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Resolution 2019-20 Resolution No. 2019-20 A RESOLUTION OF THE UNITED CITY OF YORKVILLE,KENDALL COUNTY,ILLINOIS, APPROVING AN INTERGOVERNMENTAL AGREEMENT BETWEEN KENDALL COUNTY,ILLINOIS,AND THE UNITED CITY OF YORKVILLE,ILLINOIS, RELATING TO THE ASPHALT SURFACING OF MILL ROAD WHEREAS, the United City of Yorkville, Kendall County, Illinois (the "City") and the County of Kendall, Illinois ("Kendall County") are duly organized and validly existing units of local government created in accordance with the Constitution of the State of Illinois of 1970 and the laws of this State; and, WHEREAS, the Constitution of the State of Illinois of 1970, Article VII, Section 10, provides that units of local government may contract or otherwise associate among themselves to obtain or share services and to exercise,combine,or transfer any power or function in any manner not prohibit by law or by ordinance and may use their credit,revenues, and other resources to pay costs related to pay costs related to intergovernmental activities; and, WHEREAS, pursuant to the Intergovernmental Cooperation Act, 5 ILCS 220/1 et seq., the City and Kendall County are authorized to enter into an agreement for the joint performance of any powers,privileges,functions or authority which may be exercised by a public agency of the State of Illinois; and, WHEREAS, Mill Road, located within the jurisdiction of the City, is in a deteriorated condition and requires a new asphalt wearing surface in order to curtail further deterioration and ensure the safety of the motoring public; and, WHEREAS, the City and Kendall County believe it to be in each of their respective best interests and the best interest of the citizens and taxpayers each serves to enter into an agreement authorizing Kendall County to place a new asphalt surface on Mill Road from Kennedy Road to Resolution No.2019-20 Page 1 Allegiance Crossing and be reimbursed by the City for the costs to be incurred by the Kendall County, all as set forth in the Intergovernmental Agreement attached hereto. NOW,THEREFORE,BE IT RESOLVED,by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois, as follows: Section 1. That the Intergovernmental Agreement between Kendall County, Illinois, and the United City of Yorkville, Illinois, Relating to the Asphalt Surfacing of Mill Road, attached hereto and made a part hereof, is hereby approved and the Mayor and City Clerk are hereby authorized to execute and deliver said Agreement on behalf of the United City of Yorkville. Section 2. That this Resolution shall be in full force and effect from and after its passage and approval as provided by law. Passed by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois this 23rd day of July, 2019. KEN KOCH AYE DAN TRANSIER AYE JACKIE MILSCHEWSKI AYE ARDEN JOE PLOCHER ABSENT CHRIS FUNKHOUSER AYE JOEL FRIEDERS AYE SEAVER TARULIS AYE JASON PETERSON ABSENT APPROV ayor Attest: City Clerk Resolution No.2019-20 Page 2 INTERGOVERNMENTAL AGREEMENT BETWEEN KENDALL COUNTY, ILLINOIS,AND THE CITY OF YORKVILLE,ILLINOIS,RELATING TO THE ASPHALT RESURFACING OF MILL ROAD THIS INTERGOVERNMENTAL AGREEMENT (the "Agreement") is by and between the County of Kendall, a unit of local government of the State of Illinois ("Kendall County"), and the City of Yorkville, a municipal corporation of the State of Illinois (the "City WITNESSETH: WHEREAS, the City and Kendall County (the "Parties") are units of local government within the meaning of Article VII, Section 1 of the Illinois Constitution of 1970 who are authorized to enter into intergovernmental agreements pursuant to the Intergovernmental Cooperation Act, 5 ILCS 220/1 et seq.; and WHEREAS, the Constitution of the State of Illinois of 1970, Article VII, Section 10, provides that units of local government may contract or otherwise associate among themselves to obtain or share services and to exercise, combine, or transfer any power or function in any manner not prohibited by law or by ordinance and may use their credit, revenues, and other resources to pay costs related to intergovernmental activities; and WHEREAS, the Intergovernmental Cooperation Act, 5 ILCS 220/1 et seq., provides that any county may participate in an intergovernmental agreement under this Act notwithstanding the absence of specific authority under the State law to perform the service involved, provided that the unit of local government contracting with Kendall County has authority to perform the service; and WHEREAS, it is deemed to be in the best interest of Kendall County and the motoring public to improve and maintain the various roadways throughout Kendall County, including those within the municipalities and townships of Kendall County; and Page 1 of 9 WHEREAS, Mill Road is located within the jurisdiction of the City; and WHEREAS, given the deteriorated condition of Mill Road, Kendall County, with a financial contribution from the City, agrees to place a new asphalt wearing surface on Mill Road, from Kennedy Road to Allegiance Crossing, in order to curtail further deterioration, in furtherance of ensuring the safety of the general motoring public; and WHEREAS, it is the understanding of the Parties that upon completion of the asphalt resurfacing of Mill Road, the City alone will maintain, repair and otherwise care for the roadways within its jurisdiction and that Kendall County will have no duties to maintain, repair or otherwise care for those roadways at any time in the future; and WHEREAS, Kendall County and the City wish to enter into an agreement wherein they will provide for the asphalt resurfacing and divide the costs as is herein described. NOW, THEREFORE, in consideration of the foregoing preambles, the mutual covenants contained herein and for good and valuable consideration, the sufficiency of which is agreed to by the Parties hereto, Kendall County and the City covenant, agree and bind themselves as follows,to wit: 1. The foregoing preambles are hereby incorporated into this Agreement as if fully restated in this paragraph 1. 2. Kendall County and the City shall perform the asphalt resurfacing described herein. The asphalt resurfacing (the "Resurfacing Project") will be placed on Mill Road beginning at Kennedy Road and extending easterly to its intersection with Allegiance Crossing, a distance of approximately four thousand nine hundred (4,900) feet (the "Resurfacing Project Area'); it being understood that the Resurfacing Project Area may be decreased by the City prior to acceptance of a bid by Kendall County for the Resurfacing Project in the event the proposed Page 2 of 9 future redesign of Mill Road necessitates such decrease . The Resurfacing Project shall be completed during calendar year 2019. The Resurfacing Project shall include the placement of not less than one and one-half(1%2) inches of hot mix asphalt, aggregate shoulders, and modified urethane pavement markings. 3. As lead agency, Kendall County shall prepare the design, specifications and engineering required for the Resurfacing Project, and, after approval by the City, proceed with bidding and awarding of the contract to the lowest responsible bidder in accordance with Illinois law and with the consent of the City. Kendall County shall perform all inspections and make initial payment for the Resurfacing Project. The City shall reimburse Kendall County for all construction costs, as set forth below. For purposes of this Agreement, "construction costs" include, but are not limited to, all expenses charged by a contractor for labor, materials, equipment, and overhead. 4. As lead agency, Kendall County shall pay all project costs, subject to reimbursement by the City as follows. The City shall reimburse Kendall County for one hundred percent(100%) of the total construction costs. Kendall County shall be responsible for all engineering and inspection costs. 5. Kendall County agrees that prior to the City disbursing the funds for its respective share as described herein, Kendall County must submit final project costs, along with a written request for reimbursement to the City, or to its designee. Following receipt of the proper documentation, the City shall remit payment as set forth in paragraph 4 above to Kendall County within thirty(30) days of the written request for funds. Page 3 of 9 6. Kendall County shall perform the Resurfacing Project as specified herein in compliance with state and federal laws and regulations, including those competitive bidding and selection requirements necessary pursuant to applicable state and federal laws. 7. During the course of the Resurfacing Project, Kendall County shall ensure that each contractor and/or subcontractor performing work on the Resurfacing Project shall obtain and continue in force during the term of the Resurfacing Project all insurance necessary and appropriate and that each contractor and/or subcontractor contracted with to perform work on the Resurfacing Project shall name Kendall County and the City as an Additional Insured on a Primary and Non-Contributory basis with respect to all liability coverage. 8. It is understood and agreed that Kendall County shall not undertake the acquisition of interests in real estate, including Temporary or Permanent Easements, for the Resurfacing Project, and that Kendall County shall not be obligated to acquire any property by way of fee ownership for the same. 9. The Parties hereby understand and agree that this Intergovernmental Agreement shall not require, nor confer, any additional responsibility on any of the Parties to undertake maintenance, repairs or improvements to the Resurfacing Project Area, except as are already provided by law or otherwise described in this Agreement. 10. To the extent permitted by law, each Party shall hold harmless, indemnify and defend the other Party, including such Party's past, present, and future board members, elected officials, insurers, employees, and agents from and against all liability, claims, suits, demands, proceedings and actions, including costs, reasonable fees and expense of defense, arising from, to, any loss, damage, injury, death, or loss or damage to property (collectively, the "Claims"), to the extent such Claims result from either 1) intentional, willful, wanton, Page 4 of 9 reckless or negligent conduct by such indemnifying Party in the use, maintenance, repair, and/or improvement of Resurfacing Project Area, or 2) such indemnifying Party's failure to adequately perform its obligations pursuant to this Agreement. However, no Party shall be indemnified hereunder for any loss, liability, damage, or expense resulting from its own intentional, willful, wanton, reckless or negligent misconduct. Nothing contained herein shall be construed as prohibiting Kendall County and/or the City, and their respective officials, directors, officers, agents and employees, from defending through the selection and use of their own agents, attorneys and experts, any claims, suits, demands, proceedings and actions brought against them. The City and/or Kendall County's participation in their own defense shall not remove the other Parry's and/or Contractors and Subcontractors' duty to indemnify, defend, and hold the other Party harmless, as set forth herein. The City and Kendall County do not waive their defenses or immunities under the Local Government and Governmental Employees Tort Immunity Act (745 ILCS 10/1, et seq.) or other such Acts by reason of indemnification or insurance. 11.Nothing in this agreement shall be interpreted to alter the Parties'jurisdiction over any of the Resurfacing Project Area roadways. 12. It is mutually agreed by Kendall County and the City that upon completion of the Resurfacing Project, Kendall County shall not be inferred to, or obligated to, have a duty to provide insurance for the Resurfacing Project Area or otherwise indemnify and hold harmless the City in connection with the use, enjoyment, maintenance, repair or replacement of the herein mentioned improvements. Further, the City shall be responsible for any future maintenance, repair or replacement deemed necessary for such improvements within the Resurfacing Project Area. Other than obligations specifically imposed by this Agreement, Page 5 of 9 nothing in this Agreement shall be construed as to create a duty or responsibility on behalf of Kendall County to maintain, repair, replace, or otherwise control the Resurfacing Project Area roadways or the improvements completed thereon. 13. This Agreement and the rights of the Parties hereunder may not be assigned (except by operation of law), and the terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective successors and assigns of the Parties hereto. Nothing in this Agreement, express or implied, is intended to confer upon any party, other than the Parties and their respective successors and assigns, any rights, remedies, obligations or liabilities under or by reason of such agreements. 14. Any notice required or permitted to be given pursuant to this Agreement shall be duly given if sent by fax, certified mail, or courier service and received. As such, all notices required or permitted hereunder shall be in writing and may be given by either (a) depositing the same in the United States mail, addressed to the Party to be notified, postage prepaid and certified with the return receipt requested, (b) delivering the same in person, or (c) telecopying the same with electronic confirmation of receipt: If to the County: County Engineer Kendall County Highway Department 6780 Route 47 Yorkville, Illinois 60560 With copy to: Kendall County State's Attorney 807 John Street Yorkville, Illinois, 60560 If to the City: Mayor John Purcell 800 Game Farm Road Yorkville, Illinois 60560 With a copy to: Kathleen Field Orr City Attorney 2024 Hickory Road Page 6 of 9 Suite 205 Homewood, Illinois 60430 Or such address or counsel as any Party hereto shall specify in writing pursuant to this Section from time to time. 15. This Agreement shall be interpreted and enforced under the laws of the State of Illinois. Any legal proceeding related to enforcement of this Agreement shall be brought in the Circuit Court of Kendall County, Illinois. In case any provision of this Agreement shall be declared and/or found invalid, illegal or unenforceable by a court of competent jurisdiction, such provision shall,to the extent possible, be modified by the court in such manner as to be valid, legal and enforceable so as to most nearly retain the intent of the Parties, and, if such modification is not possible, such provision shall be severed from this Agreement, and in either case the validity, legality, and enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired thereby. 16. This Agreement may be executed in counterparts (including facsimile signatures), each of which shall be deemed to be an original and each of which shall constitute one and the same Agreement. 17. This Agreement represents the entire agreement between the Parties and there are no other promises or conditions in any other agreement whether oral or written. Except as stated herein, this agreement supersedes any other prior written or oral agreements between the Parties about the subject projects and may not be further modified except in writing acknowledged by all Parties. 18. Any Party may terminate this Agreement by providing thirty (30) days advance written notice to the other Party. However, the Parties shall not be permitted to cancel the Page 7 of 9 Agreement once the Resurfacing Project has begun, unless done so in writing signed by each Party. 19.Nothing contained in this Agreement, nor any act of Kendall County or the City pursuant to this Agreement, shall be deemed or construed by any of the Parties hereto or by third persons, to create any relationship of third party beneficiary, principal, agent, limited or general partnership,joint venture, or any association or relationship involving the County and the City. 20. This Agreement shall be in full force and effect for a period of ninety-nine (99) years from the date of the last signature below unless: 1) it is agreed to terminate this Agreement in writing signed by all Parties, or 2) it is cancelled pursuant to paragraph 18 above, or 3) the Resurfacing Project is completed, at which time the Agreement shall terminate, with the exception of all indemnification responsibilities,which shall remain in force. 21. This Agreement shall be effective upon approval by Kendall County and the City and the date of this Agreement shall be deemed as the last date of acceptance provided below. 22. Kendall County and the City each hereby warrant and represent that their respective signatures set forth below have been, and are on the date of this Agreement, duly authorized by all necessary and appropriate corporate and/or governmental action to execute this Agreement. Page 8 of 9 IN WITNESS WHEREOF, the Parties hereto have caused this Intergovernmental Agreement to be executed by their duly authorized officers on the below date. COUNTY OF KENDALL,A UNIT OF LOCAL GOVERNMENT OF THE STATE OF ILLIINOIS By: S A 12 -� 1I� lo Kendall ounty Bo d Chair Date Attest: -7I hq K ggunty Clerk Date OVNTY C4�9 r � 'OFFICIAL = (Seal) nSEAL CITY OF YORKVILLE,A MUNICIPAL CORPORATION OF THE STATE OF ILLINOIS By: A `7301 Mayor Date Attest: ea 7/30//,j _• City Clerk Date �sV of yQ� Corporate • SEAL Page 9 of 9 •�FN�ALL