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HomeMy WebLinkAboutThe Nature Conservancy - Land PreservationRESOLUTION 2011-95 ADOPTED DOC ID: 6535 THIS 1S TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2011-95 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON JANUARY 18, 2011: RESOLVED that the Town Board of the Town of Southold hereby enea~,es the orofessional services of The Nature Conservancy to perform Conservation Planning~ Acquisition~ and Professional Services related to the Town's land preservation efforts, and authorizes the Supervisor to sign the agreement between The Nature Conservancy and the Town of Southold, subject to review of the contract language by the Town Attorney. Compensation shall not exceed fifteen thousand ($15~000.00) dollars. The contract term shall be from January 1~ 2011 to December 31~ 2011. Invoices submitted under the terms of this contract shall be a legal charge to the 2011 Community Preservation Fund budget H3.8710.2.400.100 (Land Use Consultants). Elizabeth A. Neville Southold Town Clerk RESULT: ADOPTED [UNANIMOUS] MOVER: Christopher Talbot, Councilman SECONDER: Louisa P. Evans, Justice AYES: Ruland, Orlando, Talbot, Krupski Jr., Evans, Russell CONSERVATION PLANNING, ACQUISITION, AND PROFESSIONAL SERVICES AGREEMENT WITH THE NATURE CONSERVANCY THIS AGREEMENT made the kff~ day of ~'~'TY, JI e-- 2011, between the TOWN OF SOUTHOLD, a municipal corporation with offices located at 53095 Main Road, Southold, Suffolk County, New York, 11971-0959, hereinafter referred to as the "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 fi'cquire interests 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 Conservancy; and Whei'eas, 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: ao 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 Natm'e 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 lm~d preservation in the Town of Southold as directed by the Land Preservation Coordiuator. It is understood that The Nature Conservancy may also be working on behalf of other governn~ental 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 Preservatiun 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 fifteen thousand ($15,000) 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 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 1,2011, and shall expire on the December 31, 2011, unless renewed for additional one (I) 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. 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. IN WITNESS WHEREOF, this Agreement has been duly executed by the parties hereto. TOWN OF SOUTHOLD By: A. RUSSELL Supervisor THE NATURE CONSERVANCY Executive Director kX~j Exhibit A TNC Staff Reimbursement Schedules 2011 Conservation Finance and Policy Advisors: ...$32.95 per hour** + 40% fringe benefits + 23.05% indirect costs Conservation Program Coordinator: ...$24.85 per hour** + 40% fringe benefits + 23.05% indirect costs GIS Manager: · ..$27.20 per hour** + 40% fringe benefits + 23.05% indirect costs **Hourly rate based on standard TNC work week (35 hours) and employee annual salaries as of January 1,2010. 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 aqtual numbers 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 per cent (5%) 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 of the agreement approved by the Town Board. 2011 Conservation Planning, Acquisition and Professional Services Agreement with the Nature Conservancy List of Projects Authorized by Land Pres. Coordinator as part of 2011 Agreement As of April 4, 2011 SCTM# Project Name Work Authorized Work Not Authorized 1000-53-1-1.2 & Manor Grove . Facilitation of * Items relating to 100053-1-1.3 Preservation effort TNC purchase of · Coordination/facilitation property prior to of County partnership sale to Town and County · Subdivision/Lot Line related items Exhibit A TNC Staff Reimbursement Schedule 2011 Conservation Finance and Policy Advisors: January 1, 2011 -June 30, 2011:$37.90 per hour + fringe benefits and indirect costs July 1, 2011 - December 31, 2011: $ 39.00 per hour + fringe benefits and indirect costs Conservation Program Coordinator: January 1, 2011 - June 30, 2011:$28.75 per hour + fringe benefits and indirect costs July 1, 2011 - December 31, 2011:$29.60 per hour + fringe benefits and indirect costs GIS Manager: January 1, 2011 -June 30, 2011:$31.50 per hour + fringe benefits and indirect costs July 1, 2011 - December 31, 2011:$32.40 per hour + fringe benefits and indirect costs Please note: Hourly rate is based on a standard TNC work week (35 hours) and employee annual salaries as of January 1, 2011. 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 percent (5%) of the rates set forth above, to be reflected in the invoices to the Town. TNC will charge its federally negotiated fringe benefit and indirect cost rates. The current rates for the FY ending June 30, 2011 are 42% fringe benefits and 23.13% indirect costs. The anticipated rates for July 1, 2011 forward are 42% fringe benefits and 22.53% indirect costs.