HomeMy WebLinkAbout5.3 A RESOLUTION AUTHORIZING THE VILLAGE MANAGER TO EXECUTE A MEMORANDUM OF UNDERSTANDING ESTABLISHING THE NORTHERN ILLINOIS BENCHMARKING COOPERATIVERESOLUTION NO. -18
A RESOLUTION AUTHORIZING THE VILLAGE MANAGER TO EXECUTE A
MEMORANDUM OF UNDERSTANDING ESTABLISHING THE NORTHER ILLINOIS
BENCHMARKING COOPERATIVE (NIBC)
WHEREAS, The Village of Mount Prospect, Illinois is a home rule unit of local
government pursuant to Article 7, Section 6 of the Constitution of the State of Illinois;
and
WHEREAS, the Northern Illinois Benchmarking Cooperative (NIBC) was formed on
the idea that communities should jointly explore, develop, and share performance
metrics in order to improve service levels, create more efficient practices, and
innovate government; a n d
WHEREAS, the charter members of the NIBC include the communities of Lake Forest,
Lake Bluff, Buffalo Grove, Schaumburg, Glencoe, Wilmette, River Forest,
Lincolnshire, Arlington Heights, Hoffman Estates, Mount Prospect and Wheeling; and
WHEREAS, NIBC selected the University of Illinois at Chicago Department of Public
Administration to provide data and benchmarking administration support to the
NIBC; and
WHEREAS, the City of Lake Forest will serve as the lead agency entering a contract
with the University of Illinois at Chicago, and each of the participating communities
will execute a binding Memorandum of Understanding to become a party to this
agreement; and
WHEREAS, the Village Board finds that it is in the public's best interest that the
Memorandum of Understanding attached hereto as Exhibit A be entered into.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND BOARD OF TRUSTEES OF
THE VILLAGE OF MOUNT PROSPECT, COOK COUNTY, ILLINOIS:
SECTION ONE: That under the authority vested in the corporate authorities of the
Village of Mount Prospect, the Mayor and Board of Trustees have determined that it
is necessary and desirable for the Village of Mount Prospect to enter into the
Memorandum of Understanding attached as Exhibit A.
SECTION TWO: That the Village Manager is hereby authorized to execute a
Memorandum of Understanding establishing the Northern Illinois Benchmarking
Cooperative and relating to an agreement between the City of Lake Forest and the
University of Illinois attached hereto as Exhibit A.
SECTION THREE: That this Resolution shall be in full force and effect from and after
its passage and approval in the manner provided by law.
AYES:
NAYS:
ABSENT:
PASSED and APPROVED this day of January 2018.
Arlene A. Juracek
Mayor
ATTEST:
Karen M. Agoranos
Village Clerk
BINDING MEMORANDUM OF UNDERSTANDING ESTABLISHING THE NORTHERN
ILLINOIS BENCHMARKING COOPERATIVE AND RELATING TO AN AGREEMENT
BETWEEN THE CITY OF LAKE FOREST AND THE UNIVERSITY OF ILLINOIS
THIS BINDING MEMORANDUM OF UNDERSTANDING (the "MOU') is made as of
September 25, 2017 (the "Effective Date"), by and among the Illinois municipalities set forth in
Exhibit A, attached hereto, which municipalities shall be referred to herein collectively as the
"Parties," and each individually as a "Party'. The Parties, for good and valuable consideration
and intending to be bound hereby, agree as follows:
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A. Each of the Parties desires, and hereby agrees, to participate in the Cooperativ
and to work collaboratively for the benefit of the Cooperative in the performance an
implementation of the Agreement. The Parties acknowledge that Lake Forest has entered, or wil
enter, into the Agreement on behalf of, and for the benefit of, the Cooperative, and all Partie
hereby agree to be bound by the terms of the Agreement in the same manner as the "Client" (a
defined in the Agreement).
B. The Parties agree that additional Illinois municipalities may join the Cooperative by
executing an addendum in substantially the form attached hereto as Exhibit C agreeing to be
bound by all terms of this MOU. To facilitate the expansion of the Cooperative for the benefit of
all the Parties, each of the Parties hereby authorizes the City Manager of Lake Forest, as the
authorized representative of all the members of the NIBC/Cooperative, to approve and execute
such addenda in substantially the form of Exhibit C with any other Illinois municipality or
municipalities that desire to join the Cooperative. If a new member joins the Cooperative more
than [60 days] after the beginning of an Agreement Term, then that Party's membership, and its
rights and obligations under this MOU, shall become effective on the first day of the subsequent
Agreement Term.
C. Lake Forest agrees that it will not approve any material change or amendment to
the.Agreement without the prior written consent of all Parties to this MOU, provided, however,
that Lake Forest shall be authorized to approve any of the following changes to the Agreement
after consultation with the designated representatives of the Parties:
1. Renewal of the Agreement for one or more subsequent one-year Agreement
Terms;and
2. Increases in the Total Compensation (as defined in Section 3.A, below) for an
such renewal Agreement Term, provided that the Total Compensation does n
exceed $70,000.00 plus approved reimbursable costs for any Agreement Term. 1
D. To the extent that this MOU or any addendum hereto conflicts with the Agreement,
the Agreement will control and be binding on all Parties.
A. The Parties desire to equally share all costs of obtaining the Services under the
Agreement. The Parties acknowledge that, pursuant to the Agreement, the total compensation
owed to the University for the Services for the initial Agreement Term is $63,594.47 plus approved
reimbursable costs ("Total Compensatiod'). The Total Compensation is payable by Lake Forest
to the University in annual payments ("Payments"), which Payments are due within 30 days after
the University's delivery of an invoice to Lake Forest. Each of the Parties agrees to pay an equal
share of each Payment and shall deliver its payment share to Lake Forest within 30 days after
receipt of an invoice therefor, which obligation shall survive a Party's or the Parties' termination
of its participation in this Memorandum of Understanding in accordance with Section 8.
B. In the event that an additional party or parties joins the Cooperative by execution
of an addendum pursuant to Section 2.13 of this MOU, such additional party or parties shall be
required to pay an equal share of the Payments due for the year in which the party's membership
in the Cooperative becomes effective and for each year thereafter that the Party remains a
member.
C. The City Manager of Lake Forest shall be authorized on behalf of all the Parties to
approve or authorize reimbursable costs or expenses relating to the Services ("Reimbursable
Costs") that total up to $1,000.00 during the initial Agreement Term and during each subsequent
Agreement Term (if any). The City Manager of Lake Forest shall not approve or authorize
Reimbursable Costs in excess of $1,000.00 during any Agreement Term without the prior written
consent of the authorized representatives of all Parties. All approved or authorized Reimbursable
Costs shall be allocated equally among the Parties. Each Party's share of the Reimbursable Costs
for a given Agreement Term shall be added to the Party's next Payment, provided that the
Agreement is renewed for a subsequent term. If the Agreement is not renewed, or a Party
terminates its participation in the MOU, then the City shall issue a separate invoice or invoices,
100016613 41 2
as appropriate, for the remaining Reimbursable Costs, which shall be payable within 30 days after
receipt.
Section 4. Data Collection's
t Warr#!&. The Parties acknowledge that, pursuant to the
Agreement, the University and the members of the Cooperative will collaborate to identify data
measures and metrics to be used by the University in performing the Services, and each member
of the Cooperative is responsible for collecting and compiling its own data and transmitting that
data to the University in an agreed-upon format. Each of the Parties guarantees and warrants to
the other Parties that no data, information, or other material provided by the first Party to the
University or to any other Party in connection with the Services or the Agreement shall include
material that infringes on third -party intellectual property rights or contains legally actionable,
libelous, or otherwise unlawful statements or information.
Section 5. Indemnity. Each Party shall, and hereby agrees to, indemnify, defend and
hold harmless all other Parties to this MOU, and all of their elected and appointed officials,
commissioners, employees, agents, attorneys, and representatives, from and against any and all
loss, cost, damage, expense, claim, liability, orincluding reasonable attorneys' fees
("Claims'l, arising out of or asserted as a result of the first Party's breach of the terms of this
MOU. This indemnification obligation shall survive any termination of this MOU.
Section 6. Enforcement. In the event that the University breaches the Agreemeni
Lake Forest agrees to make reasonable efforts to enforce the Agreement upon request of thi..,
Parties, provided, however, that all Parties shall share equally in any resulting costs and expense -I
of enforcement, including court costs and attorneys' fees. i
Section 7. Liabili!y. ----- Parties acknowledge and agree that Lake Forest is not, and
shall not be, in any way liable for any damages or injuries that may be sustained as the result of
Lake Forest's coordination, administration, or enforcement of the Agreement or the Services and
shall not be deemed to insure the other Parties, or any of them, or their representatives,
successors, assigns, or licensees, or any third party against damage or injury of any kind at any
time.
Section 8. Effective Date-, Term. This MOU shall be effective as of September 25,2017,
and the term of this MOU shall expire upon the expiration or termination of the Agreement. In the
event that the Agreement is renewed for one or more subsequent Agreement Terms, then this
MOU shall automatically renew for the same duration, except that: (i) nothing shall prevent the
Parties from mutually agreeing to either extend or terminate this MOU at any time; (ii) any Party
may terminate its participation in this MOU at the end of any Term by providing written notice to
the other Parties not more than 60 days nor less than 10 days before the end of such Term, and
the termination shall be effective on the last day of that Term; and (iii) a Party that terminates its
participation in this MOU shall be responsible for its pro rata share of all Payments and
Reimbursable Costs incurred before the effective date of such termination. The Parties'
obligations under the preceding clause 8(iii), Sections 5 and 7, and the last sentence of Section
4 of this MOU shall survive termination.
A. Assi FO
,.qnments. No Party may assign its obligations under this ffn -11 without the prior
written consent of the other Parties.
B. Amendments. No modification of this MOU shall be efiective unless made by a
{00016613 41 3
written amendment signed by each Party's authorized signatory, provided, however, that
additional Illinois municipalities may join the Cooperative by executing an addendum to this Il OU
in the manner provided in Section 2.B.
C. sQpo�mv,,�Iian�cle... with Laws. Each Party shall perform its obligations under this MO
,?nd the Agreement in compliance with all applicable federal, state, and local laws and regulation
woverning such performance.
D. Notices. Any notice required or permitted to be given under this MOU shall be in
writing and may be given by: (a) personal delivery, (b) nationally recognized overnight delivery
service, (c) certified or registered mail, return receipt requested, or (d) electronic transmission,
accompanied by any of the foregoing notice options; notice shall be deemed given (i) if given
personally, as of the date delivered, (ii) if by overnight delivery service, the next business day
following deposit with such service, (iii) if by certified or registered mail, three days after deposit
thereof in any main or branch United States Post Office, or (iv) if by electronic transmission
accompanied by any of the foregoing delivery options, the date of transmittal of the electronic
transmission. Notices shall be sent to the Parties, respectively, to the addresses and addressees
set forth in Exhibit A hereto. By notice complying with the foregoing requirements, any Party shall
have the right to change the addressees or addresses or both for all future notices and
communications to such Party, but no notice of such a change shall be effective until actually
received.
E. Severability. If any provision of this MOU is held by a court of competent
jurisdiction to be unenforceable, then such provision shall be severed from this MOU so long as
severance does not affect the enforceability or essential purpose of the remainder of the MOU.
F. CountgEpAdg. This MOU may be executed in counterparts. Facsimile signatures
shall constitute original signatures for all purposes.
IN WITNESS WHEREOF, The Parties, respectively, have caused this MOU to be
executed by their authorized representatives.
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VILLAGE OF MOUNT PROSPEC�j
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VILLAGE OF WHEELING
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VILLAGE OF WILMETTE
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EXHIBIT A
'1111age of River Forest
400 Park Avenue
River Forest, 1160305
Attn: Eric Palm, Village Administrator
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Village of Schaumburg
101 Schaumburg Court
Schaumburg, IL 60193
Attn: Brian Townsend, Village Manager
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Village of Wheeling
2 Community Boulevard
Wheeling, IL 60090
Attn: Jon Sfondilis, Village Manager
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Village of Wilmette
1200 Wilmette Avenue
Wilmette, IL 60091
Attn: Tim Frenzer, Village Manager
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AGREEMENT
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ADDENDUM TO BINDING MEMORANDUM OF UNDERSTANDING
ESTABLISHING THE NORTHERN ILLINOIS BENCHMARKING COOPERATIVE
AND RELATING TO AN AGREEMENT BETWEEN THE CITY OF LAKE FOREST
AND THE UNIVERSITY OF ILLINOIS
THIS ADDENDUM TO BINDING MEMORANDUM OF UNDERSTANDING (the
"Addendum") is made as of 20(the "Effective Date"), by and among
an Illinois municipality (the ["'Village / City'7), and the existing
members of the Northern Illinois Benchmarking Cooperative (referred to herein as the "NIBCor
the "Cooperative") as set forth in Exhibit A to that certain "Binding Memorandum of
Understanding Establishing the Northern Illinois Benchmarking Cooperative and Relating to an
Agreement Between The City of Lake Forest and the University of Illinois" dated 120171
as amended from time to time ("Original MOU'). The existing members of the Cooperative and
[`Village / City] are referred to herein collectively as the "Parties" and each, individually, as a
"Parti'. The Parties, for good and valuable consideration and intending to be bound hereby,
agree as follows:
Section 1. Back 9tour d.
A. The City of Lake Forest ("Lake Forest') has previously approved and executed an
"Agreement Between the Board of Trustees of the University of Illinois and The City of Lake
Forest" dated 9 2017, as amended from time to time (the "Agreement'). As set
forth in further detail in the Agreement, the University of Illinois ("University') has agreed to
perform certain research and data analysis services to assist Lake Forest and other municipalities
in developing objective benchmarks for staff productivity and addressing other areas of interest
to the participating municipalities (the &is ervices").
B. Under the Agreement, the University has agreed to provide the Services to, and
for the benefit of, a "Cooperative" consisting of Lake Forest and other Illinois municipalities that
have entered into an intergovernmental memorandum of understanding for such purpose.
C. The existing members of the Cooperative have previously entered into the Original
MOU for the purposes of forming the NIBC/Cooperative to function as the "Cooperative"
referenced in the Agreement, facilitating the implementation and performance of the Agreement
for the benefit of such Cooperative, and establishing cost-sharing procedures relating to the
Agreement.
D. [Village / City] desires to enter into this Addendum to join the Cooperative subject
to the terms and conditions set forth in the Original MOU, this Addendum, and the Agreement.
E. The Parties have authority to enter into this Addendum pursuant to Article V11,
Section 10 of the Illinois Constitution of 1970; the Intergovernmental Cooperation Act, 5 ILLS
220/1 et seq.; and other applicable law.
Section 2. Participation in the g90erativre•Co 3111ance with Or'ig* I MOU.
A. [Village / City] desires, and hereby agrees, to participate in the Cooperative
subject to all terms and conditions set forth in the Original MOU and this Addendum. ['Village /
City] hereby agrees to be bound by the Original MOU (including but not limited to all cost-sharing,
warranty, liability, and indemnity provisions of the Original MOU) in the same manner as the
original parties thereto.
B. Exhibit A to the Original ITTiOU shall be deemed to be amended to include th
[Village / City] and its contact information as follows: I
[Village / City]
Section 3. Effective Date: Term, This Addendum shall be effective upon its approve'
and execution by the authorized representatives of the Parties, and the term of this Addendu
shall expire upon the expiration or termination of the Original MOU, except that [Village / Cat
may terminate this Addendum upon 60 days' written notice to the other Parties. The Part e,
obligations under Sections 4, 5, and 7 of the Original MOU shall survive termination of thli
Addendum or the Original MOU.
....... ... ..
G. A§§ignments. No Party may assign its obligations under this Addendum without
the prior written consent of the other Parties.
H. Amendments. No modification of this Addendum shall be effective unless made by
a written amendment signed by each Party's authorized signatory, provided, however, that
additional Illinois municipalities may join the Cooperative by executing a further addendum in the
manner provided in Section 2.13 of the Original MOU.
1. C991,pliance with Laws. Each Party shall perform its obligations under this
Addendum, the Original MOU, and the Agreement in compliance with all applicable federal, state,
and local laws and regulations governing such performance.
J. Notices. All notices required or permitted to be given under this Addendum or the
Original MOU shall be given in the manner set forth in Section 9.D of the Original MOU.
K. Several?LiIJ!y. If any provision of this Addendum is held by a court of competent
jurisdiction to be unenforceable, then such provision shall be severed from this Addendum so long
as severance does not affect the enforceability or essential purpose of the remainder of the
Addetidurn.
L. CounteM�g_�s. This Addendum may be executed in counterparts. Facsimile
signatures shall constitute original signatures for all purposes.
IN WITNESS WHEREOF, The Parties, respectively, have caused this Addendum to be
executed by their authorized representatives.
THE MEMBERS OF THE NORTHERN
ILLINOIS BENCHMARKING COOPERATIVE
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City Manager
The City of Lake Forej
Their: Authorized Representative
[VILLAGE/ CITY]
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