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HomeMy WebLinkAbout7.1 A RESOLUTION AUTHORIZING THE MAYOR TO SIGN AN INTERGOVERNMENTAL AGREEMENT WITH THE ILLINOIS DEPARTMENT OF NATURAL RESOURCES (IDNR) TO HELP FUND CONSTRUCTION OF A SUPPLEMENTAL STORM WATER PUMPING STATION AT LEVEE 37.Item Cover Page ,a" wubject A RESOLUTION AUTHORIZING THE MAYOR TO SIGN 1 INTERGOVERNMENTAL •R1 1 R WITH THE ILLINOIS DEPARTMENT OF NATURAL RESOURCES (IDNR) TO HELP FUND CONSTRUCTION OF A SUPPLEMENTAL STORM WATER PUMPING STATION AT LEVEE 37, Meeting April 20, 2021 - A. MEETING OF THE MOUNT PROSPECT BOA. Impact _' lb•llar Amount $305,558-00 Ludget Source•• • •l Construction Fund Category Type Resolution Levee 37 was designed to protect homes from inundation by the Des Plaines River. The levee wall serves as w physical :w between• !river crestsand the adjacent residential neighborhoods. It was designed and constructed by the U.S. Army Corps of Engineers (USACE). Local partners included the Illinois Department of Natural Resources (IDNR), the Illinois Department of Transportation, the City of Prospect Heights, and the Village of Mount Prospect. Construction .substantiallycompleted 2011. The design of the levee system includes four (4) pumping stations. Two (2) of these pumping w • are w ' • in Mount Prospect(Pump w • w • Pump Station The levee provides effective protection from river flooding. It was tested by the record Des Plaines River crest in 2013 and several subsequent elevated crests that would have generated flooding conditions if the levee were not constructed. It is effective because it forms a complete seal between the river and adjacent land. This seal prevents the river from overtopping its banks. It also prevents rain 1 water collected in the storm sewers tributarydischarging river. When the river level rises, backwater valves on the storm sewer discharge pipes close; isolating the storm sewers from the river. These devices prevent river water from flooding adjacent neighborhoods via the storm sewer system. This mode of flooding occurred during a river crest in 1987 that damaged dozens of homes and rendered local streets impassable for days. When the storm sewer backwater valves are closed, rainwater that falls in the neighborhoods near the levee is diverted to the pumping stations. The pumping stations were designed and constructed by the USACE as part of the levee project. The pumps have capacity to discharge water at a combined rate of 42 cubic feet ! _ • !' (CFS). Under normal weather and river conditions,, rainwater is collected by the storm sewer system and conveyed to the river via gravity discharge (no pumping stations) at a rate of approximately 240 CFS. The original !''! of e levee assumed that the circumstance river level is high, storm sewer backwater valves are closed, and significant rain falls in adjacent neighborhoods was rare. However, it is our experience that this condition is much more commonplace. Street and structure flooding occurs because of the inadequate pump station discharge rate. USACEI IDNR, and the Village have agreed that the discharge rate of the pumping stations should be increased from approximately 42 CFS to as close to 240 CFS as practical. constructAfter final accounting was completed,, USACE determined it was owed almost $3 million from IDNR for certain expenditures made during levee construction. Pursuant to prior agreements between USACE and IDNR, some of these expenditures were the responsibility of IDNR- IDNR, USACE,, and the Village agreed to use these excess funds to design and . • ! pumping ! Lafor Levee 37. IDNR has remitted $2,971,130-18 to USACE. Subsequently,, USACE has developed ,letailed plans, specifications, and bid documents necessary to let a Levee 37 pump station improvement project for public bidding. The project scope includes the construction of one (1) supplemental pump station adjacent to Pump Station 2. The attached plans and bid specifications define the 2 This supplemental pump station will work in conjunction with the existing pump stations to increase discharge capacity by 120 CFS. The total discharge capacity for the levee pumping system will increase from 42 CFS to 162 CFS. USACE has utilized $424,231.44 to date for design and engineering associated with project development leaving approximately $2,,546,898-74 available for the proposed • •n contract and USACE constructionengineering • On March 10,, 2021,, USACE issued a notice of award to Rausch Infrastructure., LLC *f Des Plaines,, Illinois construct the supplementalr station at a cost• • exceed• 111addition,estimates --d $450,,000 foe construction engineering, contract administration, and contingencies. The total cost to construct the supplementalpump station is $4, 111 • '• previously, USACE presently has $2,,546,,898-74 available; resulting in a $1,590,101.26 ! • gap. However, IDNR has agreed to provide substantial additional funding for the project. Specifically, IDNR has pledged $1,284,543 of new money to the project thereby reducing the funding gap to $305,,558-26. This gap can be mitigated further by eliminating a portion of the proposed scope of work.Specifically,part of the project r-• - • • an existing storm Howeversewer connection between the junction chamber behind backflow structure #1 and the existing pump station #2. This work is indicated on the attached plan sheet. ! this portion of the work# likely limit the ability• convey storm. • . . • hamper anticipated increases pump discharge r. Therefore, staff does not recommend reducing the scope of work for the supplemental pump station. Instead, staff recommendsfunding the.! with fund agreementbalance from the Flood Control Construction Fund. Attached for the Village Board's consideration,, is a proposed intergovernmental . . mechanism for! • disburse funds• IDNR for '' purpose of constructing the supplemental• . pump station. resolutionAlternatives 1. Pass a i ing the Mayor to sign an intergovernmental agreement with IDNR to help fund construction pumpingwater i . 3 2. Action at the discretion • the Village Board. Staff Recommendation Staff • that the Village Board approve a resolution authorizing the Mayor to sign an intergovernmental agreement with IDNR to help fund construction of a supplemental storm water pumping station at Levee 37. ATTACH M E NTS: IFA Exhibits A-D.pdf Possible Scope Reducation Plan Sheet. pdf 3-10-21 DRAFT - LC IDNR-Mt Prospect Joint Funding Agreement - Pump Station Extra Funds 003.pdf Resolution INDR agreeement levee 37.pdf Exhibit A PROJECT COOPERATION AGREEMENT BETWEEN THE DEPARTMENT OF THE ARMY AND STATE OF ILLINOIS DEPARTMENT OF NATURAL RESOURCES FOR CONSTRUCTION OF THE DES PLAINES RIVER, ILLINOIS PROJECT THIS AGREEMENT 'is entered into the day of 20,61 by and between the Department of the Army (hereinafter the "Government"), represented by the District Engineer, and State of Illinois Department of Natural Resources, hereinafter the "Non -Federal Sponsor, represented by the Director, State of Iiiin is/Department of Natural Resources (hereinafter the "Non -Federal Sponsor"). ES SETH, THAT: WHEREAS, construction of the Des Plaines River Project in northeastern Illinois, 'f in more speci ically, along the upper Des Pla' 6s River and tributaries from the Wisconsin border in Wadsworth, Illinois, southward to Riverside, Illinois, was aiithonzed by the Water Resources Development Act (WRDA) of 1999, Section 10 1 (b)(1 0), dated August 17, 1999" WHEREAS, the Government and the Non -Federal Sponsor des -ire to enter 'Into a Project Cooperation Agreement for construction of the Des Plaines River Project (hereinafter the "Project", as defined in Article I.A. of this Agreement), WHEREAS, Section 103 of the Water Resources Development Act of 1986, Public Law 99-662, s amended, speci fies the cost-sharing equirements applicable to the Project, . WHEREAS, Section 221 of the Flood Control Act of 1970, Public Law 91-611, as amended, and Section 103 of the Water Resources Development Act of 1986,Public Law 99-662, as amended, provide that the Secretary of the Army shall not commence construction of any water resources project, or separa I o I te element thereof, until each non -Federal sponsor has entered into a writte'n agreement to furnish 'its required cooperation for the proi &ct or separable element, WHEREAS, Section 104 of the Water Resources Development Act of 1986, Public Law 99-662 authorizes the Assistant Secretary of the Army (Civil Works) to afford a credit for work accomplished by the Non -Federal Sponsor, *WHEREAS, the Non -Federal Sponsor does not qualify for a reduction ot the maximum non -Federal 6ost share pursuant to the guidelines that implement Section 103(m) of the Water Resources Development Act of J 9 8 6, Publ ic Law 99-662, as amended'; �i WHEREAS, Section 902 of Public Law 99-662 establishes the maximum amount of costs for the fees Plaines River Project and sets forth procedures for adjusting such maximum amount; and WHEREAS, the Government and Non -Federal Sponsor have the fall. authority and capability to perform as hereinafter set forth and intend to cooperate in cost-sharing and financing ofthe construction of the Project in accordance With the terms of this Agreement. NOW, THEREFORE, the Govemment and the Non -Federal Sponsor agree as . folios: ARTICLE I -DEFINITIONS AND GENERAL PROVISIONS For purposes ofthis Agreement: A. The terra "Project" roject" shall mean the six segments, which are: 1 Buffalo Creek Reservoir expansion, 2 Big Bend Lake expansion, including a pump station and berm, (3) Levee 37 construction including a pumpin station and gravitydrainage facilities, (4) Rand Road Levee 50, consisting of an earthen levee, floodwall, or sealed embankment, plus gravity drainage facilities and pumping pla t, 5 Van Patton 'woods lateral storage facility, North Fork bill Creep dans mo ific tion; all as generally described in the Upper Des Plaines Flood Darnage Reduction StLid r, Limited Reevaluation Report dated March, 2007, approved by the Great Lakes and Ohio Diver Division Commander on June, F o, 2007. The Project includes the Section 104 work described in Article I.K of this Agreement. B. 'The tern. "total project costs" shall mean all costs incurred by the Non -Federal Sponsor and the Government in accordance with the to xas of this Agreement directly related to construction of the Project. Subject to the provisions of this Agreement, the terra F shall include, but is not necessarily limited : continuing planning and enginoeri ag costs incurred after October 1, 1985; advanced engineering and design costs; preconstruction. . engineering and design costs; engineering and desip costs dung construction; the costs of investigations to identify the existence and extent of hazardous substances in a ccor dance with Article XV.A. of this Agreement; costs of historic preservation 'activid s in accordance with Article XVUI.A:. of this Agreement; actual construction costs, including the costs o alteration, lowering, raising, or replacement and attendant removal of existing railroad bridges and approaches thereto; the- credit amount for the Section 104 work performed by the Non -Federal Sponsor afforded in accordance with Axtiele H. .5. of this'Agreement; supervision and administration costs; costs of participation in the Project Coordination Team in accordance with Article V of this Agreement; costs of contract dispute settlements or awards; the value of lands, easements, rights-of-way, relocations, and suitable borrow and dredged or excavated material disposal areas for which the Govemment affords credit in accordance with Article Ill of this Agreement; and costs of audit in accordance witb Article X of this Agreement. The term does not include any costs for operation, maintenance, 2 6 repair, replacement, or rehabilitation; any costs due to betterments; or any costs of dispute resolution under Article VII of this Agreement. C. The terra "financial obligation for construction's shall mean a financial obligation of the Government or a financial obligation of the Non -Federal Sponsor for Section 104 work, other than an obligation pertaining to the provision of lands, casements, rights- o-wa relocations, and borrow and dredged or excavated material disposal areas, that results or would result in a cost that is or would be included in total project costs, D. The term "nog, -Federal proportionate hare" shall mean the rano of the Non - Federal Sponsor's total cash cont ibution required in accordance with Articles 1I.D. 1. and If.D.. of this Agreement to total financial obligations 'or construction asro.� `ected b the Government. � E. The term "Period of construction" shall mean the time from the date the Go m e t first notifies the Non -Federal Sponsor in vesting, in accordance with Article VI.. of this Agreement, of the scheduled date for issuance of the solicitation for the first construction contract to the date that the U.S. Amy Engineer for the Chicago District (hereinafter the "District Engineer") notifies the Non -Federal Sponsor in writing the Governments determination that construction of the Project is completer F. 'h -e term "highway" shall mean any Public highway, r adway, street, or way, fine lu ` � a ding any bridge thereof.. y G. , h terra "relocation" shall� mean Providing a functionally e ui valent facilityto s s the owner of n existing utility, cemetery, highway or other Public facility, or railroad (excluding existing railroad bridges and approaches thereto) when such 4etion is authorized in accordance Frith -applicable legal Principles ofjust compensation or as otherwise provided * in the authorizing ,g legislation for the Project or any report referenced therein. Providing a functionally equivalent facility may take the form of alteration, lowering, raisin , or relacernnt and attendant removal of the affected facility or Part thereof`. H. The term "fiscal year" shall mean one fiscal year of the Govemment. The Govemment fiscal year begins on October 1 and ends on Se ten'ber 30. Ia The terra "functional portion of the Project' shall mean a ,portion of the Project that is suitable for tender to' the Non -Federal Sponsor to operate and maintain in advance of completion ofthe entire Prjectr For a portion of the Project to be suitable for tender, the District Engineer must notify the Non -Federal Sponsor in iArritffig of the Go emme tis determination that the portion of the Project is complete and can function independently and for a useful purpose, although the balance of the Project is not complete. I The tern "bettenn nt" shah mean a change in the design and construction of an element of the Pro ject resulting from the application ofstandards that the Govemment determines ,exceed those that the Government would otherwise apply for accomplishing the design aril construction of'that element 7 K. The terror "Section 104 r " shall mean construction of Levee 50 (also known as the Rand Park levee), as described in the Upper Des Plaines River, Illinois — (PWI: 010249) — Flood Damage Reductio. Study, Limited Reevaluation Report dated March 20072 and approved in concept by the ,Assistant Secretary of the Army (Civil Works) on June l 1, 1999. The Section 104 work includes construction of the authoed improvements as well as planning, engineering, design, supervision and administration, and other activities -associated with construction, but does not include the construction of betterments or the provision of lands, easements, rights-of-way, , relocations, or suitable borrow and dredged or excavated material disposal areas associated with the Section 104 rorl. ARTICLE I1 -OBLIGATIONS of THE GOVERNMENT AND THE NON- I R -A SPONSOR A. The Goverrme t, subject to receiving funds appropriated by the Congress }of the United States (hereinafter, the "Co 'ngress" and using hose funds and fu ds provided by the Non -Federal Sponsor, shall expeditiously construct the Project includi g alteration, lowering, raising, or replacement and attendant removal of existing railroad bridges and approaches thereto), applying those procedures usually applied to Federal projects, pursuant to Federal laws, reglati.s, and policies. 1. The Govemment shall afford the Non- Federal Sparser the opportunity t review and comment on the solicitations for all contracts, including relevant plans and specifications, prior to the G vem.me fs issuance of such solicitations. The Govemment shall'not issue the solicitation for the first construction contract until the Non. -Federal Sponsor has confirmed in writing its willingness to proceed with the 'project. To the extent possible, the Govemment -shall afford the Non -Federal. Sponsor the opportunity to review and comment on all contract modifications, including charge orders, .prior to the issuance to the contractor f a Notice to proceed. In any instance where providing the Non -Federal Sponsor with notification of a'contract modification or change o d r is -not possible prior t issuance of the Notice to Proceed, the Gov6mmcnt shall provide such notification in writing . t the earliest date possible To thQ extent possible, the Govemment also shall afford the Nora -Federal Sponsor the opportunity to review and comment on all contract claims prior to resolution' thereof. The Govemment shall consider in good faith the comments of the Non- eeralp onor, but the contents of solicitations, award of contracts, execution of contract modifications, issuance of change orders, resolution of contract claims, and performance of all work on the Project (whether the work is performed under contract or by Govemment personnel, shall be exclusively within the control of the Govemment. 2. Throughout the period of construction, the District Engineer shall famish the Non -Federal Sponsor with a copy of the 6ovemment's Written Notice of Acceptance of Completed 'work for each contract for the project. . Notwithstanding paragraph A. I. of this A-iticle, if, upon the award of a any contract for construction of the Project, cumulative financial obligations for all construction �� :..:.r... and LERDs acquisition would exceed $76,770,000, the Govemment and the Nona -Federal Sponsor agree to defer award of that contract and all subsequent contracts for construction of the Project until such time as the Government and the Ton -Federal Sponsor agree to proceed with further contract awards for. the project, but in no event shall the award of contracts be deferred for more than three years. Notwithstanding this general provision for deferral of contract awards, the Government, after consultation with the Dora -Federal Sponsor, may award a contract or contracts after the Assistant Secretary of the A=(Civil Works) makes a wiitten determination that the award of such contract or contracts Faust proceed in order to comply r with law or to protect life or property from imminent and substantial harm. B. The Non -Federal Sponsor may request the Go emment to accomplish betterments. Such requests shall be writing and shall describe the betterments requested to he accomplished. � If the Govemment i.n its sole discretion elects to accomplish the requested betterments or any portion thereof, it shall so notify the Non ederal Sponsor in a writing that sets forth any applicable towns and conditions, which must be consistent with this Agreement. In the eventf 66nflict between such a writing and this Agreement, this Agreement shall control. The Non -Federal Sponsor shall be solely responsible for all costs clue to the requested betterments and shall pay all such costs in accordance with Article i VI.C. of this Agreement. C. When the District Engineer determines that the entire Project is complete or that a portion of the Project has become a functional porion of the Project. -the District Engineer shall so notify the Ikon -Federal Sponsor in writing and fursh the Non -Federal Sponsor with an Operation,, Maintenance, Repair, Replacement, and Rehabilitation Manual (hereinafter the "OMRR&R Manual's) and with copies of all of the GovemmenVs Written Notices of Acceptance of Completed Work for all contracts for the Project or 'the functional portion of the Project that have not been provided preiously.Jpo such notification, the Non -Federal Sponsor shall operate, maintain, repair, replace, and rehabilitate the entire Project or the functional portion of the Project in accordance with Article VIII of this Agreement, ' D. The Non -Federal Sponsor shall contribute minimum of 35 percent, but not to exceed 50 percent, of total p' * ct costs in accordance with the pr r provisions of thisparagraph. il L The Non -Federal Sponsor shall provide a cash contribution equal to percent of total project costs In accordance with Article VI.B. of this Agreement. . In accordance with Article'III ofthi Agreement, the Ion -Federal Sponsor shall provide all lands, casements, rights-of-way, and suitable borrow and dredged or excavated matel"lal disposal areas that the Government determines the Non -Federal Sponsor must provide for the construction, operation, and maintenance of the Project and shall perforin or ensure performance of all relocations that the Govemment determines to be necessary for the construction, operation, and maintenance of the Project. 5 9 3. If the Go erg me t projects that the value of the Non -Federal Sponsor's contributions under paragraphs D. 1. and D.2. of this Article and Articles v, X, and XV.A.. of this Agreement will be less than 35 percent of total project costs, the Non -Federal Sponsor shall provide an additional cash contribution, in accordance with Article VI.B. of this Agreement, in the amount necessary to make the Ion -Federal Sponso 's total contribution equal to 35 percent of total project costs 4. If the Govern meat determines that the value of the Non -Federal Sponsor's contributions provided under paragraphs D.2. and D.3. of this Article and Articles V, X, and XV.A. of this Agreement has exceeded.45 percent oftotal project costs, the Govern me t,. subject to the availability of funds, shall reimburse the Non -Federal Sponsor for any such value in excess of 45 percent of total project costs. After such a determination, the Govern meat, in its sole discretion, may provide any remaining Project lands, easements, rights-of-way, and suitable borrow and dredged or excavated mater' l disposal areas and J perform any remaining Project relocations on behalf of the Nosh --Federal Sponsor. The Assistant Secretary of the Arm (Civil works) has detemhirhed that the Section 104 work is compatible with the Project and has approv d a credit in the estimated amount of $9,317,,000 for the Section 104 work by the Non --Federal Sponsor. The affording of such credit shall be subject to an on. -site inspection by the Govern meat to ver*f r that the work was accomplished in a satisfactory manner' and is suitable for inclusion in. the Project. The actual amount of credit shall be subject to an - audit in accordance with Article X.C. of this Agreement to determine reasonableness, allocability, and allowability of costs. To afford such credit, the Govemment skull apply the credit, amount toward any add'tional cash contribution required under paragraph D.3. of this Article., If the, credit amount exceeds the +ahhount of such dditional cash contribution, the . Govern meat, subject to the availability i of funds, shall, on behalf of the Non -Federal lural Sponsor, provide Project lands, easements, rights- --way, and s It bte borrow and dredged or excavated material disposal areas, or perform Project relocations, equal in value to such excess credit amount. As an alternative, ' and in its sole discretion, the Goverh meat may make a payment to the None -Federal Sponsor in an amount equal to such excess credit amount, up to the value of cont ibutions under paragraph:. of this Article and Articles V. X, and XV.. ofthi Agreement. tri event shall the credit amount afforded exceed the lesser of 45 percent of total project costs or the value of the Noir-Federal Sponsor's contributions required under paragraphs .2. and D.3. of this Article and Articles V, X, and XV.A, of this Agrement. Solely for construction contracts awarded after the effective date of this Agreement crediting and/or reimbursement is subject to satisfactory compliance with applicable federal labor lags covering noir--Federal construction, including, but not limited to the Davis -Bacon Act 40 USC 276a et seq.), the Contract Work Hours and safety Standards Act 40 USC 327 et seq.) and the Copeland Anti -Kickback Act 40 USC 276c). Cre liting and/or reimbursement may be withheld in whole or part, as a result of the non -Federal Sponsor's failure to comply with its obligation under these laws. E. The Non -Federal Sponsor may request the Government to provide lairds, easements, rights-of-way, and suitable Morrow and dredged or excavated material disposal + meas or perform relocations on behalf of the Non -Federal Sponsor. Such requests shall be 10 in wring and shall describe the srices requested to be perforrned. If in its sole discretion the Govemmerrt elects to perforin the requested services or any portion thereof, it shall so notify the Non -Federal Sponsor in a writing that sets forth any applicable terms and conditions, which must be consistent with this Agreement. In. the event of conflict between i such a meting and this Agreement, this Agreement shall control. The Non -Federal Sponsor shall be solely responsible for all costs of the requested services and shall pay all such costs In accordance with Article VI.C. of this Agreement. Notwithstanding the provision of lards easements, rights-of-way, and suitable borrow and dredged or excavated material disposal areas or p rforn ice of relocations by the Govemme.nt, the Mon -Federal Sponsor shall be responsible, as between the Gove=ent and the Non--Federalp onsor for the costs of cleanup and response in accordance with Article XV.C■ of this Agreement. F. The Dove=ent shall perform a final accounting in accordance with'Article VI.D. of this Agreement to determine the contributions provided by the Mora -Federal Sponsor In accordance with paragraphs B., D., and E. of this Article and Articles V1 x, and XV.A.. of this Agreement and to determine whether the Non-Fedr t Sponsor has met its obligations under paragraphs B., D., and E. of this Article. G. The Non -Federal Sponsor shall not use Federal funds to meet the Non -Federal Sponsor's share of total project costs under this Agreement unless the Federal granting agency vetifres in'writing that the expenditure of such funds is expressly authoriiedby statute. H. The Ion -Federal Sponsor agrees to participate In and comply with g p p ' applicable Federal floodplain management and flood insurance programs. L Not less than once each year the Non* Federal Sponsor shall inform affected interests of the extent of protection afforded by the Project. J. The Non -Federal Sponsor shall publicize flood lain information in the area p p concerned and shall provide this information to zoning and other regulatory agencies for their use in preventing unwise future development in the flood plain and in adopting such p g regulations as may be necessary to prevent, unwise future development ,and to ensure compatibility with protection levels provided by the Project. K. The Non --Federal Sponsor shall comply with Section 402 of the Fater Resources Development Act of 1956, as amended U.S.C. 701b-12which requires a Non -Federal Interest to have prepared within one year after the date of signing this Agreement, a floodplain management plan. The plan shall be designed to reduce the { 11,apacts of future flood events in the project area, including but not limited to addressing thosc measures to be undertaken by Non -Federal interests to preserve the level of flood protection provided by this Project. As required by Section 402, as amended, the Non - Federal interest shall implement such plan not later than one year after completion of ' i N i • construction of the Project. The on�Federal Sponsor shall provide ars information copy of the plan to the Govemment upon Its preparation. 11 L. The Non -Federal Sponsor shall also prescribe and enforce regulations to prevent obstruction of or' encroachment on the project that would reduce the level of protection It affords or that would hinder operation or maintenance of the project. ARTICLE III --LANDS, RELOCATIONS, TIONS, D S SAL AREAS, AND PUBLIC LAW 1.646 COMPLIANCE A. The Govemment, after consultation with the Non -Federal Sponsor, shall determine the lands, easements,. and rights-of-way required for the construction, operation, and maintenance of the Project, including those required for relocations, borrow materials, arra dredged or excavated material disposal. The Government is a timely manner shall provide the Non -Federal Sponsor with general written descriptions, including maps a appropriate, of the lands, easements, and rights-of-way that the Government determines the Non -Federal Sponsor must provide, in detail sufficient to enable the Non -Federal Sponsor to fulfill its obligations under this paragraph, and shall provide the Non -Federal Sponsor with a written notice to proceed with acquisition of such lands, easer a .ts, and rights-of-way. Prior -to the end of the period of construction, the Non -Federal Sponsor shall acquire all lands, easements, and rights --of=. ay set forth in such descriptions. Furthermore, prior to issuance of the solicitation for each construction contract, the Non -Federal Sponsor shall provide the Govemment with, authorization for entry to all lands, easements, and rights-of-way the Govemment determines the Ion -Federal Sponsor must provide for that contract. For so long as the Project remains author ed, the Non -Federal Sponsor hall ensure that lands, easements, and rights-of-way ay that the Govemment determines to be required for the operation and maintenance of the Project and that were provided by the Non -Federal Sponsor are retained in public ownership for uses compatible with the authorized purposes of the' project. . B. The Government, after consultation with the lion' -Federal Sponsor, shall determine the improvements required on lands, easements, and rights-of-way o enable the + proper disposal of dredged or excavated material associated with the construction, operation, and maintenance of the Project. Such improvements may include, but are not necessarily limited to, retaining dikes, wasteweirs, bulkheads, embankments,. monitoring features,, stilling basins, and de -watering pumps and pipes. The Govemment in a timely manner shall provide the Noce -Federal Sponsor with general written descriptions of such imppvements in detail sufficient to enable the lora-Federal Sponsor to fulfill its obligations under this paragraph, and shall provide the Non -Federal Sponsor with a written notice to proceed with construction of such improvements. Prior to the end of the period of construction, the Non Federal Sponsor shall provide all improvements set forth in such descriptions. Furthennore, prior to issuance of the solicitation for -each Government constriction contract, the Non- . Federal Sponsor shall prepare plans and specifications for all improvements the Govemment determines to he required for the proper disposal of dredged or excavated material under that * contract submit suchplans and specifications to the Govemment for approval, and provide such'improvements in accordance with the approved plans and specifications. 12 C. The Govemment, after consultati disposal areas to the extent that such items are provided using Federal funds unless the. + Federal granting agency verifies in writing that such credit is expressly authorized by statue. B. For the sole purpose of affording credit in accordance with this Agreement, the value of lands, easements, and n*ghts-of-way, including hose necessary for relocations, borrow materials, and dredged or excavated material disposal, shall be the fair marl et value of the real roperty' intere ts, plus certain incidental costs of ac lring those interests, as determined in accordance with the provisions of this paragraph. 1. Date of Valuation. The fair market value of lands, easements, or rights- of-way owned by the Ikon -Federal Sponsor on the effective date of this Agreement shall be the fair market value of such real propel interests as of. the date the Non -Federal Sponsor provides the Govemment with authorization for entry thereto. However, for lands, easements, or rights-of-way owned by the Non -Federal Sponsor on the' effecti e date of this Agreement that are required for the construction of the Section 104 work, fair market value i shall be the value of such real'property interests as of the date the Noxi -Federal Sponsor awards the first 'co struction contract for the Section 104 work, or, if the Non -Federal eral Sponsor performs the construction with its own labor, the date that the Non -Federal Sponsor begins construction of the Section 104 work. The fair market value of lards, easements, or Tights -of - q acquired by the Noy. -Federal Sponsor after the effective date of this Agreement shall be the fair market value of such areal propel interests at the time the interests are acquired. } 2.� General valuation Procedure. Except as provided in paragraph B.3. 6f this Article, the fair market value of lands, easements, or rights-of-way shall be determined it accordance with paragraph ,2.a. of this article, unless thereafter different amount is determined to represent fair market value in accordance with paragraph ] , .b. of this Article, . a. The Non -Federal Sponsor shall obtain., for each real propel interest, an appraisal that is prepared by a qualified appraiser who .is acceptable to the Non - Federal Sponsor and the Goyemmnt. The appraisal must be prepared in accordance with the applicable rules of just cot pen at.ion, as specified by the Government. The fair market value hall be the amount set forth in the Ikon -Federal Sponsor's appraisal, if such appraisal is ap roved by the Government. In the event the Gov mment does not approve the Non - Federal Sponsor's appraisal, the Igor -Federal Sponsor may obtain a second appraisal, and the fair market value shall be the amount set forth In the Non -Federal Sponsor's second appraisal, if such appraisal is approved by the Govemment. In the event the Go eminent does not approve the Noxi -Federal Sponsor's second appraisal, or the Non -Federal Sponsor chooses not to obtain a second appraisal, the Govcment shall obtain an appraisal, and the fair market value shall 'b e the amount set forth lir the Governments appraisal, if such. appraisal is approved by the Nor -Federal Sponsor. In the evert the Non -Federal Sponsor does' riot approve the torment's appraisal, the Government, after consultation with the Non -Federal Sponsor, shall consider the G vemmenft and the Non. -Federal Spon o?s 10 14 appraisals'and determine ars amount based thereon, which shall be deemed to be the fair market value. b. where the amount paid or proposed to he paid by the Nora -Federal Sponsor for the real property interest exceeds the amount determined pursuant to paragraph .2.. of this Article, the Govemment, at the request of the Non-federal Sponsor, shall consider all factors relevant to determining fair market value and, in its sole discretion, after consultation with the Non -Federal Sponsor, may approve in writing an amount greater than the amount determined pursuant to paragraph .2.a. of this Article, but not to exceed the amount actually paid or proposed to be paid. If the Government approves such ars amount, the Fair market value shall be the lesser of the approved amount or the amountp aid bythe Non -Fede Sponsor, but 'no less than the amount determined pursuant to paragraph .2.a. of this Article. . Eminent Domain Valuation procedure. For lards, easements, or rights- of-way acquired by eminent domain proceedings instituted after the effective date of this Agreement, the Nora -Federal Sponsor shall, prior to ingtituting such proceedings, submit to the Govemment notification in writing of its intent to institute such proceedings and a appraisal of the specific real property interests to be acquired in such proceedings. The Government shall have 60 days after receipt of such a notice and appraisal within which t review the appraisal, if not previously approved by the Govemment in writing. . If the Govemment previously has approved the appraisal i y i writing, or if the Goverment provides written approval of or takes no action. -ori the appraisal within such 60 -day period, the Non -Federal Sponsor shall use the amount set forth in such appraisal as the estimate of just compensation for the purpose of instituting the 4 eminent domain proceeding. h. If the GovOmment provides written disapproval of the appraisal, includixig the reasons for disapproval, within sucho-d period, the Government and p � the Non -Federal Sponsor shall consult in good faith to promptly resolve the issues or areas of disagreement that are identified in the Govemmenfs written disapproval. If, after such good pp faith consultation, the Government and the Nora -Federal Sponsor agree as to ars appr9priate amount, thea the Nora -Federal Sponsor shall use that amount as the estimate of just compensation for the purpose of instituting the emi 4. Incidental Costs. For lards, easements, or rights-of-way acquired by the Non -Federal Sponsor within a fire -year period preceding the effective date of this Agreement, or at any time- after the effective date of this Agreement, the value of the interest shall include the documented incidental costs of acquiring the interest, as determined by the Go eminent, subject to an.audit in accordance with Article X.C. of this Agreement to determine reasonableness, allocability, and allowability of costs. Such incidental costs shall include, but not necessarily be limited to, closing and title costs, appraisal costs, survey costs, atto yts fees, plat maps, and mapping costs, as well as the actual amounts expended .for payment of any Public Law 1-646 relocation assistance benefits provided in accordance with Article III.E. of this Agreement. C. After consultation with the Non -Federal Sponsor, the Gove=ent shall determine the value of relocations in accordance wiih the provisions of this paragraph. 1. For a relocation other than a highway, the value shall be only that portion of relocation cosh that the Dove meat determines is necessary to provide a functionally e ui al nt facility, reduced by depreciation, as applicable, and by the salvage value of any removed items. . 2. For a relocation of a highway, the value shall be only that portion of relocation costs that would be necessary to accomplish the relocation in accordance with the design standard that the State of Illinois would apply under similar conditions of geography and traffic load, reduced by the salvage value of any removed items. . Relocation costs shall include, but not necessarily be limited to, actual costs of performing the relocation; planning, engineering and design costs; supervision and administration costs; and documented incidental costs associated with performance. of the relocation, but shall not include any costs due to betterments, as.determined by the Govemmeiit, nor any additional cost of using new material when suitable used material is available. Relocation costs shall be subject to an audit in accordance with Article X.C. of this Agreement to determine reasonableness, allocability, and allowability of cosh. 4. Solely for construction contracts awarded after the effective date of this Agreement, crediting for relocations performed within the Project boundaries is subject to satisfactory compliance with applicable federal labor laws covering non -Federal construction, including, but not limited to the Davis --bacon Act (40 SC 276a et seq), the Contract Work Hours and Safety Standards Act 40 USC 327 et se, and the Copeland Anti -Kickback Act 40 USC 276c). Crediting may be withheld, in whole or in part, as- a. result of the Non -Federal Sponsor's failure to comply Frith its obligations under hese laws. D. The value of the improvements made to lands, easements, and rights -of -gray for i therop er disposal of dredged or excavated material shall be the costs of the improvements, as determined by the Govemment, subject to an audit in accordance with Article X.C. of this Agreement to determine reasonableness, allocability, and alto rabil it y of costs. Such costs t 16 t f shall rrcl de,'but not necessarily be llr ited to, actual costs of prov'ding the improvements; planning, engineering and design costs; supervision and administration costs; and documented incidental costs associated with providing the improvements, but shall not include any costs due to betterments, .ts, determined by the Govemment. ARTICLE V -PROJECT COORDIXATION TEAM A. To provide for consistent and effective communication, the Non -Federal Sponsor and the Government, not later than 30 days after the effective date of this Agreement, shall appoint named senior representatives to a Project Coordination Team.. Thereafter, the Project Coordination Team shall meet regularly until the end of the period of construction. The Go er. me it's Project Manager and a counterpart named by the Non -Federal Sponsor shall co-chair the Protect Coordination Team. B. The Go emment's Project Manager and the Non -Federal Sponsor's counterpart shall keep the Project Coordination Team informed of the' progr ss of construction and of sighifi pending issues and .actions, and shall seely the views of the Project Coordination 'T'eam on matters that the Project Coordination Team generally oversees, . C. Until the end of the period ofconstruction, the Project Coordination Team shall" generally oversee the Project, including issues gelated to desi n;lans and ecifrca ions - p p scheduling; real property and relocation requirements; real property acquisition; contract ..... awards and modifications; contract costs# the application of and compliance with the Travis -Bacon Act, Contract Work Hours and Safety Standards Act and the Copeland Anti -Kickback c Act for relocations and construction portion of the non -Federal Section 104 work; the Go emment's oast projections; final *n pection of the entire Project o F . functional portions of -the Project; preparation of the proposed MRM& 'Ma . al; anticipated requirements and needed capabilities for performance of operation, maintenance, repair, replacement, and rehabilitation of the Project; and other related matters. This oversight shall be consistent witha project management *Plan de eloped by the Govemment after consultation with the Non -Federal Sponsor. D. The Project Coordination Team may make recommendations that it deems warranted to the District trict ngineer on matters that the Project Coordination Teamsg enerall oversees} including suggestions to avoid potential sources of dispute. The Govemment in good faith shall consider the recommendations of the Project Coordination Team. The Go em ent.. having the legal authority and responsibility for construction of the Project has the discretion to accept, rejec(or modify the Project Coordination Team}s recommendations. E. The costs ofParticipation in the Project Coordination Team, shall be included in total.project costs and cost shared in accord r ee with the pro'v'isions of thisreement. Ag 1 17 ARTICLE VI -METHOD of PAYMENT A. The Go err ment shall maintain current records of contributions provided by the parties and current projections of total project costs and costs due to betterments. By August of each year and at least quarterly thereafter, the Govemment shall provide the Non -Federal Sponsor with a report setting forth all contributions provided to date and the current projections of total pro* ect costs, of total costs due to betterments, of the maximum amount r of total project costs determined in accordance with Article XIX of this Agreement, of the components of total project costs, of each party's share of total project costs, of the Non - Federal Sponsor's total casks contributi ns required in accordance with Articles If.I ., 11.D., and II.E. of this Agreement, ofthe non -Federal proportionate share, and off'the funds the Go eminent projects to be required from the Non -Federal Sponsor for the upcoming fiscal year. on the effective date of this Agree ent, total project costs are projected to b $72,435,000 and the Non -Federal Sponsor's estimated contribution required under Article H.D. of this -Agreement is projected to be $25,400,000 consisting of Section 104 credits of $145711 1,000, LERDs credits of $7,067,000 and a cash contribution of $ ,622,00. Such amounts are estimates subject to adjustment by the Govemment and are not -to be construed s the total financial responsibilities of the Government and the Non -Federal Sponsor. B. The Non -Federal Sponsor shall provide the cash contribution required under Articles H. D.1. and II.D. 3. of this Agreement in accordance with the provisions of this paragraph. 1. Not less than 30 calendar days prior to the scheduled date for issuance of the solicitation for the first construction contract; the Govemment shall notify the Non - Federal Sponsor in writing of such scheduled date and the funds the Cove=6nt, after consideration of any credit afforded pursuant to Artier r.,. of this Agreement, determines to be required from the Non -Federal Sponsor to meet the iron -Federal proportionate share of projected financial obligations for construction through- the first fiscal year of construction, including e non -Federal proportionate share of financial obligations for construction incurred prior to the commencement of the period of construction. -Not later than such scheduled date, the Non -Federal Sponsor shall provide the Govemment with the full amount of the required.fuuds by delivering a check payable to "FAO,. USAED, Chicago" 'to the District Engineer or verifying to. the satisfaction oft .e Govenu ent that the Non -Federal Sponsor has deposited the required funds in an escrow or other account acceptable to the Go emme nt, with interest accruing to the Non -Federal Sponsor or - presenting the Government with an irrevocable letter of credit acceptable to the Govemmefit for the required funds or providing an Electronic Funds Transfer in accordance with procedures established by the Go emm nt. 2. For the se.cond and subsequent fiscal years of construction, the Govemment shall notify the Non -Federal Sponsor in writing, no later than 60 calendar days -prior to the beginning of that fiscal year, of the funds the Go 'eminent, after consideration of any credit afforded pursuant to Article ff... of this Agreement, determines t be required from the Non -Federal Sponsor to meet the non -Federal proportionate share of projeeted I 18 financial obligations for construction for that fiscal year. No later than 30 calendar da ys prior the beginning of the fiscal year, the Nor. -Federal Sponsor shall male the full. amount of the required funds for that fiscal year available to the Govemment through any of the payment mechanisms specified in Article VI.B. 1. of this Agreement. . The Govemment shall draw from the funds provided by the Noir-Federal Sponsor such sums as the Govemment after consideration of any credit afforded pursuant to Article 1 . . # of this Agreement, deems necessary to cover: the noir-Federal proportionate share of financial bIigatious for construction incurred prior t the commencement of the period of constriction; and (b)the non -Federal proportionate share of financial obligations for construction as they are incurred during the period of construction. . If at any bine during the period of construction the Govemment 4etermines that additional finds will be needed from the Nona ederal Sponsor to cover the non -Federal proportionate share ofprojected financial obligations for construction for the current fiscal year, the Goverament shall notify the Non -Federal Sponsor in writing of the additional funds required, and provide an explanation of why additional funds are required, and the Non -Federal Sponsor, no later than 60 calendar days from receipt of such notice, shall .make the additional required funds available through any of the payment mechanisms . py specified in Article V . .1. of this Agreement. C. In advance of the Government incurring any financial obligation associated with additional work under Article I .B. or ILE. of this Agreement, the Non -Federal Sponsor shall provide the Govemment with the full amount of the funds required to pay for such additional work through any of the payment mechanisms specified in Article VI. B.1. of this Agreement. The Govemment shall draw from the funds provided by the Non -Federal Sponsor such suras as the Govemment dee'ms necessary to cover the Government's financial obligations for such additional wbrk as they are incurred, In the event the Govemment determines that the Ion -Federal Sponsor must provide additional funds to meet its cash contribution, the Govemment shall notify the Non -Federal Sponsor in writing of the additional funds required and provide an explanation of why additional Winds are required. Within 30 calendar days thereafter, the NonTederal Sponsor shallp rovi c the'Government with the full amount of the additional required funds through any of the p ym ent mechanisms specified in Article VIR 1. of this Agreement. i . Upon completion of the Pro'ect or termination o this Agreement, g naerat, and upon resolution of all relevant claims and appeals, the Government shall conduct a final accounting and fumi h the Noir-Federalorsor with the results of p the final accoutrg. The final accounting shall determine total project costs, each party's contribution provided thereto, and each pai-ty's required share th;",r of. The. final accounting determine also shalt deteine costs due W # etterments and the Non- o ral Sponsor's cash contribution provided pursuant to Article H.B. of this Agreement. I . In the event the final. accounting shows that the total contribution provIded by the Non -Federal Sponsor i less than its required share of total � ro ect costs plus costs p u due to air betterments provided in accordance nee nth Article H.B. of this Agreement, the 1 19 Nora -Federal Sponsor shall, no later than 90 calendar days after r6ceipt 'ten notice, make a cash payment to the Government of whatever sum is required to meet the Ion - Federal Sp nsor's required share of total project costs plus costs due to any betterments provided in accordance with Article H.B. of this Agreement by delivering a check payable t `FAO, USAED, Chicago" to the District Engineer or providing an Electronic Funds Transfer in accordance with procedures established by the Government. . In the event the final accounting shows that the total contribution provided by the Non -Federal Sponsor exceeds its required share of total project costs plus costs due toany betterments provided in accordance with Artiele II,. of this Agreement, the rov mment shall, subject. to the availability of fands, refund the excess to the Non - Federal Sponsor no later than 90 calendar days after the final accounting is complete; however, the Non -Federal Sponsor shall not be entitled to any refand of the 5 percent cash contribution required pursuant to Article I .I .1. of this Agreement. - In the event existing funds are not available to refand the excess to the Non -Federal Sponsor, the Gov m ent shall seek such appropriations as are necessary to make the refund. ARTICLE VII -DISPUTE RESOLUTION As a condition 'precedent to a party bringing any suit for breach of this Agreement, that party must first notify the other party in writing of the nature of the purported breach and seek in good faith to resolve the dispute through negotiation. If the parties cannot resolve the dispute through negotiation, they may agree to a mutually acceptable method of non-binding alternative dispute resolution with a qualified third party acceptable to both parties. The parties shall each pay 50 percent of any costs for the services provided. by such a third party as such costs are incurred. The existence of a dispute shall not excuse'the parties from performance pursuant to this Agreement. . ARTICLE VTT - OPERATION, MAINTENANCE, REPAIR, REPLACEMENT, ANIS .REHA ILITATI N oMRR&R A. Upon notification in accordance with Article H.C. of this Agreement and for so long as the Project remains authorized, the Non -Federal Sponsor sell operate, maintain, repair, replace, and rehabilitate the entire Project or the uncti nl portion of the Project, at no cost to the Govemment, in a manner compatible with the Project's authorized purposes and in accordance with applicable Federal and Mate laws as provided in Article XI of this Agreement and specific directions prescribed by the Government in the OMRR&R Manual and any subsequent amendrnerits thereto. B. The Ion -Federal Sponsor hereby gives the Dove=ent a right to enter, at reasonable times and in a reasonable manner, upon property that the lion -Federal Sponsor owns or. controls for access to the Project for the purpose of inspection and, if necessary, for the purpose of completing, operating, maintaining, repairing, replacing, or rehabilitating the Project. If an inspection shows that the Non -Federal Sponsor for any reason is failing to 1 20 _.,_... perform its obligations under this Agreement, the Government shall send a written notice . describing the non-perfonnance to the Non. -Federal Sponsor. If, after 30 calendar days from receipt of notice, the Nora -Federal Sponsor contInLICs to fail to perform, then the Government shall have the right to enter, at reasonable times and in a Treasonable manner, upon property that the Ikon -Federal Sponsor owns or controls for access to the Project for the purpose of completing, operating, maintaining, repairing, replacing, or rehabilitating the Project. No completion, operation, maintenance, repair, replacement, or rehabilitation by, the Govem ent shall operate to relieve the Non -Federal Sponsor of responsibility to meet the Non -Federal Sponsor's obligations as set forth in this Agreement, or to pri cili e the Government from pursuing any other remedy at lair or equity to ensure faithful performance purSUant to this Agreement. .RTC X -INDEMNIFICATION Subj ct to the provisions ofArticle XX of this Agreement, the Ikon -Federal Sponsor shall hold and save the Govemment free from all damages arising from. the con tniction, operation, maintenance, repay, replacement, and rehabilitation of the Project and any Project -related betterments, except for damages due to the fault or negligence of the Government or Its contractors. .RTIC X -MAINTENANCE OF RECORDS AND AUDIT A. Not later than 60 calendar days after the effective date of this Agreement, the Government and the lore -Federal Sponsor shall develop procedures for keeping boobs, records, documents, and ager evidence pertaining to costs and expenses incurred pursuant to this Agreement. These procedures shall incorporate, and apply as appropriate, the standards for financial management s rstems set forth in the Uniform AdmM* 1strativo Requirements for Grants and Cooperative Agreements to Mate and Local Govemments at 3 2 C.Q.R. Section 33,20. The Govemment and the Non -Federal Sponsor shall maffitain such books, records, documents, arra other evidence in accordance with hese procedures and for a minim -Lim of three years after the period of construction arra resolution of all relevant claims arising therefrom. To the extent permitted under applicable Federal lags and regulations, the G vemment and the Dion -Federal Sponsor shall each allow the other to inspect such boobs, documents, records, and other evidence. B. Pursuant to 32 CY.R. Section 33.263 the Non -Federal Sponsor is responsible for complying with the Single Audit Act of 1984, 31 U.S.C. Sections X501.7507, as implemented b ffic of Management and Budget (COMB) Circular No. A- 13 3 an epartmeno t of Defense Directive 7600. 10. Upon request of the Nora -F denal Sponsor and to the extent permitted under applicable Federal laws and regulations, the Government shall provide to the Nora -Federal Sponsor and independent auditors any information necessary to enable an audit of the Non -Federal Sponsor's activities under this Agreement. The costs of any nog. --Federal audits performed in accordance with this paragraph shall be allocated in accordance with the provisions of OMB Circulars A-87 and .-I33, and such costs as are 17 21 allocated to the Project shall be included in total project costs and cost shared in accordance with the provisions of this Agreement. C. In accordance with 31 U.S.C. Section 7503, the Govear ment may conduct audits in addition to any audit that the Non -Federal Sponsor is required to conduct under the SM gle Audit Act. Any such G vem ent audits shall be conducted in accordance with Go eminent Auditing Standards and the cost principles in OMB Circular No. A-87 and other applicable cost pn*nciples and regulations. The costs of Govenune .t audits perlforined m accordance with this paragraph shall be included in total project costs and cost shared i accordance with the provisions of this Agreement. ARTICLE X1- ER -AL AND STATE LAWS In the exercise of their respective rights and obligations under this Agreement, the Non -Federal Sponsor and the Govem ent agree to comply with all applicable Federal and State laws and tegulations, including, but not limited to, Section 601 ofthe Civil Rights Act of 1964, Public Law -'352 2 J.S.C. 2d, and Department o lees Directive 5500.11 issued pursuant thereto, as well as An -n Regulations 600-7, entitled "Nondiscrimination on the Basis of Handicap in Programs and Activities Assisted. or Conducted by the Department of the Anny." The Nora -Federal Sponsor is also required to comply with all applicable Federal labor standards requirement - including, but not limited to the Davis -B aeon Act USC 27 6 a et seta the Contract Work Hours and Safety Standards Act 40 USC 327 et se and the Copeland Anti -Kickback Act 40 USC 27c. ARTICLE XII -RELATIONSHIP OF PARTIES A. In the exercise of their respective rights and obligations under this Agreement, the Govermnent and the Nan -Federal Sponsor each act in an independent capacity, and neither is to be considered the officer, agent, or employee of the other. B. In the exercise of its rights and obligations under this Agreement, neither party' shall provide, without the consent of the other party, any contractor with a release that waives or purports to waiveany rights such other party may have to seek relied` or redress against such contractor either pursuant to any cause of action that such other party may have or for violation of any lave. ARTICLE XIII -OFFICIALS NOT TO BENEFIT No me.mher of or delegate to the Congress, nor any resident commissioner, shall be admitted to any share or part of this Agreement, or to any benefit that may arise there r6in. 22 l • ARTICLE XIV -T RMMA.TION OR SUSPENSION A. If at any time the None Federal Sponsor fails to fulfi11 its obligations under Article I. ., H.D., I .E., V, or XVII . . of this Agreement, the Assistant Secretary of the Amy (Civil works) shall terminate this Agreement or suspend future performance tinder this Agreement iless he determines that continuation of work on the Project is in the interest o the United States or is neves ary in order to satisfy agrecrnents with any other non -Federal eral interests in connection with the Project. B. If the Government fails to receive annual appropriations in amounts sufficient to meet project expenditures for the then -current or upcoming fiscal year, the Govemment shall so notify the Non -Federal Sponsor in writing, and 60 calendar days thereafter either party may elect without penalty to terminate this ,Agreement or to suspend future performance under this Agreement. In the event that either paw elects to suspend future performance under this Agreement pursuant to this paragraph, such suspension shall remain in effect until such time as the Govemment receivesu ficient appropriations or until.either the Government or the Non -Federal Sponsor elects to terminate this Agreement. C. In the event that either party elects to terminate this Agreement pursuant to this Article or; Article XV of this Agreement., both parties shall conclude their act"vibes relating to the Project and proceed to a final accounting in accordance with Article VI.r . of this Agreement. D. Any termination of this Agreement or suspension of f iture Performance under this A.gr e .ent in accordance with this Article or Article XV of this Agreement shall not relieve the parties of liability for any- obligation previously incurred. Any delinquent payment shall be- charged interest at a rate., to be. determined by the Secretary of the Treasury, equal to 150 per centum of the average bond equivalent rate of the 13-week.' Treasury bills auctioned immediately prior to the date on which such payr rpt became delinquent, or auctioned immediately prior io the beginning ofeach additional -month period if the period of delinquency exceeds 3 rnonffi . ARTICLE XV - HAZARDOUS SUBSTANCES A. After execution of this'Agreement and upon direction by the District Engineer,. the lion -Federal Sponsor shall perfon-n, or cause to be performed, any investigations -for hazardous substances that the Govemment or the Non -Federal Sponsor determines to b necessary to identify the existence, and extent of any hazardous substances regulated under the Compreh insive Environmental Response, Colnerg ation, and Liability Act hereinafter CE RUA"), �1-2. U.S.C. S cct ons 601-9675, that ria , exist in, on fr under lands, easements, and rights -of -gray that the Govemment determines, pursuant to Article III of -this Agreement, to be required for the construction, operation, and maintenance of the Project. However, for lards that the Govemment determines to be subject to the navigation' scnrit de, only the Government shall perform such investigations unless the District Engineer provides the Mon -Federal Sponsor with prior specific written direction, in which 23 case the Non -Federal Sponsor shall perf r as such investigations in accordance with such written direction. All actual costs incurred by the Ion- edea l Sponsor for such investigations for hazardous substances shall be included in total project costs and cost shared in accordance with the provisions of this Agreement, subject to an audit in accordance with Article X.C. of this Agreement to determine reasonableness, allocabilit , and allowability of costs. B. In the event it is discovered tlu-ough any investigation for hazardous substances r other means that hazardous substances -regulated under CERCLA exist in, on, or under any lands,, easements, or rights-of-way that the Govemment tenni e , pursuant to Miele III of this Agreement, to be required for the construction, operation, and maintenance of the Project, tSe Non -Federal Sponsor and the Govemment ment shall provide prompt written notice to each other, and the Ikon -Federal Sponsor shall not proceed with the acquisition of the real pro erty interests until both parties agree that theNon-Federal Sponsor should proceed. C. Govemment and the Non -Federal Sponsor shall determine whether t i ARTICLE XVI -NOTICES . A. Any notice, request, demand, or other communication required or permitted to be given under this Agreement shall be deemed to have been duly given if in meting arta either delivered personally or by telegram or mailed byfirst-class, registered, or certified mail, as Follows. If to the Non -Federal Sposor: Director State of Illinois bepartment of Natural Resources One Natural Resources Way Springfield, 162702 If to -the Gover ment: District E.ngineer United States Army Corps of Engineers I I North Canal Street, Suite boo i Chicago, IL 60606-7206 B. A party may change the address to which such communications are to be directed by giving written Notice to the other party in the manner provided in this Article. C. Any notice, request, demand, or other communication ru dep ursuant to this Article shall be deemed to have been received by the addressee at the earlier of such time a it is actually received or seven calendar days after it is mailed. t ARTICLE XVII, -CONFIDENTIALITY To the extent permitted by the laws governing each pay, the parties agree t maintain the confidentiality of exchanged information when requested to do so by the providing party. . F ARTICLE XVIII - HISTORIC RESERV A ION A. The costs of identification, suer y and eval'-.1ation of historic properties shall be i c1uded in total proj&A costs and cost shared M aecor f_1� ce with the provisions of this Agreement. B. As specified in Section a of Pubtic Lave 93-291 16 U.S.C. Section469c(a)), the costs of mitigation and data recovery activities associated with historic reservation shall e borne entirely by the Government and shall not be included in total project costs, up to 21 25 the statutory limit of one percent of the total amount authorized to be appropriated for the Prof ect. C. The. Govemmrpt shall not incur costs for mitigation and data recovery that exceed the statutory one percent limit specified in paragraph B.'of this Article unless and until the Assistant Secretary of the Arm(Civil Works) has waived that limit in accordance with Section 208(3) of Public Law 96-515 (1 U.S.C. Section 469c-2(3)). Any costs of mitigation and data recovery that exceed the one percent limit shall not be included in total project costs but shall be cost shared between- the Non -Federal Sponsor and the Govemment consistent with the minim -Lim non -Federal cost sharing requirements for the underlying flood control purpose, as follows: 35 percent borne by the Non -Federal Sponsor, and 65 percent borne by the `rovemment. t ARTICLE XIX -SECTION 902 PROJECT COST LIMITS The Non -Federal Sor'so�r has reviewed the provisions set forth in Section 902 of Public Law 99-662, as amended, and understands that Section 902 establishes the maximum amount of total prof ect costs for the Des Plaines River Project, I twfthstanding any other provision of this Agreement, the Government shall not rake a new Project financial obligation, make a Project expenditure, or afford credit toward total, project costs for the value of any contribution provided by the Non -Federal Sponsor, if such obligation, . expenditure, or credit would result in total project costs exceeding this r.a.a imum.amount, unless otherwise authorized by law. On the effective date of this Agreement, this maximum amount is estimated to be $76,770,000, as calculated in accordance with ER 1105-2-100 using October 1, 2006 price levels and allowances for projected future inflation. The oven meat .shall adAu t this maximum amount ire accordance with Section 902. ARTICLE XX - -OBLIGATIONS OF FUTURE APPROPRIATIONS A. Nothing herein shall constitute, nor be deemed to constitute, ars obligation of future appropriations by the Legislature of the State of Illinois, B. The Non -Federal Sponsor intends to satisfy its obligations under this Agreement. The Non -Federal Sponsor shall include in its budget request or otherwise propose, for each fiscal period, appropriations sufficient to cover the Non -Federal Sponsor's obligations under. this Agreement for each year, and will use all reasonable and lawful means to secure the appropriations for that year suffrcieit to make the payffients necessary to fulf�r l Jts obligations hereunder. The Non -Federal Sponsor reasonably believes that funds in amounts sufficient to discharge these obligations can and will lawfully be appropriated and made available for this purpose. In the event the budget or other means of appropriations sloes not provide funds in sufficient amounts to discharge these obligations, the Non -Federal Sponsor shall use its best efforts to satisfy any requirements for payments under this Agreement from any other source of funds legally available for this purpose. Further, if the Non -Federal Sponsor is unable to satisfy its 22 26 obligations hereunder, the Government may exercise any legal Frights it has to protect the Goer ne is interests related to this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this -Agreement, which skull become effective upon the date it is signed by the District Comer. The Department of the ,A.rny State of Illinois Department of Natural Resources BY: let Sam Flood Di i hg neer Acting ire for Date; 1. 16 Date.- Recommended: ate. ecomme ded: Gary R. , P.E., irctor Office of Water Resources Date:_912401200-7 Approved: f Ellen King -itra Chief Fiscal Pfficer ` f ' Date:. to I0 Approved: .4 - Lg­j William Richarrson General 4::. Linse Bate o 2 27 k - r CERTIFICATE OF AUTHORITY WilliaM' Richardson, do hereby certify that I arra the principal legal officer of' -the State of Illinois/Department of Natural Resources, that the State o Illinois/Department of Natural Resources is.a lega l r constituted public body with full authority and legal capability to perform the terms of the Agreement between the Department of thekArmy and the State of f li of Department of Natural ral . Resources in connection with the Upper Des Plaines Kiger-Flood Damage Reduction Pro ect; and to pay damages in accordance with the terms of this Agreement, i necessary, in the event of the failure to er `orm, a required bar �e tion � � o 11 Law 91-611 2 U.S.C. Sectio. 1962d-5b), gad that the persons who have executed -this Agreement on behalf of the State of Illinois/Department of Natural Resource's have acted within their statutory authority. EN4 WITNS WHEREOF, I ham made and executed this certification this day of Or, ' 2 r BYV Wilha' rn Richardson Chief Legal Counsel DATE: /3co —jz- 2 28 Exhibit B INTERGOVERNMENTAL AGREEMENT between the STATE of ILLINOIS DEPARTMENT of NATURAL RESOURCES and the STATE of ILLINOIS/DEPARTMENT of TRANSPORTATION and the CITY of PROSPECT HEIGHTS and the VILLAGE of MOUNT PROSPECT for the UPPER DES PLAINES RIVER FLOOD DAMAGE REDUCTION PROJECT ELEMENT, LEVEE37 Contract N. oW„243 This AGREEMENT ENT I made between the City of Prospect Heights, hereinafter referred to as the "CITY”, the Village of Mount Prospect, hereinafter referred to as the `VILLAGE"r the State of Illinois/Department of Natural Resources, hereinafter referred to as "NATURAL RESOURCES", and the state of Illinois/Department of Transportation, hereinafter referred to as "TRANSPORTATION" 4 Witnesseth* WHEREAS, the CITY, VILLAGE , NATURAL RESOURCES and TRANSPORTATION are all legal entities organized and existing under the laws of the state of Illinois having among their powers the authority to perform such undertakings as desorl ed herein under the "Intergovernmental Cooperation Act,, ILLS 220 2002 State Bar Edition); and WHEREAS, NATURAL RESOURCES has approved participation in flood control projects to the extent allowed by its statutory authority under the "Flood Control Act of 945,#" 615 I LCS (20 02 state Bar Edition); and WHEREAS, the U.S. Array Corps of Engineers; hereinafter referred to as the "CO PS"; has completed the Upper Des Plaines River Flood Damage Reduction Project study which recommends construction of North Fork M14II Creek Reservoir, Van Patton Woods Lateral Storage Area, Buffalo Creep Reservoir Expansion, Bich led Lake Expansion, Levee 3 and Levee 50, these six components hereinafter referred to as "PROJECT" as described in the report "Executive s rrmary, Upper Des Plaines river Flood Damage Reduction Study, Interim Feasibility Report and Environmental Impact Statement, June 1999' filed with the General Assembly; and WHEREAS, NATURAL RESOURCES and CORPS have entered into a Project Cooperation Agreement for construction of the PROJECT, hereinafter referred to as "PCA'' and attached to this AGREEMENT as ATTACHMENT 1- and 29 WHEREAS, TRANSPORTATION would be required to provide 27,205 cy of compensatory floodway storage for their proposed work at Milwaukee ee Road if that work was not part of a regional flood control project; and WHEREAS, the CITY, VILLAGE, TRANSPORTATION and NATURAL RESOURCES desire to complete the Levee 37 Project Element, hereinafter referred to a "LEVEE 3 PROJECT ECT ELEMENT", which includes approximately 550 lineal feet of earth levee and 7,550 lineal feet of fl od rall along the east side of Des Plaines River Road beginning 320 feet north of the centerline of Euclid Avenue and ending at Palatine Road; 1,400 lineal feet of fleodwall along the north side of a section of Palatine Road located west of Milwaukee Avenue; a 125 foot wide hinged closure structure across Milwaukee Avenue located approximately 80 feet north of the Palatine Road overpass; fourteen structures for interior drainage consisting of pump stations, closure structures, backflow structures and sluice gates; two reptile crossings and two environmental mitigation areas located on property owned by the Forest Preserve District of Cook County and desire to share responsibilities defined as "non-federal" in the PCA; and WHEREAS, the CITY, VILLAGE, TRANSPORTATION and NATURAL URAL RESOURCES desire TRANSPORTATION to complete, in order to accommodate the Levee 37 Project Element, modifications to Milwaukee Avenue which include a segment of Milwaukee Avenue raised to the elevation of the profile of the fi odwall and improved conveyance through the bridge opening, hereinafter referred to a "MILWAUKEE E AVENUE IMPROVEMENTS"; and WHEREAS, the PCA, defines the "non-federal" financial responsibility to be the acquisition of all lards, easements, rights-of-way, relocations and disposal sites required for construction, operation, maintenance, repair, rehabilitation and replacement of the PROJECT hereinafter referred to as "LEERDs", a cash payment equal to 5 of the total PROJECT cost and any additional cash payment necessary to raise the "non-federal" cost to a minimum of 35% of the total PROJECT cost; and WHEREAS, the COMPS has estimated the total cost of the LEVEE 37 PROJECT ELEMENT IT to be $18,026,400, the value of LEVEE 37 PROJECT ELEMENT LEER 's t e $221,845,, the value of the 5% cash contribution to be $901 X320 and the value of the additional cash required to be $6, 186,074; and WHEREAS, NATURAL RESOURCES will receive credit from the CORPS for the construction of the Levee 50 Project Element as afforded in Section 104 of the Water Resources Development Act of 1986, Public Lair -662. The value of the Section 104 creditsis estimated to be $142711 000 and Is subjectto change during a final audit, by the CORPS, of the Levee 50 Project Element costs; and WHEREAS, NATURAL RESOURCES will apply a portion of its Section 104 credits towards the additional cash requirement of the LEVEE 37 PROJECT ELEMENT; and WHEREAS, the Illinois General Assembly appropriated funds to NATURAL RESOURCES under Public Act 5-0348, Article 485, Section 105 for the PROJECT; and WHEREAS, NATURAL RESOURCES has determined that the execution of this AGREEMENT is subject to the signature requirements of the "State Finance Act," 3 ILCS 105/9.02 (1 988 State Bar Edition). 30 NOW THEREFORE, for and in consideration of the benefits to be derived from the completion of the PROJECT, the sufficiency of which is hereby acknowledged, It is agreed between the parties hereto as follows: PART A. SPECIAL CONDITIONS 1- The recitals set forth are incorporated by reference and made a part hereof, the same constituting the factual basis for this transaction. 2. NATURAL RESOURCES' CES' funding obligation under this AGREEMENT is 5% o the LEVEE 37 PROJECT ELEMENT cost and i's estimated to be $901,320. NATURAL RESOURCES' CES' funding obligation will terminate upon the completion of the LEVEE 3 PROJECT ELEMENT, when NATURAL RESOURCES'cost share is expended, or June 3o, 2015, whichever cones first. NATURAL RESOURCES, at its sole option, may terminate or suspend this contract, in whole or in part, without penalty or further payment being required, if the Illinois General Assembly or the federal funding source fails to make an appropriation sufficient to pay such oblig ation, or if funds needed are insufficient for any reason. 3. TRANS s o TATI N's roadway improvement construction obligation under this AGREEMENT is limited to those expenses associated with MILWAUKEE AVENUE IMPROVEMENTS. . All provisions of this AG EEMEi T Will be binding upon the successors and assigns of the principal parties hereto. . This AGREEMENT may only be modified, assigned, supplemented, amended or extended by mutual agreement, in writing, by the parties hereto. . Attached hereto, marked "ATTAC MEDIT 2", consisting of four pages and made part hereof by reference, is a listing of certifications, which must be completed by CITY and VILLAGE. PART B. CITY AND VILLAGE 1. The CITY and VILLAGE, in accordance with CORPS requirements for acquisition of LEE 's, will each acquire I in the name of the CITY or VILLAGE and without cost to NATURAL RESOURCES, all properties, easements or rights-of-way (hereinafter referred to as ig property rights") necessary for the construction, operation, maintenance, repair, rehabilitation and replacement of the LEVEE 37 PROJECT ELEMENT. The approval of all acquisitions relating only to the LEVEE 37 PROJECT ELEMENT IT ill be required by NATURAL RESOURCES before olo ng and will be coordinated by NATURAL AL ES URGES Division of Project Implementation in conjunction with the CORPS. should litigation be necessary to quiet title in the purchase of any property, the CITY and/or VILLAGE will be responsible for all costs associated with the litigation. It is understood that any required property rights now owned by a unit of local or state government or school district may remain In the name of such unit of local or state 31 R government or school district. However, the CITY and VILLAGE must obtain a permanent right of entry on any such property rights that will allow for the construction, operation, maintenance, repair, rehabilitation and replacement of the LEVEE 37 PROJECT ELEMENT by the CITY and VILLAGE, 2. The CITY and VILLAGE hereby grants to NATURAL RESOURCES, or its assigns, the right to eater upon any LEVEE 37 PROJECT ELEMENT property rights, hold in the name of the CITY or VILLAGE, for the purposes of construction, construction inspections and maintenance inspections. 3. The CITY and VILLAGE will be responsible to abide by all federal, state,, and local laws and regulations during construction, operation, maintenance, repair, rehabilitation and replacement of the LEVEE 37 PROJECT ELEMENT, T, and to satisfy all state environmental laws, regulations, and executive orders that apply because of state funds being used on the LEVEE 37 PROJECT ELEMENT. The CITY and/or VILLAGE will e responsible for obtaining any local permits and the IDOT traffic access permit required for the LEVEE 37 PROJECT ELEMENT. . The CITY and/or VILLAGE, in accordance with CORPS' requirements for acquisition of LEEPID' , will be responsible for, without cost to NATURAL RESOURCES, all utility alterations or relocations, and for all fence removal and/or replacement required as a result of the LEVEE 37 PROJECT ELEME T construction, including any utility and fence related work shown on the plans. Utilities include, but aro not Bruited to, electrical, cable television, and communication lines and oil, gas, sewer, and water pipelines. 5. The CITY and VILLAGE gill -assume responsibility for the operation, maintenance, repair, rehabilitation and replacement of the LEVEE 37 PROJECT ELEMENT as long as the LEVEE 37 PROJECT ELEMENT remains authorized by the CORPS within their respective corporate limits, once NATURAL JI AL PES J CES has determined that the entire LEVEE 37 PROJECT ELEMENT is complete or that a portion of the LEVEE 37 PROJECT ELEMENT has become a functional portion of the LEVEE 3 PROJECT ELEMENT. The operation, maintenance, repair, rehabilitation and replacement will be performed in accordance with the "Operation, Maintenance, Repair, Rehabilitation and Replacement Manual" attached to this AGREEMENT as ATTACHMENT 3, hereinafter referred to as "OMManual". All subsequent changes to the OMRRR Manual will be reviewed and become effective upon approval in writing by the CITY, VILLAGE, TRANSPORTATION r TATION and NATURAL AL. RESOURCES, Rehabilitation or replacement of more than 100 lineal foot of the floodwall shall be the primary responsibility of CITY and VILLAGE and shall be eligible for planning, design and fiscal assistance from NATURAL RESOURCES, NATURAL RESOURCES reserves the right to make periodic inspections subsequent to the completion of the LEVEE 37 PROJECT ELEMENT T ire order to ensure that adequate maintenance is being performed on the LEVEE 3 PROJECT ELEM ENT by the CITY and VILLAGE, in accordance with the.OMRRR Manual attached to this AGREEMENT. ENT. Should NATURAL RESOURCES and/or the CORPS determine that a maintenance problem exists; a joint inspection will be scheduled and made by the CITY, VILLAGE, CORPS, and NATURAL RESOURCES. r CES. Failure of the CITY and VILLAGE to properly maintain the LEVEE 37 PROJECT ELEMENT in accordance with the OMRRR Manual, as indicated by a written report of such 'inspection, will permit NATURAL RESOURCES, upon thirty 3 days written notice and continued failure of the CITY and VILLAGE to perform the accessary maintenance work, to enter upon any of the LEVEE 37 x P POJ ECT ELE Ii ENT property rights for the purpose of performing such nnal tenance 32 work. In this instance -the CITY and VILLAGE will reimburse NATURAL RESOURCES for any and al costs that ray be incurred by NATURAL R ESCES in connection r{r' therewith. 6. The CITY will operate the hinged closure structure across Milwaukee Avenue during flood events in accordance with Attachment C of the OMRRR Manual, Operation of the hinged closure structure across Milwaukee Avenue as part of routine maintenance will require an I oT traffic access permit. The CIT is responsible for detour planning and costs associated with traffic detour routings associated with closing of the hinged closure structure across Milwaukee Avenue. The CITY and the VILLAGE agree to maintain or caused to be maintained all existing highway appurtenances from the back of curb to the Fight of way line in their entirety within the LEVEE 37 PROJECT ELEMENT limits as long as LEVEE 37 PROJECT ELEMENT remains authorized by the CORP. '. The CITY and VILLAGE will maintain for a minimum of three years after completion of the LEVEE 37 PROJECT ELEMENT, adequate boobs, records, and other supporting documents to verify the amounts, recipients, and uses of all disbursements of funds paid in conjunction with this AGREEMENT in accordance with the PCA. Not later than 60 days after the effective date of this AGREEMENT, the COMPS, DEPARTMENT, TMENT, the CITY and the VILLAGE shall develop procedures for keeping books, records, documents, and other evidence pertaining to costs and expenses incurred pursuant this AGREEMENT. The CITY and VILLAGE will maintain eligibility in the National Flood Insurance Program. The CITY'and VILLAGE will continue to adopt and enforce required ordinances, satisfactory to the Federal Emergency Management Agency and NATURAL RESOURCES, I CES, relat€ e to the development in the fioodpiains ander the jurisdiction and control of the CITY and/or VILLAGE. The CITY and VILLAGE will be responsible, without cost to NATURAL Jr AL r ESOU CES, for updating any flood insurance studies related to the LEVEE 37 PROJECT ELEMENT. . The CITY and VILLAGE shall engage in only the proposed work approved herein, and subject to the hazards incident to such activities, assumes all risks associated therewith. The CITY and VILLAGE assume full and strict liability for the actions of themselves, all parties in interest, their agents and employees, contractors, subcontractors and consultants. The CITY and VILLAGE and all parties in interest shall sere, defend, hold harmless and indemnify the state of Illinois, NATURAL RESOURCES, TRANSPORTATION and each of their officers, agents, employees, invitees and others associated with therm (collectively, the state of Illinois) from and against any and all suits, claims, actions, losses, injuries, damages, judgments and expenses that are based on, or that arise or are alleged to have risen out of the performance of the work approved herein, including, but not limited to, any act, willful or intended, or negligence of the CITY and VILLAGE and any partiesin interest, its agents and employees, contractors, subcontractors and consultants whether at law, in equity or common law. In the event the CITY and VILLAGE or any party in interest fall, neglect, or refuse to comply with any provision of this indemnity, the State of Illinois may tale any action necessary to protect itself from liability, including any action to pay, settle, compromise and procure the discharge thereof, in which case the CITY and VILLAGE or any party in interest, jointly and severally, shall be liable and bound unto the state of Illinois for any and all expenses related thereto, including attorney's fees. . After execution of this AGREEMENT and upon direction by NATURAL RESOURCES, the CITY and VILLAGE shall perform, or cause to be performed, any investigations for hazardous substances that the CORPS, NATURAL AL RESOURCES, C ITY or V I LLAG E d eterm ines to be necessary to identify the existence and extent of 33 any hazardous substances regulated under the comprehensive Environmental l espouse, Compensation, and Liability Act (CERCLA), 42U.S.C. sections 9601-9675, r. that may exist in, on, or under lands, easements, and rights-of-way that NATURAL RESOURCES CES determines to be required for the construction, operation} and maintenance of the LEVEE 37 PROJECT ELEMENT. All actual costs incurred by the CITY and VILLAGE for such investigations will be cost shared at 17.5% C iTY and 17.5% VILLAGE, with NATURAL RESOURCES forwarding 65 share responsibility to the CORPS. 1. In the evert It is discovered through any investigation for hazardous substances or other means, that the hazardous substances regulated under CERCLA exist in I or under any lands, easements or rights-of-way that FATAL RESOURCES has determines to be required for the construction, operation, and maintenance of the LEVEE 37 PROJECT ELEMENT, the CITY, VILLAGE, and NATURAL RESOURCES shall provide prompt written notice to each other, and the CITY and/or VILLAGE shall not proceed with the acquisition of the real property interests until all parties agree that the CITY and/or VILLAGE shall proceed. 12. NATURAL RESOURCES, TRANSPORTATION, the CITY and the VILLAGE shall determine whether to initiate construction of the LEVEE 37 PROJECT ELEMENT, r, If already in construction, whether to continue with work on the LEVEE 37 PROJECT ELEMENT, suspend future performance under this Agreement, or terminate this Agreement for the convenience of NATURAL RESOURCES, In any case where hazardous substances regulated under CERCLA are found to exist in, on, or under any lands, easements, or rl hts-of-gr ay that NATURAL RESOURCES determines to be required for the construction, operation, and maintenance of the LEVEE 37 PROJECT ELEMENT. Should NATURAL AL REsoU ROES, TRANSPORTATION, l TATION, the CITY and the VILLAGE determine to Initiate or continue with construction after considering any liability that may arise under CERCLA, the CITY and VILLAGE shall be responsible, for the costs of clean-up and response, to include the costs of any studies and investigations necessary to determine an appropriate response to the contamination. such costs shall be the responsibility of the CITY and VILLAGE. In the event the CITY and/or VILLAGE falls to provide any funds necessary to pay for clean up and response costs or to otherwise discharge the CITY and VILLAGE"s responsibilities under this paragraph upon direction by NATURAL RESOURCES, NATURAL RESOURCES may, it its sole discretion, either terminate this Agreement for the convenience of N ATU RAL RESOURCES, suspend future performance under this Agreement, or continue work on the LEVEE 37 PROJECT ELEMENT. 13. The CITY and VILLAGE shall be considered the operator of the LEVEE 37 PROJECT ELEMENT for purposes of CERCLA liability, To the maximum extent possible the CITY and/or VILLAGE shall operate, maintain, repair, and rehabilitate the LEVEE 37 PROJECT ELEMENT in a manner that will not cause liability to arise under CERCLA. -. Not less than once each year the CIT`{ and the VILLAGE shall inform affected interests of the extent of protection afforded by the LEVEE 37 PROJECT ELEMENT. 15. The CITY and VILLAGE shall comply with Section 402 of the Water F esources I evelopment Act of 1986, as amend d 33 U.S.C. 701 b-12 , which requires a. ion -Federal interest to have prepared within one year after the date of signing the PCA, a floodplain management plan. The plan shall be designed to reduce the impacts } of future flood everts in the project area, including but not limited to, addressing those measures to be undertaken by the CITY and VILLAGE to preserve the level of flood protection provided by this LEVEE 37 PROJECT ELEMENT. As required by section 34 02, as amended, the CITY and VILLAGE shall implement such plan not later than one year after completion of construction of the LEVEE 37 PROJECT ELEMEl T. The CITY and VILLAGE shall provide an [information copy of the plan to NATURAL AL RESOURCES upon its preparation. 16. The CITY and VILLAGE shall also prescribe and enforce regulations to prevent obstruction of or encroachment on the project that would reduce the level of protection it affords or that would hinder operation or maintenance of the project. 17. NATURAL RESOURCES, after consultation with the CITY and VILLAGE, shall determine the improvements emerts required on lands, easements, and rights-of-way to enable the proper disposal of dredged or excavated material associated with the construction, operation, and maintenance of the LEVEE 37 PROJECT ELEMENT. Such improvements may Include, but are not necessarily limited to, retaining dikes, wasteweirs, bulkheads, embankment , monitoring features, stilling basins, and de -watering pumps and pipes. NATURAL RESOURCES in a timely manner shall provide the CITY and VILLAGE with generaI written descriptions of such im ro ements in detail sufficient to enable the CITY and VILLAGE to fulfill its obligations under th is paragraph, and shall provide the CITY and VILLAGE with a written notice to proceed with construction of such improvements. Prior to the end of the period of construction, the CITY and VILLAGE shall provide all improvements set forth in such descriptions. Furthermore, prior to issuance o the solicitation for each CORPS construction contract, the CITY and 111 LLAGE s aII prepare plans and specifications for all improve rents the D EPAI ME NT determines, to be required for the proper disposal of dredged or excavated material under that contract, submit such plans and specifications to NATURAL RESOURCES for approval, and provide such improvements in accordance with the approved plans and specifications. PART C. DEPARTMENT of NATURAL RESOURCES 1- In accordance with the PCA, NATURAL RESOURCES CES gill review and make recommendations regarding the planning and engineering of the LEVEE 37 PROJECT ELEMENT to assure acceptable project design. NATURAL RESOURCES CES gill also make recommendations regarding the final design plans, specifications, contract documents and property rights prior to the advertising for bids. Further, NATURAL. RESOURCES will review all bids received and .make recommendations regarding the acceptance of a bid or the rejection thereof, approve all change orders to the contract, and will make random inspections during the construction of the LEVEE 37 PROJECT ELEMENT except for those associated with the MILWAUKEE KEE A EI E IMPROVEMENTS. TS. f ATURAL. RESOURCES will not recommend that the CORPS proceed until the CITY and VILLAGE are given the op.portunity to provide NATURAL. RESOURCES with written recommendations on LEVEE 37 PROJECT ELEMENT activities as described in this paragraph. 2. NATURAL RESOURCES, acting as agent for the CITY and VILLAGE, will be responsible for obtaining all federal and state permits, except for the ]DOT traffic access permit which will he obtained by CITY and VILLAGE as stated herein in Part B, Paragraph 3, in the name of the CITY and/or VILLAGE as may he required for the construction and maintenance of the LEVEE 37 PROJECT ELEMENT except for those associated with the MILWAUKEE A EN E IMPROVEMENTS. 3. NATURAL RESOURCES will receive credits from the CORPS for work . performed on the Levee 50 Project Element of the PROJECT and will apply these credits to the additional cash requirements of the LEVEE 37 PROJECT ELEMENT. 35 4. NATURAL RESOURCES reserves the right to make periodic inspections subsequent uent to the completion of the LEVEE 37 PROJECT ECT ELEI ENT in order to ensure that adequate maintenance is being performed on the LEVEE 37 PROJECT ELEMENT, ` by the CITY and/or VILLAGE in accordance with the OMRRR Manual. Should NATURAL RESOURCES and/or the CORPS determine that a maintenance problem exists a joint inspection gill be s heduled and made by the CITY, VILLAGE, the CORPS, and NATURAL RESOURCES. Failure of the CIT 'and or VILLAGE to properly maintain the LEVEE 37 PROJECT ELEMENT in accordance with the Operation and Maintenance Manual, as indicated by a written report of such inspection, will permit NATURAL RESOURCES, upon thirty 3 days written notice and continued failure of the CITY and/or VILLAGE to perform the necessary maintenance work, to eater upon any of the LEVEE 37 PROJECT JECT ELEMEE T property rights for the purpose of performing such maintenance work. . Cyr this instance the CITY and/or VILLAGE will reimburse NATURAL, RESOURCES for any and all costs that may be incurred by NATURAL RESOURCES in connection therewith. 5. NATURAL L RESOURCES has responsibilities related to the Comprehensive Environmental Response, Compensation, satlon, and Liability Act CERCLA identified in Parag r phs B9, B 10, B 11, and B 12 of this AGREE MEi T. PART D, DEPARTMENT of TRANSPORTATION 1. TRANSPORTATION will prepare the final design plans, specifications, ars contract documents; ents; advertise fork ids; make the contract award; supervise the construction (resident engineering); and pay, subject to reimbursement ent other government agencies, for the construction costs associated exclusively with the MILWAUKEE AVENUE IMPROVEMENTS, NATURAL RESOURCES will review and approve in writing the plans and specifications for the MILWAUKEE AVENUE IMPROVEMENTS as they pertain to the function of LEVEE 37 PROJECT ELEMENT. 2. TRANS RTATI N"s plans will show the designated boundaries of all properties., easements or rights-of-way (hereinafter referred to as "property rights") required for the construction, operation, maintenance, repair, rehabilitation and replacement of the MILWAUKEE AVElelUE IMPROVEMENTS. 3. TRANSPORTATION will be responsible for obtaining all permits from Federal and state agencies required for the construction, maintenance, rehabilitation and replacement of the MILWAUKEE AVENUE IMPROVEMENTS. . TRANSPORTATION will ensure that its construction contractors carry all necessary insurance during each phase of the MILWAUKEE AVENUE IMPROVEMENTS. 5. TRANSPORTATION shall cause its contractor to hold and save NATURAL RESOURCES, C IT`S and VILLAGE free from all damages arising from the construction, of the MI L vAUKEE AV EN E I M PROVEMEI TS except for damages due to the fault or negligence of NATURAL RESOURCES. 6. TRANSPORTATION will grant access to their property as shown o TT CH MEI T 4 to the VILLAGE, CITY, CORPS and NATURAL RESOURCES for the purpose of construction, operations, inspection, maintenance, ce, repair and rehabilitation of the LEVEE 37 PROJECT ELEMENT for so long as LEVEE 37 PROJECT ELEMENT r remains authorized by the CORP. Any actions of the VILLAGE, CITY, and/or NATURAL RESOURCES for the purpose of inspection , operations, mavi ntenance, repair and rehabilitation of the LEVEE 37 PROJECT ELEMENT that will impact normal traffic flows wiII re q u re an I D OT traffic access permit. 36 . TRANSPORTATION reserves the right to make such changes, additions, } repairs and relocations within its statutory limits to the LEVEE 37 PROJECT ELEMENT in consultation with NATURAL RESOURCES, VILLAGE and CITY, on the right-of-way as may at any time be considered necessary to permit the relocation, reconstruction, widening or maintaining of the highway and for other public roadway purposes and/or provide proper protection to life and property on or adjacent to TI ANSP TATI N's right-of-way while preserving the flood protection provided by the LEVEE 37 PROJECT ELEMENT and provisions of ATTACHMENT 1 . . TRANSPORTATION TATION is responsible for the operation, Maintenance, repair, rehabilitation and replacement of the MILWAUKEE KEE A ENUE IMPROVEMENTS. The operation, maintenance, repair, rehabilitation and replacement will be pei ormed in accordance with the OMRRR Manual. NATURAL AL RESOURCES reserves the right to rake periodic inspections subsequent to the completion of the MILWAUKEE AVENUE IMPROVEMENTS in order to ensure that adequate maintenance is being performed on the MILWAUKEE AVENUE IMPROVEMENTS by TRANSPORTATION, TATION, in accordance with the OMRRR Manual attached to this AGREEMENT. All subsequent changes to the OMRRR Manual will be reviewed and become effective upon approval in writing by the CITY, VILLAGE, TRANSPORTATION and NATURAL AL ESO CES. should NATURAL RESOURCES and/or the COMPS determine that a maintenance problem exists; a joint inspection will be scheduled and rade by TRANSPORTATION, the CORPS, and NATURAL RESOURCES. I R ITN Ess WHEREOF, the parties hereto have set their hands and seals the day and year written, and represent that the signatories below are duly authorized to execute this AGREEMENT for the UPPER DES PLAINES RIVER FLOOD DAMAGE REDUCTION -PROJECT ELEMENT, LEVEE 37 on behalf of their respective bodies, and that the effective date of this AGREEMENT is the date approved and executed by the Director of NATURAL RESOURCES. STATE of ILLINOIS/DEPARTMENT OF NATURAL RESOURCES CES RECOMMENDED: Gary , Clark Director Office of Water Resources APPROVED: �y Ellen King -Piet ak, Chief Fiscal Officer APPROVED: Sam Flood, Acting Director Department of Natural Resources Date: -- e APPROVED. William Richardson Chief Legal Counsel 37 VILLAGE OF MOUNT PROSPECT ATTEST: Af. ... ... �17ZI' �'dv M Lis AIS it Cle' r0 APPROVED: Irvana K. Wilks, ayor D a '. CITY OF PROSPECT HEIGHTS ►TTEST:-PVED: 7 ILJAIXIWI..� �S� William Kerns Cl r '� #' Patrick LudvigA)n, 'Acting Mayor C, D ate: SEAL ---izz Co �. #! 0r { STATE F ILLINOIS/DE '�• - #E� TF NSF TAT N RECOMMENDED: C97 A Christine M. meed, P.E. Director -Division of Highways Chid Engineer Date: 1) Attachments: 1. Pc . Certifications . Operation and Maintenance Manual . IDOT rights-of-way required for project APPROVED: -J Milton . Sees, P.E. Secretary of Transportation ate; 9��' 38 Exhibit C AMENDMENT NUMBER ONE to an AGREEMENT between the STATE OF ILLINOIS/DEPARTMENT OF NATURAL RESOURCES and the STATE OF ILLINOIS/DEPARTMENT OF TRANSPORTATION and the CITY OF PROSPECT HEIGHTS and the VILLAGE OF MOUNT PROSPECT for the UPPER DES PLAINES RIVER FLOOD DAMAGE REDUCTION PROJECT ELEMENT, LEVEE 37 hereinafterTHIS AMENDMENT NUMBER ONE 'i's made among the City of Prospect referred to as the "VILLAGE", the State of Illinois/Department, of Natural Resources, hereinafter referred to •s "NATURAL RESOURCES" . Illinois/Department of Transportation, hereinafter referred to as "TRANSPORTATION" +d entered this Day of 21 , 14 WHEREAS, the CITY, the VILLAGE, NATURAL RESOURCES ,. nd TRANSPORTATION entered into an agreement, hereinafter referred to as the "AGREEMENT," effective September 16,2008, a copy of which i's attached hereto as, EXHIBIT A and incorporated herein by reference, covering the construction of the Leved 37 Project Element, hereinafter referred to as the "PROJECT", ,r circumstancesnd WHEREAS, additional rights-of-way belonging to TRANSPORTATION are required for completion of the PROJECT; and WHEREAS, NATURAL RESOURCES has determined that 1) the necessitating this AMENDMENT NUMBER ONE were not reasonably foreseeable at the time the AGREEMENT was originally executed, 2) AMENDMENT NUMBER ONE is germane to the AGREEMENT as originally executed, and 3) this AMENDMENT NUMBER ONE and the AGREEMENT are in the bestinterest of NATURAL RESOURCES ►AMS .. State of Illinois; and d 39 WHEREAS, NATURAL AL I ES UCES has determined that the execution of this AGREEMENT is subject to the signature requirements of the `State Finance Act," 30 I LCS 105/9.02; and 11 THEREFORE,, for and in consideration of these premises, the parties hereto agree to the following modifications therein: To end of paragraph B.6 of the AGREEMENT, add the following language: 'TRANSPORTATION gill groat access to their property as shown on EXHIBIT B attached hereto and incorporated herein by reference, which amends ATTACHMENT 4 to the AGREEMENT the intent herein is to grant such additional access over and upon the additional easement ent areas shorn on the amended ATTACHMENT 4 to the VILLAGE, CITY, CORPS and NATURAL RESOURCES for the purpose of construction, operations, inspections, maintenance, repair and rehabilitation of the LEVEE 37 PROJECT ELEMENT for so long as LEVEE 37 PROJECT ELEMENT T remains authorized by the CORPS. Any actions of the VILLAGE, CIT and/or NATURAL RESOURCES for the purpose of construction, operations, inspections, maintenance, repair and rehabilitation of the LEVEE 37 PROJECT ELE II,EI T that will impact normal traffic flows will require an ID T traffic access permit." 2. The parties to this AMENDMENT NUMBER ONE and the CORPS have determined the Levee 37 project limits need to be expanded as shown on EXHIBIT E. TRANSPORTATION TATION has agreed to expand the easement as shown. The parties to this AMENDMENT NUMBER ONE have agreed that the COMPS shall prepare surveys describing the easement area a expanded by this AMENDMENT NUMBE1 ONE. Upon receipt of the revised surveys from the CORPS, the parties shall review said documents and, if all concur, attach the surveys to this AMENDMENT NUMBEI ONE post execution. Each party shall give its approval in writing. Said approval shall not be unreasonably withheld. It is understood by the parties hereto that should the Amended Easement surveys net be prepared, reviewed and approved within a reasonable time after the execution of this AMENDMENT ENT NUMBEr ONE, TRANSPORTATION shall have the right to revolve this Amendment. 3. All other covenants under terms of the September 16, 2008 AGREEMENT remain unchanged and in full force and effect. 41 007 APP�QVI cott, Harper Chief Fis7 Ti ryer I 43 UNIAM 10,e j iL M. Lisa Angell, C16, 99' Stacey Adamson, Clerk 0 .5 Date. I, t 15 1, 1 1 Omer Os I m a n Director -Division. o,f'HIghwa,ys Chief Engineer ..... .... ........ to" Arlene A. Jurac M�ayor Village of Mount Prospect LAI= NO] ILFJ A -03 Fall, a v "t ,v �ecretary 45 FP Tc -!n -p "a b '11- 4", Cll'o F1 M E "T" 4 47 T �rnp Ea s e rl"), E ' �11 Ir, S t, a g i r� g A r a ru '11- 4", Cll'o F1 M E "T" 4 47 Cll'o F1 M E "T" 4 47 Exhibit D rrw; AMENDMENTTHIS new made ng ,�, Prospect MM M . referredHeights, hereinafter ., Village of Mount Prospect, hereinafter -e referred to as the WILLAGE", the State »: hereinafter referred to as "NATURESOURCES" and the RAL Illinois/Department hereinafter .a rw «w •` 49 50 37 PROJECT ELEMENT remains authorized by the CORPS. Any actions of the VILLAGE, CITY and/or NATURAL RESOURCES for the purpose of' constructioin, operations, inspections, maintenance,, repai�r and rehabilitation: of the LEVEE 37 PROJECT ELEMENT that will impact normal traffic flows will require an IDOT traffic access permit." The parties to this AMENDMENT NUMBER TWO and the CORPS have determined that the Levee 37 project limits need to be expanded' as shown on EXHIBIT C. TRANSPORTATION has agreed to expand the access area as shown on such EXHIBIT, 4. The existing second sentence of paragraph A,2 of the AGREEMENT shall be changed to the following-. "'NATURAL; R ESOU RCE,S' funding obligation under this AGREEMENT will terminate upon the completion of the PUMP STATION ELEMENT, when the NATURAL RESOURCES' cost share is expended, or June 30, 2025, whichever comes first." After the first sentence of paragraph A,2 of the AGREEMENT, the following sentence shall be added, "Additionally, Natural Resources' funding obligation shall include the noin-federal cash arnount for the STATION ELEMENT added to the LEVEE 37 PROJECT ELEMENT, estimated to be $1)284,543." 1 6. All other covenants under terms of the AGREEMENT remain unchange and in full force and effect except and to the extent otherwise provided herein,, I IN WITNESS WHEREOF, the parties hereto set their hands and seals the day and year i written, and represent thatthe signatories below: are duly authorized to execute thi's AMENDMENT NUMBER TWO on behalf of their respective bodies, and that the effective date of this amendment is the date approved and executed by the Director of NATURAL RESOURCES. mm"'M 11 .................. .................. I APP ROV, Renee Snow APPROVED FOR' EXECrip TION D3te: C7, 1-J, 8", of 1,; "hl JIM, R Al 51 N 4 Date'. m. �I mMwawewma �. .. wwrorxtiGwawwww.w.�t� 52 ATTEST-. APPROVED, ,�s.�-/c.�C Karen Agorands, Clerk Date: WAS" 01 46 a Ml) Helmer yor Uty 0 Hab,ights Xes Datei,-'X'�A 'kj AIML [mum TOFORM, Chief Counsel R 53 Fart of the East. Half' of the EasL Fialf of SecLion 24, Towiiship 42 North, Range 11 East of the Third Pricipal Meridian, Cook County, Illinois. Exhibit C 54 Perm. Ecsemdm Cwctlnote lable t Ecist 11200 NAD183 .... . .... .. .. P 0 C. Note: Us dot,; at the C'mordInAte Twetions Are for visual purposes onir no monotomobtis he vo twtth SOL . ............ S N*tlh! �JT'c Of tht 54'AhMI, 0MAPI z?l SccA= N Q it Wv f 4",0,7 r 1A, 7 o A L C� Irk � � � dJ � wn � � � � l "'� � � „ �S 4 I tf,t PAB 7 �J- Au it -L w� a tsA wt it oot, r*4 w or k4w, 44, rm.Awp 42 *,th, fwmrmmj aut t1, 44tm"41 I,mrntr 0 0'a "IwAl.,ul 0,artop 0 w.06ft N, 0 1 1ro T t I'M Or ml q44 V%VT*dVw 'PAW o'. 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A 'oA,4 swbf 4 u,", t7"04,w,� .qAta awNanr i�tlP rl m n+F utt ale, Sxl* 14, 12'r, Ntt, 0am, mzkwaMng va Icd Ptrmn,0*41 KartmqM 4 1&W001L mml Wals' 0qx,Z,e 'Mzr W 41VT- 4,74 itl(lo (+Ak 5949 Z' W%, 5t* ;c4lt on 'W4 �,Tozfsq w,5t1t1T2T Ptrm'ship't r,4 3� LIS? �ow% itaw OU40 a sqiamq *.r omry rxaww,% Notes o 1ho, basis of this survey Orliflnftteg frG"j a survey conducted by Heeler UngUievria4 LLV for Village jay of Mt., Prospect and the Caty of Prompect Heights, recarArd In C"k County 1111naS2 an jamiary in, i 2000 40 DOC,#0003016040 Original Coordinate Systoom coproma Army Corpo or Eftointars) vaz to NA0 27, this Pltkt and DAIrellpondiog courdioates hayt been [�Ohvertod to NAD 83 11110oia Stato Plane East r120". No CoordAnate adjustMaisL Is notal. Ny 5 Z. K r,c era bs, r 11VA U411. qmP9a vw3 by U1. 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Prospect hereinafter referred to as the "VILLAGE", collectively referred to as "PARTIES". WITNESSETH: WHEREAS, the U.S. Army Corps of Engineers; hereinafter referred to as the "CORPS"; completed the Upper Des Plaines River Flood Damage Reduction Project study, herein referred to as the "STUDY," which recommends, in part, construction of Levee 37 to provide flood protection for the VILLAGE and the City of Prospect Heights; WHEREAS, NATURAL RESOURCES and CORPS entered into a Project Cooperation Agreement, hereinafter referred to as "PCA" and attached hereto as EXHIBIT A, for the construction of certain flood control projects including Levee 37; WHEREAS, the VILLAGE, NATURAL RESOURCES, the Illinois Department of Transportation and the City of Prospect Heights entered into agreement OWR 243, and subsequent amendments numbers One and Two, effective September 16, 2008, January 311 2014, and September 4, 2020, respectively, copies of which are attached hereto as EXHIBIT B, EXHIBIT C and EXHIBIT D, covering the construction of Levee 37, hereinafter referred to as the "PROJECT"; WHEREAS, Amendment Number Two included, in part, provisions for the construction of an additional pump station, herein referred to as the "PUMP STATION ELEMENT," to adequately provide flood protection in association with the previously constructed aspects of the PROJECT; WHEREAS, the CORPS, upon recently receiving contractor bids for the PUMP STATION ELEMENT has estimated the total cost of construction to be $4,137,000; 56 WHEREAS, the CORPS presently maintains a PUMP STATION ELEMENT construction budget of $2,546,898.74; WHEREAS, the CORPS now requires Natural Resources to pay a non-federal cash amount for the PUMP STATION ELEMENT of $1,590,101.26; WHEREAS, the current $1,590,101.26 amount due the CORPS for the PUMP STATION ELEMENT is a $305,558.26 increase over the PUMP STATION ELEMENT estimated funding amount of $1,284,543 agreed to by the parties pursuant to Amendment Number Two; WHEREAS the VILLAGE will provide funding in the form of a cash payment to the NATURAL RESOURCES of $305,558.26 for the PUMP STATION ELEMENT increase; WHEREAS, the VILLAGE represents to NATURAL RESOURCES that the VILLAGE has the $305,558.26 cash contribution on hand to provide to NATURAL RESOURCES pursuant to this AGREEMENT; WHEREAS, the Illinois General Assembly appropriated funds under Public Act, 101-063 8 Article 11, Section 75 in FY21, for expenditure by the Office of Water Resources for Flood Control and Water Development Projects, which include the subject PUMP STATION ELEMENT; and, WHEREAS, NATURAL RESOURCES has determined that the execution of this AGREEMENT is subject to the signature requirements of the "State Finance Act," 30 ILC S 105/9.02. NOW THEREFORE, for and in consideration of the benefits to be derived from the completion of the PUMP STATION ELEMENT, the sufficiency of which is hereby acknowledged, it is agreed between the PARTIES hereto as follows: PART A. SPECIAL CONDITIONS 1. All provisions of this AGREEMENT will be binding upon the successors and assigns of the principal parties hereto. 57 2. This AGREEMENT may only be modified, assigned, supplemented, amended or extended by mutual agreement, in writing, by the PARTIES hereto. PART B. VILLAGE OF MT. PROSPECT 1. VILLAGE shall pay NATURAL RESOURCES $305,558.26 for its share of the PUMP STATION ELEMENT increase immediately upon full execution of this AGREEMENT. 2. VILLAGE will maintain for a minimum of three years after completion of the PUMP STATION ELEMENT, adequate books, records, and other supporting documents to verify the amounts, recipients, and uses of all disbursements of funds paid in conjunction with this AGREEMENT. 3. VILLAGE shall save, defend, hold harmless and indemnify the State of Illinois, NATURAL RESOURCES, and their officers, agents, employees, invitees and others associated with them (collectively, the State of Illinois) from and against any and all suits, claims, actions, losses, injuries, damages, judgments and expenses that are based on, or that arise or are alleged to have risen out of the performance of the PROJECT, PUMP STATION ELEMENT or this AGREEMENT, including, but not limited to, any act or omission, willful or intended, or negligence of VILLAGE and any parties in interest, its agents and employees, contractors, subcontractors and consultants whether at law, in equity or common law. In the event VILLAGE or any party in interest fail, neglect, or refuse to comply with any provision of this indemnity, the State of Illinois may take any action necessary to protect itself from liability, including any action to pay, settle, compromise and procure the discharge thereof, in which case VILLAGE or any party in interest, jointly and severally, shall be liable and bound unto the State of Illinois for any and all expenses related thereto, including attorney's fees. PART C. DEPARTMENT OF NATURAL RESOURCES 1. NATURAL RESOURCES will receive and retain funds provided by the VILLAGE into a non -appropriated account until such time as said funds are requested by the CORPS upon which NATURAL RESOURCES will transfer said funds to the CORPS to be used to for payment of the PUMP STATION ELEMENT. 2. NATURAL RESOURCES shall pay all non-federal sponsor cost share for the PROJECT, including the PUMP STATION ELEMENT, above VILLAGE's $305,558.26 payment, unless a subsequent agreement is made by the PARTIES. 58 3. All NATURAL RESOURCES' obligations under this AGREEMENT will terminate upon the completion of the PUMP STATION ELEMENT, or June 30, 2025, whichever comes first. 4. This AGREEMENT is contingent upon and subject to the availability of sufficient funds on the part of NATURAL RESOURCES. NATURAL RESOURCES may terminate or suspend this contract, in whole or in part, without penalty or further payment being required, if (i) sufficient State funds have not been appropriated to NATURAL RESOURCES [or sufficient Federal funds have not been made available to NATURAL RESOURCES by the Federal funding source], (ii) the Governor or NATURAL RESOURCES reserves appropriated funds, or (iii) the Governor or NATURAL RESOURCES determines that appropriated funds [or Federal funds] may not be available for payment or use. NATURAL RESOURCES shall provide notice, in writing, to the VILLAGE of any such funding failure and its election to terminate or suspend this AGREEMENT as soon as practicable. Any suspension or termination pursuant to this Section will be effective upon receipt of notice by VILLAGE. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year written, and represent that the signatories below are duly authorized to execute this AGREEMENT for funding for the PUMP STATION ELEMENT and that the effective date of this AGREEMENT is the date approved and executed by the Director of NATURAL RESOURCES. 0 0 Do STATE OF ILLINOIS/DEPARTMENT OF NATURAL RESOURCES Colleen Callahan Director Renee Snow General Counsel Brad Colantino Chief Fiscal Officer Date: Date: Date: 59 ATTEST: Karen Agoranos, Clerk Date: VILLAGE OF MOUNT PROSPECT APPROVED: Arlene A. Juracek, Mayor Village of Mount Prospect Date: 60 RESOLUTION NO. A RESOLUTION AUTHORIZING THE MAYOR TO SIGN AN INTERGOVERNMENTAL AGREEMENT WITH THE ILLINOIS DEPARTMENT OF NATURAL RESOURCES (IDNR) TO HELP FUND CONTRUCTION OF A SUPPLEMENTAL STORM WATER PUMPING STATION AT LEVEE 37 WHEREAS, both the 1970 Illinois Constitution (Article VII, Section 10) and the Intergovernmental Cooperation Act (5 ILCS 220/1 et seq.) authorize and encourage intergovernmental cooperation; and WHEREAS, the U.S. Army Corps of Engineers completed the Upper Des Plaines River Flood Damage Reduction Project study, which recommends, in part, construction of Levee 37 to provide flood protection for the Village of Mount Prospect and the City of Prospect Heights; and WHEREAS, the Illinois Department of Natural Resources (IDNR) and the U.S. Army Corps of Engineers entered into a Project Cooperation Agreement for construction of certain flood control projects including Levee 37; and WHEREAS, the Village of Mount Prospect will provide funding in the form of a cash payment to the IDNR of $305,558.26 for the construction of an additional pump station to adequately provide flood protection in association with the previously construction of Levee 37; and WHEREAS, the Village finds that it is in the best interest of the Village to enter into the Intergovernmental Agreement with the Illinois Department of Natural Resources to help fund construction of a supplemental storm water pumping station at Levee 37. NOW THEREFORE BE IT ORDAINED/RESOLVED BY THE MAYOR AND BOARD OF TRUSTEES OF THE VILLAGE OF MOUNT PROSPECT, COOK COUNTY, ILLINOIS: SECTION ONE: That the Board of Trustees do hereby authorize the Village of Mount Prospect to enter into an Intergovernmental Agreement with the Illinois Department of Natural Resources to help fund construction of a supplemental storm water pumping station at Levee 37 attached hereto and made part of this Resolution as Exhibit A. SECTION TWO: That the Mayor is authorized to sign the agreement and the Village Clerk to attest. 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 20th day of April, 2021. 61 Arlene A. Juracek, Mayor ATTEST: Karen M. Agoranos, Village Clerk Resolution IDNR Levee 37 April 20212/2 62