IV.4. Approval of Hennepin County Healthy Tree Canopy Grant Agreement; StadlerSeptember 7, 2021 ��� Council Report 2021-083
APPROVE HENNEPIN COUNTY HEALTHY TREE CANOPY GRANT AGREEMENT
Proposed Action.
Staff recommends that the Council approve the following motion: Move that Council approve a
Hennepin Countv Healthy Tree Canopv Grant Agreement, Contract No. PR00003478 and
authorize the P�blic Works Director to sign the contract on behalf of the City.
Overview:
The City was successful in securing a Hennepin County Healthy Tree Canopy grant in the
amount of $44,660. The City must provide a 25% match, or $14,890. The gant funds will be
used to supplement City funds expended for public Ash tree removals and replacement tree
planting through December 1, 2022.
SuAAorting Information:
- Grant Agreement, Contract No: PR00003478
- Descriptions and costs of grant-funded activities
Steven J. Stadler
Public Works Director
Contract No: PR00003478
GRANT AGREEMENT
This Agreement is between the COUNTY OF HENNEPIN, STATE OF MINNESOTA, A-2300
Government Center, Minneapolis, Minnesota 55487, on behalf of the Hennepin County
Environment and Energy Department, 701 South Fourth Avenue, Suite 700, Minneapolis,
Minnesota 55415 ("COLTNTY"), and City of Hopkins, 11100 Excelsior Boulevard, Hopkins,
MN 55343 ("GRANTEE").
The parties agree as follows:
TERM AND AMOUNT OF GRANT
GRANTEE shall complete all grant requirements ("Grant Requirements"), if any,
commencing September 15, 2021 and expiring December 1, 2022, unless cancelled or
terminated earlier in accordance with the provisions herein.
The total amount of this grant, including all reimbursable expenses, is forty-four thousand
six hundred sixty dollars ($44,660) ("Grant Funds").
2. GRANT REQUIREMENTS
The GRANTEE shall operate its healthy tree canopy grant project ("Project"), including
the proposed Project budget, as described in the application submitted by the GRANTEE
and kept on file with the COLTNTY.
GRANTEE shall remove seventy five ash trees and plant eighty-five replacement trees.
See attachment A for details regarding the project scope.
The GRANTEE shall provide twenty-five percentage matching funds as described in the
project budget and project requirements, as well as provide proof of matching funds
before reimbursement. See attachment B for budget details.
Submit to the DEPARTMENT in a format acceptable to the COUNTY a final report by
December l, 2022.
3. GRANT DISBURSEMENT
COLTNTY shall pay Grant Funds directly to GRANTEE after completion of the Grant
Requirements, if any, and upon the presentation of a claim as provided by law governing
COUNTY's payment of claims and/or invoices. GRANTEE shall submit invoices
quarterly on forms which may be furnished by COUNTY. Payment shall be made within
thirty-five (35) days from receipt of the invoice.
The COLTNTY shall pay all Tree Grant Funds once work is completed to the GRANTEE
valued not-to-exceed $44,660. Reimbursable expenses are limited to budget line items.
Crrant Form 101 (Revised 08/2021)
Any reimbursable expense which exceeds forty-four thousand six hundred sixty dollars
($44,660) shall receive prior written approval from the Contract Administrator.
GRANTEE shall not provide services under this Agreement without receiving a purchase
order or purchase order number supplied by COUNTY. All invoices shall display a
Hennepin County purchase order number and be sent to the central invoice receiving
address supplied by COUNTY.
4. INDEPENDENT CONTRACTOR
GRANTEE shall select the means, method, and manner of performing Grant
Requirements, if any. Nothing is intended nor should be construed as creating or
establishing the relationship of a partnership or a joint venture between the parties or as
constituting GRANTEE as the agent, representative, or employee of COLTNTY for any
purpose. GRANTEE is and shall remain an independent contractor under this
Agreement. GRANTEE shall secure at its own expense all personnel required in
completing Grant Requirements, if any, under this Agreement. GRANTEE's personnel
and/or subcontractors engaged to perform any work required by this Agreement will have
no contractual relationship with COUNTY and will not be considered employees of
COLTNTY. COLTNTY shall not be responsible for any claims related to or on behalf of
any of GRANTEE's personnel, including without limitation, claims that arise out of
employrnent or alleged employment under the Minnesota Unemployment Insurance Law
(Minnesota Statutes Chapter 268) or the Minnesota Workers' Compensation Act
(Minnesota Statutes Chapter 176) or claims of discrimination arising out of state, local or
federal law, against GRANTEE, its officers, agents, contractors, or employees. Such
personnel or other persons shall neither accrue nor be entitied to any compensation,
rights, or benefits of any kind from COiJNTY, including, without limitation, tenure
rights, medical and hospital care, sick and vacation leave, workers' compensation,
unemployment compensation, disability, severance pay, and retirement benefits.
NON-DISCRIMINATION
A. In accord�nce with COUNTY's policies against discrirr�ination, GRA?�TTEE shall
not exclude any person from full employment rights nor prohibit participation in
or the benefits of any program, service or activity on the grounds of any protected
status or class, including but not limited to race, color, creed, religion, national
origin, sex, gender expression, gender identity, age, disability, marital status,
sexual orientation, or public assistance status. No person who is protected by
applicable law against discrimination shall be subjected to discrimination.
B. COiTNTY encourages GRANTEE to develop and implement a policy promoting
diversity, equity, and inclusion in GRANTEE's workplace.
Grant Form 101 (Revised 08/2021) 2
6. INDEMNIFICATION
GRANTEE shall defend, indemnify, and hold harmless COLTNTY, its present and former
officials, officers, agents, volunteers and employees from any liability, claims, causes of
action, judgtnents, damages, losses, costs, or expenses, including attorney's fees,
resulting directly or indirectly from any act or omission of GR.ANTEE, a subcontractor,
anyone directly or indirectly employed by them, and/or anyone for whose acts and/or
omissions they may be liable in the performance of this Agreement, and against all loss
by reason of the failure of GRANTEE to perform any obligation under this Agreement.
For clarification and not limitation, this obligation to defend, indemnify and hold
harmless includes but is not limited to any liability, claims or actions resulting directly or
indirectly from alleged infringement of any copyright or any property right of another,
the employment or alleged employment of GRANTEE personnel, the unlawful disclosure
and/or use of protected data, or other noncompliance with the requirements of these
provisions.
7. INSURANCE
GRANTEE shall purchase insurance or utilize a self-insurance program sufficient to
cover the maximum level of Minnesota tort liability limits under Minnesota Statute,
Chapter 466.
DUTY TO NOTIFY
GRANTEE shall promptly notify COLJNTY of any demand, claim, action, cause of
action or litigation brought against GRANTEE, its employees, officers, agents or
subcontractors, which arises out of this Agreement. GRANTEE shall also notify
COUNTY whenever GRANTEE has a reasonable basis for believing that GRANTEE
and/or its employees, officers, agents or subcontractors, and/or COLTNTY, might become
the subject of a demand, claim, action, cause of action, administrative action, criminal
arrest, criminal charge or litigation arising out of this Agreement.
9. DATA PRIVACY AND SECURITY
A. GRANTEE, its officers, agents, owners, partners, employees, volunteers and
subcontractors shall, to the extent applicable, abide by the provisions of the
Minnesota Government Data Practices Act, Minnesota Statutes, chapter 13
(MGDPA) and all other applicable state and federal laws, rules, regulations and
orders relating to data or the privacy, confidentiality or security of data, which
may include but is not limited to the Health Insurance Portability and
Accountability Act of 1996 and its implementing regulations (HIPAA). For
clarification and not limitation, COUNTY hereby notifies GRANTEE that the
requirements of Minnesota Statutes section 13.05, subd. 11, apply to this
Agreement. GRANTEE shall promptly notify COUNTY if GRANTEE becomes
aware of any potential claims, or facts giving rise to such claims, under the
Grant Form 101 (Revised 08/2021) 3
MGDPA or other data, data security, privacy or confidentiality laws, and shall
also comply with the other requirements of this Section.
Classification of data, including trade secret data, will be determined pursuant to
applicable law and, accordingly, merely labeling data as "trade secreY' by
GRANTEE does not necessarily make the data protected as such under any
applicable law.
B. In addition to the foregoing MGDPA and other applicable law obligations,
GRANTEE shall comply with the following duties and obligations regarding
County Data and County Systems (as each term is defined herein). As used
herein, "County Data" means any data or information, and any copies thereof,
created by GRANTEE or acquired by GRANTEE from or through COiTNTY
pursuant to this Agreement, including but not limited to handwriting, typewriting,
printing, photocopying, photographing, facsimile transmitting, and every other
means of recording any form of communication or representation, including
electronic media, email, letters, works, pictures, drawings, sounds, videos, or
symbols, or combinations thereof.
If GRANTEE has access to or possession/control of County Data, GRANTEE
shall safeguard and protect the County Data in accordance with generally
accepted industry standards, all laws, and all then applicable COUNTY policies,
procedures, rules and directions. To the extent of any inconsistency between
accepted industry standards and such COiTNTY policies, procedures, rules and
directions, GRANTEE shall notify COLTNTY of the inconsistency and follow
COLTNTY direction. GRANTEE shall immediately notify COLINTY of any
known or suspected security breach or unauthorized access to County Data, then
comply with all responsive directions provided by COLTNTY. The foregoing
shall not be construed as eliminating, limiting or otherwise modifying
GRANTEE's indemnification obligations herein.
C. Upon expiration, cancellation or termination of this Agreement:
(1) At the discretion of COLTNTY and as specified in writing by the Contract
Administrator, GRANTEE shall deliver to the Contract Administrator all
County Data so specified by COUNTY.
(2) COLJNTY shall have full ownership and control of all such County Data.
If COLTNTY permits GRANTEE to retain copies of the County Data,
GRANTEE shall not, without the prior written consent of COLTNTY or
unless required by law, use any of the County Data for any purpose or in
any manner whatsoever; shall not assign, license, loan, sell, copyright,
patent and/or transfer any or all of such County Data; and shall not do
anything which in the opinion of COiJNTY would affect COiJNTY's
ownership and/or control of such County Data.
Grant Form 101 (Revised 08/2021) 4
(3) Except to the extent required by law or as agreed to by COLINTY,
GRANTEE shall not retain any County Data that are confidential,
protected, privileged, not public, nonpublic, or private, as those
classifications are determined pursuant to applicable law. In addition,
GRANTEE shall, upon COUNTY's request, certify destruction of any
County Data so specified by COIJNTY.
10. RECORDS — AVAILABILITY/ACCESS
Subject to the requirements of Minnesota Statutes section 16C.05, subd. 5, COUNTY, the
State Auditor, or any of their authorized representatives, at any time during normal
business hours, and as often as they may reasonably deem necessary, shall have access to
and the right to examine, audit, excerpt, and transcribe any books, documents, papers,
records, etc., which are pertinent to the accounting practices and procedures of
GRANTEE and involve transactions relating to this Ageement. GRANTEE shall
maintain these materials and allow access during the period of this Agreement and for six
(6) years after its expiration, cancellation or termination.
1 l. SUCCESSORS, SUBCONTRACTING AND ASSIGNMENTS
A. GRANTEE binds itself, its partners, successors, assigns and legal representatives
to COLJNTY for all covenants, agreements and obligations herein.
B. GRANTEE shall not assign, transfer or pledge this Agreement whether in whole
or in part, nor assign any monies due or to become due to it without the prior
written consent of COUNTY. A consent to assign shall be subject to such
conditions and provisions as COLJNTY may deem necessary, accomplished by
execution of a form prepared by COUNTY and signed by GRANTEE, the
assignee and COiJNTY. Permission to assign, however, shall under no
circumstances relieve GRANTEE of its liabilities and obligations under the
Agreement.
C. GRANTEE shall not subcontract this Agreement whether in whole or in part,
without the prior written consent of COUNTY. Permission to subcontract,
however, shall under no circumstances relieve GRANTEE of its liabilities and
obligations under the Agreement. Further, GRANTEE shall be fully responsible
for the acts, omissions, and failure of its subcontractors in the performance of any
specified contractual services, and of person(s) directly or indirectly employed by
subcontractors. Contracts between GRANTEE and each subcontractor shall
require that the subcontractor's services be performed in accordance with this
Agreement. GRANTEE shall make contracts between GRANTEE and
subcontractors available upon request. For clarification and not limitation of the
provisions herein, none of the following constitutes assent by COUNTY to a
contract between GRANTEE and a subcontractor, or a waiver or release by
COiTNTY of GRANTEE's full compliance with the requirements of this Section:
(1) COLTNTY's request or lack of request for contracts between GRANTEE and
Grant Form 101 (Revised 08/2021) 5
subcontractors; (2) COiJNTY's review, extent of review or lack of review of any
such contracts; or (3) COLTNTY's statements or actions or omissions regarding
such contracts.
D. As required by Minnesota Statutes section 471.425, subd. 4a, GRANTEE shall
pay any subcontractor within ten (10) days of GRANTEE's receipt of payment
from COLTNTY for undisputed services provided by the subcontractor, and
GRANTEE shall comply with all other provisions of that statute.
12. MERGER, MODIFICATION AND SEVERABILITY
A. The entire Agreement between the parties is contained herein and supersedes all
oral agreements and negotiations between the parties relating to the subject
matter. All items that are referenced or that are attached are incorporated and
made a part of this Agreement. If there is any conflict between the terms of this
Agreement and referenced or attached items, the terms of this Agreement shall
prevail.
GRANTEE and/or COUNTY are each bound by its own electronic signature(s)
on this Agreement, and each agrees and accepts the electronic signature of the
other party.
B. Any alterations, variations or modifications of the provisions of this Agreement
shall only be valid when they have been reduced to writing as an amendment to
this Agreement signed by the parties. Except as expressly provided, the
substantive legal terms contained in this Agreement including but not limited to
Indemnification, Insurance, Merger, Modification and Severability, Default and
Cancellation/Termination or Minnesota Law Governs may not be altered, varied,
modified or waived by any change order, implementation plan, scope of work,
development specification or other development process or document.
C. If any provision of this Agreement is held invalid, illegal or unenforceable, the
remaining provisions will not be affected.
13. DEFAULT AND CANCELLATION/TERMINATION
A. If GRANTEE fails to perform any of the provisions of this Ageement, fails to
administer the work so as to endanger the performance of the Agreement or
otherwise breaches or fails to comply with any of the terms of this Agreement, it
shall be in default. Unless GRANTEE's default is excused in writing by
COIINTY, COLTNTY may upon written notice immediately cancel or terminate
this Agreement in its entirety. Additionally, failure to comply with the terms of
this Agreement shall be just cause for COLTNTY to delay payment until
GRANTEE's compliance. In the event of a decision to withhold payment,
COITNTY shall furnish prior written notice to GRANTEE.
Grant Form 101 (Revised 08/2021) (
B. Notwithstanding any provision of this Agreement to the contrary, GRANTEE
shall remain liable to COLTNTY for damages sustained by COLTNTY by virtue of
any breach of this Agreement by GRANTEE. Upon notice to GRANTEE of the
claimed breach and the amount of the claimed damage, COUNTY may withhold
any payments to GRANTEE for the purpose of set-off until such time as the exact
amount of damages due COLJNTY from GRANTEE is determined. Following
notice from COUNTY of the claimed breach and damage, GRANTEE and
COUNTY shall attempt to resolve the dispute in good faith.
C. The above remedies shall be in addition to any other right or remedy available to
COLTNTY under this Agreement, law, statute, rule, and/or equity.
D. COUNTY's failure to insist upon strict performance of any provision or to
exercise any right under this Agreement shall not be deemed a relinquishment or
waiver of the same, unless consented to in writing. Such consent shall not
constitute a general waiver or relinquishment throughout the entire term of the
Agreement.
E. This Agreement may be canceled/terminated with or without cause by COiTNTY
upon thirty (30) days' written notice.
F. If this Agreement expires or is cancelled or terminated, with or without cause, by
either party, at any time, GRANTEE shall not be entitled to any payment, fees or
other monies except for payments duly invoiced for then-delivered and accepted
deliverables/milestones pursuant to this Agreement. In the event GRANTEE has
performed work toward a deliverable that COLTNTY has not accepted at the time
of expiration, cancellation or termination, GRANTEE shall not be entitled to any
payment for said work including but not limited to incurred costs of performance,
termination expenses, profit on the work performed, other costs founded on
termination for convenience theories or any other payments, fees, costs or
expenses not expressly set forth in this Agreement.
G. GRANTEE has an affirmative obligation, upon written notice by COiJNTY that
this Agreement may be suspended or cancelled/terminated, to follow reasonable
directions by COUNTY, or absent directions by COUNTY, to exercise a fiduciary
obligation to COiJNTY, before incurring or making further costs, expenses,
obligations or encumbrances arising out of or related to this Agreement.
14. SURVIVAL OF PROVISIONS
Provisions that by their nature are intended to survive the term, cancellation or
termination of this Agreement do survive such term, cancellation or termination. Such
provisions include but are not limited to: SERVICES TO BE PROVIDED GRANT
REQUIREMENTS; 1NDEPENDENT CONTRACTOR; 1NDEMNIFICATION;
1NSURANCE; DUTY TO NOTIFY; DATA PRIVACY AND SECURITY; RECORDS-
Grant Form 101 (Revised 08/2021) 7
AVAILABILITY/ACCESS; DEFAULT AND CANCELLATION/TERMINATION;
MEDIA OUTREACH; and MINNESOTA LAW GOVERNS.
15. GRANT ADMINISTRATION
In order to coordinate the services of GRANTEE with the activities of the Hennepin
County Department of Environment and Energy so as to accomplish the purposes of this
Agreement, Jennifer Kullgren, senior environmentalist, who can be contacted at (612)
596-1175 at Jen.Kullgren@Hennepin.us or successor (Contract Administrator), shall
manage this Agreement on behalf of the COUNTY and serve as liaison between the
COUNTY and GRANTEE.
Jay Strachota, who can be contacted at 952-548-6372 and jstrachota@hopkinsmn.com,
shall manage the agreement on behalf of GRANTEE. GRANTEE may replace such
person but shall immediately give written notice to COiJNTY of the name, phone number
and email/fax number (if available) of such substitute person and of any other subsequent
substitute person.
16. COMPLIANCE AND NON-DEBARMENT CERTIFICATION
A. GRANTEE shall comply with all applicable federal, state and local statutes,
funding sources, regulations, rules and ordinances currently in force or later
enacted.
B. GRANTEE certifies that it is not prohibited from doing business with either the
federal government or the state of Minnesota as a result of debarment or
suspension proceedings.
17. RECYCLING
COiJNTY encourages GRANTEE to establish a recycling program for at least three
materials, such as newsprint, office paper, glass, plastic, and metal.
18. NOTICES
Unless the parties otherwise agree in writing, any notice or demand which must be given
or made by a party under this Agreement or any statute or ordinance shall be in writing,
and shall be sent registered or certified mail. Notices to COiJNTY shall be sent to the
County Administrator with a copy to the originating COLTNTY department at the address
given in the opening paragaph of this Agreement. Notice to GRANTEE shall be sent to
the address stated in the opening paragraph of this Agreement or to the address stated in
GRANTEE's Form W-9 provided to COLTNTY.
Grant Form 101 (Revised 08/2021)
19. CONFLICT OF INTEREST
GRANTEE affirms that to the best of GRANTEE's knowledge, GRANTEE's
involvement in this Agreement does not result in a conflict of interest with any party or
entity which may be affected by the terms of this Agreement. Should any conflict or
potential conflict of interest become known to GRANTEE, GRANTEE shall immediately
notify COUNTY of the conflict or potential conflict, specifying the part of this
Agreement giving rise to the conflict or potential conflict, and advise COLTNTY whether
GRANTEE will or will not resign from the other engagement or representation. Unless
waived by COITNTY, a conflict or potential conflict may, in COUNTY's discretion, be
cause for cancellation or termination of this Agreement.
20. MEDIA OUTREACH
GRANTEE shall notify COLTNTY, prior to publication, release or occurrence of any
Outreach (as defined below). The parties shall coordinate to produce collaborative and
mutually acceptable Outreach. For clarification and not limitation, all Outreach shall be
approved by COLJNTY, by and through the Public Relations Officer or his/her
designee(s), prior to publicafion or release. As used herein, the term "Outreach" shall
mean all media, social media, news releases, external facing communications,
advertising, marketing, promotions, client lists, civic/community events or opportunities
and/or other forms of outreach created by, or on behalf of, GRANTEE (i) that reference
or otherwise use the term "Hennepin County," or any derivative thereof; or (ii) that
directly or indirectly relate to, reference or concern the County of Hennepin, this
Agreement, the Grant Requirements performed hereunder or COUNTY personnel,
including but not limited to COLTNTY employees and elected officials.
21. MINNESOTA LAWS GOVERN
The laws of the state of Minnesota shall govern all questions and interpretations
concerning the validity and construction of this Agreement and the legal relations
between the parties and their performance. The appropriate venue and jurisdiction for
any litigation will be those courts located within the County of Hennepin, state of
Minnesota. Litigation, however, in the federal courts involving the parties will be in the
appropriate federal court within the state of Minnesota.
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Grant Form 101 (Revised 08/2021) 9
COUNTY ADMINISTRATOR APPROVAL
Reviewed for COLJNTY by
the County Attorney's Office:
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Reviewed for COLJNTY by:
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Document Assembled by:
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COUNTY OF HENNEPIN
STATE OF MINNESOTA
Grant Form 101 (Revised 08/2021) 1 �
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GRANTEE
GRANTEE warrants that the person who executed this Agreement is authorized to do so on
behalf of GRANTEE as required by applicable articles, bylaws, resolutions or ordinances.*
:
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*GRANTEE represents and warrants that it has submitted to COLTNTY all applicable
documentation (articles, bylaws, resolutions or ordinances) that confirms the signatory's
delegation of authority. Documentation is not required for a sole proprietorship.
Grant Form 101 (Revised 08/2021) 11
Ash Tree Removal,
City of Hopkins Replacement and New
Tree Care
Ste:; � 6/7/2�21
Directions: Complete this form in detail. Common line items are indicated for eligible expenses. Add or change categories and add rows
as necessary. This form has formu/as; double check fo be sure totals are accurate. If you have any questions about the budget form,
confact Jen Kullgren at 612-596-1175 or trees@hennepin.us.
Exoense Descriation Cost aer Item Number of items Funds Match
Re u sted Su lied
Contractor costs (ex. labor, services, Contractor planting
supplies, and equipment) services 65 85 4,140 1,385
Trees
Planting supplies (ex. water bags, grow
tubes, bark protection, compost, etc.)
Site preparation
Ash tree removal
Insecticide treatments of ash trees
Trees
Tree protectors, water
bags, stakes, webbing
ties, hand pruners,
compost
Contractual ash tree
remova I
R�++.,.-...-L.�i..��... � n�i
Equiprnent (up to $5,000 in total that are A�t-
necessary to complete the project ) �,*�E�
Software purchases (such as ArcGIS) or
tethnology
Gravel-bed construction materials (ex. pea
gravel, barriers, and bare root trees)
Education and outreach materials
Local trainings or certifications
Consultant time
165
25
520
85 10,520
40 750
75
4
29,250
�5A
3,505
250
9,750
�']
Other requests
$ 44,660.00 $ 14,890.00