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CHICAGO, July 30, 2014
To the President and Members of the City Council:
Your Committee on the Budget and Government Operations, having had under consideration an Ordinance authorizing the execution of an intergovernmental agreement between the City of Chicago and the Metropolitan Water Reclamation District (MWRD) necessary for the delivery and distribution of wood chips; and having had the same under advisement, begs leave to report and recommend that Your Honorable Body pass the Ordinance transmitted herewith.
This recommendation was concurred in by a viva voce vote of the members of the Committee.
Carrie M. Austin Chairman
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OFFICE OF THE MAYOR
CITY OF CHICAGO
RAHM EMANUEL
MAYOR
June 25, 2014
TO THE HONORABLE, THE CITY COUNCIL OF THE CITY OF CHICAGO j
Ladies and Gentlemen:
At the request of the Commissioner of Streets and Sanitation, I transmit herewith an ordinance authorizing the execution of an intergovernmental agreement with the Metropolitan Water Reclamation District.
Your favorable consideration of this ordinance will be appreciated.
Mayor
Very truly yours,
ORDINANCE
WHEREAS, the City of Chicago (the "City") is a home rule municipality as described in Section 6 (a), Article VII of the 1970 Constitution of the State of Illinois, and as such may exercise any power and perform any function pertaining to its government and affairs; and
WHEREAS, the City, through its Department of Streets and Sanitation ("DSS") and the Metropolitan Water Reclamation District of Greater Chicago, an Illinois municipal corporation ("District") each desire to enter into an agreement whereby DSS will deliver wood chips generated as a part of DSS's forestry management program to the District, and the District will use the wood chips as a bulking agent in the District's biosolids program; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CHICAGO:
Section 1. Recitals. The above recitals are incorporated by reference as if fully set forth
herein.
Section 2. Authority. Subject to the approval of the Corporation Counsel, the Commissioner of DSS (the "Commissioner") or a designee of the Commissioner are each hereby authorized to execute and deliver the Agreement for the Delivery of Wood Chips (the "Agreement") in substantially the form attached hereto as Exhibit A^ with such changes, deletions and insertions thereto as the Commissioner or the Commissioner's designee shall approve (execution of the Agreement by the Commissioner or the Commissioner's designee constituting conclusive evidence of such approval), and to enter into and execute all such other agreements and instruments, and to perform any and all acts as shall be necessary or advisable in connection with implementation of the Agreement.
Section 3. Invalidity of Any Section. If any provision of this ordinance shall be held to be invalid or unenforceable for any reason, then the invalidity or unenforceability of such provision will not affect any of the remaining provisions of this ordinance.
Section 4. Superseder. All ordinances, resolutions, motions or orders in conflict will this ordinance are hereby repealed to the extent of such conflict.
Section 5. Effective Date. This ordinance shall be in full force and effect immediately upon its passage and approval.
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EXHIBIT
A
INTERGOVERNMENTAL AGREEMENT BETWEEN
THE METROPOLITAN WATER RECLAMATION DISTRICT OF GREATER
CHICAGO AND
THE CITY OF CHICAGO, DEPARTMENT OF STREETS AND SANITATION
THIS INTERGOVERNMENTAL AGREEMENT (hereinafter "Agreement") is
entered into this as of the day of , by and between the Metropolitan Water Reclamation
District of Greater Chicago (hereinafter; "District") and the City of Chicago, a municipal corporation and home rule unit of government under Article VII, Section 6(a) of the 1970 Constitution of the State of Illinois, (hereinafter "City"), acting through its Department of Streets & Sanitation, Bureau of Forestry, (hereinafter "DSS"). From time to time hereinafter the District and DSS may be collectively referred to as the "Parties."
WITNESSETH, THAT:
WHEREAS, the District is a wastewater treatment and stormwater management agency that is located in Cook County, Illinois, and serves over 5,000,000 people throughout an 883-mile service area that includes the City and 125 suburban communities; and
WHEREAS, the District treats approximately 1.4 billion gallons of wastewater per day at its seven water reclamation plants, and the processing of this wastewater generates roughly 200,000 dry tons of biosolids in any given year; and
WHEREAS, after treatment, the District ultimately distributes these biosolids, which are non-toxic and composed of organic material, pursuant to an Illinois Environmental Protection Agency ("IEPA") "Controlled Solids Distribution Program" permit for use as fertilizer, soil amendment, or soil substitute; and
WHEREAS, the District believes that it would be beneficial and cost-effective to use wood chips as a bulking agent for the District's biosolids to produce a value-added product to be used in the City area; and
WHEREAS, the City receives a benefit from this Agreement in that the distance the City has to haul its wood chips for disposal is significantly reduced, thereby reducing the number of City trucks on the roads, resulting in a reduction of carbon dioxide emissions; and
WHEREAS, as part of its regular operations, DSS has a forestry management program consisting of tree planting, tree cutting, tree pruning and collecting debris from downed trees, tree limbs, and branches; and
WHEREAS, the cuttings, collections, and debris from the DSS forestry management program are usually comminuted in wood chippers for easier disposal, and such process generates a large and regular supply of wood chips; and
WHEREAS, the District has requested that DSS deliver its wood chips to the District's Calumet Solids Management Area and that DSS will unload its wood chips at a location specified by District staff; and
WHEREAS, DSS is willing to supply and the District is willing to accept available wood chips on a regular basis as further set forth below; and
WHEREAS, the Parties reasonably believe that the acceptance of wood chips for the District's biosolids program constitutes a beneficial use as allowed under Section 22.54 of the IEPA Act, and consequently no additional permits are needed for the District to accept DSS wood chips and incorporate them into its biosolids; and
WHEREAS, the Parties are aware that the Emerald Ash Borer ("EAB") has been known to infect trees that are part of the DSS forestry management program and that the Parties desire to insure that the supply of wood chips provided by the DSS to the District are not infected by the EAB; and
WHEREAS, the Illinois Department of Agriculture has determined that in order to eliminate the presence of the EAB and/or its larvae in wood, the wood must be comminuted to no more than one inch on two dimensions; and
WHEREAS, DSS has signed an EAB Compliance Agreement ("Compliance Agreement") with the Illinois Department of Agriculture, wherein DSS has committed to comply with certain procedures relative to the comminuting of wood into wood chips, a copy of which is attached hereto as Exhibit "A"; and
WHEREAS, DSS represents that all wood chips and related material provided to the District will have been previously produced in accordance with the procedures set forth in the Compliance Agreement; and
WHEREAS, the Illinois Intergovernmental Cooperation Act, 5 ILCS 220/1 et seq., and Section 10 of Article VII of the Illinois Constitution allow and encourage intergovernmental cooperation; and
WHEREAS, on May 1, 2014, the District's Board of Commissioners authorized the District to negotiate and enter into this Agreement; and
WHEREAS, on , 2014, the Chicago City Council adopted an ordinance
authorizing the City to enter into this Agreement.
NOW THEREFORE, it is agreed, as follows:
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ARTICLE ONE: INCORPORATION OF RECITALS
The recitals set forth above are incorporated herein by reference and made a part hereof. ARTICLE TWO: GENERAL REQUIREMENTS
DSS will deliver wood chips in connection with its ordinary operations to the District's Calumet Solids Management Area and unload said wood chips as specified by District staff.
DSS shall bear sole responsibility for the transportation, trucking, loading, and unloading of the wood chips. DSS is required to observe and comply with all state and local traffic restrictions and laws, including compliance with all requirements for transport of EAB infected materials. Accept as required under this Agreement for EAB infected materials, all wood chips will be delivered with no expressed or implied warranties, including the warranties of merchantability or fitness for a particular purpose. The City is self-insured, and DSS and its employees are insured for all aspects of its participation in the activities set forth in this Agreement, through the self-insurance program of the City. DSS will only use full-time DSS employees for the activities set forth in this Agreement.
The District may, at its discretion and at no cost to the District, refuse wood chips, though acceptance of wood chips shall not be unreasonably withheld.
ARTICLE THREE: TERM
The Term of the Agreement shall commence on the date that the last signature is affixed hereto and shall expire upon: (1) the written agreement of the Parties hereto or (2) on December 31,2017.
ARTICLE FOUR: CONSENT
Whenever the consent or approval of one or both Parties to this Agreement is required hereunder, such consent or approval shall not be unreasonably withheld.
ARTICLE FIVE: FUNDING
There is no funding that will be provided in conjunction with this Agreement. Each of the Parties agrees to bear its own costs.
ARTICLE SIX: TERMINATION BY THE CITY
At any time prior to the expiration of this Agreement, the City may, upon providing notice to the District in the manner provided in Article Ten below, terminate this Agreement.
ARTICLE SEVEN: TERMINATION BY THE DISTRICT
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At any time prior to the expiration of this Agreement, the District may, upon providing notice to the City in the manner provided in Article Ten below, terminate this Agreement.
ARTICLE EIGHT: PERMITS AND EASEMENTS
Nothing in this Agreement shall be construed to require or oblige the District to procure or provide funding for any of the federal, state, or local permits or easements that may be necessary for, or in any way related to, the General Requirements set forth in Article Two above.
ARTICLE NINE: INDEMNITY
- The City must defend, indemnify, keep and hold harmless the District, its officers, representatives, elected and appointed officials, agents, and employees from and against any and all Losses connected in any way to the subject matter of the Agreement, that arise out of the negligent acts or omissions of the City, DSS, or its employees, including those related to:
i. injury, death, or damage of or to any person or property;
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- EAB; and
- injuries or death of any employee of the City, DSS, or any subcontractor under any workers compensation statute.
- The District must defend, indemnify, keep and hold harmless the City, DSS, its officers, representatives, elected and appointed officials, agents, and employees from and against any and all Losses connected in any way to the subject matter of the Agreement, that arise out of the negligent acts or omissions of the District or its employees including those related to:
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- injury, death, or damage of or to any person or property; and
- injuries or death of any employee of the District or any subcontractor under any workers' compensation statute.
- "Losses" means, individually and collectively, liabilities of every kind, including losses, damages, and reasonable costs, payments, and expenses (such as, but not limited to, court costs and reasonable attorneys' fees and disbursements), claims, demands, actions, suits, proceedings, judgments or settlements, any or all of which in any way arise out of or relate to the indemnifying parties negligent or otherwise wrongful acts or omissions or those of its officers, agents, employees, consultants, subcontractors, or licensees arising out of or as a consequence of the performance of the General Requirements set forth in Article Two above.
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- At the indemnified party's option, the indemnifying party must defend all suits brought upon all such Losses and must pay all costs and expenses incidental to them, but the indemnified party has the right, at its option, to participate, at its own cost, in the defense of any suit, without relieving the indemnifying party of any of its obligations under this Agreement. Any settlement must be made only with the prior written consent of counsel for the indemnified party, if the settlement requires any action on the part of the indemnified party
- The indemnities in this section survive the expiration or termination of this Agreement.
ARTICLE TEN: NOTICE
Notice to the District shall be addressed to:
Director of Engineering
Metropolitan Water Reclamation District
of Greater Chicago 100 East Erie Street Chicago, Illinois 60611 FAX: (312)751-7905
and
General Counsel
Metropolitan Water Reclamation District
of Greater Chicago 100 East Erie Street Chicago, Illinois 60611 Phone: (312)751-6565
Notice to the City shall be addressed to:
Commissioner
City of Chicago, Department of Streets
and Sanitation 121 North LaSalle Street, Suite 1107 Chicago, Illinois 60602 Phone: (312)744-4611 Fax: (312) 744-3267
and
Corporation Counsel
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City of Chicago, Department of Law 121 North LaSalle Street, Room 600 Chicago, Illinois 60602 Attention: Finance and Economic Development Division Phone: (312)744-0200 Fax: (312) 742-0277
Unless otherwise specified, any notice, demand or request required hereunder shall be given in writing at the addresses set forth above, by any of the following means: (a) personal service; (b) electronic communications, whether by telex, telegram, telecopy, or facsimile (FAX) machine; (c) overnight courier; or (d) registered or certified mail, return receipt requested.
Such addresses may be changed when notice is given to the other Party in the same manner as provided above. Any notice, demand, or request sent pursuant to either clause (a) or (b) hereof shall be deemed received upon such personal service or upon dispatch by electronic means. Any notice, demand, or request sent pursuant to clause (c) shall be deemed received on the day immediately following deposit with the overnight courier and, if sent pursuant to subsection (d), shall be deemed received two (2) days following deposit in the mail.
ARTICLE ELEVEN: ASSIGNMENT: BINDING EFFECT
This Agreement, or any portion thereof, shall not be assigned by either party without the prior written consent of the other.
This Agreement shall inure to the benefit of and shall be binding upon the City, the District, and their respective successors and permitted assigns. This Agreement is intended to be and is for the sole and exclusive benefit of the Parties hereto and such successors and permitted assigns.
ARTICLE TWELVE: MODIFICATION
This Agreement may not be altered, modified, or amended except by written instrument signed by all of the Parties hereto.
ARTICLE THIRTEEN: COMPLIANCE WITH LAWS
The Parties hereto shall comply with all federal, state, and municipal laws, ordinances, rules, and regulations relating to this Agreement.
ARTICLE FOURTEEN: GOVERNING LAW AND SEVERABILITY
This Agreement shall be governed by the laws of the State of Illinois. If any provision of this Agreement shall be held or deemed to be or shall, in fact, be inoperative or unenforceable as applied in any particular case in any jurisdiction or jurisdictions or in all cases because it conflicts with any other provision or provisions hereof or any constitution, statute, ordinance, rule of law or public policy, or for any reason, such circumstance shall not have the effect of
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rendering any other provision or provisions contained herein invalid, inoperative, or unenforceable to any extent whatsoever. The invalidity of any one or more phrases, sentences, clauses, or sections contained in this Agreement shall not affect the remaining portions of this Agreement or any part hereof.
ARTICLE FIFTEEN: SHAKMAN PROVISIONS
- The City is subject to the May 31, 2007, Order entitled ''Agreed Settlement Order and Accord" (the "Shakman Accord") and the June 24, 2011, "City of Chicago Hiring Plan" (the "City Hiring Plan") entered in Shakman v. Democratic Organization of Cook County, Case No. 69 C 2145 (United States District Court for the Northern District of Illinois). Among other things, the Shakman Accord and the City Hiring Plan prohibit the City from hiring persons as governmental employees in non-exempt positions on the basis of political reasons or factors.
- You are aware that City policy prohibits City employees from directing any individual to apply for a position with You, either as an employee or as a subcontractor, and from directing You to hire an individual as an employee or as a subcontractor. Accordingly, You must follow your own hiring and contracting procedures, without being influenced by City employees. Any and all personnel provided by You under this Agreement are employees or subcontractors of You, not employees of the City of Chicago. This Agreement is not intended to and does not constitute, create, give rise to, or otherwise recognize an employer-employee relationship of any kind between the City and any personnel provided by You.
- You will not condition, base, or knowingly prejudice or affect any term or aspect of the employment of any personnel provided under this Agreement, or offer employment to any individual to provide services under this Agreement, based upon or because of any political reason or factor including, without limitation, any individual's political affiliation, membership in a political organization or party, political support or activity, political financial contributions, promises of such political support, activity or financial contributions, or such individual's political sponsorship or recommendation. For purposes of this Agreement, a political organization or party is an identifiable group or entity that has as its primary purpose the support of or opposition to candidates for elected public office. Individual political activities are the activities of individual persons in support of or in opposition to political organizations or parties or candidates for elected public office.
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(.d) In the event of any communication to You by a City employee or City official in violation of paragraph (b) above, or advocating a violation of paragraph (c) above, You will, as soon as is reasonably practicable, report such communication to the Hiring Oversight Section of the City's Office of the Inspector General ("IGO Hiring Oversight"), and also to the head of the Department. You will also cooperate with any inquiries by IGO Hiring Oversight or the Shakman Monitor's Office related to this Agreement.
ARTICLE SIXTEEN: ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the Parties.
ARTICLE SEVENTEEN: AUTHORITY
Execution of this Agreement by the City is authorized by an ordinance adopted by the
City Council on , 2014. Execution of this Agreement by the District is authorized by its
Board of Commissioners on May 1, 2014. The Parties represent and warrant to each other that they have the authority to enter into this Agreement and perform their obligations hereunder.
ARTICLE EIGHTEEN: HEADINGS
The headings and titles of this Agreement are for convenience only and shall not influence the construction or interpretation of this Agreement.
ARTICLE NINETEEN: DISCLAIMER OR RELATIONSHIP
Nothing contained in this Agreement, nor any act of the City or the District 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 City and the District.
ARTICLE TWENTY: CONSTRUCTION OF WORDS
The use of the singular form of any word herein shall also include the plural, and vice versa. The use of the neuter form of any word herein shall also include the masculine and feminine forms, the masculine form shall include feminine and neuter, and the feminine form shall include masculine and neuter.
ARTICLE TWENTY-ONE: NO PERSONAL LIABILITY
No officer, member, official, employee, or agent of the City or the District shall be individually or personally liable in connection with this Agreement.
ARTICLE TWENTY-TWO: NON-WAIVER
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Either Party's failure to require strict performance by the other Party of any provision of this Agreement will not waive a Party's right to demand strict compliance with any other provision of this Agreement or such provision at any other time. Any waiver of any terms of this Agreement must be in writing and shall not diminish the future enforceability of this Agreement.
ARTICLE TWENTY-THREE: REPRESENTATIVES
Immediately upon execution of this Agreement, the following individuals will represent the Parties as a primary contact:
For the District: Director of Engineering
Metropolitan Water Reclamation District of Greater
Chicago 100 East Erie Street Chicago, Illinois 60611 Phone: (312)751-3169 FAX: (312)751-7905
For the City: Commissioner
City of Chicago, Department of Streets and Sanitation 30 North LaSalle Street, Suite 1107 Chicago, Illinois 60602 ' Phone: (312)744-4611 FAX: (312)744-3267
Each Party agrees to promptly notify the other Party of any change in its designated representative, which notice shall include the name, address, telephone number, and fax number of the representative for such Party for the purpose hereof.
[Signature Page follows]
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* IN WITNESS WHEREOF, the Metropolitan Water Reclamation District of Greater Chicago and the City of Chicago, the Parties hereto, have each caused this Agreement to be executed, in triplicate, as of the date first above written by their duly authorized officers, duly attested, and their seals hereto affixed to this IGA, which shall become effective upon the date of the last signature affixed hereto.
CITY OF CHICAGO
By:
Charles L. Williams Commissioner of the Department of Streets and Sanitation
Dated:
ATTEST:
By:
Susana A. Mendoza City Clerk
Dated:
METROPOLITAN WATER RECLAMATION DISTRICT OF GREATER CHICAGO
By:
David St. Pierre Executive Director
Dated:
ATTEST:
By:
Jacqueline Torres Clerk
Dated:
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ATTEST:
By:
Jacqueline Torres Clerk
Dated:
APPROVED AS TO FORM AND LEGALITY:
By:
Lisa Luhrs Draper Head Assistant Attorney
Dated:
By:
Ronald M. Hill General Counsel
Dated:
APPROVED AS TO MAINTENANCE AND OPERATIONS
By:
Daniel Collins Managing Civil Engineer
Dated:
By:
Manju Sharma
Director of Maintenance & Operations Dated:
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