The URL can be used to link to this page

Home My WebLink About11-06-13 Common Council Meeting AgendaOFFICIAL NOTICE OF MEETING A Regular meeting of the Common Council will be held on Wednesday November 6, 2013, at 6:00 p.m. in the Common Council Chambers at City Hall, 108 East Green Street, Ithaca, New York. Your attendance is requested. AGENDA 1. PLEDGE OF ALLEGIANCE: 2. ADDITIONS TO OR DELETIONS FROM THE AGENDA: 3. PROCLAMATIONS /AWARDS: 3.1 Presentation of Annual Employee Recognition Award 4. SPECIAL ORDER OF BUSINESS: 4.1 A Public Hearing to Consider the Mayor's Proposed Executive Budget for 2014 as approved by the Committee of the Whole 5. SPECIAL PRESENTATIONS BEFORE COUNCIL: 6. PETITIONS AND HEARINGS OF PERSONS BEFORE COUNCIL: 7. PRIVILEGE OF THE FLOOR — COMMON COUNCIL AND THE MAYOR: 8. CONSENT AGENDA ITEMS: No items were submitted for the agenda 9. CITY ADMINISTRATION COMMITTEE: 9.1 An Ordinance Approving a Lease of City — Owned Property 9.2 Common Council - Housing Fund, Funding Round #7 — Authorize Disbursement of $75,000 Pursuant to an Executed MOU - Resolution 9.3 DPW — Water and Sewer — Amendment to Personnel Roster Utilities System Locator Technician Position - Resolution 9.4 DPW — Water and Sewer — Amendment to Personnel Roster for Civil Engineer Position - Resolution 9.5 DPW - Request Funding for Engineering Services Agreement for Influent Building and Dewatering System - Resolution 9.6 City Controller's Report 10. PLANNING AND ECONOMIC DEVELOPMENT COMMITTEE: No items were submitted for the agenda 11. GOVERNMENT PERFORMANCE AND ACCOUNTABILITY COMMITTEE: 11.1 Update on last meeting from Committee Chair Mohlenhoff Common Council Meeting Agenda November 6, 2013 Page 2 12. REPORTS OF SPECIAL COMMITTEES: 13. NEW BUSINESS: 14. INDIVIDUAL MEMBER — FILED RESOLUTIONS: 15. MAYOR'S APPOINTMENTS: 15.1 Appointments- Reappointments to Various City Boards and Committees — Resolution 16. REPORTS OF COMMON COUNCIL LIAISONS: 17. REPORT OF CITY CLERK: 18. REPORT OF CITY ATTORNEY: 19. MINUTES FROM PREVIOUS MEETINGS: 19.1 Approval of the October 2, 2013 Common Council Meeting Minutes — Resolution 20. ADJOURNMENT: If you have a disability that will require special arrangements to be made in order for you to fully participate in the meeting, please contact the City Clerk at 274 -6570 at least 48 hours before the meeting. /JuLIieZKjn_11ey Holcom , CMC City Clerk Date: October 31, 2013 9. CITY ADMINISTRATION COMMITTEE: 9.1 An Ordinance Approving a Lease of City — Owned Property ORDINANCE -2013 An Ordinance Approving a Lease of City -Owned Property WHEREAS, the City of Ithaca /Ithaca Urban Renewal Agency (IURA) executed a Purchase Agreement with Building Links, Inc. in 1999 for approximately eight acres of undeveloped land zoned 1 -1 located in Carpenter Business Park (CBP), which gave Building Links, Inc. an option (the "Option ") to purchase Carpenter Business Park Tax Parcel 36.- 1 -3.4, which Option was subsequently defined in a 2002 agreement; WHEREAS, the City leased CBP Tax Parcel 36. -1 -3.4 to Project Growing Hope, Inc. for a twenty -year term expiring on December 31, 2013 for use as a community garden; WHEREAS, the City of Ithaca and Project Growing Hope Inc. collaborated to raise the necessary funds for the creation of a community garden at CBP Tax Parcel 36- 1 -3.4; WHEREAS, the City of Ithaca, in anticipation of future development invested over $500,000 to build the infrastructure necessary for commercial development in the former Carpenter Business Park; WHEREAS, included in the sale of Carpenter Business Park was a purchase option of the City owned parcels leased by Project Growing Hope, Inc., which option could only be exercised during the term of the lease with the approval of Project Growing Hope, Inc.; WHEREAS, upon expiration of the lease, said option could be exercised if the Common Council decided not to extend or renew the lease with Project Growing Hope, Inc.; WHEREAS, it is generally agreed upon that the Carpenter Business Park is an appropriate location for economic development; WHEREAS, Building Links, Inc. provided notice and payment dated July 1, 2013 of its intent to exercise the purchase option, said exercise effective only in the event that Project Growing Hope, Inc. is not in possession of an executed lease effective January 1, 2014; WHEREAS, Project Growing Hope, Inc. has approached the City requesting renewal of the lease; WHEREAS, it is generally agreed that community gardening is a valuable public benefit for City residents; WHEREAS, General Municipal Law Section 96 recognizes that allowing City -held lands to be used for community gardening is a valid exercise of municipal powers and grants the City the right to make such lands available for community gardening for such period of time and under such conditions as it determines; WHEREAS, the Common Council, on September 19, 2012, directed the Mayor and City Attorney to negotiate a new lease agreement with Project Growing Hope, Inc. for the Carpenter Business Park community garden; WHEREAS, the Common Council resolved that the City's renewed agreement with Project Growing Hope Inc. would include specific conditions that, when all met, would allow early termination of the lease: • Final Site Plan approval by the City of Ithaca Planning Board for the development of the lands comprising the Carpenter Business Park, of which the parcel leased to Project Growing Hope, Inc. is included, and; • A signed agreement with the developer for above - mentioned Site Plan that provides the City with an easement for a future public roadway that would connect Cascadilla Street to Third Street, through the proposed project site, in order to facilitate and safely manage traffic impacts of additional development in the vicinity, and; • Successful negotiations between the City and the developer for an agreed upon cost to be paid by the developer and to be solely used by the City for relocation, construction, and the establishment of a management framework for a substitute garden, and; • If relevant, submission of written notice of optionee's intent to exercise the option to acquire the Community Garden parcel pursuant to the "Option to Purchase Real Property" agreement between the City of Ithaca and Building Links, Inc., dated February 2002; WHEREAS, Upon further discussion and consideration of a proposed lease, the City authorize the execution of a lease without the specific terms and conditions for early termination contained in the September 19, 2012 resolution; and, WHEREAS, the City of Ithaca and Project Growing Hope Inc. acknowledge that relocating the community gardens in the future to an, as of yet, undetermined site or sites will require additional funding that may exceed what only one party may be able to raise on its own; BE IT ORDAINED AND ENACTED by the Common Council of the City of Ithaca as follows: Section 1. Legislative Intent and Purpose General Municipal Law Section 96 recognizes that allowing community gardening on suitable City -held lands is a valid exercise of municipal powers, and authorizes the City to allow individuals, community organizations, and groups to use such lands for community gardening under such terms and conditions as determined by the City. Section 96 further provides that the City may charge certain fees or provide certain services at cost for allowing such community gardening. The Common Council desires to continue to allow Project Growing Hope, Inc. to operate the existing community garden at the Carpenter Business Park at the present time. The Common Council makes the following findings of fact: Renewing the lease to Project Growing Hope, Inc. for the continuation of the currently- existing community garden on a portion of the Carpenter Business Park benefits the City and its residents, provided that the lease contains terms and conditions protecting the City's interests in the use of the parcel, including but not limited to appropriate provisions for the termination of the lease by the City. Section 2. Approval and Execution of Lease The Common Council repeals the terms and conditions for early termination specified in its September 19, 2012 resolution. The Common Council approves of the attached renewed lease agreement granting Project Growing Hope, Inc. continued use of a portion of Carpenter Business Park as a community garden, and authorizes and directs the Mayor to execute the attached renewed lease agreement with Project Growing Hope, Inc. for the Carpenter Business Park community garden. Section 3. Effective Date. This ordinance shall take effect immediately upon publication of the notice as provided in the City of Ithaca Charter. LEASE AGREEMENT FOR ITHACA COMMUNITY GARDENS THIS LEASE AGREEMENT, made this day of of 2013, by and between the CITY OF ITHACA, a municipal corporation, duly organized and existing under and by virtue of the laws of the State of New York, with offices at 108 E. Green Street, Ithaca, NY 14850, hereinafter referred to as "LESSOR," and PROJECT GROWING HOPE, INC., a not - for - profit corporation, duly organized and existing under and by virtue of the laws of the State of New York, with an address at Post Office Box 606, Ithaca, NY 14851, hereinafter referred to as "LESSEE;" WITNESSETH THAT the parties hereto agree as follows: ARTICLE ONE: LEASED PREMISES LESSOR shall lease to LESSEE the premises more particularly described in Schedule 'A," hereinafter referred to as the "Leased Premises ", attached hereto and incorporated herein by reference, together with all the rights, privileges, easements and appurtenances thereunto belonging or attaching, subject to the provisions, conditions and covenants contained in this Lease Agreement. ARTICLE TWO: TERM OF LEASE LESSOR hereby leases to LESSEE the premises described in Schedule A attached hereto for a term commencing on January 1, 2014, and ending on December 31, 2033. ARTICLE THREE: EARLY TERMINATION Early Termination By LESSOR: Notwithstanding any other provisions herein, LESSEE's right to occupy the subject premises may be terminated by LESSOR, prior to the end of the demised term of this Lease Agreement, on written notice to LESSEE, served as provided for in Article 10 hereof, under any one of the following conditions: a) If LESSEE shall, at any time during the demised term, fail in the performance or permit the violation of any of the covenants, conditions, terms or provisions of this lease other than the Trust Fund Commitment specified in Article Four hereof, which, on the part of LESSEE, are or ought to be observed, performed, fulfilled, and, except where a specific time is herein provided for the performance of any covenant or condition, when such default is not cured within ninety (90) days after notice and demand have been given pursuant to the provisions of Article 6 hereto (except that the City may impose a reasonably shorter period for failures or violations related to life safety matters), LESSOR may at its option, and ninety (90) days notice in writing terminate this lease, and this lease and the term thereof shall automatically cease and terminate at the expiration of said ninety (90) day period; or b) If, during the demised term, LESSEE shall be adjudicated a bankrupt or make a general assignment for the benefit of creditors, or shall take the benefit of any insolvency act, or if a temporary or permanent receiver or trustee in bankruptcy is appointed for LESSEE's property and such appointment for a temporary receiver is not vacated and set aside within ninety (90) days from the date of such appointment, or in the event of any attempted transfer or other devolution of the interest (or any part thereof) of LESSEE, to any other person or corporation, by reason of the acts and things hereinabove last enumerated, LESSOR may at its option, and ninety (90) days notice in writing terminate this lease, and this lease and the term thereof shall automatically cease and terminate at the expiration of said ninety (90) day period; or c) LESSOR shall have the right to terminate this Lease Agreement upon at least one year's written notice to LESSEE, by resolution of the City Common Council, following an opportunity for public comment, which resolution shall: 1. Identify, in Common Council's sole discretion, land in the City of Ithaca that is suitable to community gardening and available to the lessee for use as a substitute garden location, the sufficiency, suitability, and availability of which site or sites shall be determined, after consideration of such factors as site size, sunlight exposure, and drainage, by resolution and in the sole discretion of the Common Council, and 2. Commit the City to provide funds, whether via grant or direct disbursement from General Fund, for the purpose of relocating the Gardens to a substitute site (or sites) and rebuilding infrastructure thereat, in an amount to be determined in the sole discretion of the Common Council, and to be supplemented by the Trust Fund Commitment specified in Article Four hereof; and 3. Be finally approved by the Common Council not less than 30 days after LESSOR has provided LESSEE notice, in the manner specified in Article Ten hereof, that the Common Council is considering such a resolution. or d) LESSOR shall have the right to terminate this Lease Agreement upon at least one year's written notice to LESSEE by resolution of the City Common Council (approved not less than 30 days after LESSOR has provided LESSEE notice, in the manner specified in Article Ten hereof, that the Common Council is considering such a resolution) in that event that LESSEE fails in the performance of its Trust Fund Commitment as specified in Article Four hereof in either of the following respects: 1. LESSEE fails in any two consecutive years to maintain the specified cumulative lease -to -date total of contributions in the Trust Fund account, or 2. LESSEE fails in any three years, consecutive or otherwise, to maintain the specified cumulative lease -to -date total of contributions in the Trust Fund account. Effect of Early Termination By LESSOR If terminated by LESSOR under this Article III, the Lease herein and the term thereof shall automatically cease and terminate at the expiration of the applicable notice period; and it shall be lawful for LESSOR, at its option, to enter the demised premises or any part thereof and to have, hold, repossess and enjoy the said premises, and LESSOR shall have the right to recover the said premises and to remove all persons therefrom by summary proceedings or by any other legal action or proceedings. Notwithstanding the provision of one year's notice in subsections (c) and (d) of this Article Three, if the effective date of termination of the lease so calculated falls between May 1st and October 31st of any given year, then in that case the actual date of termination shall be November 1st of the year following LESSOR's notice of termination. Early Termination By LESSEE: LESSEE may terminate this Lease Agreement at any time by giving 30 days written notice to LESSOR. ARTICLE FOUR: RENT, TRUST FUND COMMITTMENT For and in consideration of the leasing aforesaid, LESSEE hereby covenants and agrees to pay to LESSOR, as and for rent for the leased premises, the sum of $1 per year, which sum is hereby acknowledged by LESSOR to have been paid in advance at the time of execution of this Lease Agreement. As and for additional consideration, the substantial value of which is acknowledged by LESSOR, LESSEE agrees to provide, at its cost, a public community garden program for the City of Ithaca and its residents, for the term of this Lease, utilizing the leased premises. As and for further consideration, LESSEE agrees to maintain a Trust Fund Commitment as follows, and LESSOR agrees to maintain and administer said Trust Fund as follows: a) By December 31 in each year of this lease, LESSEE agrees to contribute to a Trust Fund maintained by the City, as trustee, under the title of Community Gardens Relocation Trust Fund that amount of money necessary to bring the cumulative lease -to -date total of contributions to that Fund (not including interest) to no less than the product of three thousand dollars ($3,000) times the number of years elapsed since December 31, 2013. b) The funds resulting from said Trust Fund Commitment, including interest earned thereon, shall be maintained in said Trust Fund for the purpose of funding a possible future relocation of the Community Gardens, including possible purchase of land for the same, of a community gardening program in the City of Ithaca. The parties agree that these funds shall ultimately be disbursed as follows: 1. If written notice of early termination is instructed by resolution pursuant to Article Three (c) or (d) hereof, then the Common Council may in the resolution identified in Article Three (c) or (d) hereof (or a separate resolution passed within 120 days of said resolution), authorize and direct the City Controller, in consultation with the Mayor and the City Attorney, to disburse said funds to LESSOR or such other party as specified in said resolution for the sole purpose of funding a resolution- specified relocation of the Gardens, which may include purchase of land or needed infrastructure for the same, of a community gardening program in the City of Ithaca. LESSEE hereby agrees to the disbursement of said funds in this manner. 2. If this lease is for any other reason terminated early, then the Common Council may by separate resolution passed within 190 days of either party serving notice of termination authorize and direct the City Controller, in consultation with the Mayor and the City Attorney, to disburse said funds to LESSOR or such other party as specified in said resolution for the sole purpose of funding a resolution - specified relocation of the Gardens, which may include purchase of land or needed infrastructure for the same, of a community gardening program in the City of Ithaca. LESSEE hereby agrees to the disbursement of said funds in this manner. 3. If this lease is not terminated early, or if upon early termination no resolution of Common Council has instructed the disbursement of said funds within the time limits set out in the two immediately - preceding paragraphs, then said funds shall be released from the Trust Fund to LESSEE (or to LESSEE's successor) for LESSEE's unrestricted use. ARTICLE FIVE: USE OF PREMISES. a) LESSOR affirms the public benefit provided to residents of the City of Ithaca by the existence of the Community Gardens at the leased premises. The LESSEE covenants and agrees that it will, during the period of this lease, reasonably use said premises and any buildings and improvements situated thereon for public community gardens in a manner similar to its current and past use of the premises, as a benefit for the City of Ithaca and open to the general public, as defined by the current certificate of incorporation and bylaws of LESSEE, including outreach to and accessibility for low income gardeners. In addition, the premises will be available for other uses as deemed appropriate by LESSOR, provided such uses do not conflict with the Community Garden uses of LESSEE, including but not limited to use by the general public for passive recreation or other purposes. As deemed appropriate by LESSOR, LESSEE shall be afforded the opportunity to review and comment on potential joint uses of the leased premises but LESSOR shall retain the sole authority to determine such uses and whether they conflict with the Community Gardens use by LESSEE. b) LESSEE further covenants and agrees that at all times during the demised term: 1. the premises including the buildings and improvements situated thereon or connected therewith and all appurtenances thereto and equipment thereof shall be kept by LESSEE at its own expense in good repair and in a clean and safe condition and in conformity with the requirements of all municipal, county, state and federal laws, rules and regulations; 2. that all health, police, zoning, fire, building, subdivision, and other regulations shall, in all respects and at all times, be fully complied with by LESSEE and, in particular, that at the end of the growing season the site will be appropriately cleaned and winterized; 3. that LESSEE will not at any time remove or permit to be removed any existing building or improvement from the demised premises except as provided for in this Lease; ARTICLE SIX: IMPROVEMENTS. It is understood and agreed that in the event that LESSEE shall construct buildings and structures or landscaping upon the demised premises during the term of this Lease Agreement, or any extension thereof, such buildings shall be used solely for the purposes set forth in ARTICLE FIVE hereof. Any such improvements shall be subject to City of Ithaca site plan review, if applicable. ARTICLE SEVEN: WATER, SEWERAGE, AND PARKING. LESSEE shall be responsible for construction and maintenance of any water or sewer lines between the existing City systems and the leased premises, for use by LESSEE, in accordance with LESSOR's engineering specifications. In particular, LESSEE shall be responsible for the installation, maintenance and testing of the backflow protection device; the winterization of all such water and sewer lines and appurtenances; and for the scheduling of seasonal turn on and shut off of water. LESSEE shall be responsible for payment for all utilities used on the leased premises. LESSOR shall have no responsibility for developing additional parking areas for use by LESSEE. ARTICLE EIGHT: INSURANCE. LESSEE shall keep the improvements insured against liability and fire or other hazards and shall save LESSOR harmless and indemnified at all times against any loss, damage, penalties, costs and expenses, judgments and decrees, by reason of a failure so to do in any respect or by reason of any violation of any of the law, rules or regulations above referred to, or by reason of any accident, loss, wrong, injury, or damage to person, life or property in or about said demised premises, including but not limited to for any negligence of LESSEE in the making of any improvements to the premises, or by reason of any use which may be made of the demised premises or the buildings and improvements thereon, or by reason of any act or thing done or omitted to be done or by reason of anything happening in connection with or upon the demised premises or in any building situated thereon or improvement connected therewith, or by reason of the failure of LESSEE in any respect fully to carry out and perform any of the covenants, agreements, provisions or undertakings in this lease on its part to be performed. Proof of insurance and the inclusion of LESSOR as an additional insured in all such policies of insurance shall be provided in writing to LESSOR. LESSEE shall maintain liability insurance coverage upon the leased premises, in the initial, minimum amount of $1,000,000 per occurrence and $2,000,000 in the aggregate, and shall ensure that the City of Ithaca is named as an additional insured on such policy. The minimum amount of required coverage shall be subject to reasonable, periodic adjustment by the City, upon prior written notice to LESSEE of at least 6 months. LESSEE shall provide written documentation to City that required coverage is in place, at the time of execution of this lease agreement, at least annually thereafter, by January 31 st, or at other time upon request. LESSEE shall keep the premises insured as provided for herein and the amount of insurance coverage shall be as reasonably approved by the LESSOR, and proof of insurance and the inclusion of LESSOR as an additional insured in all such policies of insurance shall be provided in writing to LESSOR. It is mutually covenanted and agreed by and between the parties hereto that the proceeds of any and all policies of fire insurance covering any building or buildings at any time situated upon the demised premises shall be used as a trust fund towards the repair, reconstruction, building or rebuilding of such building or buildings, unless the parties agree otherwise in writing. ARTICLE NINE: DEFAULT If LESSEE shall, at any time during the demised term fail in the performance of or permit the violation of any of the covenants, conditions, terms or provisions of this Lease Agreement, which, on the part of LESSEE, are or ought to be observed, performed and fulfilled and, except where a specific time is herein provided for the performance of any covenant or condition, when such default shall not be made good within ninety (90) days after notice and demand given pursuant to the provisions of ARTICLE TEN hereof, then, in any of the events enumerated hereto, LESSOR may, at its, option, and upon ninety (90) days notice in writing, served as provided in ARTICLE TEN hereof, terminate this lease, and this lease and the term thereof shall automatically cease and terminate at the expiration of said ninety (90) day period; and it shall be lawful for LESSOR, at its option, to enter the demised premises or any part thereof and to have, hold, repossess and enjoy the said premises, and the LESSOR shall have the right to recover the said premises and to remove all persons therefrom by summary proceedings or by any action or proceedings. Such defaults allowing lease termination are as follows: a) In the event that LESSEE shall fail to use said premises for the purposes hereinbefore described in ARTICLE FIVE for one full year during the term of this lease, as provided in ARTICLE TWO, then LESSOR may, at its option, notify LESSEE of its election to terminate this lease. b) In the event that, at any time during the term of this Lease, LESSEE or its assignee shall cease to be a not - for - profit corporation, this lease shall cease and terminate at the option of LESSOR. c) If, during the demised term, LESSEE shall be adjudicated a bankrupt or make a general assignment for the benefit of creditors or take the benefit of any insolvency act, or a temporary or permanent receiver or trustee in bankruptcy is appointed for LESSEE's property and such appointment for a temporary receiver is not vacated and set aside within ninety (90) days from the date of such appointment, or in the event of any attempted transfer or other devolution of the interest of any part thereof of LESSEE to any other person or corporation by reason of the acts and things hereinabove enumerated. d) If, during the term of this Lease, the tax assessor of Tompkins County determines that the subject parcel is not tax exempt, this lease shall be deemed void, unless LESSEE agrees to pay - and in fact does timely pay - any taxes levied upon the premises. In the event that this Lease is deemed void for that reason, the parties shall attempt in good faith to re- negotiate the Lease terms. ARTICLE TEN: NOTICES. Any notice which may be required under the terms of this lease shall be given in writing, personally to: For LESSOR: Mayor 108 East Green Street Ithaca, New York 14850 and Attorney for the City 108 East Green Street Ithaca, New York 14850 and For LESSEE: Project Growing Hope, Inc. P.O. Box 606 Ithaca, New York 14851 ARTICLE ELEVEN: ASSIGNMENT It is hereby covenanted and agreed by and between the parties hereto that LESSEE may not sell, convey or assign its interest in the demised premises and in any structures or improvements thereon without the written consent of LESSOR. The approval of one assignment by LESSOR shall not constitute approval for any subsequent assignment. ARTICLE TWELVE: SURRENDER OF PREMISES; DISPOSITION OF IMPROVEMENTS Upon the termination of this lease, as a result of default (per ARTICLE NINE) or early termination, or upon its expiration (or the expiration of a renewed term, per ARTICLE SIXTEEN, if applicable), LESSEE covenants and agrees to surrender the demised premises, peaceably and at once, and to deliver up the same to LESSOR, subject to the remaining provisions of this Article. LESSEE shall be entitled - but not required - to remove from the demised premises any improvements LESSEE has made to said premises, including but not necessarily limited to any structures (e.g., sheds, fencing, gazebo) and the topsoil from the gardens (defined as the top eight inches of soil), provided that a relocation site requires topsoil. Any such removal must occur prior to said termination date, must be complete (i.e., without leaving debris, hazards, or holes in the ground) and shall be at LESSEE's sole cost. ARTICLE THIRTEEN: CONDEMNATION If any person or corporation, municipal, public, private or otherwise, shall, at any time during the term of this lease, lawfully condemn and acquire title to the demised premises or any portion thereof, or to any building or the appurtenances now or hereafter erected thereon, or to any easement therein, in or by condemnation proceedings pursuant to any law, general, special or otherwise, then, in that case, LESSOR shall be entitled to and shall receive the entire award or payment therefor; and LESSEE shall assign and does hereby assign and transfer to LESSOR such award or payment as may be made therefor. LESSOR, in any event, shall be entitled to receive any and all awards or payments made for any buildings and the appurtenances which shall be so taken or for any damages thereto, free, clear and discharged of every claim of every kind whatsoever by or on the part of LESSEE, except as hereinafter specifically provided, and such award or payment is hereby transferred and assigned to LESSOR by LESSEE; and LESSEE hereby further agrees that for the purpose of obtaining such award or payment, and for all other purposes, all the buildings and improvements now standing upon the demised premises are the sole and absolute property of LESSOR and that in no event and under no circumstances shall LESSEE be entitled to receive or retain any award or payment or any part thereof except as hereinafter specifically provided. Notwithstanding anything hereinbefore contained to the contrary, if LESSEE shall have commenced or completed the erection of a new building or buildings or other improvements and such condemnation takes place after the commencement or completion of the said new building or buildings, then LESSOR agrees to pay LESSEE out of the condemnation award or payment when paid, a sum equal to the amount awarded or paid in condemnation as the value of such building or improvements. If, in the condemnation proceeding, the value of the land and of the buildings and other improvements are not separately determined, then the value of the building or other improvements shall be determined by arbitration. LESSOR agrees to give LESSEE notice of any condemnation proceedings immediately upon knowledge of such proceedings. ARTICLE FOURTEEN: NON - DISCRIMINATION It is mutually understood and agreed that LESSEE, in the employment of its agents, contractors and /or employees, shall not discriminate against any employee, applicant for employment, subcontractor, supplier of materials or services or program participant because of actual or perceived age; creed; color; disability; ethnicity; familial status; gender; height; immigration or citizenship status; marital status; national origin; race; religion; sex; sexual orientation; socioeconomic status; or weight; and any construction contract entered into by LESSEE shall contain such a nondiscriminatory clause. ARTICLE FIFTEEN: MISCELLANEOUS PROVISIONS a) Waivers of Lien. LESSEE covenants and agrees that LESSEE will not make any contract or agreement, either verbal or written, for labor, services, materials or supplies in connection with any improvements at any time situated upon the demised land without securing in such contract or agreement a waiver or waivers of lien against LESSOR's interest in the demised premises; and it is expressly understood and agreed, and notice is hereby given, that no persons, firms, or corporations furnishing labor, materials or services for the construction, reconstruction, alteration or addition to any building at any time during the term hereof situated upon the demised premises shall have any lien upon LESSOR's interest in the demised premises and that any and all liens upon LESSEE's estate and interest in the demised land and the buildings and improvements situated thereon shall be subject to the prior rights of LESSOR under the terms and provisions of this Lease Agreement, and no authority is given by this Lease to LESSEE, expressly or impliedly, to bind LESSOR for the payment of any money in connection with the construction, repairing, alterations, additions or reconstruction work on the demised premises, nor is there any authority given LESSEE by this lease, directly or indirectly, to permit any mechanic's lien, materialman's lien, or contractor's lien to arise against LESSOR's interest in the demised land or the buildings or improvements thereon, and LESSEE expressly agrees that it will keep and save the demised premises, and LESSOR, harmless from all costs and damages arising from any such liens or lien of any character created through any act or anything done by LESSEE. b) Title. LESSOR represents and warrants that it is the owner in fee of the demised premises, as described in Schedule "A," attached hereto, free of all liens and encumbrances. c) Severability. In the event that any term, condition, clause or provision of this agreement shall be deemed null and void, the remaining terms, conditions, clauses and provisions of this lease agreement shall remain in full force and effect, unless the rights of either party are materially affected by the deletion of such term, condition, clause or provision, in which case either party may elect within 90 days after the date of the notification to declare said lease null and void in its entirety. ARTICLE SIXTEEN: RIGHT TO INSPECT LESSOR shall have the right to inspect any part of the premises without notice at any time. THIS AGREEMENT shall be binding upon the parties and their successors in title. IN WITNESS WHEREOF, the parties hereto have placed their hands and seals as of the date(s) set forth below. Date: Date: STATE OF NEW YORK ) COUNTY OF TOMPKINS )ss.: CITY OF ITHACA By: Svante Myrick, Mayor PROJECT GROWING HOPE, Inc. By: Name: Title: On this day of , 2013, before me, the undersigned, a Notary Public in and for said State, personally appeared SVANTE L. MYRICK, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person of which the individual acted, executed the instrument. Notary Public STATE OF NEW YORK ) COUNTY OF TOMPKINS )ss.: On this day of , 2013, before me, the undersigned, a Notary Public in and for said State, personally appeared , personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that she executed the same in her capacity, and that by her signature on the instrument, the individual, or the person of which the individual acted, executed the instrument. Notary Public SCHEDULE A The premises leased to Project Growing Hope, Inc., by the City of Ithaca, pursuant to a Lease Agreement executed in 2013 between said parties, consist of the following: ALL THAT TRACT OR PARCEL OF LAND, situate in the City of Ithaca, County of Tompkins and State of New York, shown as "Parcel A" and "Parcel B" (both of which are also denoted as "Community Gardens ") on a survey map entitled "Survey Map - Carpenter Business Park, Third Street and New York State Route 13, City of Ithaca, Tompkins County, New York," dated 6/1/2001 and as revised on 2/15/02, more particularly bounded and described as follows: PARCEL A: Commencing at a pin set in the southeasterly boundary of lands reputedly of the Norfolk Southern Railroad, where said boundary intersects with a northeasterly line of premises (demarcated as 'Parcel F' on the above - referenced survey map) conveyed by Building Links, Inc., to Templar, LLC, by deed dated February 20, 2002, which deed was recorded on February 22, 2002, in the Tompkins County Clerk's Office in Liber CD2504 of deeds at page 965, said point of beginning being located 691.28 feet southwesterly from a pin set in the southerly line of Third Street Extension; running thence North 34 degrees 41 minutes 32 seconds East a distance of 419.10 feet to a point in said boundary of lands of the Norfolk Southern Railroad; running thence southerly on a curve to the left, an arc distance of 65.82 feet, with a chord running South 4 degrees 4 minutes 54 seconds West for a chord distance of 65.60 feet, along the westerly line of a roadway known as Carpenter Circle; running thence South 4 degrees 7 minutes 11 seconds East a distance of 85.80 feet along said line; running thence on a curve to the right, an arc distance of 97.88 feet, with a chord running South 15 degrees 54 minutes 37 seconds West for a chord distance of 95.90 feet, along said line; running thence South 35 degrees 56 minutes 24 seconds West a distance of 203.2 feet to a point marked by a pin set in said line; running thence North 56 degrees 14 minutes 08 seconds West a distance of 113.65 feet to the point or place of beginning. PARCEL B: Commencing at a point 0.2 feet easterly of a chain link fence dividing what is demarcated on the above - referenced survey map as "Parcel B" and 'Parcel H' from New York State Route 13, which point is located South 33 degrees 47 minutes 32 seconds West a distance of 247.00 feet, approximately along said chain link fence, from the intersection of New York State Route 13 with a southeasterly boundary of land reputedly of Benjamin; running thence South 33 degrees 47 minutes 32 seconds West a distance of 228.30 feet to a point marked by an iron pin; running thence North 56 degrees 11 minutes 5 seconds West a distance of 196.92 feet to a point marked by an iron pin set in the easterly line of a roadway known as Carpenter Circle; running thence North 35 degrees 56 minutes 24 seconds East along said line for a distance of 201.00 feet to a point; running thence on a curve to the left, an arc distance of 139.83 feet along said line, with a chord running North 15 degrees 54 minutes 37 seconds East for a chord distance of 137.00 feet, to a point marked with an iron pin; running thence South 30 degrees 54 minutes 28 seconds East a distance of 264.72 feet to the point or place of beginning. Being a portion of the premises conveyed to the City of Ithaca by deed from the New York State Electric and Gas Corporation dated February 21, 1986 which deed was recorded in the Tompkins County Clerk's Office on March 13, 1986 in Liber 615 of Deeds at page 797. TOGETHER WITH the right of access to and along the street commonly known as Carpenter Circle, for the purpose of providing access (from Third Street) by the public to the premises leased from the City of Ithaca by Project Growing Hope, Inc., which right was retained when said street was conveyed by the Ithaca Urban Renewal Agency to Building Links, Inc. SUBJECT TO rights retained by the New York State Electric and Gas Corporation in the aforesaid deed for permanent easement and rights of way upon, over, across and under the above described premises as more particularly set forth in the aforementioned deed from the New York State Electric & Gas Corporation to the City of Ithaca. 9.2 Common Council - Housing Fund, Funding Round #7 — Authorize Disbursement of $75,000 Pursuant to an Executed MOU - Resolution WHEREAS, pursuant to an executed MOU, the Program Oversight Committee for the Cornell /City /County Housing Fund recommends that the City of Ithaca approve funding assistance for the following affordable housing project: $75,000 Amici House project, predevelopment loan to conduct feasibility analysis for a 12 -15 unit supportive rental housing project for homeless young persons including an on -site child care center /Early Head Start classroom at 661 -665 Spencer Rd., Tompkins Community Action, and WHEREAS, the Housing Fund Program Oversight Committee (POC) met on June 19, 2013, to review recommendations from the Application Review Committee of round #7 funding applications for new affordable housing projects, and WHEREAS, the City of Ithaca is represented on the POC by Alderperson J. R. Clairborne, Alderperson Chris Proulx, and Doug Dylla, past member of the Ithaca Urban Renewal Agency (IURA), and WHEREAS, the Housing Fund was established in 2009 by Memorandum of Agreement (MOU) as a six -year program between and among the City of Ithaca, Tompkins County and Cornell University to raise and award funds to increase the supply of permanently affordable housing in the County, and WHEREAS, the Common Council determined that City contributions to the Housing Fund should be used to assist projects located within the City of Ithaca, and WHEREAS, City funds committed to the Housing Fund are derived from Gateway Loan proceeds that originated from sale of City -owned land for the Eddygate project, and are held by the IURA, and WHEREAS, a total of up to $500,000 from the Housing Fund is available to award in round #7 as follows: Funding Awards Funding Sources ($1, 00s) Total Cornell University Tompkins Coun City of Ithaca Annual Funds Pledged 200 100 100 400 Round #1 2009 145 100 30 275 Round #2 2010 75 70 70 215 Round #3 2011 100 100 0 200 Round #4 2011 0 0 30 30 Round #5 2012 0 0 0 0 Round #6 (2012) 420 130 230 780 Totals Awards to Date 740 400 360 1 1,500 Funds Available for Round #7 260 100 1401 500 and, WHEREAS, the POC recommends round #7 funding of $375,000 for three affordable housing projects, and WHEREAS, providing funding to conduct feasibility analysis for a proposed housing project is a type II action under SEQR /CEQRO provided the funding does not commit the agency to commence, engage in or approve the housing project, therefore no environmental review is required for this action; now therefore be it RESOLVED, That the Common Council for the City of Ithaca hereby authorizes an expenditure of up to $75,000 for the Amici House project to conduct feasibility analysis, and be if further RESOLVED, That such funds shall be derived from Gateway Loan Proceeds held by the Ithaca Urban Renewal Agency, and be it further, RESOLVED, That the Mayor is authorized, subject to advice of the City Attorney, to execute a fiscal agency agreement with Tompkins County to implement this resolution. to . % uwln Fuld . R t t nd+l d F c Applicant,, # rd. A" Location 01 Una. Comelf- cft Total Ithaca Neighborhood Scattered Site 7 owner- (C)Ithaca Housing New occupied -402 S. Cayuga -214 Second St. 210 0 0 210 Services Construction -203 Third St. Tompkins County Action Amici House 12 -15 rental (C)Ithaca -661 & 665 0 ; 0 i 75 75 Spencer Rd Peterson/ Seven Circles White Hawk 3 owner- (T)Danby Rt. 96si 0 ! 90 ! 0 90 LLC Ecovillage occupied Gunderman Rd Totals 22 -25 210 ; 90 I 75 375 WHEREAS, providing funding to conduct feasibility analysis for a proposed housing project is a type II action under SEQR /CEQRO provided the funding does not commit the agency to commence, engage in or approve the housing project, therefore no environmental review is required for this action; now therefore be it RESOLVED, That the Common Council for the City of Ithaca hereby authorizes an expenditure of up to $75,000 for the Amici House project to conduct feasibility analysis, and be if further RESOLVED, That such funds shall be derived from Gateway Loan Proceeds held by the Ithaca Urban Renewal Agency, and be it further, RESOLVED, That the Mayor is authorized, subject to advice of the City Attorney, to execute a fiscal agency agreement with Tompkins County to implement this resolution. Back -Up for Item 9.2 Tompkins County DEPARTMENT OF PLANNING 121 East Court Street Ithaca, New York 14850 Edward C. Marx, AIC P Telephone (607) 274 -5560 Commissioner of Planning Fax (607) 274 -5578 Memorandum TO: Housing Fund Program Oversight Committee FROM: Megan McDonald, Senior Planner DATE: June 11, 2013 RE: Formal Recommendation by the Housing Fund Application Review Committee for Housing Fund Round 7 Overview of Applications Received for the May 2012 Housing Fund Round 7 The Housing Fund received two applications for the Housing Trust Fund Program from a private individual and INHS, and one application for the Housing Affordability Program from Tompkins Community Action this round. Total funding amount requested from all applications: $375,000.00 to support a total of 25 units of new affordable housing, both rental and for sale. Locations of these projects: City of Ithaca — 2 projects; Town of Danby — 1 project. Project Summaries 1. Amici House — Tompkins Community Action (TCA): Requests $75K for predevelopment costs for 12 -15 rental units adjacent to the TCA office, within the City of Ithaca limits. TCA also requests a waiver for the 50% matching fund requirement. Unanimously recommended for funding by ARC, with contingency that copies of any reports and data related to the site feasibility study, funded through use of Housing Affordability Program funds, be submitted to the County. 2. White Hawk Ecovillage — Henry Peterson and Seven Circles LLC: Requests $90K for 3 units of new affordable, owner - occupied housing units to be developed on White Hawk Lane off of Route 96B in the Town of Danby. The land is leased from the Seven Circles (with plans to transfer land to the White Hawk Ecovillage), with individuals constructing their own homes. Housing Trust funds would reduce the amount paid by income - qualified applicants for the lot lease needed to build their homes. Unanimously recommended for funding by ARC, with contingency that a clear, transparent process for assuring long -term affordability be completed by partnering with an approved 3 party entity to provide income verification for affordable unit purchase and future sales of these units. 3. Scattered Site New Construction 2013 — INHS: Requests $210K for 7 new units of for -sale affordable housing in the City of Ithaca, with 1 unit at 203 Third St., 4 units at 402 S. Cayuga St., and 2 units at 214 Second St. The homes would be sold to first -time homebuyers earning 80% of AMI or less, under the INHS Community Housing Trust program. Unanimously recommended for funding by ARC. Recommendations from the Application Review Committee >, °�.An' / „. / /// %.. / /i /// i.��.bi,..... \ \ \�„ < :: E3,,. McCdttte..+ �::? �\\\' "., 8$ YaYl�,& it \\\ \ \,S;bv....':"•��J',S�'.:: ni'v'F?mYClwYt %f.,;.tka i .:� .0 / /iii; \\W�//,�`.�\ '�.. '.'in„C/ /2�5.. \ \YY.:`& \ \O\ ,1 Dollar Expected Total Cost Program Amount Applicant Project Number of Location of the Project Per Applied Recommend : Units x Mortgage/Rent of ' ed Units \\ $75,000 for 12 -15 Ci of ` predevelopment TCA Affordability Amici House f $75,000 costs /rent no more than ' rental units Ithaca 30% of monthly . ad usted income _.._ Peterson / Seven White Hawk 3 owner - Town of _ $453,402/$91,000 (2 Trust $90,000 Circles Ecovillage occupied Danby ? BR) to $161,000 (4 LLC units BR )* Scattered Site New 7 owner- City of ' $1,625,705/$131,170 (2 VHS Trust VHS $210,000 occupied Construction 2013 Ithaca ? BR) units ? * Unit pricing based on homes built between 2007 -2008, owners design and build their own units so number of bedrooms, floor area, and design cost can vary based on the owners' decisions. Additional Recommendations from the Application Review Committee 1. Collecting site feasibility reports and data: The ARC recommends that the POC require successful Housing Fund applicants seeking funds for predevelopment costs to submit copies of site feasibility reports and data related to the feasibility of the site to the Tompkins County Planning Department. The rationale is that funding feasibility studies does not always result in construction of affordable units, and since the Housing Fund is paying for these studies, collecting the information resulting from the studies provides some return on this investment and may prove useful to other efforts to develop affordable units on the sites studied. 2. Guaranteeing long -term affordability through third party verification: Housing Fund applicants are frequently having difficulty providing a clear method to guarantee long -term affordability of their units, and doing so without creating potential for conflicts of interest. The ARC recommends that formal guidance be provided as part of the NOFA regarding how applicants can ensure long -term affordability with independent verification. 3. Impacts of federal funding cuts: The ARC would like to share its concern regarding the future of the Housing Fund program, and local affordable housing in general, due to federal funding cuts. No new Section 8 vouchers are anticipated to be issued through the rest of 2013. Many affordable housing projects will not be able to move forward without funding assistance beyond what the Housing Fund can provide. 9.3 DPW — Water and Sewer — Amendment to Personnel Roster Utilities System Locator Technician Position - Resolution WHEREAS, the Water and Sewer Division anticipates that a vacancy in the position of Utilities Systems Location Technician will occur during the summer of 2014, and WHEREAS, the Utilities Systems Location Technician is a specialized position that requires significant field training, and WHEREAS, the Civil Service Commission approved the New Position Duties Statement for the Utilities Systems Location Technician for City of Ithaca DPW Water & Sewer Division on October 2, 2013, and WHEREAS, the City of Ithaca Department of Public Works Water and Sewer Division has budgeted to provide for this position in the 2014 proposed budget, and WHEREAS, the City of Ithaca as an owner and operator of underground facilities and utilities is required to provide underground facility and utility location and mark -out in response to Dig Safely New York requests in compliance with NYS law, Public Service Law 119 -b Protection of Underground Facilities and General Business Law Article 36 sections 760 -767, and WHEREAS, the Water and Sewer Division needs to fill the Utilities Systems Location Technician position a minimum of six (6) months in advance of the actual vacancy to allow for adequate training and a smooth transition; now, therefore, be it RESOLVED, That the Personnel Roster of the Water and Sewer Division of the Department of Public Works be amended by adding a second position of Utilities Systems Location Technician with an effective date of January 1, 2014, and be it further RESOLVED, That upon the resignation of the current Utilities Systems Location Technician, the position vacated through resignation shall be abolished effective on the employee's resignation date, and be it further RESOLVED, That the second position of Utilities Systems Location Technician is funded in the 2014 budget for a total of six months and any extension to that timeframe will require additional Common Council action. 9.4 DPW — Water and Sewer — Amendment to Personnel Roster for Civil Engineer Position - Resolution WHEREAS, The City of Ithaca DPW Water & Sewer Division has need of a higher level engineering position to meet the demands of the ever increasing complexity of the technology associated with the sustainable, efficient, and cost effective management of the Cities Water & Sewer Infrastructure, and WHEREAS, The City of Ithaca DPW Water & Sewer Division has need of a higher level engineering position to facilitate the present work load and future work plans in order to provide adequate levels of capital construction project management, design, and engineering oversight, both in support of the Divisions daily operations, maintenance, repairs, and in our capital improvement projects, and WHEREAS, the demand for a higher level of Engineering technical support within the Division has significantly increased with the $37M Water Supply Project for the rebuilding of the Water Treatment Plant and rehabilitation of associated water production and storage infrastructure; our continuing capital projects at the wastewater treatment plant in our transition to an energy producing resource recovery facility; and in the engineering and planning of economically and energy sustainable asset management for the maintenance and replacement of our water distribution and wastewater collection systems, and WHEREAS, the City of Ithaca Department of Public Works Water and Sewer Division currently has the funded Title of Assistant Civil Engineer on the roster, and WHEREAS, the City of Ithaca Department of Public Works Water and Sewer Division has need of the Title of Civil Engineer on the roster, and WHEREAS, the City of Ithaca Department of Public Works Water and Sewer Division has budgeted to provide for this position in both the 2013 budget and the 2014 proposed budget, and WHEREAS, the Civil Service Commission approved the New Position Duties Statement for the Civil Engineer for City of Ithaca DPW Water & Sewer Division on July 10, 2013, now, therefore, be it RESOLVED, That effective December 1, 2013 the Personnel Roster of the DPW Water & Sewer Division be amended as follows: Delete: (1) Assistant Civil Engineer, Salary Grade 20, Administrative Unit Add: (1) Civil Engineer Salary Grade A, Executive Association and, be it further RESOLVED, That the Civil Engineer position will be filled promotionally from within the Department of Public Works, and be it further RESOLVED, That funds necessary for said roster amendment shall be derived from the existing 2013 and 2014 DPW Water and Sewer budgets. 9.5 DPW - Request Funding for Engineering Services Agreement for Influent Building and Dewatering System - Resolution WHEREAS, the Ithaca Area Wastewater Treatment Facility ( IAWWTF) is in need of certain Capital Improvements, and WHEREAS, GHD Engineers completed an Engineering Report entitled " IAWWTF Influent Building and Dewatering System Improvements Study" as the final project funded by Capital Project 416J, and WHEREAS, in order for the staff to maintain its goals as embodied in its five year capital plan, this agreement provides engineering services for the next set of proposed capital improvements, and WHEREAS, this authorization for an amount not to exceed $274,000 will allow GHD to design the improvements to the Influent Building, including replacement of the bar screen equipment and the addition of a new biosolids dewatering system as identified in the aforementioned engineering study, and WHEREAS, the Special Joint Committee (SJC) approved said professional services contract with GHD at its meeting of October 9, 2013 contingent on fund availability and attorney approval of the agreement, and WHEREAS, the funding supplied by this resolution will be placed in accounts for Capital Project 419J; now therefore be it RESOLVED, That Common Council hereby recommends an amount not to exceed $274,000 to fund the proposed agreement with GHD Engineers utilizing funds from the new authorization for CP 419J IAWWTF Influent Building and Dewatering System Improvements, and, be it further RESOLVED, That Common Council hereby authorizes this project contingent upon action by all wastewater partners committing their percentage of reimbursement shares to the Joint Activity Fund allocated per the Joint Sewer Agreement as follows: Municipality City of Ithaca Town of Ithaca Town of Dryden and, be it further Percentage Project Cost 57.14 $156,563.60 40.88 112,011.20 1.98 5.425.20 $ 274,000.00 RESOLVED, That funds needed for the IAWWTF Influent building and Dewatering System Improvements projects shall be derived from the combination of J -1 Capital Reserve Funds and the issuance of Serial Bonds as determined by the City Controller. Back -Up Item 9.5 AGREEMENT AMONG CITY OF ITHACA, TOWN OF ITHACA AND TOWN OF DRYDEN AND GHD CONSULTING SERVICES INC. THIS AGREEMENT is made this day of October, 2013 among the CITY OF ITHACA, a municipal corporation with offices at 108 East Green Street, Ithaca, New York 14850, the TOWN OF ITHACA, a municipal corporation with offices at 215 N. Tioga St., Ithaca, New York 14850, the TOWN OF DRYDEN, with offices at 93 East Main Street, Dryden, New York 13053 (hereinafter collectively referred to as the "Municipal Owners "), and GHD CONSULTING SERVICES INC., a New York corporation with offices at One Remington Park Drive, Cazenovia, New York 13035 (hereinafter referred to as the "Contractor"). WHEREAS, the Ithaca Area Wastewater Treatment Facility (IAWTF) is owned and operated by the Municipal Owners, with oversight provided through a Special Joint Committee ( "SJC ") composed of representatives from the three Municipal Owners; and WHEREAS, Contractor completed an engineering study dated August 2013 to evaluate alternatives and provide recommendations to improve the IAWTF's influent building and dewatering system; and WHEREAS, on October 9, 2013, the SJC recommended approval of the August 2013 engineering report and recommended approval of a professional services contract with GHD Consulting Services Inc. to perform the final design phase of the recommended improvements at a cost not to exceed $274,000.00, contingent on approval by the Municipal Owners and attorneys; NOW, THEREFORE, the Municipal Owners and Contractor agree as follows: 1. Services to be Performed. Contractor agrees to perform the services described in Schedule A, which is attached hereto and made a part hereof, pursuant to the schedule described in Schedule A. 2. Fees. The Contractor shall be paid a fixed amount of Two Hundred Seventy Four Thousand Dollars and No Cents ($274,000.00) for services provided, including all travel, time and expenses associated with providing these services to the Municipal Owners. Payments will be made in accordance with the procedures in Section 5 below. 3. Term of Agreement. The term of this Agreement shall be from October 9, 2013 to July 31, 2014 unless earlier terminated by the Municipal Owners or Contractor. Notwithstanding the term set forth above, this Agreement may be terminated by the Municipal Owners or Contractor at any time without cause upon seven (7) days prior written notice to the other party, in which case the Contractor shall be paid pro rata for the satisfactory work performed to the date of termination. This Agreement may be terminated immediately by the Municipal Owners or Contractor upon the breach of any of its terms by the other party. Termination shall be effected by the breaching party's receipt of a written notice of termination setting forth the manner in which the party is in default. In the event of Municipal Owners' termination for Contractor's default, the Contractor will be paid only for services performed in accordance with this Agreement. If it is later determined by the Municipal Owners that the Contractor had an excusable reason for not performing, such as a strike, fire, flood, or other events which are not the fault of or are beyond the control of Contractor, the Municipal Owners may allow the Contractor to continue work, or treat the termination as a termination without cause. 4. Quality of Work. The work to be performed hereunder shall be of good workmanship and quality. If this Agreement is for the performance of services, the Contractor shall perform its services using that degree of skill and care ordinarily exercised under similar conditions by experienced, qualified, competent and reputable professionals practicing in the same field in the same or similar locality at the time of performance. 5. Payment for Services. Requests for payments for services shall be submitted on the standard City of Ithaca voucher and will list the activities or products, expenses, the dates on which performed, supplied or incurred, and, if applicable, the time spent on each indicated date for which the Municipal Owners are being billed. The vouchers shall be submitted to the City on a monthly basis and shall be based upon the proportion of the fixed amount earned (the percentage of work satisfactorily completed through the date indicated on the voucher). Municipal Owners will pay for the services and /or products after they are reviewed and approved by the City on behalf of the Municipal Owners in compliance with their statutory duties to audit claims for payment. In no event will the total payments to Contractor exceed the fixed amount stated in Section 2 above. 6. Relationship. The Contractor is, for all purposes (including, without limitation, withholding of income tax and payment of FICA taxes) an independent contractor and no employer - employee relationship is intended, implied or created by this Agreement. As an independent contractor, the Contractor shall receive no fringe benefits from the Municipal Owners, including but not limited to medical insurance, retirement benefits, workers' compensation, disability, unemployment insurance or any other benefits or remuneration other than that set forth in Section 2 above. Contractor shall determine the times and manner of 2 performance of any services for the Municipal Owners hereunder consistent with the overall obligations to complete the work contemplated by this Agreement. Contractor shall be free to devote such portions of its time not required for the performance of services to the Municipal Owners in such manner as Contractor sees fit and for such other persons, firms, or entities as Contractor deems advisable, provided that such other services do not constitute a conflict of interest with the interests of the Municipal Owners. 7. Ownership of Products of Service. All work products of any services to be performed hereunder shall be the property of the Municipal Owners, and the Municipal Owners are vested with all rights therein, including the right to use, duplicate, distribute, share or sell such materials, without any further compensation of any nature to Consultant. If patents or copyrights may be obtained with respect to such work, the Municipal Owners shall own same and have all rights to same without further compensation to the Consultant. The Consultant also retains the right to use the work products. 8. Insurance Requirements. A. Throughout the term of this Agreement, Contractor shall procure and maintain the insurance described in this Section 8. B. Notwithstanding any terms, conditions or provisions in any other writing between the parties, Contractor hereby agrees to effectuate the naming of the City of Ithaca, Town of Ithaca, Town of Dryden and Special Joint Committee as unrestricted additional insureds on Contractor's insurance policies, with the exception of workers' compensation and professional liability. C. The policies naming the City of Ithaca, Town of Ithaca, Town of Dryden and Special Joint Committee as additional insureds shall: • Be an insurance policy from an A.M. Best rated "secured" (or better) New York State admitted insurer. • State that the Contractor's coverage shall be primary coverage for the City of Ithaca, Town of Ithaca, Town of Dryden, Special Joint Committee and their respective Boards, officers, employees, members, agents and volunteers. • The City of Ithaca, Town of Ithaca, Town of Dryden and Special Joint Committee shall be listed as additional insureds by using endorsement CG 2010 or broader. The certificate must state that this endorsement is being used. If another endorsement is used, a copy shall be included with the certificate of insurance. • Be written on an occurrence basis. D. The Contractor agrees to indemnify the Municipal! Owners for any applicable deductibles. E. Required Insurance: • Commercial General Liability Insurance $1,000,000 per occurrence / $2,000,000 general and products /completed operations aggregates. The general aggregate shall apply on a per- project basis. • Automobile Liability $1,000,000 combined single limit for owned, hired and borrowed and non - owned motor vehicles. • Workers' Compensation and N.Y.S. Disability Statutory Workers' Compensation, Employers' Liability and N.Y.S. Disability Benefits Insurance for all employees. • Excess Liability $2,000,000 per occurrence / $2,000,000 aggregate, with the City of Ithaca, Town of Ithaca, Town of Dryden, and Special Joint Committee named as additional insureds. • Professional Errors and Omissions Insurance $1,000,000 per occurrence/ $2,000,000 aggregate for the professional acts of the Consultant performed under this Agreement. F. The insurance producer must indicate whether or not it is an agent for the companies providing the coverage. G. Contractor acknowledges that failure to obtain such insurance on behalf of the Municipal Owners and SJC constitutes a material breach of contract and subjects it to liability for damages, indemnification and all other legal remedies available to the Municipal Owners. The Contractor is to provide the Municipal Owners with a certificate of insurance, evidencing the above requirements have been met, prior to the commencement of work or use of facilities. The failure of the Municipal Owners to object to the contents of the certificate or the absence of same shall not be deemed a waiver of any and all rights held by the Municipal Owners. H. The Town of Ithaca and Town of Dryden are members /owners of the NY Municipal Insurance Reciprocal (NYMIR). The Contractor further acknowledges that the procurement of such insurance as required herein is intended to benefit not only the City of Ithaca, Town of Ithaca, Town of Dryden and SJC, but also the NYMIR, as the Town of Ithaca's and Town of Dryden's insurer. 4 9. Workers Compensation and Disability Insurance. Prior to execution of this Agreement, the Contractor shall present to the Municipal Owners proof either that the Contractor provides the levels of workers' compensation and disability coverage required by the State of New York or that the Contractor is not required to provide such coverage. For reference purposes only an informational sheet and sample forms from the New York State Workers' Compensation Board are attached hereto in Schedule B. 10. Indemnity. The Contractor agrees to fully defend, indemnify and hold harmless the City of Ithaca, Town of Ithaca, Town of Dryden, SJC and their respective elected officials, public officers, Boards, employees, members and agents from and against all claims, actions, suits, demands, damages, liabilities, obligations, losses, settlements, judgments, costs and expenses (including without limitation reasonable attorney's fees and costs), whether or not involving a third party claim, which any or all of them may incur, resulting from bodily injuries (or death) to any person, damage (including loss of use) to any property, other damages, or contamination of or adverse effects on the environment, caused by the negligent or intentional wrongful acts or omissions of Contractor or Contractor's employees, agents or subcontractors, in connection with this Agreement. To the extent the Municipal Owners are negligent; Contractor's duty to indemnify the Municipal Owners shall not extend to the proportion of loss attributable to the Municipal Owners' negligence. For claims that fall within the scope of Contractor's professional liability insurance policy and no other insurance policy, Contractor's duty to defend shall be limited to the terms and conditions of Contractor's professional liability insurance policy (i.e., if Contractor's professional liability insurance does not provide for third party defense of such claims, Contractor shall not have the duty to defend Municipal Owners and the other entities listed above for such claims). 11. Nondiscrimination. The Contractor shall not discriminate against any employee, applicant for employment, sub - contractor, supplier of materials or services, or program participant because of actual or perceived: age, creed, color, disability, ethnicity, familial status, gender, height, immigration or citizenship status, marital status, national origin, race, religion, sexual orientation, socio- economic status, or weight. 12. Contractor May Not Assign. This Agreement may not be assigned by the Contractor without the previous written consent to such assignment from the Municipal Owners, which consent may be withheld entirely at the discretion of the Municipal Owners, it being understood that the Municipal Owners are making this Agreement personally with the Contractor and are not intending that it be performed by any other person or entity. 13. Binding Nature of Agreement. This Agreement is binding upon the parties, their respective representatives and successors and, when assignment is permitted, assigns. 14. Governing Law, Jurisdiction, and Enforcement. This Agreement is made in New York, and shall be construed under the laws of the State of New York without regard to, or the application of, New York State's choice of law provisions. The parties consent that if any action is brought to enforce this Agreement, it shall be brought only in an appropriate Court in Tompkins County, New York, and the parties consent to the jurisdiction of such court. 15. Notices. Any notices or other communications given under or in relation to this Agreement shall be deemed duly given if served personally or by commercial courier service upon the other parties at the addresses set forth above, or if mailed by certified mail to the other parties at the addresses set forth above, return receipt requested. All notices shall be effective on a party upon the date of receipt. Any party may change the address to which notices are sent by giving notice of such change in the manner set forth above to the other parties. 16. Entire Agreement. This Agreement constitutes the entire agreement among the parties and supersedes any and all prior written or oral agreements, negotiations or understandings, existing among the parties. This Agreement may be amended only by written instrument signed by each party. 17. Survival. The rights and obligations of the respective parties under Section 10 (Indemnity), Section 13 (Binding Nature of Agreement), Section 14 (Governing Law, Jurisdiction, and Enforcement), and Section 18 (Claims and Disputes Arbitration) shall survive the expiration or termination (for any reason) of this Agreement and remain in full force and effect. 18. Claims and Disputes Arbitration_ The Municipal Owners may elect to subject disputes arising out of this Agreement to resolution by mediation or arbitration or litigation. This election can be made at any time up until sixty (60) days after the claim or dispute arises in writing. if the Municipal Owners do not make an election, the dispute shall be subject only to litigation. Unless otherwise agreed by the parties at the time of such election, the rules governing mediation or arbitration invoked by the Municipal Owners shall be the Commercial Arbitration Rules and Mediation Procedures of the American Arbitration Association. Contractor hereby waives the right to elect the method of dispute resolution and agrees that this waiver is supported by sufficient and appropriate consideration. 19. Severability. If any provision of this Agreement is deemed to be invalid or inoperative for any reason, that part may be modified by the parties to the extent necessary to make it valid and operative, or if it cannot be so modified, then it shall be deemed severed, and the remainder of this Agreement shall continue in full force and effect as if this Agreement had been signed with the invalid portion so modified or eliminated. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written below. CITY OF ITHACA 0 Svante L. Myrick Mayor TOWN OF ITHACA Date: By: Date: Herbert J. Engman Supervisor TOWN OF DRYDEN By: Date: Mary Ann Sumner Supervisor By: Date: Linda Lavine Councilperson By: Date: Jason Leifer Councilperson By: Date: Joseph Solomon Councilperson By: Date: Stephen Stelick, Jr. Councilperson GHD CONSULTING SERVICES INC. By: _ Date: 10 1011S B ce n, P.E. Service Group Manager - Wastewater Schedule A INFLUENT BUILDING AND DEWATERING SYSTEM IMPROVEMENTS FINAL DESIGN PHASE SERVICES CITY OF ITHACA, NEW YORK Scope of Services CONTRACTOR and the MUNICIPAL OWNERS agree that the Scope of Services for this project consists of the engineering services described herein. The scope of work for this project includes Final Design Phase engineering services, including preparation of Contract Documents for improvement of the Influent Building of the Ithaca Area Wastewater Treatment Facility ( IAWWTF). The project generally includes the following goals: • Replace existing influent mechanically cleaned bar screens and provide washer and compacters in the Influent Building. • Improve working conditions (lighting and painting) in the Influent and Screening Rooms of the Influent Building. • Augment existing belt filter press with new screw press dewatering units in the Solid Handling Building. CONTRACTOR will complete Final Design Phase engineering services for improvement of the Influent Building and dewatering system of the IAWWTF as described below: 1. Task 1 - Kick -Off Meeting. CONTRACTOR will conduct a kick -off meeting with the MUNICIPAL OWNERS to review the project goals, scope, critical success factors, detailed coordination, schedule, team roles and responsibilities. Meeting minutes will be prepared and distributed. 2. Task 2 - Dewatering Equipment Procurement. CONTRACTOR will assist the MUNICIPAL OWNERS with the procurement of the screw press type dewatering equipment prior to final design. Equipment procurement will be based on an "evaluated bid process" that considers performance, operation and maintenance costs, and capital costs. The objective is to select the manufacturer which meets the specifications and the lowest evaluated bid cost. a. Prepare estimates of evaluated bid costs for up to three potential dewatering system vendors including: • Capital construction costs • Operation and Maintenance costs for electrical and chemical • Sludge disposal cost (based on system performance) b. Prepare procurement drawings. c. Prepare procurement documents (specffications /RFP /bid). d. Distribution of procurement documents to selected screw press manufactures. e. Attend Pre -Bid Meeting. f. Response to Requests for Information from manufacturers and prepare and send addendums to the procurement documents. N.IUSICa rovialProjew3%Gmups% Administration l_Agreaments12013Uthaca (C) - Engineering Report - Schedule A #3711064.docu g. Prepare bid tabulation and recommendation to MUNICIPAL OWNERS. h. Attend meeting with MUNICIPAL OWNERS to present results and recommendations. i. Selected manufacturer will be named in the construction Contract Documents for purchase by the construction contractor. 3. Task 3 - Final: Design: Influent Building and Dewatering System Improvements. The final design will include: • Installation of two new mechanically cleaned bar screens with screenings and compactors. • New lighting and painting to the Influent Room and Screenings Room. • Installation of up to two new screw presses and associated feed pumps, polymer, pumps, piping, conveyors and drain piping and controls. • Purchase of screw press will be by stipulated bid price as determined from equipment procurement process. Specific scope items include: a. Attend up to three site visits to similar installations for mechanically cleaned bar screens. b. Complete lead testing of the existing Influent Building and Solids Handling Building in the areas of proposed work. c. Prepare final drawings and specifications indicating the scope, extent and character of work to be performed and furnished by Contractor. d. Provide Contract Document submittals to the MUNICIPAL OWNERS at 60 percent, 95 percent and 100 percent. e. Attend design progress meetings with MUNICIPAL OWNERS at 60 percent and 95 percent completion point to review the Contract Documents. f. Prepare and furnish 95 percent complete bidding documents for review by MUNICIPAL OWNERS, its legal counsel and other advisors, and assist MUNICIPAL OWNERS in the preparation of other related documents. g. Revise the bidding documents in accordance with comments and instructions from the MUNICIPAL OWNERS, as appropriate, and submit electronic .pdf copies of the bidding documents and an Opinion of Probable Construction Cost to the MUNICIPAL OWNERS within thirty calendar days after receipt of MUNICIPAL OWNERS's comments and instructions. h. Submit the 100 percent Contract Documents to the New York State Department of Environmental Conservation (NYSDEC) for review and approval. i. Respond to NYSDEC comments on 100 percent complete Contract Documents within thirty calendar days after receipt of MUNICIPAL OWNERS's comments and instructions. N.\ USl CazemvialProjectslGroups lAdminisVation\ Agreements1201311thece (C) - Engineering Report - Schedule A #3711064.docx 2 j. Advise MUNICIPAL OWNERS of any adjustments to the Opinion of Probable Construction Cost known to CONTRACTOR. Specific Exclusions This contract is for the Design Phase of the project only, and does not include any effort for bidding or construction administration of facilities, except as noted in Task 2. Effort for subsequent phases may be authorized in writing by the MUNICIPAL OWNERS separately, after receipt of a proposal for such services from CONTRACTOR. Design work does not include any modifications to the heating and ventilating system, odor control or leachate storage. Schedule CONTRACTOR is prepared to start the work immediately after signed authorization of the engineering agreement and shall complete the tasks in accordance with the following schedule: Task No. 1 14 Days Task No. 2 90 Days Task No. 3 • 60% Design Submittal 45 Days From Completion of Task No. 2 95% Design Submittal 90 Days From Completion of Task No. 2 • 100% Design Submittal 30 Days After Receipt of Comments from MUNICIPAL OWNERS • Respond to NYSDEC comments 30 Days After Receipt of Comments from NYSDEC Project Fees CONTRACTOR proposes to complete the services described on the following lump sum basis which will be billed monthly based on physical percent complete. Task 1 — Kick -Off Meeting $ 2,200 Task 2 — Dewatering Equipment Procurement $ 43,200 Task 3 — Final Design Contract Documents $228,600 Total $274,000 N: WSICazenovlaWrojectsSGroupsWdmt nietratlonl Agreement6Ml3Uthaca (C) - Engineering Report - Schedule A #3711064.docx 3 15. MAYOR'S APPOINTMENTS: 15.1 Board of Zoning Appeals — Resolution RESOLVED, That Gabriel Holbrow be reappointed to the Board of Zoning Appeals with a term to expire December 31, 2016, and be it further 15.2 Cable Access Oversight Committee - Resolution: RESOLVED, That Michael Brutvan be reappointed to the Cable Access Oversight Committee with a term to expire December 31, 2016, and be it further RESOLVED, That E. Wayles Browne be reappointed to the Cable Access Oversight Committee with a term to expire December 31, 2016, and be it further 15.3 Commons Advisory Board — Resolution RESOLVED, That Tim Gray be reappointed to the Commons Advisory Board with a term to expire December 31, 2015, and be it further RESOLVED, That Chris Georgaroudakis be reappointed to the Commons Advisory Board with a term to expire December 31, 2015, and be it further RESOLVED, That Joseph Gaylord be reappointed to the Commons Advisory Board with a term to expire December 31, 2015, and be it further 15.4 Community Police Board — Resolution RESOLVED, That Johnny Wright be reappointed to the Community Police Board with a term to expire December 31, 2016, and be it further RESOLVED, That Richard Rogers be reappointed to the Community Police Board with a term to expire December 31, 2016, and be it further RESOLVED, That E. Alex Brower be reappointed to the Community Police Board with a term to expire December 31, 2016, and be it further 15.5 Examining Board of Plumbers - Resolution RESOLVED, That David Warden be reappointed to the Examining Board of Plumbers with a term to expire December 31, 2016, and be it further 15.6 Ithaca Housing Authority Board — Resolution RESOLVED, That Christopher Malcolm be reappointed to the Ithaca Housing Authority Board with a term to expire October 17, 2017, and be it further RESOLVED, That Donald Byrd be appointed to the Ithaca Housing Authority Board with a term to expire October 17, 2017, and be it further 15.7 Natural Areas Commission — Resolution RESOLVED, That F. Robert Wesley be reappointed to the Natural Areas Commission with a term to expire December 31, 2016, and be it further 15.8 Parks Commission — Resolution RESOLVED, That Daniel Krall be reappointed to the Parks Commission with a term to expire December 31, 2016, and be it further RESOLVED, That Stephen Schmidt be reappointed to the Parks Commission with a term to expire December 31, 2016, and be it further 15.9 Planning and Development Board — Resolution RESOLVED, That Govind Acharya be reappointed to the Planning and Development Board with at term to expire December 31, 2015, and be it further 15.10 Shade Tree Advisory Committee —Resolution RESOLVED, That Keith Vanderhye be reappointed to the Shade Tree Advisory Committee with at term to expire December 31, 2016, and be it further RESOLVED, That Monika Roth be reappointed to the Shade Tree Advisory Committee with at term to expire December 31, 2016, and be it further RESOLVED, That Daniel Klein be reappointed to the Shade Tree Advisory Committee with at term to expire December 31, 2016, and be it further 15.11 Workforce Diversity Advisory Committee — Resolution RESOLVED, That Erin Sember -Chase be reappointed to the Workforce Diversity Advisory Committee with a term to expire December 31, 2016, and be it further 15.12 Youth Bureau Advisory Board — Resolution RESOLVED, That Augusta Christensen be reappointed to the Youth Bureau Advisory Board with a term to expire December 31, 2016.