15-143 Resolution No. 15-143
RESOLUTION
AUTHORIZING EXECUTION OF AN INTERGOVERNMENTAL AGREEMENT
BETWEEN THE CITY OF ELGIN AND THE BOARD OF EDUCATION OF COMMUNITY
UNIT SCHOOL DISTRICT 300 REGARDING THE CONSTRUCTION AND
INSTALLATION OF A TRAFFIC SIGNAL AT THE INTERSECTION OF
ILLINOIS ROUTE 72 AND GALVIN DRIVE
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that
Sean R. Stegall,City Manager,and Kimberly A.Dewis,City Clerk,be and are hereby authorized and
directed to execute on behalf of the City of Elgin an Intergovernmental Agreement between the City
of Elgin and the Board of Education of Community Unit School District 300 regarding the
construction and installation of a traffic signal at the intersection of Illinois Route 72 and Galvin
Drive, a copy of which is attached hereto and made a part hereof by reference.
sf David J. Kaptain
David J. Kaptain, Mayor
Presented: November 4, 2015
Adopted: November 4, 2015
Omnibus Vote: Yeas: 9 Nays: 0
Attest:
sf Kimberly Dewis
Kimberly Dewis, City Clerk
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INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF ELGIN
AND SCHOOL DISTRICT 300
THIS INTERGOVERNMENTAL AGREEMENT ("Agreement") is made and entered
into this 4 tlday of November,2015, by and between the City of Elgin, an Illinois
unit of local government and municipal corporation (hereinafter referred to as the "City"), and
the Board of Education of Community Unit School District 300, an Illinois unit of local
government and public school district, (hereinafter referred to as the"District").
WITNES SETH:
WHEREAS, Article VII, Section 10 of the Illinois Constitution authorizes units of local
government to enter into agreements "to obtain or share services and to exercise, combine or
transfer any power or function, in any manner not prohibited by law or ordinance"; and
WHEREAS,the Intergovernmental Cooperation Act at 5 ILCS 220/1 et seq.provides that
any power or powers,privileges, functions, or authority exercised or which may be exercised by
a public agency of the state may be exercised, combined, transferred, and enjoyed jointly with
any other public agency of the state; and
WHEREAS, the City and the District are both public agencies as defined by the
Intergovernmental Cooperation Act; and
WHEREAS, the City has determined that it is in the public interest to construct and
install a traffic signal at the intersection of Illinois Route 72 and Galvin Drive, located within the
corporate limits of the City of Elgin (the "Project"); and
WHEREAS, the District is responsible for the oversight and management of Dundee
Middle School, which is located at the intersection of Illinois Route 72 and Galvin Drive and
within the boundaries of the District; and
WHEREAS, the District has determined that the installation of a traffic signal at the
intersection of Illinois Route 72 and Galvin Drive would provide a benefit to the District and is
in the public interest; and
WHEREAS,the City and the District agree that it is in each of their best interests and the
best interests of the public for the City to proceed with the Project and for the District to
contribute funds for the Project, as further set forth in this Agreement; and
WHEREAS, the City is a home rule unit and may exercise any power and perform any
function pertaining to its government and affairs; and
WHEREAS, the Project providing for the installation and construction of a traffic signal
as provided in this Agreement pertain to the government and affairs of the City.
NOW, THEREFORE, for and in consideration of the mutual undertakings contained
herein, and other good and valuable consideration,the receipt and sufficiency of which is hereby
acknowledged,the parties hereto agree as follows:
1. The foregoing recitals are incorporated into this Agreement.
2. The City agrees to undertake and be responsible for the design and construction of
the Project providing for the installation and construction of a traffic signal at the intersection of
Illinois Route 72 and Galvin Drive.
3. The District agrees to provide the City with funds in the total amount of$50,000
for the Project. The District funds shall be utilized by the City solely for the design,engineering,
and/or construction of the Project. The District agrees that it shall provide the total amount of
funds provided for in this Agreement (said amount being $50,000) to the City upon completion
of the Project and within thirty days of an invoice received from the City.
4. In the event that the City is unable to complete the construction of the Project, for
any reason whatsoever, by December 31, 2018, then the District shall have the right to terminate
this Agreement as its sole and exclusive remedy. Upon such termination by the District, this
Agreement shall be null and void, without further liability between the parties. The foregoing
provisions notwithstanding, the parties agree that the December 31, 2018, date shall be extended
if the City is unable to complete the construction of the Project by said date due to natural
disasters, terrorism, riots, strikes, civil disturbances or other unforeseen circumstances not within
the control of the City, for such amount of time that the Project was delayed by any such
unforeseen circumstances.
5. The City for itself, and its agents and independent contractors, hereby agrees to
indemnify, defend, and hold the District, its Board members, employees, and successors
harmless from any third-party claims (including attorneys' fees) for personal injuries (including
death) or property damages arising from (i) the City's work on the Project provided for in this
Agreement; or(ii)the design, construction, maintenance, or operation of the Project.
6. During the term of this Agreement, the City, at its sole cost and expense, and for
the benefit of the School District, shall carry and maintain comprehensive general liability and
property damage insurance, insuring against all liability of the City arising out of the Project
and related to its indemnification obligations to the School District, with a minimum combined
single limit of One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars
($2,000,000) general aggregate. In addition, the City shall carry umbrella liability insurance
with a minimum combined single limit of One Million dollars ($1,000,000.00) per occurrence
and One Million Dollars ($1,000,000) general aggregate. All insurers shall be licensed by the
State of Illinois and rated A+-VII or better by A.M. Best or comparable rating service. The
comprehensive general liability and property damage insurance policy shall name the School.
District, its Board,Board members,employees, agents, and successors as an additional insured with
a waiver of subrogation in favor of the School District. The City shall provide the School
District with certificates of insurance and/or copies of policies reasonably acceptable to the
School District evidencing the existence of the coverage described above, including form and
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deductibles,during the duration of this Agreement. The failure to provide acceptable insurance
shall be deemed a breach of this Agreement entitling the School District to terminate this
Agreement immediately. All policies of insurance shall provide by endorsement that no
coverage may be canceled, terminated, or reduced by the insuring company without the
insuring company having first given at least 30 days prior written notice to the School District
by certified mail,return receipt requested.
7. Any and all notices required to be delivered hereunder shall be deemed delivered
when and if personally delivered, or mailed by registered or certified mail, return receipt
requested, postage prepaid (or sent by a recognized overnight courier service with instructions
and payment for delivery on the next business day)to the parties as set forth below:
If to the City: with a copy to:
City of Elgin City of Elgin
City Manager Corporation Counsel
150 Dexter Court 150 Dexter Court
Elgin,IL 60120 Elgin, IL 60120.
If to the District:
Superintendent
Community Unit School District 300
2550 Harnish Drive
Algonquin, IL 60102
Either party hereto may change the names and address of the designee to whom notice
shall be sent by giving written notice of such change to the other party hereto in the same manner
as all other notices are required to be delivered hereunder. Notice as provided herein does not
waive service of summons or process.
8. Nothing contained in this Agreement, nor any act of the District or the City,
respectively, shall be deemed or construed by any of the parties hereto or by third persons, to
create any relationship of a third-party beneficiary, principal, agent, limited or general
partnership,joint venture, employment, or any association or relationship involving the District
or the City respectively.
9. This Agreement constitutes the entire agreement of the parties and the subject
matter hereof and supersedes any and all prior agreements, express or implied, oral or written.
Each party agrees that no representations or warranties shall be binding on the other party unless
expressed in writing herein or in a duly executed amendment hereof. This agreement may not be
changed, modified, discharged or extended except by written amendment duly executed by the
parties.
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10. This Agreement shall be deemed to have been made in and shall be construed in
accordance with the laws of the State of Illinois. Venue for the resolution of any disputes or the
enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane
County.
11. This Agreement is and shall be deemed and construed to be a joint and collective
work product of the City and the District, and, as such, this Agreement shall not be construed
against the other party, as the otherwise purported drafter of same, by any court of competent
jurisdiction in order to resolve any inconsistency, ambiguity, vagueness or conflict, if any, of the
terms and provisions contained herein.
12. If any provision of this Agreement shall be held or deemed to be, or shall in fact
be inoperative or unenforceable in any particular case or in all cases for any reason, this shall not
render the provision in question inoperative or unenforceable in any other case or circumstances,
or render any other provisions herein contained invalid, inoperative, or unenforceable to any
extent whatever. The invalidity of any one or more phrases, sentences, clauses or sections
contained in the Agreement shall not affect the remaining portions of the Agreement or any part
thereof.
13. This Agreement may be executed in several counterparts each of which shall be
an original and all of which shall constitute but one and the same instrument.
14. The City and the District shall at all times observe and comply with the laws,
ordinances, regulations and codes of Federal, State, County and other local government agencies,
which may in any manner affect the performance of this Agreement.
15. Neither party hereto may assign their respective rights and duties hereunder
except upon prior written consent of the other party. This Agreement shall be binding upon and
inure to the benefit of the parties hereto and their respective permitted assigns, successors and
representatives.
16. This Agreement shall be deemed dated and become effective on the date the last
of the parties signs as set forth below, which date shall be the date stated on the first page of this
Agreement.
SIGNATURE PAGE FOLLOWS
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,
IN WITNESS WHEREOF, the undersigned have entered into and executed this
Agreement on the date and year first written above.
CITY OF ELGIN BOARD OF COMMUNITY UNIT SCHOOL
DISTRICT NO. 300
By ■ti.�/i i �./!� By
Sear' R. Stegall, City Ma :er e Miller,President
Lest: Attest:
Kimberly Dewis, ity Clerk Dave Alessio, Secretary
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STATE OF ILLINOIS )
) SS.
COUNTY OF K A N E )
I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO
HEREBY CERTIFY that Sean R. Stegall, City Manager of the City of Elgin, an Illinois
municipal corporation, and Kimberly Dewis, City Clerk of said municipal corporation, and
personally known to me to be the same persons whose names are subscribed to the foregoing
instrument, appeared before me this day in person and severally acknowledged that as such City
Manager and City Clerk,they signed and delivered the said instrument as City Manager and City
Clerk as their free and voluntary act, and free and voluntary act and deed of said corporation, for
the uses and purposes therein set forth.
Given under my hand and official seal this gday of kt erme v .e ,2015.
IMPRESS NOTARIAL
SEAL HERE 4
JENNIFER QUINTON
OFFICIAL SEAL % ary Puy IC
Notary Public.State of Illinois
�.; .., My Commission Expires
.,rty,Y,,,' January 10,2016
STATE OF ILLINOIS )
) SS.
COUNTY OF K A N E )
I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO
HEREBY CERTIFY that Anne Miller, President of Community Unit School
District No. 300 and Dave Allesio, Secretary of said corporation, and personally
known to me to be the same persons whose names are subscribed to the foregoing instrument,
appeared before me this day in person and severally acknowledged that as such President and
Secretary, they signed and delivered the said instrument as President and Secretary as their free
and voluntary act, and free and voluntary act and deed of said corporation, for the uses and
purposes therein set forth.
Given under my hand and official seal this 22 day of September, 2015.
IMPRESS NOTARIAL
SEAL HERE
Official Seal Notary Public
Gayle Seaton
Notary Public State of Illinois
My Commission Expires 09/15/2017
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