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HomeMy WebLinkAboutThe Nature ConservancySouthold Town Board - Letter Board Meeting of January 6, 2009 RESOLUTION 2009-61 ADOPTED Item # 5.3 DOC ID: 4569 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2009-61 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON JANUARY 6, 2009: RESOLVED that the Town Board of the Town of Southold hereby engages the orofessional services of The Nature Conservancy to perform Conservation Planning~ ACquisition~ and p~:ofessional Services related to the Town's land preservation efforts~ and authorizes and directs Supervisor Russell to sign the agreement between The Nature Conservancy and the Town of Southold, subject to review of the contract langaage by the Town Attorney. Compensation shall not exceed twenty thousand ($20,000.00) dollars. The contract term shall be from January 1, 2009 to December 31, 2009. Invoices submitted under thc terms of this contract shall be a legal charge to thc 2009 Community Preservation Fund budget H3.8710.2.400.100 (Land Use Consultants). Elizabeth A. Neville Southoid Town Clerk RESULT: ADOPTED [UNANIMOUS] MOVER: Albert Krupski Jr., Councilman SECONDER: Vincent Orlando, Councilman AYES: Ruland, Orlando, Krupski Jr., Wickham, Evans, Russell Generated January 12, 2009 Page 9 CONSERVATION PLANNING, ACQUISITION, AND PROFESSIONAL SERVICES AGREEMENT WITH THE NATURE CONSERVANCY "Town," and The Nature Conservancy, a non-profit corporation organized and existing under the laws of the District of Columbia, with a principal place of business at 4245 North Fairfax Drive, Suite 100, Arlington, Virginia, 22203-1606. WITNESSETH: Pursuant to §247 of the General Municipal Law of the State of New York, the Town of Southold, located in Suffolk County, State of New York, is authorized to acquire imerests or rights in real property, for the preservation of open spaces and other areas; and Pursuant to Chapter 17, Chapter 70, and Chapter 185 of the code of the Town of Southold, the Town Board is authorized to acquire the development rights to agricultural lands and fee interest to open space and other lands; and Pursuant to the Community Preservation Project Plan for the Town of Southold, the Town Board is authorized to acquire, preserve and protect properties which are integral to the unique community character of the Town of Southold; and Whereas, the Town Board wishes to enter into a cooperative agreement with The Nature Conservancy to assist the Town in identifying appropriate lands for protection and in implementing the above mentioned preservation programs and to assist the Town with management and stewardship in the Pipes Cove area. Focus for this agreement will be within the Pipes Cove area, with additional open space projects to be added to the scope of this agreement by mutual consent of the Land Preservation Coordinator and The Nature Conservancyl and Whereas, The Nature Conservancy is an international land conservation organization incorporated as a non-profit corporation in the District of Columbia holding Section 501-(c)-3 status under the Internal Revenue Code; NOW THEREFORE, IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES AS FOLLOWS: The Town of Southold hereby retains the services of The Nature Conservancy to work at the Direction of the Land Preservation Coordinator for the following purposes: To work cooperatively with the Land Preservation Coordinator and the land preservation committee in determining the necessity of obtaining any reports or appraisals, and in acquiring such reports and appraisal. The Nature Conservancy, with the approval of the Land Preservation Coordinator, shall be responsible for obtaining any necessary appraisals, surveys, title certifications, or other reports necessary to determine the fair market value of the property or for contract or closing purposes. To negotiate directly with the landowners of properties identified for acquisition of fee or lesser property interests for the purposes of the preservation of the properties, as directed by the Land Preservation Coordinator. In such negotiations, The Nature Conservancy may employ a range of protection techniques including: fee acquisition, bargain sales, easements, land swaps, limited development, etc., all as calculated to best protect the identified lands at the least cost to the Town. Where acquisition is involved, The Nature Conservancy will negotiate to acquire the fee title rights of the parcel or any other property interest therein for a value not exceeding the, fair market value of that property interest as approved by the Land Preservation Coordinator, the Land Preservation Committee and the Town Board. All acquisitions are subject to a final approval from the Town Board. If requested by the Land Preservation Coordinator and agreed to by The Nature Conservancy, to assist the Town with respect to ecological management and stewardship of acquired lands in the Pipes Cove area, consistent with prior resolutions of the Town Board and in coordination with the Town's Stewardship Committee. It is the intent of the Town of Southold to coordinate and leverage funding for the acquisition of development rights or fee interest wherever possible. Such efforts may require the Conservancy to prepare grant proposals and to coordinate with the State of New York, the County of Suffolk, and other governmental or non- profit entities engaged in land preservation in the Town of Southold as directed by the Land Preservation Coordinator. It is understood that The Nature Conservancy may also be working on behalf of other governmental entities, and such arrangements, including any compensation arrangement, will be disclosed to all involved parties, on a case-by-case basis. The Nature Conservancy shall conduct all activities subject to the approval of the Land Preservation Coordinator. As compensation for such services, the Town will pay The Nature Conservancy for its direct travel expenses and for employee time at an hourly rate, not to exceed twenty thousand ($20,000) dollars for the contract term, billed quarterly, based on actual hours, according to the following rate schedule, which shall be amended by mutual consent to add additional personnel as appropriate if and when management and stewardship responsibilities are assigned: SEE ATTACHMENT - "EXHIBIT A" In addition, the Town may pay any direct expenses incurred by the Nature Conservancy for items above and beyond normal operating expenses, including but not limited to surveys, appraisals, and legal consultation fees, provided prior approval is received from the Land Preservation Coordinator for such expenses. Such other expenses, as well as the four (4) quarterly payments due under this Agreement, shall be submitted for Land Preservation Coordinator and Town Board approval by appropriate Town voucher, utilizing generally accepted accounting and audit principles. The Agreement shall commence as of January 1, 2009, and shall expire on the December 31, 2009, unless renewed for additional one (1) year period(s) upon the mutual written consent of both parties. This Agreement shall be effective upon signing, unless sooner terminated pursuant to Section 8 of this Agreement. This Agreement may be terminated by either party upon written notice for any reason upon thirty (30) days written notice to the other party. Should the Town terminate this agreement, the Conservancy shall be paid for work performed under this agreement up to the date of termination on a pro-rated basis. 9. This Agreement may be modified only in writing and upon approval by the Town Board pursuant to a duly adopted resolution. 10. This Agreement shall be construed according to the laws of the State of New York. 1N WITNESS WHEREOF, this Agreement has been duly executed by the parties hereto. TOWN OF SOUTHOLD By: SCOTT A. RUSSELL Supenqsor THE NATURE CONSERVANCY By: Executive Director ~ Exhibit A TNC Staff Reimbursement Schedules 2009 Conservation Finance and Policy Advisors: ...$32.95 per hour** + 41% fringe benefits + 23.28% indirect costs Conservation Program Coordinator: ...$20.15 per hour** + 41% fringe benefits + 23.28% indirect costs GIS Manager: ...$27.20 per hour** + 41% fringe benefits + 23.28% indirect costs **Hourly rate based on standard TNC work week (35 hours) and employee annual salaries as of January 1, 2009. If an employee works any number of hours other than the "standard" number in a given pay period, the computed hourly rate will be based on actual number of hours worked. TNC reserves the right to increase the base salary rate for each employee once during the contract period by an amount no greater than five (5) per cent of the rates set forth above, to be reflected in the invoices to the Town. Any other increase in salary, fringe benefit rate and/or indirect cost rate will require an amendment to the agreement approved by the Town Board.