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2023-05-15 - Ordinance 2023-067 - AUTHORIZING AN INTERGOVERMENTAL AGREEMENT WITH THE VILLAGE OF WHEELING RELATING TO THE MAINTENANCE AND OWNERSHIP RESPONSIBILITES OF THE LAKE COOK ROAD PROJECT ORDINANCE NO. 2023-067 AN ORDINANCE AUTHORIZING AN INTERGOVERMENTAL AGREEMENT WITH THE VILLAGE OF WHEELING RELATING TO THE MAINTENANCE AND OWNERSHIP RESPONSIBILITES OF THE LAKE COOK ROAD PROJECT WHEREAS,the Village of Buffalo Grove is a home rule unit pursuant to the Illinois Constitution of 1970; and WHEREAS,the Village of Buffalo Grove seeks to enter into an intergovernmental Agreement with the Village of Wheeling for the maintenance and electric costs associated with the traffic signal and lighting improvements along Lake Cook Road; and WHEREAS, the annual cost for maintenance and energy to the Village will vary annually based upon a variety of factors, including but not limited to,traffic accidents, energy rates and usage, as well as degradation of equipment. NOW THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF BUFFALO GROVE, COOK AND LAKE COUNTIES, ILLINOIS, as follows: SECTION 1. The foregoing recitals are hereby adopted and incorporated and made a part ofthis Ordinance as if fully set forth herein. SECTION 2. The Village Manager is authorized to enter into an Intergovernmental Agreement with the Village of Wheeling for the maintenance and electric costs associated with the traffic signal and lighting improvements along Lake Cook Road, a copy of said agreement is attached hereto, pending attorney review. SECTION 3. If any section, paragraph, clause, or provision of this Ordinance shall be held invalid, the invalidity thereof shall not affect any other provision of this Ordinance. SECTION 4. This Ordinance shall be in full force and effect from and after its passage and approval and shall not be codified. AYES: 6—Johnson, Cesario,Ottenheimer,Stein, Pike,Weidenfeld NAYES: 0- None ABSENT: 0- None PASSED: May 15, 2023 APPROVED: May 15, 2023 PUBLISHED: �/lay 16, 2023 ATTE�T: APPRO D: — _��— �� Jan . �rabian Villa e�'ierk Eric N. Smith Vi `e President , g , g INTERGOVERNMENTAL AGREEMENT FOR STREETLIGHT MAINTENANCE ON LAKE COOK ROAD This Service Agreement (the "Agreement") is made and entered into by and between the Village of Wheeling ("Wheeling"), a body politic and corporate of the State of Illinois, and the Village of Buffalo Grove (`Buffalo Grove"), a body politic and corporate of the State of Illinois. Wheeling and Buffalo Grove are sometimes collectively referred to as the "Parties." RECITALS WHEREAS, various streetlights and related systems have been installed at various intersections in and around Wheeling and Buffalo Grove by the County WHEREAS, the Project includes installation of a new street light system and associated appurtenances (the"New Streetlights")at the Intersections; and WHEREAS, the Parties wish to designate responsibility for the costs to maintain the New Streetlights after their completion; and WHEREAS, the Parties, by this instrument, desire to memorialize their respective obligations and responsibilities toward future maintenance responsibilities ofthe completed New Streetlights. NOW THEREFORE, in consideration of the promises, covenants, terms and conditions set forth in this Agreement, the Parties hereto agree as follows: SECTION 1. INCORPORATION OF RECITALS The above recitals are incorporated into this Agreement as set forth herein. SECTION 2. TERM AND TERMINATION This Agreement shall not become effective unless authorized and executed by the Wheeling Village President and the Buffalo Grove Village President. This Agreement is a legal, valid, and binding agreement, enforceable against the Parties. This Agreement shall continue until it is terminated by Agreement of the parties. SECTION 3. VILLAGES' RESPONSIBILITIES 3.1 Post-Proiect Maintenance of Streetlights. Following completion of the New Streetlights by the County, Wheeling and Buffalo Grove shall have the following obligations: a. Buffalo Grove will be responsible for all street light maintenance and electrical costs for the streetlights on the circuit of "Proposed Lighting Controller BGl" and "Proposed Lighting Controller BG2"on the attached exhibit. b. Wheeling will be responsible for all street light maintenance and electrical costs for the streetlights on the circuit of"Proposed Lighting Controller W2"on the attached e�chibit. 446140_1 c. Wheeling will be responsible for seventy two percent (72%) and Buffalo Grove will be responsible for twenty eight percent(28%)of the electrical costs for streetlights on the circuit of"Proposed Lighting Controller W 1"as shown on the attached exhibit. d. Wheeling will be responsible for street light maintenance costs on all streetlights highlighted green on the attached exhibit. There will be thirty-one(31) lights in total. e. Buffalo Grove will be responsible for street light maintenance costs on all streetlights highlighted pink on the attached exhibit. There will be twelve(12) lights in total. £ Any conduit or wiring repair costs that fall in-between a Buffalo Grove light pole and Village of Wheeling light pole will be shared at fifty percent(50%)each. g. Buffalo Grove will be responsible for one hundred percent (100%) of maintenance costs of the Buffalo Grove sidewalk within Wheeling right of way. SECTION 5. GENERAL PROVISIONS 5.1 Governing Law and Venue. This Agreement shall be interpreted under, and governed by, the laws of the State of Illinois, without regard to conflicts of laws principles. Any claim, suit, action, or proceeding brought in connection with this Agreement shall be in the Circuit Court of Cook County and each Party hereby irrevocably consents to the personal and subject matter jurisdiction of such court and waives any claim that such court does not constitute a convenient and appropriate venue for such claims, suits, actions, or proceedings. 5.2 Default. A Party shall be in default hereunder in the event of a material breach by such Party (the "Defaulting Party") of any term or condition of this Agreement including, but not limited to, a representation or warranty, where the Defaulting Party has failed to cure such breach within thirty (30) days after written notice of breach is given by another Party (the "Non-Defaulting Party"), setting forth the nature of such breach. Failure of a Non-Defaulting Party to give written notice of breach to the Defaulting Party shall not be deemed to be a waiver of the right of such Non- Defaulting Party to assert such breach at a later time. Upon default the Non-Defaulting Party shall be entitled to exercise all available remedies at law and in equity. The Non-Defaulting Party shall be entitled to reasonable attorneys' fees and costs relating to litigation initiated by the Non- Defaulting Party. In the event of a default by either of the Villages, the County shall be notified in writing by the Non-Defaulting Party. If the County assumes the maintenance obligation of the Defaulting Party for any period of time and incurs expenses in so doing, the County may charge the Defaulting Party for any such reasonable expense. 5.3 Modification. This Agreement may not be altered, modified or amended except by a written instrument signed by all Parties. Provided, however, the Parties agree that provisions required to be inserted in this Agreement by laws, ordinances, rules, regulations or executive orders are deemed inserted whether or not they appear in this Agreement and that in no event will the failure to insert such provisions prevent the enforcement of this Agreement. 5.4 Force Majeure. Neither the County, nor Buffalo Grove, nor Wheeling, shall be liable for failing to fulfill any obligation under this Agreement to the extent any such failure is caused by any event beyond such Party's control and which event is not caused by such Party's fault or negligence. Such events shall include but not be limited to acts of God, acts of war, fires, lightning,floods, epidemics or riots. 446140 1 2 5.5 De minimis Costs. When the terms of this agreement result in a total invoice cost of$250.00 or less from one Party to the other, it shall be deemed de minimis and voided by both Parties. 5.6 Payment: Scheduled payments such as electrical costs will be reimbursed to the Village of Wheeling on a yearly basis, submitted to the Village of Buffalo Grove by March ISt for all billing in the prior year. The Village of Buffalo Grove will then make payment to the Village of Wheeling within ninety (90) days of receipt of the invoice. Unexpected costs such as damage to utility conduits or otherwise will be reimbursed at the time of incident. The Village of Wheeling will invoice the Village of Buffalo Grove within ninety (90) days of these incidents, with payment being made by the Village of Buffalo Grove within ninety (90)days following receipt of the invoice. 5.7 Notices. Unless otherwise specified, any notice, demand or request required under this Agreement must be given in writing at the addresses set forth below by any of the following means: personal service, overnight courier or first-class mail. TO WHEELING: Village Manager Village of Wheeling 2 Community Boulevard Wheeling, [L 60090 TO BUFFALO GROVE: Village Manager Village of Buffalo Grove 50 Raupp Blvd. Buffalo Grove, IL 60089 5.6 Entire A�reement. This Agreement constitutes the entire agreement between Buffalo Grove and Wheeling, and merges all discussion between them and supersedes and replaces any and every other prior or contemporaneous agreement, negotiation, understanding, commitment and writing with respect to such subject matter hereof. 446140 1 3 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their respective officials on the dates as shown. VILLAGE OF WHEELING: A �, , �'fCi ,..i� Patrick Horc � Village �r sident , , :::�;:.,,�,1 Village of Wh ing •''"��'a�,° y.'� ' - •�.��,P�' °�� ;.> a�V �►, �"�,J � , ;J w : a• '37 "t-- f . �I � _� ��a� This 7�rday of � _ A.D. 2023. ;;,4;t �u�'Y�� %; • . 1J � :,�� ATTES M�'�•�'•••.....••.y�� a Village C ,;;,iNOIS�s�� (SEAL) VILLAGE OF FFALO GROVE : � — --__— < _ \ Eric N. Smith Village President Village of Buffalo Grove Thisa�� day of �-'�r�<q A.D.�.7.�i3 ATTEST: ,�-� �� Y� �,,�,1,�s:.u�, �.,_ Village Clerk (SEAL) = - � '�, - ` , .. �.��-�_ -�'� �:�- ..J — � - _ - . , :-� 1 J� � _ � +�n"�a'� /� \ . �� ' `i..~ „��....J- 1 ! �` �� __' � 446140 1 4