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HomeMy WebLinkAboutContract 2082~~8'2 ~U JOINT POWERS AGREEMENT between the CITY OF COLUMBIA HEIGHTS and INDEPENDENT SCHOOL DISTRICT NO. 13 THIS AGREEMENT is made by and between the City of Columbia Heights, a Minnesota municipal corporation ("the City"), and Independent School District No. 13, a Minnesota municipal corporation ("the District"), collective referred to herein as "the Parties" and individually as a "Party." Article 1 Enabling Authority Minnesota Statutes section 471.59 provides that two or more governmental units may by agreement jointly exercise any power common to the contracting parties. Minnesota Statute sections 123B.02 and 123B.51 provide school districts with authority to construct school buildings and utilize them for community recreational purposes. Minnesota Statutes sections 471.15-.191 provide school districts and cities with authority to acquire and operate facilities for community recreational programs. Article 2 Purpose The Parties desire to establish a mechanism whereby they may jointly exercise powers common to each participating Party concerning the following: A. The construction, maintenance and operation of recreational facilities on the current District campus at 1400 49th Avenue, N.E. in Columbia Heights. The location and extent of the recreational facilities is indicated on the attached Exhibit A ("Facilities"). Said Facilities include two new gymnasiums, two exercise rooms and related areas. B. Provide other similar or related services and programs as determined by the Parties. Nothing in this Agreement shall act as a waiver by a participating Party of its individual power and legal authority to provide recreational facilities. Article 3 Name The name of this joint powers entity shall be the Columbia Heights Recreational Cooperative ("CHRC"). Article 4 Governance 4.1 The Parties shall govern and control the Facilities as provided within this Agreement. There shall be no joint powers board. 4.2 The City acknowledges that the Facilities are situated entirely upon the District's land and adjoin the Senior High School, and that a large portion of the Facilities, including one gymnasium, an exercise room and associated facilities will be primarily, but not exclusively, utilized for educational purposes, including related extracurricular and co-curricular activities. Consequently, the District shall have physical control of the Facilities except as provided herein. 4.3 The District acknowledges that a portion of the Facilities, including one gymnasium, is financed by the City and intended to be utilized primarily by the community at large. Subject to the District's need to maintain safety and security for its students, staff and property, access to and use of said portion of the Facilities is to be determined by the City as further set forth in this Agreement. 4.4 There shall be a Facilities Committee composed of six members, three from each Party. The Facilities Committee is not a joint powers board and serves in an advisory capacity only. The members shall serve at the discretion of the Party appointing them to the Committee. The Committee shall meet at least quarterly, with additional meetings held at the discretion of the Committee. The purpose of the Facilities Committee is to: 4.4.1 Receive input from each Party and their respective agents and employees on issues relating to the operation of the Facilities. 4.4.2 Draft policies, guidelines or rules for the operation of the Facilities and convey said draft policies, guidelines or rules to the City Council and School Board for review and approval. 4.4.3 Report to the Superintendent and City Manager on the status and usage of the Facilities so as to keep the Parties properly informed. 2 4.4.4 Mediate any disputes arising between the Parties concerning the operation of the Facilities. The Committee shall report to the City Manager and the Superintendent the existence and status of any dispute as well as any proposed resolution. 4.5 In the event that the Parties can not or do not resolve disputes informally as provided in this Agreement, the matter shall be referred to a third party mediator jointly chosen by the Parties. The cost of mediation shall be shared equally by the Parties. If mediation is unsuccessful, either party may, within 30 days following mediation, serve upon the other party a written demand for arbitration. Said service shall be in the same manner as prescribed by the Minnesota Rules of Civil Procedure and shall set forth the issue(s) to be arbitrated. The Parties shall agree upon the arbitrator within 30 days of service of the demand. The arbitration process (conducting discovery, motions, etc.) shall be stipulated by the Parties, or if no agreement may be reached, shall be determined by the arbitrator(s). The cost of the arbitrator(s) shall be shared equally by the Parties. The decision rendered by the arbitrator(s) shall be binding and not appealable. Except as otherwise provided herein, any arbitration shall be subject to the Minnesota Uniform Arbitration Act. Article 5 Management of Facilities 5.1 Control and Access. 5.1.1 Access to the entire Facilities shall be controlled via the District's electronic card key system or other District security system as determined by the District. No independent security or access system, including manual door locks, shall be utilized without permission from the District. The District shall have whatever master keys or cards are necessary to allow District personnel full access to the entire Facilities as needed for the purposes of inspection, maintenance and security. This paragraph is not intended to expand or alter the District's actual use of the Facilities by students and/or District staff as otherwise set forth in this Agreement. 5.1.2 The City shall have full, independent access to the City Gym and related areas, as indicated in Exhibit A. Except as otherwise provided in this Article, the City shall have the exclusive right to control the usage of the City Gym and related areas, subject to 3 District policies and state law insofar as they regulate the use of public school property, including but not limited to, restrictions on smoking, alcohol and weapons. 5.1.3 The District shall have full, independent access and control of the District Gym, Exercise Room and related areas, as indicated on Exhibit A. 5.2 Maintenance. 5.2.1 Following final completion and acceptance of the Facilities, including all commissioning and startup work, the District shall maintain the District gym and related areas. The City shall maintain the City gym and related areas unless the Parties agree otherwise. In the event there are any concerns or issues with the maintenance of the Facilities, the party with concerns shall contact the representative for the other party and seek resolution. The representative for the District is the District Director of Business Services. The representative for the City is the City Manager or his or her designee. If a concern or issue remains unresolved, it shall be referred to the Facilities Committee. 5.2.2 In the event that the Parties agree to have the District maintain the City gym and related areas, the City shall pay the District for the City's portion of the maintenance costs. Maintenance costs include the cost of having a properly certified District employee undertaking required boiler checks during the heating season. If the City does not have the District maintain the City gym and related areas, the City shall pay the labor cost of the boiler checks required when the Facilities are not otherwise utilized by the District. Maintenance costs shall be calculated by dividing the square footage of the City's Gym and related facilities by the total square footage of the Facilities and applying that percentage to the total Facility maintenance costs. For the period beginning at final completion of the Facilities through December 31, 2009, the total maintenance costs shall be estimated based upon the square footage cost of maintenance in the existing High School. In December 2009, and every December thereafter, the Parties shall review the actual cleaning and maintenance costs for the Facilities and set the compensation for the following calendar year. 4 5.2.3 In the event that non-routine repairs or maintenance of the City Gym and related areas is necessary, and said work is estimated to cost less than $500, the District shall provide written notice of said work to the City Manager at least three days before undertaking the work. The District shall invoice the City for the actual cost of the work, including the cost of District personnel, if any. Said invoice shall be paid within 30 days of the date of the invoice. 5.2.4 In the event repair or maintenance of the City Gym and/or related areas will result in an estimated expenditure of $500 or more, such repair or maintenance shall not proceed until written notice is given to the City Manager and the proposed work is approved by the City Council. 5.2.5 Notwithstanding Paragraphs 5.2.3 and 5.2.4, in case of emergency, where damage to person or property is imminent or is of such likelihood and urgency that approval by the City is not practicable, notice shall be given to the City Manager as soon as reasonably possible and the District shall take such steps as are reasonably necessary to eliminate the threat of damage to person or property. The District shall invoice the City for the actual cost of the work, including the cost of District personnel, if any. Said invoice shall be paid within 30 days from the date of the invoice. 5.3 Scheduling. 5.3.1 The City shall schedule the use of the City Gym and related facilities. The City shall provide the District with the City's schedule for review by the District for compliance with District policies. The District's approval of the schedule shall not be unreasonably withheld. The City's schedule shall be deemed approved by the District unless the District provides the City Manager with written objections within two weeks after receipt of the schedule. 5.3.2 If the City desires to have community access to the District's exercise room within the Facilities, the City shall consult with the District's Director of Business Services and then propose a schedule pursuant to the timelines set forth in Paragraph 5.3.1. 5.3.3 Except as otherwise provided herein, the District shall schedule the use of the District Gym, Exercise Room and related facilities. 5 5.3.4 The City may request access to the District's Gym, Exercise Room and related facilities, and the District may request access to the City's Gym and related facilities, for special events, tournaments, etc. Such requests shall be made pursuant to the timelines set forth in Paragraph 5.3.1 or by special request at least 60 days in advance of the event. Neither Party guarantees availability of their respective facilities for such events, but shall endeavor to make their facilities available to the extent practicable and appropriate. 5.3.4.1 In the event that one Party is utilizing the other Party's Gym and/or related areas, the Party utilizing said space shall provide appropriate and reasonable supervision of the users. Said supervisory personnel shall be trained as necessary to clean up blood-born pathogens and other bodily fluids in accordance with District policy and state and federal law. 5.4 Utilities. 5.4.1 For heating, ventilation and air conditioning, the Facilities shall be served by a combination of the District's existing boilers and new roof top units. To the extent that the City's Gym and related facilities are serviced by the District's equipment, the cost of providing those HVAC services shall be paid by the City. The cost shall be calculated by dividing the square footage of the City's Gym and related facilities by the total square footage of the Facilities and applying that percentage to the Facility HVAC costs. The City reserves the right to separately meter its use of the District's HVAC services. Any such metering equipment necessary to accomplish the same shall be installed at the sole cost and expense of the City. 5.4.2 The City Gym and related facilities shall have its own electrical meter. The City shall either pay the electric company directly or pay the District based upon the actual cost imposed by the electric company. The District shall endeavor to exclude the Facilities from Excel's ``Brown-out" program. In the event the Facilities are not excluded, the City Gym and related facilities shall be subject to the program's requirements and restrictions. 5.4.3 Water shall be provided to the Facilities by the District without cost to the City. 5.4.4 All telephone and low voltage wiring desired by the City within the City Gym and related facilities shall be installed at the City's cost 6 but compatible with the District's existing low voltage systems. In the event the City desires one or more phones within the City Gym and related facilities, said phones shall be fully compatible with the District's phone system. All monthly phone costs resulting from services requested by the City shall be paid by the City. 5.4.5 All utility costs for which the City is responsible shall be invoiced to the City on a monthly basis. The City shall pay the invoices within 30 days of the date of the invoice. 5.4.6 In the event that any utility equipment that is utilized by both Parties, including but not limited to boilers and other HVAC equipment, is in need of repair or replacement, the Parties shall split the cost of the repair or replacement. Each Party's respective share shall be calculated on the basis of square footage, in the manner set forth in section 5.4.1. 5.5 Parking_ The District shall designate all or a portion of the westernmost parking lot, as well as 12 parking spaces in the center parking lot (as close as possible to the City Gym), on the north side of 49~' Street as the location for parking for those who utilize the City Gym and related facilities for community recreation. The City shall provide all parking signs it deems necessary for said parking, and shall be responsible for enforcing any parking restrictions for those parking areas. All other District parking lots and private roads or drives shall continue to be utilized exclusively for District staff, students and guests. Article 6 Insurance and Liability 6.1 The District shall provide property and general liability coverage for the Facilities up to the limits contained in Minnesota Statutes section 466.04, as amended. The premium costs of providing said insurance coverage shall be apportioned between the District and the City based upon the each Party's square footage of their respective portion of the Facilities. The Party responsible for the cost of deductibles and uncovered claims or losses shall be determined by the location where the damage or injury occurred and the Party who controlled the premises or activity at the time the damage or injury occurred. Property damage and personal injuries occurring within the City Gym and related facilities are presumed to be the responsibility of the City, and property damage and personal injuries occurring in the remainder of the Facilities are presumed to be the 7 responsibility of the District, unless one Party was utilizing or otherwise exerting control over the activities in the other Party's facilities. 6.2 Notwithstanding any other provision of this Agreement, each Parry shall be responsible for injuries to its own employees to the extent required by law. Each Party will maintain workers' compensation insurance or self- insurance covering its own employees while they are providing services within the Facilities. Each Party waives the right to sue the other Party for any workers' compensation benefits paid to its own employees or their dependents, even if the injuries were caused wholly or partially by the negligence of the other Party or its employees. 6.3 To the full extent permitted by law, actions by the Parties pursuant to this Agreement are intended to be and shall be construed as a "cooperative activity" and it is the intent of the Parties that they shall be deemed a "single governmental unit" for the purposes of liability, all as set forth in Minnesota Statutes section 471.59, subdivision 1 a(a); provided further that for purposes of that statute, each party to this Agreement expressly declines responsibility for the acts or omissions of the other party. The Parties to this Agreement are not liable for the acts or omissions of the other Party to this Agreement except to the extent to which they have agreed in writing to be responsible for acts or omissions of the other Party. Article 7 Facility Funding and Construction 7.1 The plans and specifications for construction of the Facilities shall be approved by the School Board and the City Council prior to any work commencing on the project. All substantial modifications to the approved Facilities design that occur during construction shall be approved by both Parties in a timely manner so as not to unreasonably delay the project. Oversight and management of the construction project shall be undertaken by the District. 7.2 The initial cost of constructing the Facilities shall be born by both Parties, with the City contributing up to $3.5 million and the District contributing up to $4.4 million ("Construction Funds"). Additional City contributions to the initial construction cost shall be made only after City approval of the additional cost. 7.3 The plans, specifications and division of costs for all subsequent capital improvement projects concerning the Facilities shall be approved by the 8 governing bodies of both Parties prior to construction of the capital improvements. 7.4 Each party shall establish and maintain a dedicated Capital Improvement Fund ("CIF") for their respective portions of the Facilities. The Parties shall contribute $5,000 per year to their respective CIFs to fund future improvements to the Facilities. To the extent any Construction Funds remain following final completion of the Facilities, the remaining portion of each Party's funds shall be deposited in the Party's respective CIF. 7.5 CHRC shall not have authority to issue bonds or otherwise incur debt. Article 8 Term This Agreement shall commence upon approval of the governing body of each Parry and signature of the official(s) with authority to bind the Party. This Agreement shall remain in effect until rescinded or terminated in accordance with the terms contained herein. Article 9 Withdrawal and Termination 9.1 Following final completion of construction and payment of its share of the construction costs, the City may unilaterally withdraw from the CHRC by giving the District 180 days written notice of said withdrawal. Upon the expiration of the 180 days, the City shall be deemed withdrawn, the CHRC shall be terminated, all invoices and debt owed by the City to the District under this Agreement shall be paid in full, and the City shall relinquish all rights to, and interest in, the Facilities. Any personal property belonging to the City within the Facilities, but not permanently affixed thereto, shall be removed by the City or forfeited to the District. Upon request, the City shall furnish the District with a quit claim deed and/or a bill of sale for the Facilities and property contained therein. 9.2 The District may withdraw from the CHRC only for cause due to (i) breach of this Agreement by the City, or (ii) due to other acts or omissions by the City or its employees or agents that unreasonably interfere with the District's ability to reasonably utilize the District Gym, Exercise Room and/or related facilities. Such withdrawal by the District shall occur only after (i) giving 180 days written notice to the City of the intent to withdraw and the reasons therefore; and (ii) before or during the 180-day notice period, attempting to resolve any defaults or disputes through discussions 9 with the Facilities Committee or through mediation. In the event the default or unreasonable interference is not remedied and the 180-day notice period expires, the District shall be deemed withdrawn, the CHRC shall be terminated, ail invoices and debt owed by the Ciry to the District under this Agreement shall be paid in full, and the City shall relinquish all rights to, and interest in, the Facilities. Any personal property belonging to the City within the Facilities, but not permanently affixed thereto, shall be removed by the City or forfeited to the District. Upon request, the City shall furnish the District with a quit claim deed and/or a bill of sale for the Facilities and property contained therein. 9.3 In the event that the District consolidates with one or more other districts and the District campus on 49t'' Avenue continues to be utilized by the consolidated district, this Agreement shall continue with the successor consolidated district assuming all of the District's rights and obligations contained herein. In the event that the Facilities and the building to which they are attached are sold by the District before March 1, 2038, the City shall be compensated for the value of its investment in the City Gym and related facilities as calculated by the straight line depreciation method. As of March 1, 2038, the City gym and related facilities shall be deemed fully depreciated and no compensation shall be due the City if the Facilities are sold. 10 IN WITNESS WEREOF, the Parties have caused this Agreement to be executed by the persons authorized to act for their respective Parties on the date shown below. f! ~ `t City of Columb' Heights In epee nt School istri No. 13 Gary L. Petersf~n, Mayor ~ issv Lee, 00 oard Chair By; G~%~~/./i~~ ~,~ Walter R. Fehst, City'Manager BY~ ~ ~ os ph Sturdevant, Clerk By: Kathy Kel , Superintende Date: ~~-/`-%-D~' Date: `~ ~~~~b 11