3.5. SR 09-09-1996ity of
TO:
FROM:
DATE:
SUBJECT:
**ITEM 3.5.**
MEMORANDUM
Mayor & City Council ~
Lori Johnson, Asst. City Administrator~
Finance Director
September 4, 1996
Approval of Minnesota Municipal
Utilities Association Services
Agreement for Participation in its
Regional Safety Program
At the last City Council meeting we briefly discussed the option of the city
participating in Minnesota Municipal Utilities Association (MMUA) Safety
Program. At that time the Council adopted a motion authorizing the City to
participate in MMUA's program with funding to come from the Self
Insurance Fund. I would now like to address the questions raised regarding
the program as well as have the Council formally approve the Services
Agreement.
Attached for your review is a copy of the Services Agreement with MMUA.
The Agreement allows for two days of on site services to be divided by the
Utilities and the City. In order to have two days at each location (which we
do not feel is necessary at this point) we would need to enter into separate
agreements at an additional cost of $3,300 each. The Agreement outlines the
City's obligations and MMUA's obligations on page three. Please keep in
mind that the City is still responsible for providing training to its employees
based on recommendations from the Safety Coordinator.
Finally, the total cost for the program is $15,551.00. The fee is calculated
based on a fixed fee charged to each entity participating plus a per employee
fee. Using this same method to apportion the cost between the Utilities and
the City, the City's share will be $10,039.30.
Action Requested
The City Council is asked to approve the Services Agreement between the
City of Elk River and the Minnesota Municipal Utilities Association for
participation in its Regional Safety Program.
13065 Orono Parkway · P.O. Box 490 · Elk River, MN 55330 · (612) 441-7420 · Fax: (612) 441-7425
Minnesota Municipal Utilities Association
SERVICES AGREEMENT
Date: September 1. 1996 Contract No. 9
Compliance Services
For purposes of this agreement, the Minnesota Municipal Utilities Association shall hereinafter be
referred to as MMUA and Elk River Municipal Utilities and City of Elk River shall hereinafter be
referred to as Elk River.
PART I - Scope of Services
PART 11 - Duration / Amendment / Renewal
PART ~I - Obligations
PART IV- Standard Terms and Conditions
The terms of this agreement are hereby accepted by the parties.
F. lk River Municinal 1 Itiliti~
Title
/
Minnegnta Mnnle. lnal T Ttillti~g Aeqnclatlc~n
Title
F~¥en~tiv~ Dir~ntnr
By
Title
City nfF. lk River
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Minnesota Municipal Utilities Association
PART I- SCOPE OF SERVICES
MMUA will provide/deliver for the duration of this Agreement:
1. The services ora person engaged by MMUA, in the capacity of Regional Safety Coordinator.
The assigned Regional Safety Coordinator will:
a. Plan, organize and/or conduct regular monthly safety meetings at the city.
b. Develop and maintain a standard compliance management record keeping and reporting
system at the city.
c. The record system will include (check those covered by this agreement):
~ Required OSHA records
Required DOT records
Required ADA records
Other (list):
3. The services described above will be provided in the following utility/municipal departments:
a. No. Employees
b. No. Employees
c. No. Employees
d. No. Employees
e. No. Employees
PART II- DURATION / AMENDMENT / RENEWAL
DURATION: This Agreement shall remain in force from September 1, 1996 until December
31, 1997 (the "expiration date").
AMENDMENT: This Agreement may be amended or modified upon the mutual agreement
of both parties but only if in writing. Such amendment or addendum shall be signed, dated
and appended to this Agreement.
RENEWAL: This Agreement shall renew automatically for the next twelve-month calendar
year period following the expiration date unless terminated by written notice given by either
MMUA or Elk River prior to the sixty (60) day period immediately prior to the expiration
date.
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Minnesota Municipal Utilities Association
PART llI- OBLIGATIONS
COMPENSATION: For the services covered by this Agreement, Elk River shall pay MMUA
a fee of fifteen thousand five hundred fif~y-one dollar~ ($15,551.00) for the 1997 annual
period. Such compensation shall be due and payable according to the selected payment terms
below:
Payment terms for the fee agreed to above shall be based on one of the following options
(select one):
[] One annual payment ($15,551.00)
[] Four quarterly payments ($3,887,75 each)
[] Twelve monthly payments ($1,295,92 each)
For any term of less than twelve full calendar months, the fee shall be a portion of the annual
fee, pro-rated based on the number of calendar months or partial calendar months in which
the services were provided as a percentage of twelve (12). Your pro-rated amount for the
remaining four (4) months of 1996 shall be five thousand one hundred eighty-three dollars
and sixty-eight cents ($5,183,68) payable in one lump sum or four monthly payments of
$1,295,92 each.
OTHER CITY OBLIGATIONS:
· Provide work space for Regional Safety Coordinator when on-site.
· Provide clerical support for Regional Safety Coordinator.
· Schedule participation of employees in regular safety meetings.
· Provide required training for employees as recommended by Regional Safety Coordinator.
· Provide to MMUA in a timely manner any information MMUA indicates is needed to
perform the services hereunder. MMUA may rely on the accuracy of information
provided by Elk River and its representatives.
· Provide annual written evaluation of services of MMUA and its Regional Safety
Coordinator.
MMUA OBLIGATIONS:
· Employ, assign and supervise Regional Safety Coordinator.
· Provide current, uniform interpretation of rules and regulations.
· Recommend a standard Compliance Management Record System.
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Minnesota Municipal Utilities Association
PART IV- STANDARD TERMS AND CONDITIONS
INDEPENDENT CONTRACTOR: In the performance of services hereunder, MMUA is an
independent contractor and shall not be considered an employee, agent or representative of
Elk River for any purpose. The services performed by MMUA under this Agreement are
solely for the benefit of Elk River. Nothing contained in this Agreement shall create any
duties, liabilities, or obligations on the part of MMUA toward any person other than Elk
River.
STANDARD OF CARE/INDEMNIFICATION: Elk River acknowledges that MMUA
undertakes to provide the services described herein to Elk River as a member of MMUA and,
similarly to other members of MMUA, consistent with its nonprofit purpose and that in so
doing, MMUA affords to Elk River a convenience, cost savings and efficiency otherwise not
available to Elk River from other service providers. Elk River acknowledges that MMUA
will exercise its best efforts to perform the described services in accordance with current rules
and practices but acknowledges that the ultimate responsibility for an interpretation of law
lies with Elk River and its City Attorney and the application of such law and of the
appropriate methods and practices also lies with Elk River in the exercise of its best
judgement with reasonable and due regard for the safety of its employees and other third
persons.
MMUA assumes no responsibility under this Agreement other than to render the services
called for in good faith. It shall not be responsible for any action of Elk River, its agents, or
employees in following or declining to follow any advice or recommendation of MMUA.
MMUA shall only be liable to Elk River by reason of acts constituting bad faith, willful
misconduct, gross negligence or reckless disregard of its duties and, subject to the foregoing,
none of the MMUA, its members, directors, officers or employees shall be liable to Elk River
or to any official employee or agent of Elk River or any person claiming against or by virtue
of its relationship with Elk River.
Elk River shall defend, indemnify and hold harmless MMUA against any and all claims, civil
or criminal, made by any person against MMUA, the Regional Safety Coordinator or any
director, employee or agent of MMUA which arises from or in any manner is related to this
Agreement or the subject matter of this Agreement and from and against any and all costs and
expenses arising from or related thereto.
SCOPE AND SCHEDULE CHANGES: The fees agreed to in Part III constitute MMUA's
estimate of the effort and charges required to perform the services described in Pan I.
Services not expressly set forth in this Agreement are excluded from the obligations of
MMUA. IfMMUA is delayed in performing its services hereunder by any act of war, force
majeure or other circumstance beyond its control, then the schedule of performance shall be
extended for the number of days as the occurrence delays performance and the compensation
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Minnesota Municipal Utilities Association
limits under the Agreement shall be equitably adjusted, if necessary, to compensate MMUA
for any additional costs due to the delay.
FINANCING CHARGES FOR LATE PAYMENTS: If Elk River fails to pay undisputed
invoiced amounts within 30 days alter delivery of invoice, additional charges shall become due
and payable at a rate of 1 '/2 percent per month (or the maximum percentage allowed by law,
whichever is lower) on the unpaid amounts. All payments shall first be credited against any
accrued interest. If Elk River fails to pay invoiced amounts within 60 days after delivery of
invoice, MMUA at its sole discretion, may suspend work hereunder without incurring any
liability or waiving any right established hereunder or by law.
WORK PRODUCT: Elk River shall preserve and protect MMUA's proprietary and copyright
interests, rights and privileges with respect to works of general application provided by
MMUA to Elk River. Elk River and MMUA may use and duplicate materials developed by
MMUA specifically for Elk River pursuant to this Agreement without obligation of royalty
or first seeking consent.
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