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HomeMy WebLinkAboutC-1657CITY AGREEMENT 20,357 AMENDED AND RESTATED VERDUGO FIRE COMMUNICATIONS SERVICE AGREEMENT BETWEEN THE CITIES OF BURBANK, GLENDALE, AND PASADENA AND THE CITY OF ARCADIA This Agreement is made by and between the CITY OF BURBANK, the CITY OF GLENDALE, and the CITY OF PASADENA (hereinafter referred to collectively as the " VERDUGO CITIES ") and the CITY OF ARCADIA (hereinafter referred as the "CONTRACTING CITY "). RECITALS Whereas the VERDUGO CITIES, to minimize the effect of fire and disaster and to provide the basis for effective mobilization and dispatch of all available firefighting and emergency medical resources, have agreed to operate a joint fire communications system ( "VERDUGO SYSTEM "); Whereas the CONTRACTING CITY has contracted for dispatching of emergency fire and medical response with VERDUGO CITIES continuously since 1999 and desires to continue to contract with the VERDUGO CITIES for the dispatching of emergency fire and medical response; Whereas the CONTRACTING CITY may be called upon to provide mutual aid services or automatic aid services to cities in the Verdugo System and other jurisdictions as designated by the State; Whereas the Parties acknowledge that the VERDUGO CITIES, and specifically, the City of Glendale, have substantial operational experience in providing these types of specified services. Whereas the Parties acknowledge that this Agreement is not a joint powers agreement subject to the provisions of California Government Code Sections 6500 et. seq. and the Parties intend that nothing in this Agreement shall be so construed. The Parties have no intent to create hereby a separate legal entity or public agency and no such entity is hereby created. NOW THEREFORE, the Parties agree as follows: I. RESPONSIBILITIES A. Responsibilities of the Verdugo Cities. It shall be the responsibility of the VERDUGO CITIES to operate the VERDUGO SYSTEM and to do all of the following: 1. Receive 911 and wireless emergency calls; 2. Transfer 911 and wireless calls to other agencies as appropriate; 3. Receive 10 -digit emergency and direct connect (formerly called ring -down, or "P" line) calls on numbers /circuits provided by CONTRACTING CITY; 4. Provide TDD and foreign language translation; 5. Provide Emergency Medical Dispatch pre - arrival and life saving protocols as established by Los Angeles County Fire and approved by Los Angeles County Department of Health Services; Page 1 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI 6. Enter incident information into computer aided dispatch system (CAD), including verified incident address /location, specific location information, informant's location, informant's telephone number, source code for call, basic EMD information, appropriate text and type codes; 7. Time stamp receipt of 911 calls, entry into CAD, dispatch, and all status changes from mobile units initiated on mobile computer terminals (MCT); 8. Electronically document all incident and pertinent non - incident information; 9. Review CAD recommended quantity and type of equipment, alert fire stations by electronic transmission, data and hard copy printout over mobile data system, transmitting tones over voice system, and broadcasting vocal dispatch on designated frequency(s); 10. Provide routine and emergency voice communications; 11. Track and record equipment status, location and availability; 12. Coordinate Area, Regional and specific agency Mutual Aid, Initial Action and Automatic Aid agreements for dispatch purposes only; 13. Formulate, dispatch and track Strike Team responses; 14. Maintain CAD databases; 15. Provide CAD and MIS records management, storage and standard reports; 16. Provide access to CAD information; 17. Provide access to unit histories, unit status, rosters and information; 18. Handle and coordinate FIRST team responses; 19. Request and coordinate mass casualty resources; 20. Provide staff notification by alarm level and/or incident type via wireless device; 21. Notify and coordinate with other city departments and outside agencies as required; 22. Provide recording and retention of radio and telephone transmissions consistent with California law; 23. Provide an annual report of operations; and 24. Provide management and supervision to achieve desired results. B. Responsibilities of Contracting City. It shall be the responsibility of the CONTRACTING CITY to do all of the following: 1. Provide equipment hardware and software which interface with the VERDUGO SYSTEM, (unless otherwise agreed to by all Parties), which include but are not limited to: (a) Telephone and 911 hardware, software, upgrades, lines, instruments, terminations, installation, monthly service or capability not already included or provided, including routing coordination; (b) Station alerting hardware in all fire stations which receive and transmit voice and data signals with features consistent with the VERDUGO SYSTEM; (c) Reliable voice and data mobile radios and terminals in all fire apparatus, with capabilities and features consistent with the VERDUGO SYSTEM; Page 2 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI (d) Reliable voice portable radios for all personnel, with the capabilities and features consistent with the VERDUGO SYSTEM; (e) Voice and/or alpha- numeric pagers or other wireless devices capable of functioning with the VERDUGO SYSTEM; (f) Computers and portable radios capable of communication with VERDUGO SYSTEM; (g) Geographic file information suitable for entry into VERDUGO SYSTEM CAD, including street location data, city maps and other landmark/common place addresses, high value or brush areas, freeway information, and target hazards; 2. Provide listing of all apparatus, including radio designations, cross - staffed manned units and special response vehicles; 3. Provide Fire Department personnel list including titles, radio call signs, office and home phone numbers, pager and cellular telephone numbers; 4. Provide a list of key City personnel and telephone directory; 5. Provide a list of receiving hospitals and access method for paramedics; 6. Provide copies of mutual aid, automatic aid, initial action or other inter- agency agreements; 7. Provide initial and ongoing VERDUGO SYSTEM training to all radio users; 8. Provide copies of FCC licenses; 9. Comply with VERDUGO SYSTEM policies; 10. Use VERDUGO SYSTEM incident type codes, priorities and categories; 11. Approve Emergency Medical Dispatcher Program currently in use; and 12. Provide a chief officer or fire officer to ensure successful implementation and representation on the Verdugo Task Force. II. EQUIPMENT A. Purchase of Equipment. CONTRACTING CITY shall purchase, install, test and maintain equipment and hardware necessary to perform its responsibilities under Section I.B. above. Unless otherwise provided, CONTRACTING CITY shall be responsible for all costs relating to the purchase and installation of all such equipment. In addition to the equipment, CONTRACTING CITY shall be solely responsible for the cost of any additional or related equipment or hardware, software or labor needed to implement its obligations under this Agreement, whether listed or not, including, but not limited to, installation, testing, light /audio relays, shipping, insurance, taxes, antennas and coax, public address system, speakers, and power supplies. Title and ownership of all installations to the VERDUGO SYSTEM, in order to serve the CONTRACTING CITY, shall pass to the VERDUGO CITIES, including but not limited to, hardware, and software. B. Purchase of Future Equipment. As new technology becomes available, the VERDUGO CITIES may, from time to time, purchase new products to enhance the current level of service. The VERDUGO CITIES will provide notice to CONTRACTING CITY of any anticipated purchase, where the costs of purchase of equipment that is the responsibility of the CONTRACTING CITY under section ILA. above are to be borne by the CONTRACTING CITY. Page 3 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI III. TERM This Agreement shall become effective on July 1, 2009, ( "EFFECTIVE DATE ") and remain in effect for a period of three years or until terminated in accordance with the termination provisions herein, whichever occurs earlier. IV. TERMINATION The VERDUGO CITIES, acting by majority vote, or the CONTRACTING CITY may terminate this Agreement by giving written notice of such intent to the other party(ies) at least one (1) year prior to the effective date of such termination. V. COSTS A. Per Incident Cost Until June 30, 2010. Beginning with the EFFECTIVE DATE and until June 30, 2010, CONTRACTING CITY shall pay $250,968.00, payable in two equal semi - annual installments. B. Per Incident Cost After July 1, 2010. After July 1, 2010, the annual cost shall be $60.00 per incident dispatched multiplied by the actual number of calls dispatched during the preceding calendar year. Thereafter, VERDUGO CITIES shall increase the rate for per incident dispatched by 5% per year, rounded to the nearest dollar. The cost per call for CONTRACTING CITY shall not exceed this amount in any single year, unless the overall cost for the VERDUGO SYSTEM is substantially increased by unplanned events, including, but not limited to atypical increases in the Public Employee Retirement System, catastrophic hardware system failures, or natural disasters. C. No Cost to VERDUGO CITIES. Nothing in this Agreement shall be construed to require any of the VERDUGO CITIES to incur any non - reimbursable cost and/or expense for the purpose of implementing this Agreement, or any of its provisions, or to require the VERDUGO SYSTEM to modify, alter, add to, remove or transform any of its existing equipment, system or facilities to implement any of the provisions of this Agreement. It is the intent of this Agreement, and the Parties acknowledge and agree, that any such changes, modifications or alterations shall be at the sole cost of the CONTRACTING CITY. D. Billing. For services rendered for any full fiscal year, CONTRACTING CITY shall be billed by written invoice every January and July of each year for the services provided in this Agreement on a semiannual basis, in advance. All invoices shall be payable within thirty (30) days after receipt. VI. RADIO ROAMING SERVICES A. Description of Services. VERDUGO CITIES shall provide CONTRACTING CITY the nonexclusive use of an available Verdugo talk group for the sole use of the Arcadia Fire Department on the VERDUGO CITIES radio system. This talk group shall only be used in the ordinary course of business to provide fire services to the public. CONTRACTING CITY agrees that it shall utilize no more than 125 Page 4 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI subscriber radios on the radio system. CONTRACTING CITY shall arrange and pay for any and all programming of radios, and shall request approval of the City of Glendale in advance of programming any additional radios to be utilized on the radio system. B. Restrictions on Use of Talk Groups: Any use of talk groups by Subscribers shall be in accordance with the rules and regulations of the Federal Communications Commission and all other applicable state and federal laws. C. Maintenance of Contracting City Radios. CONTRACTING CITY shall perform all maintenance service on its radios, and shall ensure all its radios are operating within the manufacturer's specifications at all times. Should VERDUGO CITIES inform CONTRACTING CITY of a technical problem with one or more of the radios, CONTRACTING CITY shall immediately perform maintenance on such radio as may be required by the City of Glendale to ensure reliability of the radio system. D. Fees for Use of Talk Groups. In consideration of infrastructure contributed by the VERDUGO CITIES to the Interagency Communication Interoperability Network, (ICIS), the VERDUGO CITIES and ICIS waive all fees for the use of the talkgroups until May, 2017. CONTRACTING CITY agrees that the waiver of the fee is limited to its use of radios not to exceed 125 subscriber units per month, utilized solely by the Arcadia Fire Department. For purposes of this agreement, "radio" includes mobile, portable, and station alerting radio equipment. E. Disclaimer. The radio roaming services provided pursuant to this Agreement are offered with no warranty and are at the CONTRACTING CITY's sole risk. VERDUGO CITIES DO NOT REPRESENT OR WARRANT THAT THE RADIO ROAMING SERVICES WILL MEET CONTRACTING CITY's REQUIREMENTS OR WILL BE UNINTERRUPTED, SECURE OR ERROR -FREE. VII. INDEMNITY A. Assumption of Risk. Each Party to this Agreement assumes full and sole responsibility for all risks of injury and damages, including damage to all operating equipment, arising from its own operation and use of, and its own repairs and maintenance performed on the equipment and each shall be solely responsible for all claims, liability, loss, suits, damages, costs, and expenses (including attorneys, fees and costs of litigation) and personal injuries (including death at anytime) resulting directly or indirectly from, or arising out of, its own operation and use of, and its own repairs and maintenance performed on the equipment and accessories. Each Party shall bear the full legal and financial responsibility for its own conduct, actions and omissions carried out in the performance of that Party's obligations and responsibilities under this Agreement. Page 5 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIA] B. Workers' Compensation. Workers' Compensation claims shall be paid by the employer of any injured worker, and subrogation rights against all Parties are expressly waived. C. Liability for Mutual/Automatic Aid. Notwithstanding any other provisions of this Agreement, and with respect to Section I.A.12. above, the CONTRACTING CITY shall indemnify, defend and hold harmless the VERDUGO CITIES and any other public service provider, from and against any claims or liability, including death, injury or property damage, and including the costs of defense, arising out of the making of any calls, initiating any contact, or other actions or omissions relating to Area, Regional and /or specific agency mutual aid and /or automatic aid whenever such aid is contacted or otherwise summoned to respond from outside of the jurisdiction of the CONTRACTING CITY. The Parties acknowledge and agree that whenever such mutual aid and/or automatic aid is contacted or otherwise summoned by the VERDUGO CITIES, such contact is made as a courtesy in order to facilitate the implementation of such mutual aid and /or automatic aid and is not intended to create any liability on the part of the VERDUGO CITIES or any public service provider which provides such mutual aid or automatic aid. All liability for salaries, wages, and other compensation shall be that of each employing agency. VIII. GENERAL PROVISIONS A. Entire Agreement. This Agreement supersedes any and all other Agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereof, and no other Agreement, statement, or promise relating to the subject matter of this Agreement which is not contained herein shall be valid or binding. In interpreting this Agreement and resolving any ambiguities, this Agreement will take precedence over any cover page or attachments. B. Interpretation. This Agreement is the product of negotiation and compromise on the Parties' part. Every provision in this Agreement shall be interpreted as though the Parties equally participated in its drafting. Therefore, notwithstanding the provisions in California Civil Code Section 1654 to the contrary, if this Agreement's language is uncertain, the Agreement shall not be construed against the Party causing the uncertainty to exist. C. Governing Law. The validity of this Agreement and of any of its terms or provisions, as well as the rights and duties of the parties hereunder, shall be governed by the laws of the State of California. D. Severability. Should any part, term or provision of this Agreement or any document required herein to be executed be declared invalid, void or unenforceable, all remaining parts, terms and provisions hereof shall remain in full force and effect and shall in no way be invalidated, impaired or affected thereby. E. Attorneys' Fees. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to reasonable Page 6 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIA] attorney's fees in addition to any other relief to which he, she or it may be entitled. "Prevailing party" means a party who dismisses the action or proceeding in exchange for payment of the sum(s) allegedly due; performance of the term(s) or covenant(s) allegedly breached or violated; or consideration substantially equal to the relief sought in the action. "Reasonable attorneys' fees" of the City Attorney's office means the fees regularly charged by private attorneys who: (a) practice in a law firm located in Los Angeles County; and (b) have an equivalent number of years of professional experience in the subject matter area of the law for which the City Attorney's services were rendered. F. Waiver of Breach. The waiver of either party of any breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach of that same or any other provision. G. Assignment. Nothing under this Agreement shall be construed to give any rights or benefits to any party other than VERDUGO CITIES and CONTRACTING CITY. All duties and responsibilities under this Agreement shall be for the sole and exclusive benefit of VERDUGO CITIES and CONTRACTING CITY, and not for the benefit of any other party. CONTRACTING CITY shall not assign any right or interest in this Agreement, and shall not delegate any duty owed, without VERDUGO CITIES' prior written consent. Any attempted assignment or delegation shall be void and totally ineffective for all purposes, and shall constitute a material breach upon which VERDUGO CITIES may immediately terminate or suspend this Agreement. In the event the VERDUGO CITIES consents to an assignment or delegation, the assignee, delegatee, or its legal representative shall agree in writing to personally assume, perform, and be bound by this Agreement's covenants, conditions, obligations and provisions. H. Successors and Assigns. Subject to the provision regarding assignment, this Agreement shall be binding on the heirs, executors, administrators, successors, and assigns of the respective parties. L Time is of the Essence. Whenever a task is to be performed by CONTRACTING CITY herein same shall be performed consistent with any time constraints set forth hereunder including exhibits, time being considered of the essence of this Agreement. Unless otherwise specified in this Agreement, all references to "days" refer to calendar days. J. Force Maieure. None of the Parties shall be considered in default in the performance of their obligations hereunder or any of them, if such obligations were prevented or delayed by any cause, existing or future beyond the reasonable control of such party which include but are not limited to acts of God, labor disputes or civil unrest. Any delays beyond the control of the Parties shall automatically extend the time schedule as set forth in this Agreement by the period of any such delay. Page 7 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI K. Notices. Notices hereunder must be in writing and, unless otherwise provided herein, shall be deemed validly given on the date either personally delivered to the address indicated below; or on the third (3rd) business day following deposit, postage prepaid, using certified mail, return receipt requested, in any U.S. Postal mailbox or at any U.S. Post Office; or when sent via facsimile to a party at the facsimile number set forth below or to such other or further facsimile number provided in a notice sent under the terms of this paragraph, on the date of transmission of that facsimile. Should any of the Parties have a change of address, they shall immediately notify the other Parties in writing of such change, provided, however, that each address for notice must include a street address and not merely a post office box. All notices, demands or requests shall be given to following addresses: City of Burbank: Fire Chief Burbank Fire Department 311 E. Orange Grove Burbank, CA 91502 Tel. No. 818 - 238 -3473 Fax. No. 818- 238 -3483 City of Arcadia: Fire Chief Arcadia Fire Department 710 S. Santa Anita Ave. Arcadia, CA 91006 -3587 Tel. No. 626 -574 -5100 Fax. No. 818- 446 -7410 City of Glendale: Fire Chief Glendale Fire Department 421 Oak Street Glendale, CA 91204 -1298 Tel. No. 818 -548 -4814 Fax. No. 818 -547 -1031 City of Pasadena: Fire Chief Pasadena Fire Department 199 S. Los Robles Ave., Ste. 550 Pasadena, CA 91101 -2458 Tel. No. 626 - 744 -4675 Fax. No. 818 -585 -9164 L. Counterparts. This Agreement may be executed in counterparts, each of which shall be an original, but all of which shall constitute one and the same document. Each of the Parties shall sign a sufficient number of counterparts, so that each Party will receive a fully executed original of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested to by the proper officers hereunder duly authorized, their official seals to be heretofore affixed. Page 8 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIA] CITY OF ARCADIA Date: S 7 -%D By: �? City Manager (SEAL) ATT i;City By: Clerk J ///////////////���ppp��1/////////��� APPROVED AS TO FORM THIS � � day of , 2010. k�� V / j City Attorney CITY OF BURBANK Date: C'' S- - 10 ATTEST: By: City Jerk / day of * '2010. A/,PVED O FORM THIS By: City Manager (SEAL) Page 9 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI CITY OF GL NDALE Date: l` -viliz) ATTEST: By: — - Cit Cle G(. (Y. 1 ty Manager (SEAL) AS TO F�RM THIS ;U%cl day of 52010. CITY OF PASADENA Date: � 7 /V _9 l AT] By: APP R JASTO ttorney �f By: f--l'-City Manager (SEAL) THIS V day A LAk� .2010. Page 10 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI B. Workers' Compensation. Workers' Compensation claims shall be paid by the employer of any injured worker, and subrogation rights against all Parties are expressly waived. C. Liability for Mutual/Automatic Aid. Notwithstanding any other provisions of this Agreement, and with respect to Section I.A.12. above, the CONTRACTING CITY shall indemnify, defend and hold harmless the VERDUGO CITIES and any other public service provider, from and against any claims or liability, including death, injury or property damage, and including the costs of defense, arising out of the making of any calls, initiating any contact, or other actions or omissions relating to Area, Regional and /or specific agency mutual aid and /or automatic aid whenever such aid is contacted or otherwise summoned to respond from outside of the jurisdiction of the CONTRACTING CITY. The Parties acknowledge and agree that whenever such mutual aid and/or automatic aid is contacted or otherwise summoned by the VERDUGO CITIES, such contact is made as a courtesy in order to facilitate the implementation of such mutual aid and /or automatic aid and is not intended to create any liability on the part of the VERDUGO CITIES or any public service provider which provides such mutual aid or automatic aid. All liability for salaries, wages, and other compensation shall be that of each employing agency. VIII. GENERAL PROVISIONS A. Entire Agreement. This Agreement supersedes any and all other Agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereof, and no other Agreement, statement, or promise relating to the subject matter of this Agreement which is not contained herein shall be valid or binding. In interpreting this Agreement and resolving any ambiguities, this Agreement will take precedence over any cover page or attachments. B. Interpretation. This Agreement is the product of negotiation and compromise on the Parties' part. Every provision in this Agreement shall be interpreted as though the Parties equally participated in its drafting. Therefore, notwithstanding the provisions in California Civil Code Section 1654 to the contrary, if this Agreement's language is uncertain, the Agreement shall not be construed against the Party causing the uncertainty to exist. C. Governing Law. The validity of this Agreement and of any of its terms or provisions, as well as the rights and duties of the parties hereunder, shall be governed by the laws of the State of California. D. Severability. Should any part, term or provision of this Agreement or any document required herein to be executed be declared invalid, void or unenforceable, all remaining parts, terms and provisions hereof shall remain in full force and effect and shall in no way be invalidated, impaired or affected thereby. E. Attorneys' Fees. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to reasonable Page 6 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIA] attorney's fees in addition to any other relief to which he, she or it may be entitled. "Prevailing party" means a party who dismisses the action or proceeding in exchange for payment of the sum(s) allegedly due; performance of the term(s) or covenant(s) allegedly breached or violated; or consideration substantially equal to the relief sought in the action. "Reasonable attorneys' fees" of the City Attorney's office means the fees regularly charged by private attorneys who: (a) practice in a law firm located in Los Angeles County; and (b) have an equivalent number of years of professional experience in the subject matter area of the law for which the City Attorney's services were rendered. F. Waiver of Breach. The waiver of either party of any breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach of that same or any other provision. G. Assignment. Nothing under this Agreement shall be construed to give any rights or benefits to any party other than VERDUGO CITIES and CONTRACTING CITY. All duties and responsibilities under this Agreement shall be for the sole and exclusive benefit of VERDUGO CITIES and CONTRACTING CITY, and not for the benefit of any other party. CONTRACTING CITY shall not assign any right or interest in this Agreement, and shall not delegate any duty owed, without VERDUGO CITIES' prior written consent. Any attempted assignment or delegation shall be void and totally ineffective for all purposes, and shall constitute a material breach upon which VERDUGO CITIES may immediately terminate or suspend this Agreement. In the event the VERDUGO CITIES consents to an assignment or delegation, the assignee, delegatee, or its legal representative shall agree in writing to personally assume, perform, and be bound by this Agreement's covenants, conditions, obligations and provisions. H. Successors and Assigns. Subject to the provision regarding assignment, this Agreement shall be binding on the heirs, executors, administrators, successors, and assigns of the respective parties. L Time is of the Essence. Whenever a task is to be performed by CONTRACTING CITY herein same shall be performed consistent with any time constraints set forth hereunder including exhibits, time being considered of the essence of this Agreement. Unless otherwise specified in this Agreement, all references to "days" refer to calendar days. J. Force Maieure. None of the Parties shall be considered in default in the performance of their obligations hereunder or any of them, if such obligations were prevented or delayed by any cause, existing or future beyond the reasonable control of such party which include but are not limited to acts of God, labor disputes or civil unrest. Any delays beyond the control of the Parties shall automatically extend the time schedule as set forth in this Agreement by the period of any such delay. Page 7 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI K. Notices. Notices hereunder must be in writing and, unless otherwise provided herein, shall be deemed validly given on the date either personally delivered to the address indicated below; or on the third (3rd) business day following deposit, postage prepaid, using certified mail, return receipt requested, in any U.S. Postal mailbox or at any U.S. Post Office; or when sent via facsimile to a party at the facsimile number set forth below or to such other or further facsimile number provided in a notice sent under the terms of this paragraph, on the date of transmission of that facsimile. Should any of the Parties have a change of address, they shall immediately notify the other Parties in writing of such change, provided, however, that each address for notice must include a street address and not merely a post office box. All notices, demands or requests shall be given to following addresses: City of Burbank: Fire Chief Burbank Fire Department 311 E. Orange Grove Burbank, CA 91502 Tel. No. 818 - 238 -3473 Fax. No. 818- 238 -3483 City of Arcadia: Fire Chief Arcadia Fire Department 710 S. Santa Anita Ave. Arcadia, CA 91006 -3587 Tel. No. 626 -574 -5100 Fax. No. 818- 446 -7410 City of Glendale: Fire Chief Glendale Fire Department 421 Oak Street Glendale, CA 91204 -1298 Tel. No. 818 -548 -4814 Fax. No. 818 -547 -1031 City of Pasadena: Fire Chief Pasadena Fire Department 199 S. Los Robles Ave., Ste. 550 Pasadena, CA 91101 -2458 Tel. No. 626 - 744 -4675 Fax. No. 818 -585 -9164 L. Counterparts. This Agreement may be executed in counterparts, each of which shall be an original, but all of which shall constitute one and the same document. Each of the Parties shall sign a sufficient number of counterparts, so that each Party will receive a fully executed original of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested to by the proper officers hereunder duly authorized, their official seals to be heretofore affixed. Page 8 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIA] CITY OF ARCADIA Date: S 7 -%D By: �? City Manager (SEAL) ATT i;City By: Clerk J ///////////////���ppp��1/////////��� APPROVED AS TO FORM THIS � � day of , 2010. k�� V / j City Attorney CITY OF BURBANK Date: C'' S- - 10 ATTEST: By: City Jerk / day of * '2010. A/,PVED O FORM THIS By: City Manager (SEAL) Page 9 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI CITY OF GL NDALE Date: l` -viliz) ATTEST: By: — - Cit Cle G(. (Y. 1 ty Manager (SEAL) AS TO F�RM THIS ;U%cl day of 52010. CITY OF PASADENA Date: � 7 /V _9 l AT] By: APP R JASTO ttorney �f By: f--l'-City Manager (SEAL) THIS V day A LAk� .2010. Page 10 of 10 VERDUGO DISPTACH AGREEMENT 2009 ARCADIAI CITY AGREEMENT NO. 18,793 • �, Iwo ---;a C �loa7�p I VERDUGO FIRE COMMUNICATIONS SERVICE AGREEMENT This Agreement (hereinafter "Agreement ") is made by and between the CITY OF GLENDALE, the CITY OF BURBANK, and the CITY OF PASADENA (hereinafter referred to collectively as the WERDUGO CITIES ") and the CITY OF ARCADIA (hereinafter referred to as the "CONTRACTING CITY'). I. PURPOSE The " VERDUGO SYSTEM" was previously created by agreement for the express purpose of operating a joint communication system to provide mobilization, organization and operation of the fire and emergency medical resources within the VERDUGO CITIES, to minimize the effect of fire and disaster and to provide the basis for effective mobilization and dispatch of all available firefighting and emergency medical resources within said cities. The CONTRACTING CITY desires to contract with the VERDUGO CITIES for the purpose of providing for the dispatching of emergency fire and medical response for the CONTRACTING CITY. The parties agree that providing such operations through the VERDUGO SYSTEM will be efficient and economically in the best interests of the respective parties. The purpose of this Agreement is to set forth the respective rights, duties, obligations, costs and other necessary provisions relating to each of the parties (hereafter collectively referred to as the `PARTICIPATING PARTIES ") in order to facilitate the orderly and efficient provision of specified services. The parties acknowledge that the VERDUGO CITIES, and specifically, the City of Glendale, have substantial operational experience in providing these types of specified services. It is also the purpose of this Agreement to assure the ongoing and continued participation of the CONTRACTING CITY in order to effectively and efficiently provide the services specified herein to the satisfaction and benefit of the PARTICIPATING PARTIES hereto, including any mutual aid services provided between the CONTRACTING CITY and other cities pursuant to written agreement. It is also the purpose of this Agreement to supplement the JOINT FIRE COMMUNICATIONS SYSTEM AGREEMENT ( "JFCSA "), and not to amend, alter or modify said JFCSA. The parties acknowledge and agree that whenever there is a conflict, either actual or implied, between this Agreement and the JFCSA, the provisions, terms and conditions of the latter shall prevail. II. RESPONSIBILITIES A. RESPONSIBILITIES OF VERDUGO CITIES 6 It shall be the responsibility of the VERDUGO CITIES to operate the VERDUGO SYSTEM and to do all of the following: 1. Receive 911 and wireless emergency calls; 2. Transfer 911 and wireless calls to other agencies as appropriate; 3. Receive 7 digit emergency and direct connect (ring -down, or "P" line) calls on numbers /circuits provided by CONTRACTING CITY; 4. Provide TDD and foreign language translation; 5. Provide Emergency Medical Dispatch pre - arrival and life saving protocols as established by Los Angeles County Fire and approved by Los Angeles County Department of Health Services; 6. Enter incident information into computer assisted dispatch system (CAD), including verified incident address /location, specific location information, informant's location, informant's telephone number, source code for call, basic EMD information, appropriate text and type codes; 7. Time stamp receipt of 911 calls, entry into CAD, dispatch, and all status changes from mobile units initiated on mobile data system (MDT); 8. Electronically document all incident and pertinent non incident information; 9. Review CAD recommended quantity and type of equipment, alert fire stations by electronic transmission, data and hard copy print out over mobile data system, transmitting tones over voice system, and broadcasting vocal dispatch on designated frequency(s); 10. Provide routine and emergency voice communications; 11. Track and record equipment status, location and availability; 12. Coordinate Area, Regional and specific agency Mutual Aid, Initial Action and Automatic Aid agreements for dispatch purposes only; 13. Formulate, dispatch and track Strike Team responses; 14. Provide initial news media notifications; 15. Maintain CAD databases; 2 0 6 16. Provide CAD and MIS records management, storage and standard reports; 17. Provide access to CAD information; 18. Provide access to unit histories, unit status, rosters and information; 19. Handle and coordinate FIRST team responses; 20. Request and coordinate mass casualty; 21. Provide staff notification by alarm level and /or incident type via wireless devices; 22. Notify and coordinate with other city departments and outside agencies as required; 23. Provide recording and retention of radio and telephone transmissions; 24. Provide annual report of operations; and 25. Provide management and supervision to achieve desired results. B. RESPONSIBILITIES OF CONTRACTING CITY It shall be the responsibility of the CONTRACTING CITY to do all of the following: 1. Provide telephone and 911 hardware, software, upgrades, lines, instruments, terminations, installation, monthly service or capability not already included or provided, including routing coordination; 2. Provide a voice radio system comprised of a sufficient number of channels which adequately covers areas of operation, using reliable equipment and sites, and interface same with the existing VERDUGO voice radio communications system, unless otherwise agreed to or modified by mutual consent; 3. Provide a data radio system comprised of a sufficient number of channels, which adequately covers area of operation using reliable equipment and sites, and interface same with the existing VERDUGO data radio communications system, unless otherwise agreed to or modified by mutual consent; 4. Equip fire stations to receive and transmit voice and data signals with features consistent with the VERDUGO system for the purpose of dispatching resources, using reliable equipment and interface same to the communications systems agreed to or modified by mutual consent; 3 9 0 5. Equip vehicles with reliable voice and data mobile radios and terminals with capabilities and features consistent with the VERDUGO system and interface same to the communications systems agreed to or modified by mutual consent; Provide personnel with reliable voice portable radios with the capabilities and features consistent with the VERDUGO system and interface same to the communications system agreed to or modified by mutual consent; Provide voice and /or alpha- numeric pagers capable of functioning with the equipment of the VERDUGO system; Provide computers capable of communication and providing features and capabilities consistent with current VERDUGO SYSTEM; 9. Provide geographic file information suitable for entry into VERDUGO SYSTEM CAD, including street location data, including plot, city maps and other landmark/common place addresses, high value or brush areas, freeway information, target hazards, etc.; 10. Provide listing of all apparatus, including radio designations, cross - staffed units and special response vehicles; 11. Provide dispatch tables, algorithms, files protocols, dispatch recommendations, move -ups, etc.; 12. Provide department personnel list including titles, radio call signs, office and home phone numbers, pager and cellular telephone numbers; 13. Provide list of key City personnel and telephone directory; 14. Provide list of receiving hospitals and access method for paramedics; 15. Provide copies of mutual aid, automatic aid, initial action or other inter- agency agreements; 16. Provide initial and ongoing system training to all radio users; 17. Provide copies of FCC licenses; 18. Agree to comply with VERUGO SYSTEM Radio and Communications Policies; 19. Use VERDUGO SYSTEM incident type codes, priorities and categories; 20. Approve Emergency Medical Dispatcher Program currently in use; ll 21. Provide agency representative as needed to ensure successful implementation; and 22. Provide agency representative to VERDUGO Task Force committee. C. JOINT RESPONSIBILITIES In addition to the above responsibilities of the parties, it shall be the joint responsibility of all of the PARTICIPATING PARTIES, in good faith, to discuss each of the following areas: Radio system infrastructure and requirements; 2. Telephone system capability and requirements; 3. Records management and/or CFI RS requirements; 4. Management Information System requirements; 5. Unit and fire station numbering conflicts; 6. Responsibility for processing 9 -1 -1 miss - routes and MSAG database coordination; 7. Service levels and other issues; 8. Disaster mode and backup emergency contingency plans; 9. Electronic mail and group messaging requirements; and 10. Personnel costs. In the event agreement is not reached, or until such agreement is in fact reached, the city designated pursuant to the JFCSA, (or any amendments thereto), shall use its best efforts to establish the cost(s) and /or procedures necessary to implement this Agreement. III. EQUIPMENT CONTRACTING CITY shall purchase, install, test and maintain the following equipment and hardware. In addition to the following listed equipment, CONTRACTING CITY shall be solely responsible for the cost of any additional or related equipment or hardware needed to implement this Agreement, whether listed or not, including, but not limited to, installation, testing, light/audio relays, shipping, insurance, taxes, antennas and coax, public address system, speakers, and power supplies. A. FIRE ALERTING SYSTEM CAD data MDT Fire Station Alerting System (Note: Includes radio, power supply, radio cable, antenna, heliax, IQ modems, printer cable, software) 2. A professional quality receiver on designated dispatch channel(s) Decoder for manual alerting and/or external sound device (Note: 5/6 tone or other format available at VERDUGO to include individual, group and all -call capability) 4. Hard copy dot matrix printer for dispatch information B. MOBILE DATA TERMINALS Capable of working with existing VERDUGO SYSTEM and approved for use by VERDUGO. C. CAD ACCESS TERMINAL (PC OR MAC) To be used for status inquiries, times and numbers, incident history, incident history logs, etc.; 2. Requires a computer with sufficient memory, speed and disk space; and 3. Requires compatible modem, software, telephone line connection and/or other high -speed connection including one time installation and recurring charges. IV. COSTS A. By April 1 of each year, VERDUGO CITIES shall provide CONTRACTING CITY with CONTRACTING CITY'S cost for the fiscal year beginning on the next July 1. Cost to CONTRACTING CITY shall be determined by multiplying CONTRACTING CITY's number of calls dispatched during the preceding calendar year, whether by VERDUGO SYSTEM or others, by the cost per call of the VERDUGO CITIES. The cost per call of the VERDUGO CITIES shall be determined by taking the proposed operations and maintenance budget for the VERDUGO SYSTEM for the fiscal year beginning on the next July 1 and dividing that figure by the number of calls dispatched during the preceding calendar year for the VERDUGO CITIES and CONTRACTING CITY. For the purposes of this agreement, the VERDUGO SYSTEM budget shall exclude depreciation and capital outlay. In no event shall the cost per call for CONTRACTING CITY increase by more than eight percent (8 %) in any single year. M rIL 0 B. Title and ownership of all installations at the VERDUGO SYSTEM site needed to implement this Agreement shall pass to the VERDUGO CITIES, including, but not limited to, equipment, hardware, and software. V. ADMINISTRATION A. The services provided by this Agreement shall be administered by the VERDUGO CITIES in accordance with the provisions of the existing JOINT FIRE COMMUNICATIONS SYSTEM AGREEMENT. B. For services during any full fiscal year, CONTRACTING CITY shall be billed by written invoice for the services provided in this Agreement on a semiannual basis. All invoices shall be payable within thirty (30) days after receipt. C. In connection with the fees described in Section IV.B above, there shall be added to each such billing, an administrative fee, equal to ten percent (10 %) of the billed amount, which amount shall be paid to the City of Glendale or such other city as may be designated in the JFCSA (or any amendments thereto), to defray the cost of administering the Agreement and certain overhead expenses not included in the budget of the VERDUGO SYSTEM. D. Nothing in this Agreement shall be construed to require any of the VERDUGO CITIES to incur any non - reimbursable cost and /or expense for the purpose of implementing this Agreement, or any of its provisions, or to require the VERDUGO SYSTEM to modify, alter, add to, remove or transform any of its existing equipment, system or facilities to implement any of the provisions of this Agreement. It is the intent of this Agreement, and the PARTICIPATING PARTIES acknowledge and agree, that any such changes, modifications or alternations shall be at the sole cost of the CONTRACTING CITY. VI. INDEMNITY A. Each PARTICIPATING PARTY to this Agreement assumes full and sole responsibility for all risks of injury and damages, including damage to all operating equipment, arising from its own operation and use of, and its own repairs and maintenance actually performed on the equipment and each shall be solely responsible for all claims, liability, loss, suits, damages, costs, and expenses (including attorneys' fees and costs of litigation) and personal injuries (including death at anytime) resulting directly or indirectly from, or arising out of, its own operation and use of, and its own repairs and maintenance actually performed on the equipment and accessories. It is the intent of the PARTICIPATING PARTIES that each PARTICIPATING PARTY shall bear the full legal and financial responsibility for its own conduct, actions and omissions carried out in the performance of that PARTICIPATING PARTY'S obligations and responsibilities under this Agreement. 7 B. Workers' Compensation claims shall be paid by the employer of any injured worker, and subrogation rights against all PARTICIPATING PARTIES are expressly waived. C. Notwithstanding any other provisions of this Agreement, the CONTRACTING CITY shall indemnify the VERDUGO CITIES, and/or any city designated in the JFCSA (or amendments thereto), from and against any claims or liability, including death, injury or property damage, and including the costs of defense, arising out of the making of any calls, initiating any contact, or other actions or omissions relating to Area, Regional, and /or specific agency mutual aid whenever such aid is contacted or otherwise summoned to respond from outside of the jurisdiction of any CONTRACTING CITY. The parties acknowledge and agree that whenever such mutual aid is contacted or otherwise summoned by the VERDUGO CITIES, or such designated city, such contact is made as a courtesy in order to facilitate the implementation of such mutual aid and is not intended to create any liability on the part of the VERDUGO CITIES and/or such designated city. VII. TERM A. This agreement shall become effective on July 1, 2004 upon execution by all of the PARTICIPATING PARTIES. The Agreement shall remain operative and effective for five (5) years from the effective date, or until terminated in accordance with the termination provisions herein, whichever occurs first. VIII. TERMINATION A. CONTRACTING CITY may terminate its portion of this Agreement by giving written notice of such intent to each other PARTICIPATING PARTY at least one (1) year prior to the effective date of such termination. B. In the event that the CONTRACTING CITY terminates this Agreement, or otherwise ceases to accept and /or pay for the services contemplated by and within this Agreement, the VERDUGO CITIES, acting by majority vote, shall have the following options: Continue this Agreement with the CONTRACTING CITY, upon the existing terms and conditions, or upon such further and additional terms and conditions as the VERDUGO CITIES and CONTRACTING CITY may agree upon ii. Terminate this Agreement in its entirety with respect to CONTRACTING CITY, in accordance with the termination provision of this Agreement. C. Nothing in this Agreement shall be deemed to require the VERDUGO CITIES to continue to provide the services, which are the subject of this Agreement, in the event that CONTRACTING CITY either terminates or otherwise ceases to accept and /or pay for such services. D. The VERDUGO CITIES, acting by majority vote, may terminate this Agreement with CONTRACTING CITY by giving written notice of such intent to CONTRACTING CITY at least one (1) year prior to the effective date of such termination. Z IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested to by the proper officers hereunder duly authorized, their official seals to be heretofore affixed. CITY OF ARCADIA By: MA City Manager Dated: ATTEST: I� By:�� City Clerk APPROVED AS TO FORM: P City Attorney CITY OF BURBANK 'p By: City M na r ND Dated: 0- f ATTEST: Cityerk k AP OS TO FORM: Irk ity Attorney Ye; CITY OF GLENDALE ATTEST: fFi W.. APPROVED AS TO FORM: is {' �-i� -• City Attbr ey CITY OF, PASADENA By: 'L City Manager Dated: 5 ATTEST: 5 �t4 i oS By: Ci lerk APPROVED AS TO FORM: 4"'. k2'� N4 City At rney G / V VERDUGO FIRE COMMUNICATIONS SERVICE AGREEMENT No. 17,130 This Agreement (hereinafter "Agreement ") is made by and between the CITY OF GLENDALE, the CITY OF BURBANK, and the CITY OF PASADENA (hereinafter referred to collectively as the " VERDUGO CITIES ") and the CITY OF ARCADIA (hereinafter referred as the "CONTRACTING CITY "). 1. PURPOSE The " VERDUGO SYSTEM" was previously created by agreement for the express purpose of operating a joint communications system to provide mobilization, organization and operation of the fire and emergency medical resources within the VERDUGO CITIES, to minimize the effect of fire and disaster and to provide the basis for effective mobilization and dispatch of all available firefighting and emergency medical resources within said cities. The CONTRACTING CITY desires to contract with the VERDUGO CITIES for the purpose of providing for the dispatching of emergency fire and medical response for the CONTRACTING CITY. The parties agree that providing such operations through the VERDUGO SYSTEM will be efficient and economically in the best interests of the respective parties. The purpose of this Agreement is to set forth the respective rights, duties, obligations, costs and other necessary provisions relating to each of the parties (hereafter collectively referred to as the "PARTICIPATING PARTIES ") in order to facilitate the orderly and efficient provision of specified services. The parties acknowledge that the VERDUGO CITIES, and specifically, the City of Glendale, have substantial operational experience in providing these types of specified services. It is also the purpose of this Agreement to assure the ongoing and continued participation of the CONTRACTING CITY in order to effectively and efficiently provide the services specified herein to the satisfaction and benefit of the PARTICIPATING PARTIES hereto, including any mutual aid services provided between the CONTRACTING CITY and other cities pursuant to written agreement. It is also the purpose of this Agreement to supplement the JOINT FIRE COMMUNICATIONS SYSTEM AGREEMENT ( "JFCSA "'), and not to amend, alter or modify said JFCSA. The parties acknowledge and agree that whenever there is a conflict, either actual or implied, between this Agreement and the JFCSA, the provisions, terms and conditions of the latter shall prevail. F ,5 9� i t t 2. RESPONSIBILITIES A. RESPONSIBILITIES OF VERDUGO CITIES It shall be the responsibility of the VERDUGO CITIES to operate the VERDUGO SYSTEM and to do all of the following: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10 11 12 13. 14. 15. 16. 17. 18. 19. 20. 21. 6/15/55 Receive 911 and wireless emergency calls. Transfer 911 and wireless calls to other agencies as appropriate. Receive 7 digit emergency and direct connect (ring -down, or "P" line) calls on numbers /circuits provided by CONTRACTING CITY. Provide TDD and foreign language translation. Provide Emergency Medical Dispatch pre - arrival and life saving protocols as established by Los Angeles County Fire and approved by Los Angeles County Department of Health Services. Enter incident information into computer assisted dispatch system (CAD), including verified incident address /location, specific location information, informant's location, informants's telephone number, source code for call, basic EMD information, appropriate text and type codes. Time stamp receipt of 911 calls, entry into CAD, dispatch, and all status changes from mobile units initiated on mobile data system (MDT). Electronically document all incident and pertinent non incident information. Review CAD recommended quantity and type of equipment, alert fire stations by electronic transmission, data and hard copy print out over mobile data system, transmitting tones over voice system, and broadcasting vocal dispatch on designated frequency(s). Provide routine and emergency voice communications. Track and record equipment status, location and availability. Coordinate Area, Regional and specific agency. Mutual Aid, Initial Action and Automatic Aid agreements for dispatch purposes only. Formulate, dispatch and track Strike Team responses. Provide initial news media notifications. Maintain CAD databases. Provide CAD and MIS records management, storage and standard reports. Provide access to CAD information. Provide access to unit histories, unit status, rosters and information. Handle and coordinate FIRST team responses. Request and coordinate mass casualty resources. Provide staff notification by alarm level and /or incident type via alpha - numeric pager. 2 ' ' r VERDUG( 22. Notify and coordinate with other city departments and outside agencies as required. 23. Provide recording and retention of radio and telephone transmissions. 24. Provide annual report of operations. 25. Provide management and supervision to achieve desired results. B. RESPONSIBILITIES OF CONTRACTING CITY It shall be the responsibility of the CONTRACTING CITY to do all of the following: 1. Provide telephone and 911 hardware, software, upgrades, lines, instruments, terminations, installation, monthly service or capability not already included or provided, including routing coordination. 2. Provide a voice radio system comprised of a sufficient number of channels which adequately covers areas of operation, using reliable equipment and sites, and - interface same with the existing VERDUGO voice radio communications system, unless otherwise agreed to or modified by mutual consent. 3. Provide a data radio system comprised of a sufficient number of channels, which adequately covers area of operation using reliable equipment and sites, and interface same with the existing VERDUGO data radio communications system, unless otherwise agreed to or modified by mutual consent. 4. Equip fire stations to receive and transmit voice and data signals with features consistent with the VERDUGO system for the purpose of dispatching resources, using reliable equipment and interface same to the communications systems agreed to or modified by mutual consent. 5. Equip vehicles with reliable voice and data mobile radios and terminals with capabilities and features consistent with the VERDUGO system and interface same to the communications systems agreed to or modified by mutual consent. 6. Provide personnel with reliable voice portable radios with the capabilities and features consistent with the VERDUGO system and interface same to the communications system agreed to or modified by mutual consent. 7. Provide voice and /or alpha - numeric pagers capable of functioning with the equipment of the VERDUGO system. S. Provide computers capable of communication and providing features and capabilities consistent with current VERDUGO SYSTEM. 9. Provide geographic file information suitable for entry into VERDUGO SYSTEM CAD, including street location data, including plot, city maps and other landmark /common place addresses, high value or brush areas, freeway information, target hazards, etc. 10. Provide listing of all apparatus, including radio designations, cross - staffed units and special response vehicles. 6/15/99 3 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22.- Provide dispatch tables, algorithms, files protocols, dispatch recommendations, move -ups , etc. Provide department personnel list including titles, radio call signs, office and home phone numbers, pager and cellular telephone numbers. Provide list of key City personnel and telephone directory. Provide list receiving hospitals and access method for paramedics. Provide copies of mutual aid, automatic aid, initial action or other inter - agency agreements. Provide initial and ongoing system training to all radio users. Provide copies of FCC licences. Agree to comply with VERDUGO SYSTEM Radio and Communications Policies. Agree to use VERDUGO SYSTEM incident type codes, priorities and categories. Approve Emergency Medical Dispatcher Program currently in use. Provide agency representative as needed to ensure successful implementation. Provide agency representative to VERDUGO Task Force committee. C. JOINT RESPONSIBILITIES In addition to the above responsibilities of the parties, it shall be the joint responsibility of all of the PARTICIPATING PARTIES, in good faith, to discuss each of the following areas: 1. Radio system infrastructure and requirements. 2. Telephone system capability and requirements. 3. Records management and /or CFIRS requirements. 4. Management Information System requirements. 5. Unit and fire station numbering conflicts. 6. Responsibility for processing 9 -1 -1 mis- routes and MSAG database coordination 7. Service levels and other issues. 8. Disaster mode and backup emergency contingency plans. 9. Electronic mail and group messaging requirements. 10. Personnel costs. In the event agreement is not reached, or until such agreement is in fact reached, the city designated pursuant to the JFCSA, (or any amendments thereto), shall use its best efforts to establish the cost(s) and /or procedures necessary to implement this Agreement. 3. EQUIPMENT CONTRACTING CITY shall purchase, install, test and maintain the following equipment and hardware. In addition to the following listed equipment, 6 /15 /ac L El KMU TIONS SERVICE AGREEMENT- CONTAWED CONTRACTING CITY shall be solely responsible for the cost of any additional or related equipment or hardware needed to implement this Agreement, whether listed or not, including, but not limited to, installation, testing, light /audio relays, shipping, insurance, taxes, antennas and coax, public address system, speakers, and power supplies. I:��L »1:�Il�Ii71Yi�[elC�`l.l� fl �d 1. CAD data MDT Fire Station Alerting System (Note: Includes radio, power supply, radio cable, antenna, heliax, IQ modems, printer cable, software) 2. A professional quality receiver on designated dispatch channel(s) 3. Decoder for manual alerting and /or external sound device (Note: 5/6 tone or other format available at VERDUGO to include individual, group and all -call capability) 4. Hard copy dot matrix printer for dispatch information B. MOBILE DATA TERMINALS 1. Capable of working with existing VERDUGO SYSTEM and approved for use by VERDUGO. C. CAD ACCESS TERMINAL (PC or MAC) 1. To be used for status inquiries, times & numbers, incident history, incident history logs, etc. 2. Requires a computer with sufficient memory, speed and disk space. 3. Also requires compatible modem, software, telephone line connection including one time installation and recurring charges. CK6IQlI 1 A. By April 1 of each year, VERDUGO CITIES shall provide CONTRACTING CITY with CONTRACTING CITY'S cost for the fiscal year beginning on the next July 1. 6/15/99 5 VERDUGO FIRE COMMU ATIONS SERVICE AGREEMENT- CONTMWED Cost to CONTRACTING CITY shall be determined by multiplying CONTRACTING CITY'S number of calls dispatched during the preceding calendar year, whether by VERDUGO SYSTEM or others, by the cost per call of the VERDUGO CITIES. The cost per call of the VERDUGO CITIES shall be determined by taking the proposed operations and maintenance budget for the VERDUGO SYSTEM for the fiscal year beginning on the next July 1 and dividing that figure by the number of calls dispatched during the preceding calendar year for the VERDUGO CITIES and CONTRACTING CITY. For the purposes of this agreement, the VERDUGO SYSTEM budget shall exclude depreciation and capital outlay. In no event shall the cost per call for CONTRACTING CITY increase by more than eight percent (8 %) in any single year. For any portion of a year prior to the first full fiscal year, CONTRACTING CITY shall pay $33.18 per call dispatched. The attached letter, dated March 29, 1999, is incorporated into this Agreement, and shall be deemed a part hereof. For purposes of establishing "additional personnel" as used in said letter, it is agreed that current personnel consists of sixteen (16) filled or funded positions: Fire Administrator (1), Fire Communication Shift Supervisors (4), Fire Communications Operators (10), and Systems Specialist (1). B. Title and ownership of all installations at the VERDUGO SYSTEM site needed to implement this Agreement shall pass to the VERDUGO CITIES, including but not limited to, equipment, hardware, and software. C. In addition to annual charges as described in Paragraph 4.13. above, CONTRACT CITY shall, within thirty (30) days after this agreement becomes effective, pay the sum of $5,000 which is intended to compensate VERDUGO CITIES for startup costs relating to implementation of this agreement. 5. ADMINISTRATION A. The services provided by this Agreement shall be administered by the VERDUGO CITIES in accordance with the provisions of the existing JOINT FIRE COMMUNICATIONS SYSTEM AGREEMENT. B. For services during any full fiscal year, CONTRACTING CITY shall be billed by written invoice for the services provided in this Agreement on a semiannual basis. For any portion of a year prior to the first full fiscal year, CONTRACTING CffY shall be billed by written invoice on a monthly basis. All invoices shall be payable within thirty (30) days after receipt. Payment for startup costs pursuant to Paragraph 4.1). shall he due and payable immediately upon execution of this agreement. 6/15/99 6 VERDUGO FIRE. COMMU ATIONS SERVICE AGREEMENT- CONT' ' ED C. In connection with the fees described in 4.13. above, there shall be added to each such billing, an administrative fee, equal to ten percent (10 %) of the billed amount, which amount shall be paid to the City of Glendale or such other city as may be designated in the JFCSA (or any amendments) thereto, to defray the cost of administering the Agreement and certain overhead expenses not included in the budget of the VERDUGO SYSTEM. D. Nothing in this Agreement shall be construed to require any of the VERDUGO CITIES to incur any non - reimbursable cost and /or expense for the purpose of implementing this Agreement, or any of its provisions, or to require the VERDUGO SYSTEM to modify, alter, add to, remove or transform any of its existing equipment, system or facilities to implement any of the provisions of this Agreement. It is the intent of this Agreement, and the PARTICIPATING PARTIES acknowledge and agree, that any such changes, modifications or alterations shall be at the sole cost of the CONTRACTING CITY. 6. INDEMNITY A. Each PARTICIPATING PARTY to this Agreement assumes full and sole responsibility for all risks of injury and damages, including damage to all operating equipment, arising from its own operation and use of, and its own repairs and maintenance actually performed on the equipment and each shall be solely responsible for all claims, liability, loss, suits, damages, costs, and expenses (including attorneys, fees and costs of litigation) and personal injuries (including death at anytime) resulting directly or indirectly from, or arising out of, its own operation and use of, and its own repairs and maintenance actually performed on the equipment and accessories. It is the intent of the PARTICIPATING PARTIES that each PARTICIPATING PARTY shall bear the frill legal and financial responsibility for its own conduct, actions and omissions carried out in the performance of that PARTICIPATING PARTY'S obligations and responsibilities under this Agreement. B. Workers' Compensation claims shall be paid by the employer of any injured worker, and subrogation rights against all PARTICIPATING PARTIES are expressly waived. C. Notwithstanding any other provisions of this Agreement, the CONTRACTING CITY shall indemnify the VERDUGO CITIES, and /or any city designated in the JFCSA (or amendments thereto), from and against any claims or liability, including death, injury or property damage, and including the costs of defense, arising out of the making of any calls, initiating any contact, or other actions or omissions relating to Area, Regional and /or specific agency mutual aid whenever 6/is/45 7 such aid is contacted or otherwise summoned to respond from outside of the jurisdiction of any CONTRACTING CITY. The parties acknowledge and agree that whenever such mutual aid is contacted or otherwise summoned by the VERDUGO CITIES, or such designated city, such contact is made as a courtesy in order to facilitate the implementation of such mutual aid and is not intended to create any liability on the part of the VERDUGO CITIES and /or any such designated city. 7. TERM A. This agreement shall become effective on the last date it is executed by all of the PARTICIPATING PARTIES. For purposes of the compensation provided in Paragraph 4.B., the fiscal year beginning July 1, 1999, shall be utilized as the first full fiscal year: The Agreement shall remain operative and effective for five (5) years from the effective date, or until terminated in accordance with the termination provisions herein, whichever occurs first. 3 TERMINATION A. CONTRACTING CITY may terminate its portion of this Agreement by giving written notice of such intent to each other PARTICIPATING PARTY at least one (1) year prior to the effective date of such termination. (see Exhibit A - Letter dated Julv 27, 1999) B. In the event that the CONTRACTING CITY terminates this Agreement, or otherwise ceases to accept and /or pay for the services contemplated by and within this Agreement, the VERDUGO CITIES in their sole discretion, acting by majority vote, shall have the following options: V 1. Continue this Agreement with the CONTRACTING CITY, upon the existing terms and conditions, or upon such further and additional terms and conditions as the VERDUGO CITIES and the CONTRACTI 9 (ITY may agree upon. (See Exhibit A — Letter dated July 27, 2. Terminate this Agreement in its entirety with respect to CONTRACTING CITY, in accordance with the termination provisions of this Agreement. C. Nothing in this Agreement shall be deemed to require the VERDUGO CITIES to continue to provide the services, which are the subject of this Agreement, in the event that CONTRACTING CITY either terminates or otherwise ceases to accept and /or pay for such services. D. The VERDUGO CITIES, acting by majority vote, may terminate this Agreement with CONTRACTING CITY by giving written notice of such intent to 6 VERDUGO FIRE COMMUNI&IONS SERVICE AGREEMENT- CONTINAW Mw IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested to by the proper officers thereunder duly authorized, their official seals to be heretofore affixed. Date: wl." ATTEST: Cit} -Clerk APPROVED AS TO FORM THIS �XCPmber- '1999 Cit Attorney Date: ATTEST: By: City Clerk CITY OF ARCADIA City Manager 7 day of CITY OF (SEAL) APPROVED AS TO FORM THIS `�� day of r -i 199 <. City Attorney 6/15/99 9 (SEAL) VERDUGO FIRE CITY OF BURBANK Date: 9 �D-qy ATTEST- By: L City Cler APPROVED AS TO FORM THIS �a 19 City Attorney By: Cit By day of (SEAL) CITY OF PASADENA Date: _11-17_�_ By:� c\ City Manager ATTEST: By: (SEAL) City Jerk APPROVED AS TO FORM THIS day of 6/15/95 �p --1 " VERDUGO FIRE COMMUNICATIONS SERVICE AGREEMENT ARC DIA- ATTACHMENT I • C1i`Y °F en d e CALIFORNIA Fire Division OFFICE OF THE ASSISTANT FIRE CHIEF 421 Oak Street, Glendale, CA 91204 -1298 March 29, 1999 Mr. James Reed Interim Fire Chief City of Arcadia P.O. Box 60021 Arcadia, CA 91066 -6021 Dear Jim, (818) 548 -4814 Based upon Bill Kelly's letter of March 24, 1999, the Verdugo Fire Communications Center is beginning to prepare to provide dispatch services to the City of Arcadia on July 1, 1999. Upon receipt of the information from Arcadia, we will begin data entry into the CAD /GEO file. We have prepared a revised agreement (dated 3/29/99) which caps the increase in the "cost per call" formula to a maximum increase of 8% in any one year. To the extent possible, cost per call calculations will be based on the personnel configuration necessary to serve the current three (3) Verdugo cities and the current contract cities of South Pasadena, San Marino, Arcadia and Monrovia. Should additional personnel be necessary to serve additional contract agencies, we will hold Arcadia harmless from the increased personnel costs, if any. We understand that Arcadia's concern regarding the language with respect to capital expenditures. In essence, Arcadia is responsible for those expenditures located in Arcadia facilities and apparatus. All other capital expenditures are the responsibility of Verdugo and are not included in the cost formula. We hope that these clarifications have been helpful. If you have any further questions, please call me at (818) 548 -4814. Sincerely, Christopher R. Gray Assistant Fire Chief PRINTED ON RECY:., J_: ... -- C'n OF Cile'nZiale CALIFORNIA 613 E. Broadway, Suite 220, Glendale, CA 91206.4394 • Tel: (818) 548 -2080 Fax: (818) 547 -3402 Office of the I July 27, 1999 CITY ATTORNEY Mr. Mike Miller City Attorney ` �f�. Z� /�? City of Arcadia CC 77 240 W. Huntington Drive Arcadia, CA 91007 RE: Verdugo Communications Agreement Clarification of Provision 8.A. & 8.B. Dear Mr. Miller: Pursuant to our discussion, I am providing this letter of clarification so that there will be no misunderstanding of the above provisions of the Agreement. Provision B.A. provides that the "Contracting City" may terminate the Agreement with written notice of at least one year. Provision 8.B.1. states that the " VERDUGO CITIES in their sole discretion" may (as an option) "continue this Agreement with the "CONTRACTING CITY" upon the "existing terms and conditions" or "upon such further and additional terms and conditions as the VERDUGO CITIES and the CONTRACTING CITY may agree upon." You have noted what you believe could be construed as a contradiction between these two provisions. By way of clarification, it is the intent of these two provisions to permit open discussion between the VERDUGO CITIES and the CONTRACTING CITY during the one - year notice period (before the Agreement is actually terminated) to determine whether any problems or disputes (if that was the reason for termination) can be resolved and allow the Agreement to be continued rather than terminated at the end of the one -year notice period. The "sole discretion" was intended to provide the VERDUGO CITIES authority to discuss and approve any resolutions by a majority vote rather than seeking further authority. E:., 1H i B! 6 µ!`A9• �`.�� It was not intended to permit the VERDUGO CITIES the sole discretion to continue the Agreement when the CONTRACTING CITY decides to terminate it. This letter is a clarification of the above provisions, and is not intended to change, modify or alter the Agreement as it was presented to Arcadia. I hope that this provides sufficient clarification to satisfy your concern. Please do not hesitate to contact me if you have any further concerns or questions. Very truly yours, SC T H. HOWARD, CITY ATTO��RNEY Dennis H. Schuck, Senior Assistant City Attorney cc: Mike Matlock, Executive Assistant (Glendale) Richard Hinz, Fire Chief (Glendale) via_ io _ •A .I STAFF REPORT C�APORATEO "o FIRE DEPARTMENT DATE: May 18, 1999 TO: Mayor and City Council FROM: James M. Reed, Fire Chief Submitted by: Michael A. Casalou, Management Analyst 'jyJ4C� SUBJECT: REPORT AND RECOMMENDATION TO ENTER INTO A CONTRACT WITH THE CITIES OF GLENDALE, PASADENA AND BURBANK (VERDUGO CITIES) IN THE AMOUNT OF $144,135.00 FOR FIRE DISPATCH SERVICES AND APPROPRIATE $128,769.00 FROM THE EQUIPMENT REPLACEMENT FUND FOR CAPITAL EXPENDITURES Summary The Fire Department currently provides police, fire and emergency medical dispatching services from Fire Station 31. To enhance existing dispatch services by improved technology and more cost efficient systems, staff is proposing the Fire Department contract for dispatch services from the Verdugo Fire Communications Center in Glendale. It is therefore recommended the City Council authorize the City Manager to enter into a contract with the cities of Glendale, Pasadena and Burbank ( Verdugo Cities) for fire dispatch services at $144,135.00 for next fiscal year and appropriate $128,769.00 for capital expenditures. Discussion Arcadia currently utilizes a joint dispatch system for police and fire. The original intent of the combined police /fire dispatch center was to establish a state -of- the -art communications center. However, the vendor retained by the City that was responsible for providing the existing equipment and other services went out of business prior to the completion of the system. As a result, the existing system does not function to its potential. Staff has been analyzing the dispatch and communication function for several years. Some concerns include financial and budgetary impacts and the disparity of technology used by both police and fire. Because significant dollars will be expended over the next several years for new operations and to replace aging equipment, it was incumbent upon staff to prepare accordingly by creating a communications road map. To insure a smooth transition and to evaluate fiscal issues for both departments, the City Council approved a professional services agreement between the Warner Group and the City of Arcadia. LASER IMAGED 1 c`. M. 13'6. Mayor and City Council May 18, 1999 Recommendation It is recommended that the City Council: Authorize the City Manager to enter into a contract with the cities of Glendale, Pasadena and Burbank (Verdugo Cities) in the amount of $144,135.00 for fire dispatch services and appropriate $128,769.00 from the Equipment Replacement Fund for capital expenditures; subject to review and approval of the City Attorney. Approved By: JMR:mc Attachment William R. Kelly, City Manager 3 0 • EXHIBIT "A" ! Arcadia Fire Department Emergency Communications Action Plan FY 1999/2000 Projected Capital Expenditures Description Unit Cost Quantity Total Cost Fixed Equipment 1 Fire Station Alerting 3,000.00 3 $ 9,000.00 2 Fixed Equipment Upgrades 4,000.00 1 4,000.00 3 Base Station Repeater 11,000.00 1 11,000.00 ° Voter /Comparator System(s) 17,500.00 2 35.000.00 Subtotal Fixed Equipment $59,000.00 User Equipment 5 Mobile Data Terminals 1,500.00 7 $10,500.00 Subtotal User Equipment $10,500.00 Miscellaneous & Contract Costs Equipment Installation /Integration/ Training (20% of Equipment Cost) $13,900.00 Sales Tax on Equipment (8.25 %) 5,734.00 Contingency (15% of Equipment Cost) 10,425.00 6 Station Renumbering 4,000.00 Installation of Ring Down and 7 -Digit line 210.00 Professional Assistance 25,000.00 Subtotal Miscellaneous and Contract Costs $59,269.00 Total FY 1999/00 One -Time Capital & Miscellaneous Costs $128,769.00 Station equipment for 800 MHz alerting for Stations 31,32 and 33. Includes radio, modem, station printer, antenna, 516 decoder. Assumes backup alerting can be facilitated over Fire Red. Cost to upgrade Fire Red repeater including replacement of duplexer and addition of cavity filter (if required). 3 Additional repeater necessary to upgrade TAC1 to voter comparator capability (if required). eAssumes costs required for voter /comparator for Fire Red and TAC1 (TAC1 optional). Assumes refurbished model 7031 status terminals for 5 fire engines /trucks and for 2 rescue ambulances. Includes 800 MHz radio, modem, antenna, etc. 6 Estimated costs associated with renumbering vehicles, signs, stationary, publications, etc. Installation costs for two ring down services and one 7 -digit number line. Arcadia Fire Department Emergency Communications Action Plan FY 2000/01 & 2001102 Projected Capital Expenditures EXHIBIT "B" Description Unit Cost Quantity Total Cost Fixed Equipment ' Upgrade Fire Alerting 4,000.00 3 $ 12,000.00 2 Install UHF Repeater 11,000.00 1 11,000.00 ' Canyon Upgrades Replace Equipment Shelter 37,500.00 1 37,500.00 5 Install Emergency Power 12,500.00 1 12.500.00 Subtotal Fixed Equipment $73,000.00 User Equipment 5 Install UHF Mobile Radios 2,000.00 16 $ 32,000.00 Purchase UHF Portable Radios 2,000.00 29 58,000.00 s Install VHF Mobile Radios (backup) 2,000.00 1 2,000.00 a Purchase VHF Portable Radios (backup) 2,000.00 5 10,000.00 9 Purchase Mobile Data Computers 4,250.00 6 25,500.00 9Purchase 800 MHz Radios and Modems 4,000.00 6 24.000.00 Subtotal User Equipment $151,500.00 Miscellaneous & Contract Costs Equipment Installation /Integration/ Training (20% of Equipment Cost) $44,900.00 Sales Tax on Equipment (8.25 %) 18,521.00 Spare Parts /Batteries /Conditioners (5% of User Equipment) 7,575.00 Contingency (15% of Equipment Cost) 33,675.00 Professional Assistance (15% of Equipment Cost) 33,675.00 Subtotal Miscellaneous and Contract Costs $138,346.00 Total FY 2000/01 & 2001/02 One -Time Capital & Miscellaneous Costs $362,846.00 ' Cost required to upgrade fire station alerting with new modems and MDC's. 2 Install UHF repeater as AFD TAC and APD backup interface. Assumes availability and acquisition of UHF TAC channel. 3 Upgrades predicated on using Canyon Site as long term radio site. Assumes VFCC would pay for leased line and receiver. Site costs may be reduced by use of suitable alternative. Cost to replace equipment shelter with prefabricated shelter. 5 Estimated cost to install emergency power to support equipment. 5 Based on purchasing 16 UHF mobile radios to install in all apparatus currently supported with a VHF mobile radio. This number considers existing UHF mobile radios older than 9 years in 2001 (based on AFD radio counts). Based on purchasing 29 UHF portable radios to replace existing VHF portable radios and existing UHF radios that will be older than 7 years in 2001 (based on AFD radio counts). a Purchase /replacement of VHF radios required for backup based on current VHF radio counts and equipment age. 9 Costs to install MDC's, modems, 800 MHz radio on 5 fire engine /truck/BC and 1 rescue ambulance. CITY AGREEMENT 18,793 -1 IICO -Sa AMENDED AND RESTATED VERDUGO FIRE COMMUNICATIONS SERVICE AGREEMENT BETWEEN THE CITIES OF BURBANK, GLENDALE, AND PASADENA AND THE CITY OF ARCADIA This Agreement is made by and between the CITY OF BURBANK, the CITY OF GLENDALE, and the CITY OF PASADENA (hereinafter referred to collectively as the " VERDUGO CITIES ") and the CITY OF ARCADIA (hereinafter referred to as the "CONTRACTING CITY "). RECITALS Whereas the VERDUGO CITIES, to minimize the effect of fire and disaster and to provide the basis for effective mobilization and dispatch of all available firefighting and emergency medical resources, have agreed to operate a joint fire communications system ( "VERDUGO SYSTEM "); Whereas the CONTRACTING CITY has medical response with VERDUGO CITIES contract with the VERDUGO CITIES fo r response; contracted for dispatching of emergency fire and continuously since 1999 and desires to continue to the dispatching of emergency fire and medical Whereas the CONTRACTING CITY may be called upon to provide mutual aid services or automatic aid services to cities in the Verdugo System and other jurisdictions as designated by the State; Whereas the Parties acknowledge that the VERDUGO CITIES, and specifically, the City of Glendale, have substantial operational experience in providing these types of specified services. Whereas the Parties acknowledge that this Agreement is not a joint powers agreement subject to the provisions of California Government Code Sections 6500 et. seq. and the Parties intend that nothing in this Agreement shall be so construed. The Parties have no intent to create hereby a separate legal entity or public agency and no such entity is hereby created. NOW THEREFORE, the Parties agree as follows: I. RESPONSIBILITIES A. Responsibilities of the Verdugo Cities. It shall be the responsibility of the VERDUGO CITIES to operate the VERDUGO SYSTEM and to do all of the following: 1. Receive 911 and wireless emergency calls; 2. Transfer 911 and wireless calls to other agencies as appropriate; 3. Receive 10 -digit emergency and direct connect (formerly called ring - down, or "P" line) calls on numbers /circuits provided and funded by CONTRACTING CITY; 4. Provide TDD and foreign language translation; Page 1 of 10 ARCADIA RENEWAL 2012 DRAFT 8-6-12 5. Provide Emergency Medical Dispatch pre - arrival and life saving protocols as established by Los Angeles County Fire and approved by Los Angeles County Department of Health Services, and Verdugo's Medical Director.; 6. Enter incident information into the computer aided dispatch system (CAD), including verified incident address /location, specific location information, informant's location, informant's telephone number, source code for call, basic EMD information, appropriate text and type codes; 7. Time stamp receipt of 911 calls, entry into CAD, dispatch, and all status changes from mobile units initiated on mobile computer terminals (MCT); 8. Electronically document incident and pertinent non - incident information; 9. Review CAD recommended quantity and type of equipment, alert fire stations by electronic transmission, data and hard copy printout over mobile data system, transmitting tones over voice system, and broadcasting vocal dispatch on designated frequency(s); 10. Provide routine and emergency voice communications; 11. Track and record equipment status, location and availability; 12. Coordinate Area, Regional and specific agency Mutual Aid, Initial Action and Automatic Aid agreements for dispatch purposes only; 13. Formulate, dispatch and track Strike Team responses; 14. Maintain CAD databases; 15. Provide CAD and MIS records management, storage and standard reports; 16. Provide access to CAD information; 17. Provide access to unit histories, unit status, rosters and information; 18. Handle and coordinate FIRST team responses; 19. Request and coordinate mass casualty resources; 20. Provide staff notification by alarm level and/or incident type via wireless device; 21. Notify and coordinate with other city departments and outside agencies as required; 22. Provide recording and retention of radio and telephone transmissions consistent with California law; 23. Provide an annual report of operations; and 24. Provide management and supervision to achieve desired results. B. Responsibilities of Contracting City. It shall be the responsibility of the CONTRACTING CITY to do all of the following: 1. Provide equipment, hardware and software which interface with the VERDUGO SYSTEM (unless otherwise agreed to by all Parties), which include but are not limited to: (a) Telephone and 911 hardware, software, upgrades, lines, instruments, terminations, installation, monthly service or capability not already included or provided, including routing coordination; (b) Station alerting hardware in all fire stations which receive and transmit voice and data signals with features consistent with the VERDUGO SYSTEM; Page 2 of 10 ARCADIA RENEWAL 2012 DRAFT 5 -6 -12 (c) Reliable voice mobile and portable radios, data radios and terminals in all fire apparatus, with capabilities and features (d) consistent with the VERDUGO SYSTEM; (e) Voice and/or alpha- numeric pagers or other wireless devices capable of functioning with the VERDUGO SYSTEM; (f) Computers capable of communication with VERDUGO SYSTEM; (g) Geographic file information suitable for entry into VERDUGO SYSTEM CAD, including street location data, city maps and other landmark/common place addresses, high value or brush areas, freeway information, and target hazards; 2. Provide listing of all apparatus, including radio designations, cross - staffed manned units and special response vehicles; 3. Provide Fire Department personnel list including titles, radio call signs, office and home phone numbers, pager and cellular telephone numbers; 4. Provide a list of key City personnel and telephone directory; 5. Provide a list of receiving hospitals and access method for paramedics; 6. Provide copies of mutual aid, automatic aid, initial action or other inter- agency agreements; 7. Provide initial and ongoing VERDUGO SYSTEM training to all radio users; 8. Provide copies of FCC licenses, if applicable; 9. Comply with VERDUGO SYSTEM policies; 10. Use VERDUGO SYSTEM incident type codes, priorities and categories; 11. Approve Emergency Medical Dispatcher Program currently in use; and 12. Provide a chief officer or fire officer to ensure successful implementation and representation on the Verdugo Task Force. II. EQUIPMENT Purchase of Equipment. CONTRACTING CITY shall purchase, install, test and maintain equipment and hardware necessary to perform its responsibilities under Section I.B. above. Unless otherwise provided, CONTRACTING CITY shall be responsible for all costs relating to the purchase and installation of all such equipment. In addition to the equipment, CONTRACTING CITY shall be solely responsible for the cost of any additional or related equipment or hardware, software or labor needed to implement its obligations under this Agreement, whether listed or not, including, but not limited to, installation, testing, light /audio relays, shipping, insurance, taxes, antennas and coax, public address system, speakers, and power supplies. Title and ownership of all installations to the VERDUGO SYSTEM, in order to serve the CONTRACTING CITY, shall pass to the VERDUGO CITIES, including but not limited to, hardware, and software. A. Purchase of Future Equipment. As new technology becomes available, the VERDUGO CITIES may, from time to time, purchase new products to enhance the current level of service. The VERDUGO CITIES will endeavor to provide a minimum 90 day written notice to CONTRACTING CITY of any anticipated Page 3 of 10 ARCADIA RENEWAL 2012 DRAFT 8 -6 -12 purchase, where the costs of purchase and/or maintenance of equipment that is the responsibility of the CONTRACTING CITY under section II.A. above are to be borne by the CONTRACTING CITY. III. TERM This Agreement shall become effective on July 1, 2012, ( "EFFECTIVE DATE ") and remain in effect until June 30, 2014, or until terminated in accordance with the termination provisions herein, whichever occurs earlier. For consideration received, this Agreement will renew automatically for two terms of three years each, unless 90 days prior to termination of the term, one party provides written notice of intent not to renew to the other party. IV. TERMINATION The VERDUGO CITIES, acting by majority vote, or the CONTRACTING CITY may terminate this Agreement by giving written notice of such intent to the other party(ies) at least one (1) year prior to the effective date of such termination. V. COSTS A. Per Incident Cost. The annual cost shall be the appropriate charge per incident dispatched multiplied by the actual number of calls dispatched during the preceding calendar year. Number of calls dispatched shall include incidents that occur within CONTRACTING CITY's jurisdiction plus any additional responses to jurisdictions outside the Verdugo System that arise from aid agreements. (i) From July 1, 2012 until June 30, 2013, the per incident charge shall be $63. (ii) Beginning July 1, 2013, and during any renewal period, the per incident charge may be increased each fiscal year by an amount not to exceed 5% per incident, rounded to the nearest dollar. B. The cost per call for CONTRACTING CITY shall not exceed these amounts in any single year, unless the overall cost for the VERDUGO SYSTEM is substantially increased by unplanned events such as catastrophic hardware system failures or natural disasters. In the event of a substantial increase in the cost as described herein, CONTRACTING CITY's portion of the increase shall be determined by calculating the CONTRACTING CITY's pro rata share of the overall number of dispatched calls in the preceding calendar year. Prior to seeking the increased costs from the CONTRACTING CITY, VERDUGO CITIES will endeavor to utilize all funds set aside for the replacement of the equipment and funds recovered from any insurance settlement, if applicable. C. No Cost to VERDUGO CITIES. Nothing in this Agreement shall be construed to require any of the VERDUGO CITIES to incur any non - reimbursable cost and/or expense for the purpose of implementing this Agreement, or any of its provisions, or to require the VERDUGO SYSTEM to modify, alter, add to, remove or transform any of its existing equipment, system or facilities to Page 4 of 10 ARCADIA RENEWAL 2012 DRAFT 8 -6-12 implement any of the provisions of this Agreement. It is the intent of this Agreement, and the Parties acknowledge and agree, that any such changes, modifications or alterations shall be at the sole cost of the CONTRACTING CITY. D. Billing. For services rendered for any full fiscal year, CONTRACTING CITY shall be billed by written invoice every January and July of each year for the services provided in this Agreement on a semiannual basis, in advance. All invoices shall be payable within thirty (30) days after receipt. VI. RADIO ROAMING SERVICES A. Description of Services. VERDUGO CITIES shall provide CONTRACTING CITY the nonexclusive use of an available Verdugo talk group for the sole use of the Arcadia Fire Department on the VERDUGO CITIES radio system. This talk group shall only be used in the ordinary course of business to provide fire services to the public. CONTRACTING CITY agrees that it shall utilize no more than 125 subscriber radios on the radio system. CONTRACTING CITY shall arrange and pay for any and all programming of radios, and shall request approval of the City of Glendale in advance of programming any additional radios to be utilized on the radio system. B. Restrictions on Use of Talk Groups: Any use of talk groups by Subscribers shall be in accordance with the rules and regulations of the Federal Communications Commission and all other applicable state and federal laws. C. Maintenance of Contracting City Radios. CONTRACTING CITY shall perform all maintenance service on its radios, and shall ensure all its radios are operating within the manufacturer's specifications at all times. Should VERDUGO CITIES inform CONTRACTING CITY of a technical problem with one or more of the radios, CONTRACTING CITY shall immediately perform maintenance on such radio as may be required by the City of Glendale to ensure reliability of the radio system. D. Fees for Use of Talk Groups. In consideration of infrastructure contributed by the VERDUGO CITIES to the Interagency Communication Interoperability Network, (ICIS), the VERDUGO CITIES and ICIS waive all fees for the use of the talk groups until May, 2017. CONTRACTING CITY agrees that the waiver of the fee is limited to its use of radios not to exceed 125 subscriber units per month, utilized solely by the Arcadia Fire Department. For purposes of this agreement, "radio" includes mobile, portable, and station alerting radio equipment. E. Disclaimer. The radio roaming services provided pursuant to this Agreement are offered with no warranty and are at the CONTRACTING CITY's sole risk. VERDUGO CITIES DO NOT REPRESENT OR WARRANT THAT THE RADIO ROAMING SERVICES WILL MEET CONTRACTING CITY's Page 5 of 10 ARCADIA RENEWAL 2012 DRAFT 8.6 -12 REQUIREMENTS OR WILL BE UNINTERRUPTED, SECURE OR ERROR - FREE. VII. INDEMNITY A. Assumption of Risk. Each Party to this Agreement assumes full and sole responsibility for all risks of injury and damages, including damage to all operating equipment, arising from its own operation and use of, and its own repairs and maintenance performed on the equipment and each shall be solely responsible for all claims, liability, loss, suits, damages, costs, and expenses (including attorneys' fees and costs of litigation) and personal injuries (including death at any time) resulting directly or indirectly from, or arising out of, its own operation and use of, and its own repairs and maintenance performed on the equipment and accessories. Each Party shall bear the full legal and financial responsibility for its own conduct, actions and omissions carried out in the performance of that Party's obligations and responsibilities under this Agreement. B. Workers' Compensation. Workers' Compensation claims shall be paid by the employer of any injured worker, and subrogation rights against all Parties are expressly waived. C. Liability for Mutual/Automatic Aid. Notwithstanding any other provisions of this Agreement, and with respect to Section I.A.12. above, the CONTRACTING CITY shall indemnify, defend and hold harmless the VERDUGO CITIES and any other public service provider, from and against any claims or liability, including death, injury or property damage, and including the costs of defense, arising out of the making of any calls, initiating any contact, or other actions or omissions relating to Area, Regional and/or specific agency mutual aid and/or automatic aid whenever such aid is contacted or otherwise summoned to respond from outside of the jurisdiction of the CONTRACTING CITY. The Parties acknowledge and agree that whenever such mutual aid and/or automatic aid is contacted or otherwise summoned by the VERDUGO CITIES, such contact is made as a courtesy in order to facilitate the implementation of such mutual aid and/or automatic aid and is not intended to create any liability on the part of the VERDUGO CITIES or any public service provider which provides such mutual aid or automatic aid. All liability for salaries, wages, and other compensation shall be that of each employing agency. VIII. GENERAL PROVISIONS A. Entire Agreement. This Agreement supersedes any and all other Agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereof, and no other Agreement, statement, or promise relating to the subject matter of this Agreement which is not contained herein shall be valid or binding. In interpreting this Agreement and resolving any ambiguities, this Agreement will take precedence over any cover page or attachments. Page 6 of 10 ARCADIA RENEWAL 2012 DRAFT 8-6 -12 B. Interpretation. This Agreement is the product of negotiation and compromise on the Parties' part. Every provision in this Agreement shall be interpreted as though the Parties equally participated in its drafting. Therefore, notwithstanding the provisions in California Civil Code Section 1654 to the contrary, if this Agreement's language is uncertain, the Agreement shall not be construed against the Party causing the uncertainty to exist. C. Governing Law. The validity of this Agreement and of any of its terms or provisions, as well as the rights and duties of the parties hereunder, shall be governed by the laws of the State of California. D. Severability. Should any part, term or provision of this Agreement or any document required herein to be executed be declared invalid, void or unenforceable, all remaining parts, terms and provisions hereof shall remain in full force and effect and shall in no way be invalidated, impaired or affected thereby. E. Attorneys' Fees. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees in addition to any other relief to which he, she or it may be entitled. "Prevailing party" means a party who dismisses the action or proceeding in exchange for payment of the sum(s) allegedly due; performance of the term(s) or covenant(s) allegedly breached or violated; or consideration substantially equal to the relief sought in the action. "Reasonable attorneys' fees" of the City Attorney's office means the fees regularly charged by private attorneys who: (a) practice in a law firm located in Los Angeles County; and (b) have an equivalent number of years of professional experience in the subject matter area of the law for which the City Attorney's services were rendered. F. Waiver of Breach. The waiver of either party of any breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach of that same or any other provision. G. Assignment. Nothing under this Agreement shall be construed to give any rights or benefits to any party other than VERDUGO CITIES and CONTRACTING CITY. All duties and responsibilities under this Agreement shall be for the sole and exclusive benefit of VERDUGO CITIES and CONTRACTING CITY, and not for the benefit of any other party. CONTRACTING CITY shall not assign any right or interest in this Agreement, and shall not delegate any duty owed, without VERDUGO CITIES' prior written consent. Any attempted assignment or delegation shall be void and totally ineffective for all purposes, and shall constitute a material breach upon which VERDUGO CITIES may immediately terminate or suspend this Agreement. In the event the VERDUGO CITIES consent to an assignment or delegation, the assignee, delegatee, or its legal representative shall agree in writing to personally assume, perform, and be bound by this Agreement's covenants, conditions, obligations and provisions. Page 7 of 10 ARCADIA RFNFWAL 2012 DRAFT 5 -6 -12 H. Successors and Assigns. Subject Agreement shall be binding on the and assigns of the respective parties. to the provision regarding assignment, this heirs, executors, administrators, successors, I. Time is of the Essence Whenever a task is to be performed by CONTRACTING CITY herein, same shall be performed consistent with any time constraints set forth hereunder including exhibits, time being considered of the essence of this Agreement. Unless otherwise specified in this Agreement, all references to "days" refer to calendar days. J. Force Maieure. None of the Parties shall be considered in default in the performance of their obligations hereunder or any of them, if such obligations were prevented or delayed by any cause, existing or future, beyond the reasonable control of such party which include but are not limited to acts of God, labor disputes or civil unrest. Any delays beyond the control of the Parties shall automatically extend the time schedule as set forth in this Agreement by the period of any such delay. K. Notices. Notices hereunder must be in writing and, unless otherwise provided herein, shall be deemed validly given on the date either personally delivered to the address indicated below; or on the third (3rd) business day following deposit, postage prepaid, using certified mail, return receipt requested, in any U.S. Postal mailbox or at any U.S. Post Office; or when sent via facsimile to a party at the facsimile number set forth below or to such other or further facsimile number provided in a notice sent under the terms of this paragraph, on the date of transmission of that facsimile. Should any of the Parties have a change of address, they shall immediately notify the other Parties in writing of such change, provided, however, that each address for notice must include a street address and not merely a post office box. All notices, demands or requests shall be given to following addresses: City of Burbank: City of Glendale: Fire Chief Fire Chief Burbank Fire Department Glendale Fire Department 311 E. Orange Grove 421 Oak Street Burbank, CA 91502 Glendale, CA 91204 -1298 Tel. No. 818- 238 -3473 Tel. No. 818 -548 -4814 Fax. No. 818- 238 -3483 Fax. No. 818 -547 -1031 City of Arcadia: City of Pasadena: Fire Chief Fire Chief Arcadia Fire Department Pasadena Fire Department 710 S. Santa Anita Ave. 199 S. Los Robles Ave., Ste. 550 Page 8 of 10 ARCADIA RENEWAL 2012 DRAFT 8 -6 -12 Arcadia, CA 91006 Tel. No. 626 -574 -5100 Fax. No. 626 - 446 -7410 Pasadena, CA 91109 Tel. No. 626 - 744 -4675 Fax. No. 626 -585 -9164 L. Counterparts. This Agreement may be executed in counterparts, each of which shall be an original, but all of which shall constitute one and the same document. Each of the Parties shall sign a sufficient number of counterparts, so that each Party will receive a fully executed original of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested to by the proper officers hereunder duly authorized, their official seals to be heretofore affixed. CITY OF ARCADIA Date: W. 2, Z 0 1 1 ATTEST: By: I '� � L" 4 0k; ity Clerk y City Manage Dominic Lazzaretto (SEAL) AP ROVED AS TO FORM THIS dn d day of O obey, 2012. jt�ik� Jv, City Attorney Stephen P. Deitsch CITY OF BURBANK Date: " -1--I> — ( 3 ATTEST: IM l U LALq Page 9 of 10 ARCADIA RENEWAL 2012 DRAFT 8 -6 -12 Y� City Clerk APPR ED Af ORM THIS ity Attorney CITY OF GLENDALE Date: /4zh3 ATTEST: By: day of 20 J. By: City � anager ( EAL) y r "- �: OV A PORM I S is day of 203 . v C y A torne CITY OF PASADENA Date: (p 1 AT] By: T7 MICHAEL J. BECK City Manager (SEAL) APPROa,AS,,TVORM THIS tjlA,- day of 2012 ] City A Page 10 of 10 ARCADIA RENEWAL 2012 DRAFT 8 -6 -12