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HomeMy WebLinkAboutC-4281 \')'Z® AMENDMENT NO. 1 TO MEMORANbUM OF AGREEMENT BETWEEN THE SAN GABRIEL VALLEY COUNCIL OF GOVERNMENTS AND THE CITY OF ARCADIA FOR PARTICIPATION OF THE SAN GABRIEL VALLEY NEIGHBORHOOD COYOTE PROGRAM This Amendment No. 1 ("Amendment") to the Memorandum of Agreement Between the San Gabriel Valley Council of Governments (the "SGVCOG") and the City of Arcadia (the "City") For Participation in the San Gabriel Valley Neighborhood Coyote Program, dated June 15, 2021 (the"MOA") shall be effective upon the date executed by both Parties hereto ("Effective Date"). RECITALS A. SGVCOG and City entered into the MOA to participate in the San Gabriel Valley Coyote Management Implementation Plan; and B. SGVCOG has changed the name from Coyote Management Implementation Plan to Neighborhood Coyote Program; and C. SGVCOG and City desire to enter into this Amendment to reflect the name change and to make other changes to the MOA as are set forth herein. NOW THEREFORE, the Parties agree to amend the Agreement as follows: I. Wherever in the Memorandum of Agreement the term "Coyote Management Implementation Plan" appears, such term shall be replaced with Neighborhood Coyote Program. II. Article I. Term, shall be deleted in its entirety and replaced with the following: The term of this MOA shall commence upon execution of the MOA by the Parties and shall continue through October 31, 2023. SGVCOG's Executive Director shall have the option to extend this Agreement, subject to the same terms and conditions contained herein. III. Article II. Responsibilities of the Parties, Section A. Subsection 10, shall be deleted in its entirety and replaced with the following: 10.The SGVCOG shall invoice the City for their share in the cost of the San Gabriel Valley Neighborhood Coyote Program. The total invoice amount shall not exceed Ten Thousand Dollars ($10,000) annually. 1506398.1 1 (a) Initial Payment Amount. The City shall pay no more than Ten Thousand Dollars ($10,000) for the initial payment for the 2021 —2022 fiscal year. The initial invoice will be sent upon the effective date of this MOU and due on July 1st, 2021. (b) Annual Payment Amount. For each subsequent fiscal year, commencing with the 2022 — 2023 fiscal year, the City shall pay no more than Ten Thousand Dollars ($10,000) annually on a fiscal year (July 1st to June 30th) basis to the SGVCOG for participation in the San Gabriel Valley Neighborhood Coyote Program. IV. Article II. Responsibilities of the Parties, Section B., Subsection 1., shall be deleted in its entirety and replaced with the following: 1. Participate in coordination calls and meetings with the SGVCOG and all municipalities that have entered into a Memorandum of Agreement with the SGVCOG for the Neighborhood Coyote Program for the November 1, 2021 through October 31, 2023 term. V. Article III. Project Management, Section A, shall be deleted in its entirety and replaced with the following: A. Project Managers 1. For the purposes of this MOA, SGVCOG designates the following individuals as Project Managers: Ana Bordallo, Management Aide and Samuel Pedersen, Management Aide. 2. For the purposes of this MOA, the City designates the following individual as its Project Manager: Michael Bruckner, Deputy City Manager(City staff) Either Party may change the designations set forth herein upon written notice to the other Party. VI. Article VIII. Other Terms and Conditions,Section A, shall be deleted in its entirety and replaced with the following: A. Notices: All notice required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by electronic mail or certified mail, postage prepaid and return receipt requested, addressed as follows: To SGVCOG: Ana Bordallo Management Aide 1000 S. Fremont Ave, Unit 42 Building A-10N, Suite 10-210 1506398.1 2 Alhambra, CA 91803 (626) 457— 1800 abordallo@sgvcog.org with a copy to: Marisa Creter Executive Director 1000 S. Fremont Avenue, Unit 42 Building A-10N, Suite 10-210 Alhambra, CA 91803 (626) 457-1800 mcreter@sgvcog.org To City: Michael Bruckner Deputy City Manager 240 W. Huntington Drive Arcadia, CA 91007 (626) 574-5401 mbruckner@ArcadiaCA.gov Integration. This Amendment amends, as set forth herein, the MOA and except as specifically amended hereby the MOA shall remain in full force and effect. To the extent there is any conflict between this Amendment and the MOA, the terms and provisions of this Amendment shall control. This Amendment and the MOA, including any exhibits attached to the MOA, integrate all the terms and conditions of the Parties' agreement and supersede all negotiations with respect hereto. The Parties hereby enter into this Amendment No. 1 upon the Effective Date as is set forth above. [Signatures on Next Page] 1506398.1 3 CITY OF ARCADIA By: C Name: l arl--,3 CX-Ci-Cr" By: Title: Gkcc t- 1►rC C r c Name: Dominic Lazzaretto Date: l /a Title: City Manager Date: 1-3,Th.g. 2.3 25:Zi21 ' ppro j d .1e arm: SG CO General Co I Name: gekCii6e1, AfeliQno Title: 'efttll G� y Ckyk Date: UctnC1 22 2Oz J Approved as to Form: City Attorney SAN GABRIEL VALLEY COUNCIL OF GOVERNMENTS 1506398.1 4 \\c o 1 MEMORANDUM OF AGREEMENT BETWEEN THE SAN GABRIEL VALLEY COUNCIL OF GOVERNMENTS AND THE CITY OF ARCADIA FOR PARTICIPATION OF COYOTE MANAGEMENT IMPLEMENTATION PLAN This Memorandum of Agreement ("MOA" or "Agreement") is made as of October 15. 2019 by and between the City of Arcadia, a municipal corporation ('City"), and the San Gabriel Valley Council of Governments, a California joint powers authority ("SGVCOG"). City and SGVCOG may be referred to herein collectively as the"Parties"or individually as a"Party." RECITALS: A. SGVCOG was established to have a unified voice to maximize resources and advocate for regional and member interests to improve the quality of life in the San Gabriel Valley by the member cities and other local governmental agencies. B. City seeks to participate in a Coyote Management Implementation Plan that was developed by the SGVCOG Coyote Management Task Force. C. Under the Coyote Management Implementation Plan, SGVCOG would serve as an entity to provide informational coyote public outreach and education efforts, promote effective human-coyote conflict mitigation strategies, and support a robust wildlife reporting and response mechanism on behalf of City. D. City and SGVCOG desire to set forth the terms of their ongoing collaboration with respect to this effort in this MOA. NOW, THEREFORE, the Parties agree as follows: I. TERM: The term of this MOA between the.Parties shall commence on November 1, 2019 and shall continue through October 31, 2021. The term of this MOA may be extended by mutual written agreement of the Parties. II. RESPONSIBILITIES OF THF. PARTIES: A. SGVCOG. SGVCOG will: 1. Coordinate and implement community meetings/trainings every year. SGVCOG will diligently market the community meetings/trainings prior to the event dates; however,attendance levels are not guaranteed. 2. Conduct youth outreach and education programs for local schools. 3. Coordinate to send mailers to neighborhoods with high numbers of human- coyote encounters and incidents. 4. Manage a website or webpage that contains important and helpful information for residents and businesses regarding coyotes. 5. Maintain an online regional coyote incident reporting system for residents of City. 6. Develop and maintain a regional coyote reporting hotline. 7. Coordinate with the California Department of Fish and Wildlife,the County of Los Angeles, and other relevant external stakeholders on regional coyote management efforts. 8. Provide electronic files of coyote marketing and outreach materials. 9. Manage all invoicing and billing. 10. Submit two invoices to the City, for a not to exceed total of$20,000 over the span of two consecutive years as follows: • The payment of the first invoice will be due within forty-five (45) days upon execution of the agreement for fifty percent (50%), which is $10,000, of the total amount. • The second and final invoice for the remaining $10,000 amount will be submitted on July 1. 2020 for a total of$10,000. B. City. City will: 1. Participate in coordination calls and meetings with the SGVCOG and all municipalities that have entered into a Memorandum of Agreement with the SGVCOG for the Coyote Management Implementation Plan for the November 1, 2019 through October 31,2021 term. 2. Provide a point-of-contact for the purposes of this Agreement with the name, title, and contact information of the individual. If the point-of-contact is reassigned or no longer with the City, a new point-of-contact must be designated within five(5)business days. 3. Assist with the coordination of coyote town halls, community meetings, coyote management workshops, conflict trainings, mailers, social media outreach,and youth outreach and education programs. 4. Provide a municipal meeting space or venue for events and activities within the City of Arcadia related to this MOA and other events within the City that are related to the Coyote Management Implementation Plan. 5. Pay all undisputed invoices submitted by SGVCOG within forty-five (45) days of receipt by City. III. PROJECT MANAGEMENT: A. Project Managers. 1. For the purposes of this MOA. SGVCOG designates the following individual as its Project Manager: Alexander Fung,Management Analyst. 2. For the purposes of this MOA, the City designates the following individual as its Project Manager: Michael Bruckner, Assistant to the City Manager Either Party may change the designations set forth herein upon written notice to the other Party. IV. DEFAULT: REMEDIES: A. Default. A "Default" under this MOA is defined as any one or more of the following: (i) failure of either Party to comply with the terms and conditions contained in this MOA; and/or (ii) failure of either Party to perform its obligations set forth herein satisfactorily. B. Remedies. In the event of a Default by either Party, the non-defaulting Party will provide a written notice of such Default and thirty (30) days to cure the Default. In the event that the defaulting Party fails to cure the Default, or commit to cure the Default and commence the same within such 30-day period and to the satisfaction of the non-defaulting Party, the non-defaulting Party may terminate this MOA. Such termination shall be effective immediately. The remedies described herein are non-exclusive. In the event of a Default by either Party, the non-defaulting Party shall have the right to seek any and all remedies available at law or in equity. V. TERMINATION: A. This MOA may be terminated by either Party at any time, with or without cause, by providing written notice of termination to the other Party. Such termination will be effective thirty(30)days after such notice is received. B. If City terminates this MOA prior to the completion of the Coyote Management Implementation Plan when SGVCOG has not committed a Default, SGVCOG will invoice City for any costs incurred that exceed the amount initially included in the initial invoice. Total billable cost shall not exceed the total project budget. VI. INDEMNIFICATION: A. City agrees to defend, indemnify, and hold free and harmless the SGVCOG, its elected and appointed boards, officials, officers, agents, employees, members, and volunteers, at City's sole expense, from and against any and all claims, actions, suits, or other legal proceedings brought against the SGVCOG, its elected and appointed boards, officials, officers, agents, employee members, and volunteers arising out of or relating to the acts or omissions of City in connection with this Agreement. B. SGVCOG agrees to defend, indemnify, and hold free and harmless the City, its elected officials, officers, agents, employees, and volunteers, at SGVCOG's sole expense, from and against any and all claims, actions, suits, or other legal proceedings brought against the City, its elected officials, officers, agents, employees, and volunteers arising out of or relating to the acts or omissions of SGVCOG in connection with this Agreement. VII. INSURANCE: A. City and SGVCOG shall maintain and keep in full force and effect during the term of this MOA insurance or a program of self-insurance against claims for injuries to persons or damages to property which may arise in connection with City's or SGVCOG's performance of its obligations hereunder. VIII. t : ► 1 1 ► 1 1 . A. Notices. All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by electronic mail or certified mail, postage prepaid and return receipt requested, addressed as follows: To SGVCOG: Alexander Fung Management Analyst 1000 S. Fremont Avenue, Unit 42 Building A-10N, Suite 10-210 Alhambra,CA 91803 (626)457-1800 kward@sgvcog.org with a copy to: Marisa Creter Executive Director 1000 S. Fremont Avenue, Unit 42 Building A-1 ON, Suite 10-210 Alhambra, CA 91803 (626)457-1800 mcreterasgvcog.org To City: Dominic Lazzaretto City Manager 240 W. Huntington Drive Arcadia,CA 91006 (626) 574-5401 domlazz@ArcadiaCA.gov with a copy to: Michael Bruckner Assistant to the City Manager 240 W. Huntington Drive Arcadia.CA 91006 (626) 574-5433 mbruckner@ArcadiaCA.gov B. No Partnership. This Agreement is not intended to be, and shall not be construed as, an agreement to form a partnership, agency relationship, or a joint venture between the Parties. Except as otherwise specifically provided in the Agreement, neither Party shall be authorized to act as an agent of or otherwise to represent the other Party. C. Entire Agreement. This Agreement constitutes the entire understanding between the Parties with respect to the subject mailer herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the Parties in interest at the time of such modification. D. Governing Law. This Agreement shall be governed by and construed under California law and any applicable federal law without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the Parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Los Angeles County, California. E. Attorneys' Fees. In the event that there is any litigation or other legal proceeding between the Parties in connection with this Agreement, each Party shall bear its own costs and expenses, including attorneys' fees. F. Excusable Delays. Neither Party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of any such obligation is prevented or delayed by unforeseen causes including acts of God, floods, earthquakes, fires, acts of a public enemy, and government acts beyond the control and without fault or negligence of the affected Party. Each Party hereto shall give notice promptly to the other of the nature and extent of any such circumstances claimed to delay, hinder, or prevent performance of any obligations under this Agreement. G. Waiver. Waiver by any Party to this Agreement of any term, condition,or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. H. Headings. The section headings contained in this Agreement are for convenience and identification only and shall not be deemed to limit or define the contents to which they relate. I. Assignment. Neither Party may assign its interest in this Agreement, or any part thereof, without the prior written consent of the other Party. Any assignment without consent shall be void and unenforceable. J. Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way. K. Authority to Execute. The person executing this Agreement on behalf of a Party warrant that they are duly authorized to execute this Agreement on behalf'of said Party,and that by doing so the said Party is formally bound to the provisions of this Agreement. IN WITNESS WHEREOF,the Parties hereto have caused this Agreement to be executed as of the day and year first above written. FOR THE CITY OF ARCADIA FOR THE SAN GABRIEL VALLEY COUNCIL OF GOVERNMENTS :J f„.". m zaretto By: 1711-.\ City Manager Marisa Creter Executive Director Date: /O' 22 \ 1 �I � / Date: I (f1 ATTEST: ATTEST: t itp111 LAI -)ftd17 rrv„, City Perk � Marisa Creter, Secretary APPROVED AS TO FORM: • 'PR • S TO": : '1'6vIk-ett., Aft.Ardilk, - Stephen Deitsch General ouns City Attorney