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HomeMy WebLinkAboutResolution 3-R-25 Authorizing the City Manager to Execute an Intergovernmental Agreement with the Village of Glenview For the Sale of Surplus Dispatch Radio Console Equipment 02/10/2025 03-R-25 A RESOLUTION Authorizing the City Manager to Execute an Intergovernmental Agreement with the Village of Glenview For the Sale of Surplus Dispatch Radio Console Equipment WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution and the Illinois Intergovernmental Cooperation Act, 5 ILCS 220/1, et seq., authorize and encourage intergovernmental cooperation; and WHEREAS, the City of Evanston (“Evanston” or “City”) and the Village of Glenview (“Glenview”), collectively referred to as the “Parties”, are “public agencies” within the meaning of the Illinois Intergovernmental Cooperation Act; and WHEREAS, the Parties have the power and authority to enter into an agreement pursuant to, but without limitation, the home rule powers under Section 6, Article VII of the 1970 Constitution of the State of Illinois; and WHEREAS, the Evanston City Council has, pursuant to Title 1, Chapter 17, Section 3(B) of the Evanston City Code of 2012, as amended, authorized and directed the City Manager to sell surplus dispatch radio console equipment on terms and conditions that are reasonable, necessary, and in the best interests of the City.; and WHEREAS, Evanston and Glenview have proposed terms and conditions that are reasonable, necessary, and in the best interests of the City, as set forth in the “Intergovernmental Agreement Between the Village of Glenview and the City of Evanston for Purchase and Sale of Dispatch Radio Console Equipment” (the “Agreement:”), attached hereto as Exhibit A; and Page 1 of 8 03-R-25 WHEREAS, the Evanston City Council has determined that it will serve and be in the best interest of the City to enter into the Agreement with the Village of Glenview; NOW BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EVANSTON, COOK COUNTY, ILLINOIS: SECTION 1: Recitals. The City Council hereby adopts the foregoing recitals as its findings, as if fully set forth herein. SECTION 2: The City Council hereby approves, pursuant to the City of Evanston’s home rule power, the Agreement in the form attached to this Resolution as Exhibit A. SECTION 3: The City Manager is hereby authorized to sign the Agreement, attached hereto as Exhibit A and incorporated herein by reference. SECTION 4: This Resolution shall be in full force and effect from and after its passage and approval in the manner provided by law. _______________________________ Daniel Biss, Mayor Attest: ______________________________ Stephanie Mendoza, City Clerk Adopted: ___ _February 10, 2025 Approved as to form: ______________________________ Alexandra B. Ruggie, Corporation Counsel Page 2 of 8 03-R-25 EXHIBIT A INTERGOVERNMENTAL AGREEMENT Page 3 of 8 INTERGOVERNMENTAL AGREEMENT BETWEEN THE VILLAGE OF GLENVIEW AND THE CITY OF EVANSTON FOR PURCHASE AND SALE OF DISPATCH RADIO CONSOLE EQUIPMENT This Intergovernmental Agreement (“Agreement”) is made and entered into this ____ day of ______________, 2024, by and between the VILLAGE OF GLENVIEW, an Illinois home rule municipal corporation and unit of local government in Cook County, Illinois (“Village”) and the CITY OF EVANSTON, an Illinois home rule municipal corporation and unit of local government in Cook County, Illinois (“City”). The Village and City may be referred to individually as “Party” or jointly as “Parties” throughout this Agreement. RECITALS WHEREAS, Article VII, Section 10 of the 1970 Constitution of the State of Illinois authorizes units of local government to contract or otherwise associate among themselves in any manner not prohibited by law or by ordinance; and WHEREAS, Section 5 of the Illinois Intergovernmental Cooperation Act, 5 ILCS 220/5, authorizes public agencies, including the Village and the City, to contract with one another to perform any governmental service, activity, or undertaking, or to combine, transfer, or exercise any powers, functions, privileges or authority which either the Village or the City is authorized to perform, except where specifically and expressly prohibited by law; and WHEREAS, the City owns certain dispatch radio console equipment (“Equipment”), which is more particularly described in Exhibit A, as attached to this Agreement and incorporated herein by this reference; and WHEREAS, the Village desires to purchase and use the Equipment for public safety dispatch services; and WHEREAS, the Village and City, as home rule municipal corporations and pursuant to the powers set forth in the Illinois Municipal Code, 65 ILCS 5/1 -1-1, et seq., are authorized to enter into this Agreement; and WHEREAS, the corporate authorities of the Village and City have determined that it is in the public interest to enter into this Agreement to set forth the Parties’ respective responsibilities and obligations with respect to the purchase and sale of the Equipment in this Agreement. NOW, THEREFORE, in consideration of the mutual covenants, promises, and agreements set forth in this Agreement, and other good and valuable consideration, the sufficiency of which is hereby mutually acknowledged by the Parties, the Parties agree as follows: Page 5 of 8 SECTION 1: RECITALS. The foregoing recitals and all exhibits attached to this Agreement are hereby incorporated as though fully set forth in this Section 1. SECTION 2: PURCHASE AND SALE OF EQUIPMENT; PRICE. The City agrees to sell and transfer ownership of the Equipment to the Village in exchange for the Village paying the City the sum of $9,000.00 for the Equipment within thirty (30) days of the execution and approval of the Agreement by the Parties. SECTION 3: CONDITION OF EQUIPMENT. If the Equipment or any portion or component thereof is nonfunctional and irreparable (“Irreparable Equipment”), the City agrees to refund to the Village the cost of purchasing the Irreparable Equipment paid pursuant to Section 2 of this Agreement, or, in the alternative, to exchange the Irreparable Equipment for a fully functional replacement, within sixty (60) days of the Village providing notice to the City of the condition of the Irreparable Equipment and its request for a refund or replacement. The Village agrees that it will attempt to repair the Equipment at its sole cost and expense prior to making a determination that the Equipment is irreparable and requesting a refund or replacement pursuant to this Section 3. The City agrees to extend to the Village any warranties as to the Equipment provided to the City by the manufacturer of the Equipment for the length of time that the warranty remains valid for the City. SECTION 4: MUTUAL INDEMNIFICATION. The Parties will at all times remain entirely responsible for the results and consequences of their sole negligence or willful misconduct and agree to indemnify and hold harmless the other Party, its officers, officials, employees, and agents, from and against any and all claims, demands, losses, damages, costs, fines, penalties, and expenses, including reasonable attorney's fees, arising out of or related to injury to, including the death of, persons and/or damage to property, to the extent caused by the negligent acts or omissions of either Party or any of its officers, officials, employees, and agents related to services provided or performed pursuant to this Agreement. This provision will survive the performance, expiration or termination of this Agreement. SECTION 5: NO THIRD PARTY BENEFICIARIES. This Agreement is entered into solely for the benefit of the Parties, and nothing in this Agreement is intended, either expressly or impliedly, to provide any right or benefit of any kind whatsoever to any person and entity who is not a party to this Agree ment or to acknowledge, establish, or impose any legal duty to any third party. SECTION 6: SEVERABILITY. If any section, paragraph, clause or provision of this Agreement is held invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision will not affect the validity and enforceability of the remaining provisions of this Agreement. SECTION 7: WAIVER. The waiver by the Village or City of any breach of this Agreement or the failure of the Village or City to enforce at any time, or for any period of time, any of the provisions of this Agreement will be limited to that particular instance, and Page 5 of 8 will not be construed to be a waiver of any future breaches of this Agreement or any provision except in that particular instance. SECTION 8. GOVERNING LAW AND VENUE. This Agreement is governed by and construed in accordance with the laws of the State of Illinois. The venue for all disputes arising or alleged to have arisen out of this Agreement shall be the Circuit Court of Cook County, Illinois. SECTION 9. FREEDOM OF INFORMATION ACT. The Parties agree to maintain, without charge, all records and documents concerning or relating to this Agreement and all services provided hereunder in accordance with the Freedom of Information Act (“FOIA”) 5 ILCS 140/1, et seq. Upon a Party’s timely written request, the other Party shall produce all records requested within the timeframe identified by the requesting Party. If additional time is needed to compile the requested records, the Party producing the records shall promptly notify the Requesting party. In any suit, action, or proceeding brought against the requesting Party because of providing Party’s failure to timely disclose records responsive to a FOIA request in its possession to the requesting Party, or because of providing Party’s failure to immediately notify the requesting Party about providing Party’s inability to provide the responsive records within 5 business days, the providing Party agrees to defend the requesting Party, at providing Party’s sole cost and expense, in any such suit, action, or proceeding brought against the requesting Party. SECTION 10: NOTICE. All notices required or permitted to be given under this Agreement must be in writing and be delivered (1) personally, (2) by a reputable overnight courier, (3) by certified mail, return receipt requested, and deposited in the U.S. Mail, postage prepaid, or (4) by email. Unless otherwise expressly provided in this Agreement, notices will be deemed received upon the earlier of (a) actual receipt; (b) one business day after deposit with an overnight courier as evidenced by a receipt of deposit; (c) three business days following deposit in the U.S. mail, as evidenced by a return receipt; (d) time-stamp email was sent. By notice complying with the requirements of this Section, each Party will have the right to change the address or the addressee, or both, for all future notices and communications to the other Party, but no notice of a change of addressee or address will be effective until actually received. Notices and communications to the Village should be addressed to, and delivered at, the following address: Village of Glenview Attn: Village Manager 2500 East Lake Avenue Glenview, IL 60026 mformica@glenview.il.us Notices and communications to the City should be addressed to, and delivered at, the following address: City of Evanston Page 6 of 8 Attn: City Manager 2100 Ridge Avenue Evanston, IL 60201 lstowe@cityofevanston.org SECTION 11 : ENTIRE AGREEMENT; AMENDMENT. This Agreement constitutes the entire agreement between the Parties, and supersedes all prior negotiations, representations or agreements relating thereto, written or oral, except to the extent they are expressly incorporated in this Agreement. Unless otherwise provided for herein, no amendments, changes, alterations or modifications of this Agreement will be effective unless made in writing and executed by both Parties. SECTION 12: AUTHORITY. The Parties warrant and guarantee that they have proper and complete authority to enter into this Agreement and perform in accordance with this Agreement’s terms. SECTION 13: COUNTERPARTS. This Agreement may be signed in two or more counterparts, each of which shall be treated as an original but which, when taken together, shall constitute one and the same instrument. SECTION 14: NON-TRANSFERRABLE. The Parties’ rights, duties, and obligations under this Agreement cannot be transferred or assigned without the Parties’ mutual written consent. IN WITNESS THEREOF, the undersigned have executed this Agreement on the day and date appearing before their respective signatures. CITY OF EVANSTON VILLAGE OF GLENVIEW _______________________________ _______________________________ By: By: Matt Formica Its: Village Manager Date: ____________________ Date:____________________ Page 7 of 8 EXHIBIT A DESCRIPTION OF EQUIPMENT Three (3) MCC7500 Console Positions Page 8 of 8