence of such
self-insurance in lieu of insurance issued by insurance companies. Notwithstanding anything
contained herein to the contrary, the Town is self- insured for the first Two Million Dollars
($2,000,000) of liability and it will provide a certificate of insurance for the excess coverage for
liability in amounts over Two Million Dollars ($2,000,000) and up to Ten Million Dollars
($10,000,000).
12. Notice
Unless otherwise expressly provided herein,all notices shall be in writing and shall be deemed sufficiently
given if sent by regular first class mail and certified mail, or personally delivered during business hours
as follows: 1.) to the Town at Town Hall, 53095 Main Road, Southold, New York 11971 to the attention
of the Town Attorney, Department of Law and 2.)to the County at the Department, or as to either of the
foregoing, to such other address as the addressee shall have indicated by prior written notice to the
addressor. All notices received by the Town relating to a legal claim shall be immediately sent to the
Department and also to the County Attorney at 100 Veterans Memorial Highway, P.O. Box 6100, (Sixth
Floor), Hauppauge, New York, 11788-0099
13. Representation of Inspection
The Town acknowledges that it has examined the Licensed Premises., and its location, facilities,
buildings,structures, area, spaces, and equipment thereon,to be used in connection with this Agreement,
prior to entering into this Agreement.The Town agrees to accept the Licensed Premises"as is"and return
the Licensed Premises, its facilities, buildings, structures, and equipment in good working order at the
expiration of this Agreement, subject to making all required repairs, replacements and improvements,
with reasonable wear and tear excepted.
14. Indemnification and Defense
a. The Town shall protect, indemnify, and hold harmless the County, its agents, servants, officials,
Page 11 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
and employees from and against all liabilities, fines, penalties, actions, damages, claims,
demands,judgments, losses, suits or actions, costs, and expenses caused by the negligence or
any acts or omissions of the Town, including reimbursement of the cost of reasonable attorneys'
fees incurred by the County, its agents, servants, officials, and employees in any action or
proceeding arising out of or in connection with the Agreement.
b. The Town hereby represents and warrants that it will not infringe upon any copyright in
performing the Services. The Town agrees that it shall protect, indemnify, and hold harmless
the County, its agents, servants, officials, and employees from and against all liabilities, fines,
penalties, actions, damages, claims, demands, judgments, losses, suits or actions, costs, and
expenses arising out of any claim asserted for infringement of copyright, including
reimbursement of the cost of reasonable attorneys' fees incurred by the County, its agents,
servants, officials, and employees in any action or proceeding arising out of or in connection with
any claim asserted for infringement of copyright.
C. The Town shall defend the County, its agents, servants, officials, and employees in any
proceeding or action, including appeals, arising out of, or in connection with,the Agreement, and
any copyright infringement proceeding or action. Alternatively, at the County's option,the County
may defend any such proceeding or action and require the Town to pay reasonable attorneys'
fees or salary costs of County employees of the Department of Law for the defense of any such
suit.
15. Risks of Town
a. The Town shall be solely responsible and answerable in damages for all injuries and accidents in
person or property from any furniture,fixtures, equipment or other personal property of the Town
remaining on the Licensed Premises during the term of this Agreement and agrees to defend,
indemnify and save harmless the County of Suffolk and the Department and their officials,
employees and agents from all claims, suits, actions, losses, damages or injuries to person or
property of whatsoever kind or nature arising therefrom. This provision survives the expiration or
early termination of this Agreement.
b. During the term of this Agreement, the risk of loss, damage or destruction from any peril to the
furniture, fixtures, equipment or other personal property of the Town shall be borne by the Town.
It is further understood and agreed that the Town waives and shall require its insurer to waive any
right to subrogation against the County for loss, damage or destruction from any peril to the
furniture, fixtures, equipment or other personal property of the Town.
16. Regulatory Compliance
The Town understands and agrees that all activities and actions undertaken by the Town are subject to,
and must be in compliance with, all applicable codes, rules laws and regulations promulgated by Federal,
State, and local governments including, but not limited to, the Suffolk County Legislature and the Suffolk
County Charter and Administrative Code.
17. Licenses and Permits
a. Notwithstanding any other approval required to be obtained by the Town,the Town shall also be
required to secure all permits, licenses and certifications necessary for the legal operation of this
Agreement at its sole cost and expense. It is understood by the parties that obtaining and
continuing to maintain all permits necessary for the improvement and maintenance of the
Licensed Premises is a material part of this Agreement and failure to obtain same or cancellation
of same after issuance shall be grounds for defaulting the Town.
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Municipal Cooperation Agreement Strawberry Fields
b. All work at the Licensed Premises is subject to the Building Code of New York State ("Building
Code"). The Suffolk County Department of Public Works, Buildings Division located at 335
Yaphank Avenue, Yaphank, N.Y. 11980, is responsible for administration and enforcement of the
Building Code on County owned land. As such, the Town shall make application to the Suffolk
County Department of Public Works for all work at the Licensed Premises. Upon plan approval
and all required inspections, the County will issue a Certificate of Occupancy or Compliance as
appropriate.
18. Claims for Compensation
a. The Town hereby.expressly waives any and all claims for compensation for any and all loss or
damages sustained by reason of any interference by any public agency or official in the operation
of this Agreement;any such interference shall not relieve the Town from any obligation hereunder.
b. The Town hereby expressly waives any and all claims for compensation for any and all loss or
damage sustained by reason of any defect, deficiency or impairment of the gas and electrical
apparatus, heating equipment, water supply equipment, pipes or wires (if applicable) furnished
for the Licensed Premises hereby granted, or by reason of any loss or impairment of light, current,
or water supply which may occur from time to time for any cause, or for any loss or damage
sustained by the Town resulting from fire, water, storm, tornadoes, civil commotion, riots, acts of
God or other disasters; and the Town hereby expressly waives all rights, claims, and demands
and forever releases and discharges the people of the State of New York, the County of Suffolk,
the Department and their officers, officials, employees and agents from any and all demands,
claims, actions and causes of action arising from any of the enumerated causes whatsoever.
19. Changes to Agreement
To the extent permitted by law, this Agreement may be modified, cancelled or extended if options to
extend are included, by Agreement, in writing, executed by the parties hereto and approved by the
Commissioner and the County Comptroller as to financial safeguards upon such terms and conditions as
may be mutually agreed upon between the Town and the County but no such modification, cancellation,
or extension shall be effective until so executed and approved.
20. Fire Safety Standards
a. The Town shall not use or permit the storage of any turpentine, benzene, naphtha or other similar
substances or explosives of any kind, or any substance or thing prohibited in the standard policies
of fire insurance companies licensed to do business in the State of New York, in any buildings
erected or to be erected on the Licensed Premises.
b. The Town shall provide a list of all stored flammable materials necessary for their operation,
subject to inspection and approval by the Suffolk County Fire Marshall. Storage shall be in a
location and manner acceptable to the Commissioner and the Suffolk County Fire Marshall.
C. The Town agrees to be responsible for the installation, replacement and/or maintenance of smoke
alarms, fire suppression systems, fire extinguishers and exit signs in accordance with the rules
and regulations of the Suffolk County Department of Fire, Rescue and Emergency Services, at
the Town's sole cost and expense.
21. Hazardous Waste
a. The Town shall not generate, treat, release, store, discharge, dispose of, transport, recycle, use,
reuse or handle hazardous substances or hazardous waste on the Licensed Premises without
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Rev. 1-15-2026 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
prior written approval of the Department and each approval shall not be unreasonably withheld
by the County.
b. In the event Town receives any notice, advice, summons or complaint from a governmental
agency or any other person or entity with regard to health, safety, environment, and hazardous
materials on, under or affecting the Licensed Premises, then Town shall immediately notify the
County.
C. In the event of any release of hazardous materials or hazardous substances, except releases in
accordance with applicable permits and law, Town shall promptly report such release to the
applicable governmental authorities and to the County and shall provide to the County copies of
any reports required to be filed by any other governmental agency in connection with such
release. Town shall exercise due care with respect to such release.
d. Town shall conduct, complete and pay for all investigations, studies, sampling, and testing and
all remedial, removal, and other actions necessary to clean and remove all hazardous materials
on, under, from or affecting the Licensed Premises arising from Town's or Town's agents',
servants', contractors' employees' and invitees' acts or omissions in accordance with all
applicable federal, state and local laws, ordinances, rules, regulations and policies.
e. Subject to subparagraph (d) above, the Town shall not be responsible to the County for any
remediation or removal or other actions for any hazardous materials on, under, from or affecting
the Licensed Premises existing on the Licensed Premises prior the Town's use or occupancy of
the Licensed Premises. The burden shall be on the Town to show that the existence of such
hazardous materials pre-existed or pre-dated the Town's use or occupancy of the Licensed
Premises,whether or not such use or occupancy pre-dates execution of this Agreement.
22. Inspection of Licensed Premises
It is agreed that the Licensed Premises may be inspected at any time by the Commissioner, by authorized
representatives of the Commissioner, or representatives of the Suffolk County Department of Health
Services, the Suffolk County Department of Public Works, or the Suffolk County Department of Fire,
Rescue and Emergency Services(FRES). If the visit is administrative in nature,the Town shall be notified
in writing at least five days in advance of any inspection.
The Town agrees that, upon written notification by the Commissioner that any part of the Licensed
Premises or facilities thereof is unsatisfactory, the Town shall, where such condition is caused by Town,
remedy the same within a reasonable time except in the event of dangerous health and/or safety
conditions impacting upon persons or animals which shall be corrected immediately.
23. Illegal or Objectionable Conduct
The Town agrees not to use, or suffer or permit any representative, official, employee, agent, licensee,
invitee or any other person to use in any manner whatsoever, the Licensed Premises or any part thereof.
or any building thereon for any illegal purpose, or for any other purpose, that is in violation of any federal,
state, County, Department or municipal law, ordinance, rule, order or regulation now in effect or hereafter
enacted, amended or adopted and will protect, defend, indemnify and forever hold harmless the County
of Suffolk, the Department and any individual members thereof and their agents, from and against any
damage, penalty, fine, judgment, expense or charge suffered, imposed, assessed, or incurred for any
violation or breach of any law, ordinance, rule, order or regulation occasioned by any act, neglect or
omission of the Town, or any employee, person for the time being of said Licensed Premises. The Town
further agrees not to use, or suffer or permit any representative, official, employee, agent, licensee, or
any other person to use in any manner whatsoever, the Licensed Premises or any part thereof or any
building thereon, in a manner deemed by the County or the Department to be objectionable or improper.
Page 14 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
In either event, the County shall have the right and power to immediately terminate this Agreement in
accordance with paragraph 1 b (i).
In the event the County determined activities to be objectionable or in violation of law, the County shall
immediately notify the Town of such objection or activity and the Town shall use its best efforts to remedy
the situation.
24. Not a Co-Partnership
Nothing herein contained shall create or be construed as creating a co-partnership between the
Department or of the County and the Town or to constitute the Town or the Town's officers, agents or
employees as agents or employees of the Department or of the County.
25. County Representatives
It is expressly understood and agreed by and between the parties hereto that the officers and agents of
the County, the Town, and the Department and its officers, employees, and agents are acting in a
representative capacity for the County of Suffolk and the Town, and not for their own benefit, and that
neither the Town or County or any occupant of the Licensed Premises shall have any claim against them
or any of them as individuals in any event whatsoever.
26. Change in Department
In the event that during the term of this Agreement, the functions and duties of the Suffolk County
Department of Parks, Recreation and Conservation are transferred to a new or other department of the
County of Suffolk, then in that event the said new or other department will assume the functions and
duties of the Suffolk County Department of Parks, Recreation and Conservation hereunder.
27. No Implied Waiver
No failure or delay by either party in enforcing any right or remedy under this Agreement shall be
construed as a waiver of any future or other exercise of such right or remedy.
28. No Assignment
The Town shall not assign, transfer, convey, subcontract or otherwise dispose of this Agreement, or any
of its right, title or interest therein, or its power to execute this Agreement, or assign all or any portion of
the monies that may be due or become due to Town under the terms of this Agreement, to any person
or corporation, without the prior consent in writing of the County, and any attempt to do any of the
foregoing without such consent shall be of no effect.
29. Not in Default
The Town warrants that it is not in arrears to the County upon debt or contract and is not in default as a
surety, contractor or otherwise on any obligation to or contract with the County.
30. Non-Discrimination Requirements
In accordance with Article 15 of the New York State Executive Law (also known as the Human Rights
Law) and all other County, State and Federal administrative, statutory and constitutional
nondiscrimination provisions, the Town shall not discriminate against any employee or applicant for
employment because of race, creed, color, sex, national origin, age, disability, sexual orientation, military
service or marital status.
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Rev. 1-15-2026 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
31. Non-Discrimination in Services
During the performance of this Agreement the Town will not, on the grounds of race, creed, color, national
origin, sex, age, disability, sexual orientation, military service or marital status, deny any individual any
service(s) or other benefits provided under this Agreement or provide any service(s) or other benefits to
an individual which are different or are provided in a different manner from those provided to others under
this Agreement.
32. Nonsectarian Declaration
The Town agrees that all services performed under this Agreement are secular in nature, that no funds
received pursuant to this Agreement will be used for sectarian purposes or to further the advancement
of any religion, and that no services performed under this Agreement will discriminate on the basis of
religious belief. Furthermore, the Town agrees that all services are and will be available to all eligible
individuals regardless of religious belief or affiliation.
33. Cooperation on Claims
Each of the parties hereto agrees to render diligently to the other party,without additional compensation,
any and all cooperation;that may be required to defend the other party, its employees and designated
representatives against any claim, demand or action that may be brought against the other party, its
employees or designated representatives in connection with this Agreement.
34. Conflict of Interest
a. The Town and the County agree that neither of them will, during the term of this Agreement,
engage in any activity that is contrary to and/or in conflict with the goals and purposes of the
County.
b. Town is charged with the duty to disclose to the County, and the County is charged with a duty to
disclose to the Town, the existence of any activity that is contrary to or in conflict with the goals
and purposes of the County or Town. This duty shall continue so long as this Agreement is in
effect. The Commissioner and the Town, after consulting with one another, shall make the final
determination as to whether or when a conflict exists after full disclosure is obtained.
36. Severability
It is expressly agreed that if any term or provision of this Agreement, or the application thereof to any
person or circumstance, shall be held invalid or unenforceable to any extent, the remainder of this
Agreement, or the application of such term of provision to persons or circumstances other than those as
to which it is held invalid or unenforceable, shall not be affected thereby; and every other term and
provision of this Agreement shall be valid and shall be enforced to the fullest extent permitted by law.
36. Litigation/Accidents
In addition to the notice requirements set forth in paragraph 11 above:
a. In the event Town or County becomes a party (plaintiff, petitioner, defendant, respondent, third
party complainant, third party defendant, etc.)to a lawsuit or any legal proceeding, arising out of
this Agreement or in connection with the Licensed Premises,the Town or County will immediately
forward to the other party, in accordance with the manner set forth in paragraph 11 above, copies
of all papers filed by or against the Town or County.
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Municipal Cooperation Agreement Strawberry Fields
b. The Town and County shall notify each other of any accidents and/or claims, or property
damage, arising on or within the Licensed Premises. Notice of accidents and/or claims shall be
given immediately(or as soon as possible)to the County by telephone at(631) 854-4949, and to
the Town by telephone to the Town Attorney at(631) 765-1939.
C. In addition, written notice, together with a report on the incident and all accompanying
documentation, shall be provided in writing to the County or Town as soon as practicable,
however, in any event within one (1) business day of the Town's or County's receipt of notice or
of information regarding an accident or claim.
d. In.the event of any disturbance, emergency, criminal or illegal behavior, serious violations of the
Department's rules and regulations or other circumstances that may warrant action in accordance
with subparagraph (b) above, Town shall also immediately notify the Park Rangers at 911 (ask
specifically for Park Rangers).
e. Written notices to the County shall comply with the paragraph herein entitled "Notice."
37. All Rights Reserved
All rights not specifically granted in this Agreement are reserved to County.
38. Governing Law
This Agreement shall be governed by and controlled by the laws of the State of New York. Any
controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be heard by
a court of competent jurisdiction in the State of New York,without regard to conflicts of law. Venues shall
be designated in Suffolk County, New York or the United States District Court for the Eastern District of
New York.
39. Entire Agreement
It is expressly agreed that this instrument represents the entire agreement of the parties and that all
previous understandings are merged in this Agreement.
40. Responsibilities
The Town shall perform all work in accordance with the terms and conditions as described in Exhibit B
of the Agreement. Changes may not be made to the plans as set forth within Exhibit B without prior
written approval of the Department. Such approval may be granted provided that the changes are not
substantive and do not alter the scope and intent of basic elements of the project. Approval shall not be
unreasonably withheld by the County.
41. Reports
The Town will be responsible for issuing reports to the Department, as may be requested by the
Department, both orally and in writing, from time to time, regarding the status and progress of activities
to be performed under this Agreement.
42. Accounting and Record Keeping
a. The Town shall maintain full and complete books and records of accounts of all activities under
this Agreement in accordance with accepted accounting practices and in accordance with the
policies and procedures of the Comptroller of Suffolk County. Such books and records shall be
retained for a period of seven (7) years and shall be available for audit and inspection by the
Page 17 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
County Comptroller or his duly designated representative to verify that payments were properly
made and to verify the nature and extent of costs of applicable services provided by Town. Such
access is granted notwithstanding any claimed exemption from disclosure that may be claimed
for those records which are subject to nondisclosure agreements, trade secrets and commercial
information or financial information that is privileged or confidential.
b. The Town shall permit inspection of said books and records by the Department.
43. Information Access
Subject to any applicable provisions of law or regulations, the Department shall not be denied access to
any information, records, or reports from the Town that are related to this Agreement.
44. Publications and Copyrights
Publications
The Town shall not issue or publish any book, article, announcement, report or other publication relating
to the subject project without prior written permission from the County, which shall not be unreasonably
withheld.
Copyrights
If the work of the Town under this Agreement should result in the production of original books, manuals,
films or other materials for which a copyright may be granted,the Town may secure copyright protection.
However, the County reserves, and the Town hereby gives to the County, and to any other municipality
or government agency or body designated by the County, a royalty-free,nonexclusive license to produce,
reproduce, publish, translate or otherwise use any such materials.
End of Text for Exhibit A
Page 18 of 28 Pages
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Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
Required Forms:
Exhibit B Suffolk County Living Wage Form DOL-LW-1/38(Revised
Suffolk County Legislative Requirements 1/2025) entitled "Suffolk County Department of Labor,
LICENSING & CONSUMER AFFAIRS Notice of
NOTE: THE CONTRACTOR'S COMPLETED LEGISLATIVE Application for County Compensation-LIVING WAGE
REQUIREMENTS FORMS REFERENCED HEREIN ARE CERTIFICATION/DECLARATION-SUBJECT TO
AVAILABLE ON FILE AT THE DEPARTMENT NAMED ON AUDIT."
THE SIGNATURE PAGE OF THIS CONTRACT.
3. Use of County Resources to Interfere with Collective
These Legislative Requirements,as may be amended from time to Bargaining Activities
time,shall apply to the Contractor regardless of whether notice of It shall be the duty of the Contractor to read,become familiar
such amendments has been provided to the Contractor by the with, and comply with the requirements of Article I of
County.It is the Contractor's obligation under this Contract to Chapter 803 of the Suffolk County Code.
read,become familiar with,and comply with the requirements of
amended Suffolk County Local Laws, Rules and Regulations, County Contractors (as defined by section 803-2) shall
which can be accessed on the homepage of the Suffolk County comply with all requirements of Chapter 803 of the Suffolk
Legislature. County Code,including the following prohibitions:
1. Contractor's/Vendor's Public Disclosure Statement a. the Contractor shall not use County funds to
It shall be the duty ofthe Contractor to read,become familiar assist,promote,or deter union organizing.
with,and comply with the requirements of section A5-8 of b. No County funds shall be used to reimburse the
Article V of the Suffolk County Code. Contractor for any costs incurred to assist,promote,or deter
union organizing.
Unless certified by an officer of the Contractor as being
exempt from the requirements of section A5-8 of Article V C. No employer shall use County property to hold a
of the Suffolk County Code,the Contractor represents and meeting with employees or supervisors ifthe purpose of such
warrants that it has filed with the Comptroller the verified meeting is to assist,promote,or deter union organizing.
public disclosure statement required by Suffolk County
Administrative Code Article V,Section A5-8 and shall file If the Services are performed on County property, the
an update of such statement with the Comptroller on or Contractor must adopt a reasonable access agreement, a
before the 31 st day of January in each year of the Contract's neutrality agreement, fair communication agreement, non-
duration. The Contractor acknowledges that such filing is a intimidation agreement, and a majority authorization card
material,contractual and statutory duty and that the failure agreement.
to file such statement shall constitute a material breach of the
Contract, for which the County shall be entitled, upon a If the Services are for the provision of human services and
determination that such breach has occurred,to damages,in are not to be performed on County property,the Contractor
addition to all other legal remedies,of fifteen percent(15%) must adopt,at the least,a neutrality agreement.
of the amount of the Contract.
Under the provisions of Chapter 803,the County shall have
Required Form: the authority,under appropriate circumstances,to terminate
Suffolk County Form SCEX 22; entitled the Contract and to seek other remedies as set forth therein,
"Contractor's/Vendor's Public Disclosure Statement" for violations of this Law.
2. Living Wage Law Required Form:
Suffolk County Labor Law Form DOL-LOI (Revised
It shall be the duty of the Contractor to read,become familiar 1/2024); entitled "Suffolk County Department of Labor,
with,and comply with the requirements of Chapter 575,of Licensing & Consumer Affairs — Union Organizing
the Suffolk County Code. Certification/Declaration-Subject to Audit."
This Contract is subject to the Living Wage Law of the 4, Lawful Hiring of Employees Law
County of Suffolk. The law requires that, unless specific
exemptions apply, all employers(as defined)under service It shall be the duty of the Contractor to read,become familiar
contracts and recipients of County financial assistance, (as with, and comply with the requirements of Article II of
defined) shall provide payment of a minimum wage to Chapter 353 of the Suffolk County Code.
employees as set forth in the Living Wage Law. Such rate
shall be adjusted annually pursuant to the terms of the This Contract is subject to the Lawful Hiring of Employees
Suffolk County Living Wage Law of the County of Suffolk. Law of the County of Suffolk.It provides that all covered
Under the provisions of the Living Wage Law,the County employers,(as defined),and the owners thereof;as the case
shall have the authority,under appropriate circumstances,to may be,that are recipients ofcompensation from the County
terminate the Contract and to seek other remedies as set forth through any grant, loan, subsidy, funding, appropriation,
therein,for violations of this Law. payment, tax hicentive, contract, subcontract, license
agreement,lease or other financial compensation agreement
Page 20 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
issued by the County or an awarding agency, where such FEDERAL LAW (8 U.S.C. SECTION 1324A) WITH
compensation is one hundred percent(100%)funded by the RESPECT TO LAWFUL HIRING OF EMPLOYEES,
County, shall submit a completed swom affidavit (under Suffolk County Code,Chapter 353(2006)"DOL-LIE 1/2
penalty of perjury),the form of which is attached,certifying (REVISED 1/2024).
that they have complied,in good faith,with the requirements
of Title 8 of the United States Code Section 1324a with 5. Gratuities
respect to the hiring of covered employees(as defined)and It shall be the duty of the Contractor to read,become familiar
with respect to the alien and nationality status of the owners with,and comply with the requirements of Chapter 664 of
thereof. The affidavit shall be executed by an authorized the Suffolk County Code.
representative of the covered employer or owner,as the case
may be;shall be part of any executed contract subcontract, The Contractor represents and warrants that it has not
license agreement, lease or other financial compensation offered or given any gratuity to any official, employee or
agreement with the County;and shall be made available to agent of the County or the State or of any political party,with
the public upon request the purpose or intent of securing an agreement or securing
favorable treatment with respect to the awarding or
All contractors and subcontractors(as defined)of covered amending of an agreement or the making of any
employers,and the owners thereof as the case may be,that determinations with respect to the performance of an
are assigned to perform work in connection with a County agreement.
contract, subcontract license agreement, lease or other
financial compensation agreement issued by the County or 6. Prohibition Against Contracting with Corporations that
awarding agency,where such compensation is one hundred Reincorporate Overseas
percent(100%)funded by the County, shall submit to the
covered employer a completed sworn affidavit (under It shall bethe duty of the Contractorto read,become familiar
penalty of perjury),the form of which is attached,certifying with,and comply with the requirements of sections A4-13
that they have complied,in good faith,with the requirements and A4-14 of Article IV of the Suffolk County Code.
of Title 8 of the United States Code Section 1324a with
respect to the hiring of covered employees and with respect The Contractor represents that it is in compliance with
to the alien and nationality status of the owners thereof,as sections A4-13 and A4-14 of Article IV of the Suffolk
the case may be. The affidavit shall be executed by an County Code. Such law provides that no contract for
authorized representative of the contractor,subcontractor,or consulting services or goods and services shall be awarded
owner, as the case may be; shall be part of any executed by the County to a business previously incorporated within
contract, subcontract, license agreement, lease or other the U.S.A.that has reincorporated outside the U.S.A.
financial compensation agreement between the covered
employer and the County;and shall be made available to the 7. Child Sexual Abuse Reporting Policy
public upon request.
It shall be the duty of the Contractor to read,become familiar
An updated affidavit shall be submitted by each such with, and comply with the requirements of Article II of
employer,owner,contractor and subcontractor no later than Chapter 880 of the Suffolk County Code.
January 1 of each year for the duration of any contract and
upon the renewal or amendment of the Contract, and The Contractor shall comply with Article II of Chapter 880,
whenever a new contractor or subcontractor is hired under of the Suffolk County Code,entitled"Child Sexual Abuse
the terms of the Contract. Reporting Policy,"as now in effect or amended hereafter or
of any other Suffolk County Local.Law that may become
The Contractor acknowledges that such filings are a applicable during the term of the Contract with regard to
material,contractual and statutory duty and that the failure child sexual abuse reporting policy.
to file any such statement shall constitute a material breach
ofthe Contract. 8. Non Responsible Bidder
Under the provisions of the Lawful Hiring of Employees It shall be the duty of the Contractor to read,become familiar
Law, the County shall have the authority to terminate the with, and comply with the requirements of Article II of
Contract for violations of this Law and to seek other Chapter 189 of the Suffolk County Code.
remedies available under the law.
Upon signing the Contract,the Contractor certifies that it has
The documentation mandated to be kept by this law shall at not been convicted of a criminal offense within the last ten
all times be kept on site. Employee sign-in sheets and (10)years_ The term"conviction"shall mean a finding of
register/log books shall be kept on site at all times during guilty after a trial or a plea of guilty to an offense covered
working hours and all covered employees,as defined in the under section 189-5 of the Suffolk County Code under
lain,shall be required to sign such sign-in sheets/register/log "Nonresponsible Bidder."
books to indicate their presence on the site during such
working hours. 9. Use of Funds in Prosecution of Civil Actions Prohibited
Required Forms: It shall be the duty of the Contractor to read,become familiar
"SUFFOLK COUNTY DEPARTMENT OF LABOR, with, and comply with the requirements of Article III•of
LICENSING; & CONSUMER AFFAIRS —NOTICE OF Chapter 893 of the Suffolk County Code.
APPLICATION TO CERTIFY CObLPLIANCE WITH
Page 21 of 28 Pages
Rev. 4-95-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
The Contractor shall not use any of the moneys,in part or in
whole,and either directly or indirectly, received under the All contract agencies having a contract in excess of$50,000
Contract in connection with the prosecution of any civil shall cooperate with the contract's administering department
action against the County in any jurisdiction or any judicial to identify the key performance measures related to the
or administrative forum. objectives of the service the contract agency provides and
shall develop an annual performance reporting plan. The
10. Youth Spats contract agency shall cooperate with the administering
department and the County Executive's Performance
It shall be the duty of the Contractor to read,become familiar Management Team to establish working groups to identify
with, and comply with Article III of Chapter 730 of the appropriate performance indicators for monthly evaluation
Suffolk County Code. of the contract agency's performance measures.
All contract agencies that conduct youth sports programs are 14. Suffolk County Local Laws Website Address
required to develop and maintain a written plan or policy
addressing incidents of possible or actual concussion or Suffolk County Local Laws,Rules and Regulations can be
other head injuries among sports program participants.Such accessed on the homepage of the Suffolk County
plan or policy must be submitted prior to the award of a Legislature.
County contract grant or funding. Receipt of such plan or
policy by the County does not represent approval or 15. Suffolk County Code of Ethics
endorsement of any such plan or policy,nor shall the County
be subject to any liability in connection with any such plan As required by Suffolk County Standard Operating
or policy. Procedure A-06,the following is a link to the Suffolk County
Ethics Booklet,which contains the provisions of the Suffolk
U. Work Experience Participation County Code of Ethics:
If the Contractor is a not-for-profit or governmental agency https://suffolkcouniynv.eov/Portals/0/fonnsdocsBoardofet
or institution, each of the Contractor's locations in the hics/2%2024%20BLUE%20BOOK%20UPDATED.odf
County at which the Services are provided shall be a work
site for public-assistance clients of Suffolk County pursuant 16. Notification of Cyber Security Breach
to Chapter 281 of the Suffolk County Code at all times
during the Term of the Contract. If no Memorandum of It shall be the duty of the Contractor to read,become familiar
Understanding ("MOU") with the Suffolk County with,and comply with the requirements of section AS-22 of
Department of Labor for work experience is in effect at the Article V of the Suffolk County Administrative Code.
beginning of the Term of the Contract,the Contractor,if it is
a not-for-profit or governmental agency or institution,shall The Contractor(as defined in section A5-22)certifies that it
enter into such MOU as soon as possible after the execution has policies and procedures in place for the effective
of the Contract and failure to enter into or to perform in management of any cyber security breach,event or attack_
accordance with such MOU shall be deemed to be a failure The Contractor shall, within 48 hours, notify the Chief
to perform in accordance with the Contract,for which the Information Security Officer ("CISO") at the Office of
County may withhold payment, terminate the Contract or Information Technology located at William J. Lindsay
exercise such other remedies as may be appropriate in the County Complex —Building 50, 725 Veterans Memorial
circumstances. Highway,Hauppauge,New York 11788 and the Department
named on tire signature page of this Contract,of any cyber
12. Safeguarding Personal Information of Minors breach, event or attack, as defined in section A5-22 of
Article V of the Suffolk County Administrative Code. The
It shall be the duty of the Contractor to read,become familiar Contractor;upon completion of its investigation of the cyber
with,and comply with the requirements of Suffolk County breach,event or attacK shalt provide a written report of the
Local Law No. 20-2013, a Local Law to Safeguard the findings of the completed investigation to the CISO.
Personal Information of Minors in Suffolk County.
All contract agencies that provide services to minors are .End of Text for Exhibit B
required to protect the privacy of the minors and are strictly
prohibited from selling or otherwise providing to any third
party,in any manner whatsoever,the personal or identifying
information of any minor participating in their programs.
13. Contract Agency Performance Measures and Reporting
Requirements
It shall be the duty of the Contractor to read,become familiar
with,and comply with the requirements of Suffolk County
Local Law No. 41-20I3, a Charter Law to Implement
Performance Measurement to Increase Accountability and
Enhance Service Delivery by Contract Agencies (Article
VIII of Chapter 189 of the Suffolk County Code).
Page 22 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
Exhibit C
Authorizing Resolutions
CEQ Resolution No.43-00
itE_COA�A NDAZTQ�+1 GOS�l 4 A fi 1,W ON
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bg6ed �iii ttie uaf nri gin e 1 uc ua b �aco�aa d'a�q f,lt:�ouricE
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• i lry tom,tH�tie�rojact wit abtve as���iaa�nteffe�e:�u
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Page 23 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
1�dtn¢BalY�,t$C�#O�al !`�tl�lit r�,g�lt bs;�l+t�Os�df�r ram:
:p�����3tt :fart� tproJe�t;-will _
� -�` � �i�►1�Nf�II'iQ�l.`10 8--j�gr0'+►�18!�' , i
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Page 24 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
County Resolutions
-: .... ,,-. •. . - . c►n Take Sl4l2024;
induced by�?r�scd�af�ire�;ai`iiequest ofthe.�atGir�� . ::` . . . ...: : .
RE44tJT10iN NC: 8
AIiTi' R to'f NStON
'OVA' ! RKh M WITSN Cic 1 GREEMENT W1YH Tl1E
�T#1TIYN` S�U�'!it')1.!?'AT,STR�iWBEi�Y 4DS`.4SCTA�N.Q-:
apppraasyrdemrra[eteeity=.;a3r7id.3 amcxeee�noamrlgc:ttof propettar�tfan;C.�im �sRoat8r Fret,:Vl afiowat tfd :�
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WHEREAS u pursaatfao:Si�ffodk your.` ::RsaD'do QO&2d� u h No 1 po, Courityy `
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1�1 9 61.C S'j:14118 Cftlb W04i ;1!(s@:t0:�103Y B St dW
dE# Ttit�t19j� "
Chan►°Fondiatser• r�at ��,I�ti?roe�h.J�rae'i$,,�r4#ar.ti'!9
besflf-o#,`sevPuat chat{Table ahellcr��ubf���enefit�oi�. .aR� - . ..
lY # RF,JS;;a� aver,#;basc5taettftise` '. _
Feral arty G r uttc�°a er ever,t .a.Cou i s#or the S +ibetr
Taw»hre desirocla ofdar tie term
:�f ltle Maii>tenanae �gre�irterrt tf�,rgh it 30 "�2b wttrr�e terms of a;su
a115 died`ere;mutlai ecr; -
- nod!icpii ,,.a`..ndeiivroneiesii bi 'to�
tf�e'Tawit;=antl Catty that wcttld' t
-.,• ! from . the Masiterrdnt Ag�+eement wtifi:llye
awlt,itticra use:iyf tix propertyfOr:thaawb3t Feslerai and F�mdi
no+rr:�therefo!<+a.b�it. ° - . . .. .. .. _ !. ., .., ... +�►
Q4il:i�S ,E :tEiat_
tF ;tag10YOU o; i4ft'o ;'ttt :.:ex os cn,t€tti :li it to
A r+sement tie Town of 5a�#itvUt VI ct�h Apia[: wm
a ►once:
1owxt as Sfrawberr , wfis iotarf afar+ th 9 ems{ 1=Ret'tS1'
`Mat#6uct�NevV Yflric�ri'd'' o:'1 f13��(}-1 QQ-
xlenti�et#Cori:ttie suffo�C:Q't 0� _. . ...... ..
:RESO-lea:: - i e e?ii; oh if;;ftis': at
will f>31cil�fie the riser of rry �#tie Sf�a+l�erryt Agtseme�l�with the rgwn;
es02 ai d'Chotity' ndtaiser
:.�vai�-#e bert�t�iueral chari>fatife�aiicU�c:puti��.benefit�artans�:an�;aritl�e to the T:
,�eitionttCc ti�uti�; emit[iG�lriett}al.heri �of.ti�e�7awi�of-Sciittotd arul,Ciyt�y of5 :
Page 25 of 28 Pages
Rev. 1-15-2025 Law No. 44-PK-008 Town of Southold
Municipal Cooperation Agreement Strawberry Fields
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15AtED June-,4
Page 26 of 28 Pages
Intro. Res. No. 1008 2025 Laid on Table 01/02/2025
Introduced by Presiding Officer on request of the County Executive and Legislator Stark
RESOLUTION NO. 33-2025, AUTHORIZING AN
INTERMUNICIPAL AGREEMENT WITH THE TOWN OF
SOUTHOLD TO USE, MANAGE AND MAINTAIN THE
PROPERTY OWNED BY THE COUNTY KNOWN AS
"STRAWBERRY FIELDS" AT MATTITUCK, TOWN OF
SOUTHOLD
WHEREAS, the County, acting by and through the Department, owns, operates
and maintains a park system within the County of Suffolk and in connection with such
ownership, operation and maintenance, the Commissioner of the Department(Commissioner")
supervises and manages the facilities as necessary, desirable and convenient for the use of the
public for healthful recreation; and
WHEREAS, the County and the Town of Southold (Town") entered into an
Agreement dated April 30, 2002 pursuant to Resolution No. 1008-2000, whereby the Town
agreed to improve and maintain the property owned by the County and known as "Strawberry
Fields"which is located along the north side of County Route 48 (Sound Avenue), Mattituck, in
the Town of Southold, County of Suffolk, State of New York 11971; and
WHEREAS, the term of the Agreement referenced above has expired and the '
Town wishes to continue to use, manage and maintain the property formerly known as
"Strawberry Fields"; and
WHEREAS, through Resolution No. 502 2024, the County was authorized to
extend the Agreement term through April 20, 2025 while the terms of a new License Agreement
were being negotiated; and
WHEREAS, The Town through Resolution 2024-417 has authorized the
Supervisor to enter into a New Agreement between the Town and the County for the
Improvement, Management and Maintenance of"Strawberry Fields';and
WHEREAS, the Town and County hereby wish to enter into a new twenty (20)
year Inter-municipal. Agreement for the purpose of allowing the Town to use, manage and
maintain the property known as "Strawberry Fields"; now,therefore be it
9st RESOLVED, that the County Executive, the Commissioner of the Department of
Parks, Recreation, Conservation, and the County Attorney are hereby authorized, empowered,
and directed to enter into a new twenty(20) year Inter-municipal Agreement with the Town of
Southold to continue to use, manage and maintain the property known as "Strawberry Fields';
and be it further
2°d RESOLVED, that this Legislature, being the State Environmental Quality Review
Act (SEORA) lead agency, hereby finds and determines that this resolution constitutes a Type II
action pursuant to Section 617.5(c)(26) and(33) of Title 6 of the NEW YORK CODE OF RULES
AND REGULATIONS (6 NYCRR) and within the meaning of Section 8-0109(2) of the NEW
YORK ENVIRONMENTAL CONSERVATION LAW as routine or 'continuing agency
administration and management, not including new programs or major reordering of priorities
that may affect the environment, an adoption of the regulations, policies, procedures and local
legislative decisions in connection with any action on this list, and that the legislature has no
further responsibilities under SEQRA.
DATED:February 4, 2025
APPROVED BY:
County Executive ol Suffolk County
Date: •� 16��
i
2
COVER SHEET FOR DOCUMENTS
Sent To: -17 OU) C/1 �
Sent By: TOWN ATTORNEY, PAUL M. DECHANCE
DEPUTY T/A, JACK SQUICCIARINI
ASSISTANT T/A, JULIE M. MC61VNEY
ASSISTANT T/A, BENJAMIN JOHNSON
CONFIDENTIAL SECRETARY, AMY SCHLACHTER
Type Of Agreement:
Nature Of Contract/Agreement
.CV\Ar-
MAR 2 6 2025