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HomeMy WebLinkAboutC-2112:1 " . Oq 20 -aY • FR.r.r C .9i)a . AMENDED AND RESTATED AGREEMENT AMONG THE CITIES OF PASADENA, MONROVIA, ARCADIA, AZUSA, COVINA, WEST COVINA, AND ALHAMBRA CREATING A JOINT POWERS AUTHORITY FOR POLICE HELICOPTER SERVICES TO BE KNOWN AS THE FOOTHILL AIR SUPPORT TEAM This Amended and Restated Agreement is made by and between the City of Monrovia, the City of Arcadia, the City of Azusa, the City of Covina, the City of West Covina, the City of Alhambra, and the City of Pasadena (hereinafter sometimes referred to as the "Parties "), with reference to the following facts: A. On July 31, 2000, the cities of Monrovia, Arcadia, Azusa, Covina, West Covina and Pasadena formed a Joint Powers Authority for police helicopter services known as the Foothill Air Support Team. B. The City of Alhambra desires to join as a member of the Joint Powers Authority, and the original members of the Authority unanimously consent to admit the City of Alhambra as a member and to concurrently amend and restate the Agreement creating the Joint Powers Authority as provided herein. C. The Parties, pursuant to Article 1, Chapter 5, Division 7, Title 1 of the California Government Code (commencing with California Government Code § 6500) (hereinafter sometimes referred to as the "Act "), have the power to acquire, operate, repair, maintain and administer a Joint Powers Authority for the purpose of providing police helicopter services to the Parties hereto. D. It has been determined by the Governing Body of each of the Parties that the best interests thereof, as well as of the public in general, will be served if the Parties provide for a Joint Powers Authority to better provide mobilization, organization and operation of the police helicopter operations facilities of the said cities and to minimize the effect of criminal activity AMENDED FAST JOINT POWERS AGREEMENT Paget of22 01/23/2001 12182 %000F6I6206v4 • • and to provide the basis for the most effective mutual aid, mobilization and dispatch of available resources within the territory of the Parties. E. The purpose of this Agreement is to establish and maintain a Joint Powers Authority for the Parties which will provide specified contractual police helicopter services, and it is intended that other policy and operational protocols will supplement this Agreement. F. Each Party will continue to maintain its own independent Police Department. G. It is not the intent of this Agreement that any Party would subsidize the normal, day -to -day police protection needs of any other Party, and each Party shall maintain its own police protection resources in sufficient strength to meet all normal, anticipated emergency needs on a day -to -day basis. H. Pooling of police helicopter resources under this Agreement is intended solely to enhance the ability of the Parties to collectively respond rapidly and efficiently to a wide variety of emergency needs. I. All Parties hereto have cooperated in the past in the suppression and investigation of criminal activity and wish by their cooperation herein to enhance such mutual efforts. NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES, COVENANTS AND CONDITIONS HEREINAFTER CONTAINED THE PARTIES AND EACH OF THEM, DO AGREE HEREBY AS FOLLOWS: Section 1. Establishment of Joint Powers Authority. Pursuant to their authority under Section 6500 et seq. of the California Government Code the Parties hereby establish a Joint Powers Authority to be known as the Foothill Air Support Team Authority (the "Authority ") to administer and to provide a more effective police helicopter AMENDED FAST JOINT POWERS AGREEMENT Page 2 of 22 01123/2001 12182',0001\616206v4 F- L-1 response system utilizing the combined resources of the Parties. The Authority shall be a public entity separate and apart from the Parties and each of them. Section 2. Board of Governors The Authority shall be administered by a Board of Governors (the "Board ") composed of the then serving City Managers and the Police Chiefs of each of the Parties (individually, a "Director "). A. Any member of the Board may designate an alternate to serve and vote on his or her behalf, provided such designation is made in writing and delivered to the Chair of the Board or the Secretary thereof prior to the meeting at which such designee appears. B. Board meetings shall be held at least once each calendar year at such times and places as any of the Parties hereto may reasonably request. C. The Board shall have the powers and duties provided for in Section 4 of this Agreement. The Board shall also have the power to issue administrative policies and operational procedures relating to implementation of the powers granted by this Agreement. D. All meetings of the Board of Governors, including, without limitation, regular, special and adjourned meetings, shall be called, noticed, held and conducted in accordance with the provisions of the Ralph M. Brown Act (commencing with Government Code §54950). E. Each Parry shall have two (2) votes on all matters, such votes to be exercised by the respective City Managers of each city or their authorized designees. The votes of the Directors representing a majority of the cities who are Parties hereto AMENDED FAST JOINT POWERS AGREEMENT Page 3 of 22 01/23/2001 12182100011616206x4 r] will constitute official action by the Board. Notwithstanding the foregoing, the Authority shall incur no indebtedness, bonded or otherwise, enter into any contracts, or exercise the power of eminent domain without the unanimous agreement of the Board of Governors. F. The Officers of the Board shall be a Chair, Vice Chair, Treasurer and Secretary, all of whom shall be elected by a vote of the majority of the cities which are Parties hereto at its first meeting and thereafter at the first meeting of each succeeding calendar year. In the event that the Chair, Vice Chair, Treasurer or Secretary so elected resigns from such office or ceases to be a member of the Board, the resulting vacancy shall be filled at the next regular meeting of the Board held after such vacancy occurs. (1) The Chair shall be a Director, shall be elected as Chair by the Board, and shall perform the duties normal to such office. The Chair may sign contracts on behalf of the Authority, and shall perform such other duties as may be imposed by the Board. (2) The Vice Chair shall be a Director and shall be elected as Vice Chair by the Board. In the absence of the Chair the Vice -Chair shall perform the duties of the Chair and shall perform all duties normal to such office. (3) The Secretary shall be appointed by the Board and shall perform all duties normal to such office. (4) The Treasurer shall be appointed by the Board as hereinafter provided. G. The Board shall appoint a Treasurer in accordance with Section 6505.5 of the Act who shall be: AMENDED FAST JOINT POWERS AGREEMENT Page 4 of 22 - 0123/2001 1218210001 \616206v4 0 0 (1) The Treasurer of one of the Parties; (2) A certified public accountant; or (3) Such other officer or employee as the Board shall deem qualified to act as Treasurer of the Board. The Treasurer shall perform such duties as are set forth in this Agreement and such other duties specified by the Board. (4) The Treasurer shall be the depositary, shall have custody of all of the accounts, funds and money of the Authority from whatever source, shall have the duties and obligations set forth in Sections 6505 and 6505.5 of the Act and shall assure strict accountability of all funds and reporting of all receipts and disbursements of the Authority. (5) Pursuant to Section 6505.1 of the Act, the Treasurer shall have charge of, handle and have access to all accounts, funds and money of the Authority and all records of the Authority relating thereto; and the Secretary shall have charge of, handle and have access to all other records of the Authority. H. The Authority shall not provide compensation for the services of any Director or alternate in that capacity. Section 3. Executive Committee The Authority shall be administered on a day -to -day basis by an Executive Committee comprised of the Police Chiefs of each of the Parties hereto. A. Executive Committee meetings shall be held at least four times per year at such times and places as any of the Parties hereto may reasonably request. AMENDED FAST JOINT POWERS AGREEMENT Page 5 of 22 01/23/2001 12182 \0001 \616206v4 0 0 B. The Executive Committee shall function as a committee of the whole, not requiring an election of officers. C. The Executive Committee shall recommend, develop and administer such policies, programs, priorities, organizational structure(s), staffing, training, equipment, facilities, and budgets as may be required for the effective operation of the Authority as approved by the Board. D. Except as otherwise provided with respect to any administrative policies adopted by the Executive Committee, each Party shall have one (1) vote on all matters and such vote shall be exercised by the Chief of Police or his or her authorized designee. The votes of a majority of the members of the Executive Committee will constitute official action by the Executive Committee. E. Participation and attendance by at least one Chief of Police or Chiefs designee representing a majority of the cities who are Parties hereto shall constitute a quorum. Section 4. Powers & Duties of the Authority. A. The Authority shall exercise in the manner herein provided the powers common to each of the cities and necessary or appropriate to the accomplishment of the purposes of this Agreement, subject to the restrictions set forth in Section 4 (C). B. The Authority is hereby authorized, in its own name, to do all acts necessary for the exercise of the foregoing powers, including but not limited to, any or all of the following: (1) to operate, contract for, maintain, repair and administer a police helicopter response and patrol system to serve the Parties, and to undertake such other programs as the Board of Directors may authorize; AMENDED FAST JOINT POWERS AGREEMENT Page 6 of 22 01123/2001 12182I0001\616206v4 • 0 (2) to make and enter into contracts; (3) to employ agents and employees; (4) to acquire, construct, own, manage, maintain dispose of, or operate any Public Capital Improvement, including the common power of the Parties to acquire any Public Capital Improvement by the power of eminent domain; (5) to sue and be sued; (6) to issue bonds and otherwise to incur debts, liabilities or obligations, provided that no such bond, debt, liability or obligation shall constitute a debt, liability or obligation of any or all of the Parties; (7) to apply for, accept, receive and disburse grants, loans and other aid from any agency of the United States of America, the State of California, or the County of Los Angeles, or any city therein; (8) to invest any money in the treasury pursuant to Section 6505.5 of the Act that is not required for the immediate necessities of the Authority, as the Authority determines is advisable, in the same manner and upon the same conditions as local agencies, pursuant to Section 53601 of the California Government Code; (9) to apply for letters of credit to secure the repayment of Bonds and enter into agreements in connection therewith; (10) to carry out and enforce all the provisions of this Agreement; (11) to make and enter into bond purchase agreements or other agreements necessary to carry out the purposes of this Agreement; AMENDED FAST JOINT POWERS AGREEMENT Page 7 of 22 01/23/2001 12182 \0001 \616206v4 11 (12) to exercise any and all other powers as may be provided in the Act; and (13) to purchase obligations issued by any or all of the Parties. C. The powers of the Authority shall be exercised in the manner prescribed in the Act and shall be subject (in accordance with Section 6509 of the Act) to the restrictions upon the manner of exercising such powers that are imposed upon the City of Pasadena, a charter law city, in the exercise of similar powers, provided, however, that if the City of Pasadena shall cease to be a member, then the Authority shall be restricted in the exercise of its power in the same manner as the City of Monrovia. Section 5. Resources. The resources necessary to operate the Authority shall be purchased, installed, operated, maintained and administered by the City of Pasadena under terms and conditions agreed to by each of the Parties. Any of the Parties may administer all or part of the Authority as may be agreed upon by all of the Parties. Section 6. Unanimous Participation by Parties. No Party shall modify, delete, or add to the activities, resources and responsibilities of the Authority without the agreement of each of the other Parties. Such activity will include, but is not limited to, performing or refusing to perform Authority services, or sharing or refusing to share Authority resources, with other intea- agency departments, or with other inter - agencies or cities. AMENDED FAST JOINT POWERS AGREEMENT Page 8 of 22 0123/2001 12182 \0001 \616206v4 0 0 Section 7. Availability of Helicopter Services. A. The Executive Board shall take such steps as may be necessary to ensure that helicopter services are available to each of the Parties within the limits of the capabilities and operating protocols of the operators of the helicopter. B. Notwithstanding any other provision of this Agreement, the Executive Committee is authorized to permit the Authority to provide police helicopter service to a public entity which is not a Party to this Agreement upon a finding that an emergency situation exists with reference to that public entity, and that the public entity requesting such may be assessed a reasonable charge therefor. Emergency situations, as defined in this section, are extraordinary circumstances such as major fires, earthquakes, floods, and civil unrest outside the scope of normal patrol operations. The Executive Committee is authorized to permit the Authority to provide police helicopter service to a public entity that is not a Party to this Agreement for the purpose of permitting the public entity to evaluate the services of the Authority and to determine whether or not to become a member of the Authority. The public entity requesting such evaluation services may be assessed a charge for such services as determined by the Executive Committee. C. During normal patrol operations, the police helicopter will customarily be operated at least two nights per week (Friday and Saturday night), and at least five hours per day, during the patrol shift. The Executive Committee may increase or decrease the days and hours of operations as it determines appropriate provided that such operations remain within the approved budget of the Authority. Each of the member cities may supply a police officer (observer) on a rotational basis, as AMENDED FAST JOINT POWERS AGREEMENT Page 9 of 22 01/23/2001 12182 \0001 \616206v4 • • to ensure all participating cities are receiving equal patrol time for each member city. The overall responsibility for the safe operation of the aircraft rests with the pilot in command of the aircraft, who will be an officer with the City of Pasadena. D. Normal patrol operations are defined to be, but not limited to, felony and misdemeanor calls for service that would constitute police response in order to protect citizens and officers from elicit criminal activity. Included in this section are assisting ground officers in searches for potentially violent suspects, vehicle and/or foot pursuits, area checks on burglary calls and spot checks in areas defined by the respective Parties. Section 8. Assistance to the Authority Except as prohibited by law, and in accordance with this Agreement, the Parties, as authorized by the Board, may: (1) make contributions from their respective treasuries for the public purposes set forth herein; (2) make payments of such public funds to defray the cost of such purposes; (3) make advances of public funds for such purposes, such advances or payments to be secured and repaid, as provided herein; or (4) assign their respective personnel, equipment or property in lieu of other contributions or advances at a rate of valuation to be agreed by the Parties. Such sums shall be paid to and disbursed by the Authority, the method and manner of such payment, disbursement and repayment to be set forth in operating memoranda which shall first have been adopted by the Board. The provisions of California Government Code §6513 are hereby incorporated by reference into this Agreement. AMENDED FAST JOINT POWERS AGREEMENT Page 10 of 22 01123/2001 12182 \00011616206x4 Section 9. Funds. The Treasurer of the Authority shall have custody of all money and shall disburse Authority funds as instructed by the Board. Additionally, the Treasurer of the Authority shall assume the following duties described in California Government Code §6505.5: A. Receive, prepare receipts for and deposit in the Treasury of the Authority all money of the Authority; B. Provide for the safety, keeping and disbursement of all Authority money held by the Treasurer and the performance of such obligation shall be secured by the Treasurer's official bond; C. Pay, when due, out of money of the Authority held by the Treasurer, all sums payable on outstanding indebtedness; D. Verify and report in writing to the Authority and to each of the Parties on the first of July, October, January and April of each year the amount of money the Treasurer holds for the Authority, the amount of receipts deposited since the Treasurer's last report, and the amount of disbursements since the Treasurer's last report. Section 10. Budcet. A. The Executive Committee shall prepare a proposed budget each year for the operation and maintenance of the Authority. Such proposed budget shall be submitted for review and formal action by the Board not later than January 1 st of each calendar year. B. The budget shall be adopted by formal action of the Board. It shall constitute a ministerial duty on the part of each Party to include such budget in its own AMENDED FAST JOINT POWERS AGREEMENT Page 1 1 of 22 01/23/2001 1218210001 \616206v4 0 0 proposed agency - budget for the following fiscal year for consideration by each Party's governing body. C The Board shall designate a continuous twelve (12) month period as the Authority's fiscal year. Section 11. Term, Terminations: Dispositions of Assets. A. This Agreement shall become effective upon approval and execution by all the Parties, and shall continue in full force and effect so long as any indebtedness remains outstanding or the Authority shall own any interest in Public Capital Improvements, or until terminated by a unanimous vote of the Board. B. Any Party may withdraw from its status as a Party to this Agreement at the end of any given fiscal year of the Authority provided that such Party has either discharged, or arranged for, to the satisfaction of the remaining members of the Board, the discharge of any pending obligation it has assumed hereunder, and further provided that written notice of intention to so withdraw has been served upon the Board and the City Clerk of each Party hereto not less than nine (9) months preceding the end of the Authority's fiscal year. C. The inclusion of additional Parties to this Agreement or the withdrawal of some, but not all, of the Parties to this Agreement shall not be deemed a dissolution of the Authority nor a termination of this Agreement. The Authority shall continue to exist and this Agreement shall continue in full force and effect so long as there shall be at least two (2) Parties to this Agreement. D. Upon the winding up and dissolution of the Authority, after paying or adequately providing for the debts and obligations of the Authority, the remaining assets of AMENDED FAST JOINT POWERS AGREEMENT Page 12 of 22 011232001 12182V00011616206v4 0 0 the Authority shall be distributed to the Parties to the Agreement. If for any reason the Parties to the Agreement are unable or unwilling to accept the assets of the Authority, said assets will be distributed to the Federal Government or the State of California or any local government for public purposes. Section 12. New Member Cities. Cities other than the Parties hereto may apply for and be admitted to membership in the Authority only upon the unanimous consent of all the then - existing Parties hereto acting through the Executive Committee. The admission of new member cities shall be upon such terms and conditions as may be required by the unanimous action of the Executive Committee, and any new member shall be required to adopt and execute this Agreement. Admission of new member cities shall not require re- adoption of this Agreement by the City Councils of the Parties, and any amendments admitting new member cities may be executed on behalf of the Authority by the President and the Secretary. Section 13. Insurance. A. Liability Insurance: The Authority shall procure and maintain in continuous effect for the duration of its existence the types and amounts of insurance listed herein against claims for injuries to persons or damage to property which may arise from or in connection with the performance by the Authority, its officers, agents, employees and contractors, of the duties set forth hereunder. Any such policies of insurance shall be underwritten by insurers licensed to write such policies in the State of California. B. Minimum scope of insurance: The insurance coverage specified above shall consist of the following coverages: AMENDED FAST JOINT POWERS AGREEMENT Page 13 of 22 01/23/2001 12182\0001 \616206v4 A • • (1) Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). (2) Law Enforcement Professional Liability Insurance endorsed for (or not excluded from) civil rights coverage. (3) Aviation General Liability Insurance endorsed for (or not excluded from) law enforcement activities. (4) Heliport Owners and Operator's General Liability Insurance endorsed for (or not excluded from) law enforcement activities. (5) Insurance Services Office form number.CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto) (applicable only if the Authority owns, leases, or rents any automobiles). (6) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance (applicable only if the Authority employs or leases any employees). (7) Director's and Officer's Liability Insurance. Minimum limits of insurance: The coverage set forth in subsection B above shall contain coverage limits of not less than the following: (1) General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage. (2) Law Enforcement Professional Liability Insurance: $20,000,000. (3) Aviation General Liability Insurance: $50,000,000 per occurrence. (4) Heliport Owners and Operator's General Liability Insurance: $20,000,000 per occurrence. AMENDED FAST JOINT POWERS AGREEMENT Page 14 of 22 - 01/23/2001 12182 \0001 \616206v4 • • (5) Automobile Liability: $2,000,000 per occurrence for bodily injury and property damage. (6) Employer's Liability: $1,000,000 per occurrence for bodily injury or disease. (7) Director's and Officer's Liability: $1,000,000. D. Other Insurance Provisions. The liability policies are to contain, or be endorsed to contain, the following provisions: (1) The Parties and their respective officers, employees, agents and volunteers are to be covered as additional insureds as to General Liability, Automobile Liability, and Employer's Liability. (2) The Parties and their respective officers, employees, agents and volunteers are to be covered as additional insureds as to Aviation General Liability and Heliport Owners and Operator's General Liability. (3) For any claims related to this Agreement, the Authority's insurance coverage shall be primary insurance as respects the Parties, and their officers, employees, agents and volunteers. (4) The Authority's insurance shall apply separately to each named or additional named insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (5) Workers Compensation Insurance, if applicable, shall be contain endorsements equivalent to State Compensation Insurance Fund endorsements #2507 (waiver of subrogation) and #0015 (additional insured employer), Which endorsements shall name the Parties. AMENDED FAST JOINT POWERS AGREEMENT Pale 15 of 22 01 /23/2001 12182 \0001 \616206V4 0 0 E. Insurance provided by the City of Pasadena: Notwithstanding any of the foregoing, the City of Pasadena may provide the Authority and the Parties with Aviation General Liability Insurance in the amount of $20,000,000 and Heliport Owners and Operator's General Liability insurance in the amount of $20,000.000. If the City of Pasadena chooses to provide such coverage, the policies of insurance establishing such coverage shall name the Authority and each Party as additional insureds and fully conform to the requirements of subsection (D) above. The Authority shall reimburse the City of Pasadena for the costs of such insurance that are attributable to the activities of the Authority and its members, and such reimbursement shall be included in the hourly rates charged by the City of Pasadena for its services hereunder. F. Each Party hereby covenants to provide Worker's Compensation Insurance and Employer's Liability Insurance coverage as required by California law, and to provide to the Authority endorsements equivalent to State Compensation Insurance Fund endorsements #2507 (waiver of subrogation) and #0015 (additional insured employer), which endorsements shall name the Authority. Each Parry hereby agrees to defend, indemnify and hold harmless, at its own cost and expense, the Authority and each other Party, from and against any and all liability and costs, claims, demands, lawsuits, judgments, actions or causes of action, arising from breach of this subsection. G. Individuals employed by a Party shall be considered to be performing duties on behalf of the Authority only when they are: AMENDED FAST JOINT POWERS AGREEMENT Page 16 of 22 - 01/23/2001 12182\0001 \616206v4 • (1) Making decisions or taking actions as members of the Board of Governors or the Executive Committee of the Authority; (2) Piloting or serving as observers in aircraft immediately before, during and after flight operations authorized under this Agreement; (3) Directing or supervising aircraft operations authorized under this Agreement; (4) Performing maintenance or other support services which are in direct preparation for, occur during and or result from flight operations authorized under this Agreement. All activities which are not within the scope of the foregoing shall be considered activities undertaken by the individual Parties affected. They shall not constitute duties performed on behalf of the Authority, and neither the Authority nor its insurers shall have any responsibility or liability therefor. Section 14. Successors. This Agreement shall be binding upon and shall insure to the benefit of the successors of the Parties hereto, to the extent permitted by law. Section 15. Severability. Should any part, term or provision of this Agreement be decided by the courts to be illegal or in conflict with any law of the United States of America or the State of California, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining portions or provisions shall not be affected thereby. AMENDED FAST JOINT POWERS AGREEMENT Page 17 of 22 12182 \00011616206v4 01/23/2001 • 0 Section 16. Indemnity. The Authority shall, at its own cost and expense, defend, indemnify and hold harmless the member cities of the Authority, their officers, agents, volunteers and employees, and each of them, from and against any and all liability and costs, claims, demands, lawsuits, judgments, actions or causes of action, whether sounding in tort, contract, strict liability or otherwise including any costs or attorneys fees for injury, death or other damage, direct or indirect, incurred or threatened by reason of any act or omission of the Authority, or of any person or entity performing any service for or on behalf of the Authority or discharging any obligation, task or duty, assumed by such person or entity under this Agreement. This duty of indemnification shall not be limited by the amount or type of insurance carried by the Authority. Section 17. General Provisions. A. Any notices required by or given pursuant to this Agreement shall be in writing and shall be delivered to both the Directors and the City Clerk of each of the Parties at the address of the principal business offices of the respective Parties listed in the introduction of this Agreement or at such other address as any Party may specify in writing to the Authority. B. This Agreement shall be deemed to have been made and shall be construed and interpreted in accordance with the laws of the State of California. C. The article and paragraph headings contained in this Agreement are for the convenience of reference only and are not intended to define, limit or describe the scope of any provision of this Agreement. D. Whenever any consent or approval is required by this Agreement, such consent or approval shall not be unreasonably withheld. AMENDED FAST JOINT POWERS AGREEMENT Page 18 of 22 - 01/23/2001 1218210001\616206x4 • • E. This Agreement may be executed on behalf of the Parties in multiple counterparts all of which collectively shall constitute one document. F. The Authority is hereby authorized to take any or all legal or equitable actions, including but not limited to injunction and specific performance, necessary or permitted by law to enforce this Agreement. G. Should any part, term or provision of this Agreement be decided by any court of competent jurisdiction to be illegal or in conflict with any law of the State of California, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining parts, terms, or provisions of this Agreement shall not be affected thereby. H. The effective date of this Amended and Restated Agreement shall be the latest date of execution by a Party. This Agreement shall be binding upon and shall inure to the benefit of the successors of the Parties, respectively. None of the Parties may assign any right or obligation hereunder without the written consent of the other Parties. Section 18. ObliJations, Immunities. & Beneficiaries. A. Pursuant to Section 6508.1 of the Government Code of the State of California, the debts, liabilities, and obligations of the Authority ( "Authority Obligations ") shall be solely the debts, liabilities, and obligations of the Authority. The Authority Obligations shall not constitute debts, liabilities, and obligations of the Parties, and the Parties shall have no liability therefor. B. Pursuant to Section 6513 of the Government Code of the State of California, all of the privileges and immunities from liability, exemptions from law, ordinances and AMENDED FAST JOINT POWERS AGREEMENT Page 19 of 22 01/232001 1218210001 \616206v4 1] rules, all pension, relief, disability, workmen's compensation, and other benefits which apply to the activity of officers, agents or employees of the individual Parties when performing their respective functions within the territorial limits of their respective public agencies, shall apply to them to the same degree and extent while engaged in the performance of any of their functions and duties extraterritorially under the provisions of this Agreement. C. The Authority warrants that it will timely take all actions and make all filings required by Sections 6503.5 and 6503.7 of the Government Code of the State of California in order to ensure its ability to exercise its powers. D. This Agreement is intended solely for the benefit of the Authority and the Parties to this Agreement, and no third party shall be deemed to be a beneficiary or to have any rights hereunder against the Authority or any of the Parties as a result of the execution of this Agreement. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed and attested by the proper officers thereunto duly authorized. THE CITY OF ARCADIA Title: � I'wr \ Attest: (City Clerk Dated: c- _:- , APPROVED AS T/O� FORM: City Attorney THE CITY OF COVINA M Title: Attest City Clerk Dated: APPROVED AS TO FORM: By: City Attorney AMENDED FAST JOINT POWERS AGREEMENT Page 20 of 22 01/23/2001 12182 \0001 \6162061/4 0 0 rules, all pension, relief, disability, workmen's compensation, and other benefits which apply to the activity of officers, agents or employees of the individual Parties when performing their respective functions within the territorial limits of their respective public agencies, shall apply to them to the same degree and extent while engaged in the performance of any of their functions and duties extraterritorially under the provisions of this Agreement. C. The Authority warrants that it will timely take all actions and make all filings required by Sections 6503.5 and 6503.7 of the Government Code of the State of California in order to ensure its ability to exercise its powers. D. This Agreement is intended solely for the benefit of the Authority and the Parties to this Agreement, and no third party shall be deemed to be a beneficiary or to have any rights hereunder against the Authority or any of the Parties as a result of the execution of this Agreement. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed and attested by the proper officers thereunto duly authorized. THE CITY OF ARCADIA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney AMENDED FAST JOINT POWERS AGREEMENT 12182 \0001 \616206v4 THE CITY OFCOV NA By Title: Mayor Attest City erk Dated: February 21,2001 APPROVED AS TO FORM: By % /-�yy [ City Attorney Page 20 of 22 01/23/2001 Ll THE CIT F AZU A By: Title: A t: tt / City Clerk Dated: aoo/ APPROVED AS TO FORM: By: /L I\ • 1 19'YIfZXMF City Attorney THE CITY OF WEST COVINA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: Try Attorney [Signatures continue on page 22.] 0 THE CITY OF MONROVIA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF PASADENA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: City Attorney AMENDED FAST101NT POWERS AGREEMENT Page 21 of 22 0112312001 12182 \0001 \616206v4 0 THE CITY OF AZUSA IV Title: Attest: City Clerk Dated: APPROVED AS TO FORM: Bv: City Attorney THE CITY OF WEST COVINA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney [Signatures continue on page 22.] L] THE ITY OF [MONROVIA Title: Attest: i City Clerk " Dated: / APPROVED A By: THE CITY OF PASADENA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney AMENDED FAST JOINT POWERS AGREEMENT Page 21 of 22 01/23/2001 1218210001\616206v4 0 THE CITY OF AZUSA By:_ Title: Attest: City Clerk Dated: FEW 9PI?4ITI.`11I[G1; [X1:7 Tp BY: City Attorney THE CITY OF WEST COVINA By: Title: /Yh v'O/' Attest: City Clerk Dated: APPROVED AS TO FORM: By: y Attorney [Signatures continue on page 22.] 0 THE CITY OF MONROVIA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF PASADENA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: Lm Attorney AMENDED FAST JOINT POWERS AGREEMENT Page 21 of 22 01/23/2001 12182\0001'616206%4 0 THE CITY OF AZUSA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF WEST COVINA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney [Signatures continue on page 22.] 0 THE CITY OF MONROVIA Bv: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF P By Attest Dated: _ = `1 o k L l APPROVED AS TO FORM: By: A&-9. City ttorney AMENDED FAST JOINT POWERS AGREEMENT Page 21 of 22 01/23/2001 12182':0001 \616206v4 City of MONROWIA • �r' F � M1 r Office of the City Clerk July 24, 2001 Chief David Hinig Arcadia Police Department 250 West Huntington Drive P. O. Box 60021 Arcadia, CA 91006 -6021 Dear Chief Hinig: .. Enclosed please find a signed and certified copy of the "Amended and Restated Agreement Among the Cities of Pasadena, Monrovia, Arcadia, Azusa, Covina, West Covina, and Alhambra Creating a Joint Powers Authority for Police Helicopter Services to be Known as the Foothill Air Support Team." A copy of the same has also been forwarded to City Clerk June D. Alford. Sincerely, VV Linda B. Proctor, CMC City Clerk Enclosures cc: June D. Alford, CMC, City Clerk 415 South Ivy Avenue Monrovia, California 91016 -2888 (626) 932 -5505 City -; of ` MONI�C IA IIII�1 Ofce of the City Clerk July 24, 2001 Chief David Hinig Arcadia Police Department 250 West Huntington Drive P. O. Box 60021 Arcadia, CA 91006 -6021 Dear Chief Hinig: JUL 3 0W c i Y OF gRCADIA FfTY rl_cOK 1887 Enclosed please find a signed and certified copy of the "Amended and Restated Agreement Among the Cities of Pasadena, Monrovia, Arcadia, Azusa, Covina, West Covina, and Alhambra Creating a Joint Powers Authority for Police Helicopter Services to be Known as the Foothill Air Support Team." A copy of the same has also been forwarded to City Clerk June D. Alford. Sincerely, Linda B. Proctor, CMC City Clerk Enclosures / cc: June D. Alford, CMC, City Clerk" 415 South Ivy Avenue Monrovia, California 91016 -2888 (626) 932 -5505 cv7D- Z AMENDED AND RESTATED AGREEMENT AMONG THE CITIES OF PASADENA, MONROVIA, ARCADIA, AZUSA, COVINA, WEST COVINA, AND ALHAMBRA CREATING A JOINT POWERS AUTHORITY FOR POLICE HELICOPTER SERVICES TO BE KNOWN AS THE FOOTHILL AIR SUPPORT TEAM This Amended and Restated Agreement is made by and between the City of Monrovia, the City of Arcadia, the City of Azusa, the City of Covina, the City of West Covina, the City of Alhambra, and the City of Pasadena (hereinafter sometimes referred to as the "Parties "), with reference to the following facts: A. On July 31, 2000, the cities of Monrovia, Arcadia, Azusa, Covina, West Covina and Pasadena formed a Joint Powers Authority for police helicopter services known as the Foothill Air Support Team. B. The City of Alhambra desires to join as a member of the Joint Powers Authority, and the original members of the Authority unanimously consent to admit the City of Alhambra as a member and to concurrently amend and restate the Agreement creating the Joint Powers Authority as provided herein. C. The Parties, pursuant to Article 1, Chapter 5, Division 7, Title 1 of the California Government Code (commencing with California Government Code § 6500) (hereinafter sometimes referred to as the "Act "), have the power to acquire, operate, repair, maintain and administer a Joint Powers Authority for the purpose of providing police helicopter services to the Parties hereto. D. It has been determined by the Governing Body of each of the Parties that the best interests thereof, as well as of the public in general, will be served if the Parties provide for a Joint Powers Authority to better provide mobilization, organization and operation of the police helicopter operations facilities of the said cities and to minimize the effect of criminal activity AMENDED FAST JOINT POWERS AGREEMENT Page 1 of 22 01/232001 12182 \00011616206x4 f 1 and to provide the basis for the most effective mutual aid, mobilization and dispatch of available resources within the territory of the Parties. E. The purpose of this Agreement is to establish and maintain a Joint Powers Authority for the Parties which will provide specified contractual police helicopter services, and it is intended that other policy and operational protocols will supplement this Agreement. F. Each Party will continue to maintain its own independent Police Department. G. It is not the intent of this Agreement that any Party would subsidize the normal, day -to -day police protection needs of any other Party, and each Party shall maintain its own police protection resources in sufficient strength to meet all normal, anticipated emergency needs on a day -to -day basis. H. Pooling of police helicopter resources under this Agreement is intended solely to enhance the ability of the Parties to collectively respond rapidly and efficiently to a wide variety of emergency needs. I. All Parties hereto have cooperated in the past in the suppression and investigation of criminal activity and wish by their cooperation herein to enhance such mutual efforts. NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES, COVENANTS AND CONDITIONS HEREINAFTER CONTAINED THE PARTIES AND EACH OF THEM, DO AGREE HEREBY AS FOLLOWS: Section 1. Establishment of Joint Powers Authori ty Pursuant to their authority under Section 6500 et seq. of the California Government Code the Parties hereby establish a Joint Powers Authority to be known as the Foothill Air Support Team Authority (the "Authority") to administer and to provide a more effective police helicopter AMENDED FAST JOINT POWERS AGREEMENT Page 2 of 22 - 01/23/2001 12182 \0001 \616206v4 0 response system utilizing the combined resources of the Parties. The Authority shall be a public entity separate and apart from the Parties and each of them. Section 2. Board of Governors The Authority shall be administered by a Board of Governors (the "Board ") composed of the then serving City Managers and the Police Chiefs of each of the Parties (individually, a "Director "). A. Any member of the Board may designate an alternate to serve and vote on his or her behalf, provided such designation is made in writing and delivered to the Chair of the Board or the Secretary thereof prior to the meeting at which such designee appears. B. Board meetings shall be held at least once each calendar year at such times and places as any of the Parties hereto may reasonably request. C. The Board shall have the powers and duties provided for in Section 4 of this Agreement. The Board shall also have the power to issue administrative policies and operational procedures relating to implementation of the powers granted by this Agreement. D. All meetings of the Board of Governors, including, without limitation, regular, special and adjourned meetings, shall be called, noticed, held and conducted in accordance with the provisions of the Ralph M. Brown Act (commencing with Government Code §54950). E. Each Party shall have two (2) votes on all matters, such votes to be exercised by the respective City Managers of each city or their authorized designees. The votes of the Directors representing a majority of the cities who are Parties hereto AMENDED FAST JOINT POWERS AGREEMENT Page 3 of 22 - 01/23/2001 12182 \0001 \6162061/4 will constitute official action by the Board. Notwithstanding the foregoing, the Authority shall incur no indebtedness, bonded or otherwise, enter into any contracts, or exercise the power of eminent domain without the unanimous agreement of the Board of Governors. F. The Officers of the Board shall be a Chair, Vice Chair, Treasurer and Secretary, all of whom shall be elected by a vote of the majority of the cities which are Parties hereto at its first meeting and thereafter at the first meeting of each succeeding calendar year. In the event that the Chair, Vice Chair, Treasurer or Secretary so elected resigns from such office or ceases to be a member of the Board, the resulting vacancy shall be filled at the next regular meeting of the Board held after such vacancy occurs. (1) The Chair shall be a Director, shall be elected as Chair by the Board, and shall perform the duties normal to such office. The Chair may sign contracts on behalf of the Authority, and shall perform such other duties as may be imposed by the Board. (2) The Vice Chair shall be a Director and shall be elected as Vice Chair by the Board. In the absence of the Chair the Vice -Chair shall perform the duties of the Chair and shall perform all duties normal to such office. (3) The Secretary shall be appointed by the Board and shall perform all duties normal to such office. (4) The Treasurer shall be appointed by the Board as hereinafter provided. G. The Board shall appoint a Treasurer in accordance with Section 6505.5 of the Act who shall be: AMENDED FAST JOINT POWERS AGREEMENT Page 4 of 22 12182 \0001 \616206v4 01/23/2001 (1) The Treasurer of one of the Parties; (2) A certified public accountant; or (3) Such other officer or employee as the Board shall deem qualified to act as Treasurer of the Board. The Treasurer shall perform such duties as are set forth in this Agreement and such other duties specified by the Board. (4) The Treasurer shall be the depositary, shall have custody of all of the accounts, funds and money of the Authority from whatever source, shall have the duties and obligations set forth in Sections 6505 and 6505.5 of the Act and shall assure strict accountability of all funds and reporting of all receipts and disbursements of the Authority. (5) Pursuant to Section 6505.1 of the Act, the Treasurer shall have charge of, handle and have access to all accounts, funds and money of the Authority and all records of the .Authority relating thereto; and the Secretary shall have charge of, handle and have access to all other records of the Authority. H. The Authority shall not provide compensation for the services of any Director or alternate in that capacity. Section 3. Executive Committee The Authority shall be administered on a day -to -day basis by an Executive Committee comprised of the Police Chiefs of each of the Parties hereto. A. Executive Committee meetings shall be held at least four times per year at such times and places as any of the Parties hereto may reasonably request. AMENDED FAST JOINT POWERS AGREEMENT Pa_ee 5 of 22 01/2312001 12182 \0001 \616206v4 1 1 B. The Executive Committee shall function as a committee of the whole, not requiring an election of officers. C. The Executive Committee shall recommend, develop and administer such policies, programs, priorities, organizational structure(s), staffing, training, equipment, facilities, and budgets as may be required for the effective operation of the Authority as approved by the Board. D. Except as otherwise provided with respect to any administrative policies adopted by the Executive Committee, each Party shall have one (1) vote on all matters and such vote shall be exercised by the Chief of Police or his or her authorized designee. The votes of a majority of the members of the Executive Committee will constitute official action by the Executive Committee. E. Participation and attendance by at least one Chief of Police or Chief s designee representing a majority of the cities who are Parties hereto shall constitute a quorum. Section 4. Powers & Duties of the Authori ty. A. The Authority shall exercise in the manner herein provided the powers common to each of the cities and necessary or appropriate to the accomplishment of the purposes of this Agreement, subject to the restrictions set forth in Section 4 (C). B. The Authority is hereby authorized, in its own name, to do all acts necessary for the exercise of the foregoing powers, including but not limited to, any or all of the following: (1) to operate, contract for, maintain, repair and administer a police helicopter response and patrol system to serve the Parties, and to undertake such other programs as the Board of Directors may authorize; AMENDED FAST JOINT POWERS AGREEMENT Page 6 of 22 01/23/2001 12182\0001 \616206v4 0 0 (2) to make and enter into contracts; (3) to employ agents and employees; (4) to acquire, construct, own, manage, maintain dispose of, or operate any Public Capital Improvement, including the common power of the Parties to acquire any Public Capital Improvement by the power of eminent domain; (5) to sue and be sued; (6) to issue bonds and otherwise to incur debts, liabilities or obligations, provided that no such bond, debt, liability or obligation shall constitute a debt, liability or obligation of any or all of the Parties; (7) to apply for, accept, receive and disburse grants, loans and other aid from any agency of the United States of America, the State of California, or the County of Los Angeles, or any city therein; (8) to invest any money in the treasury pursuant to Section 6505.5 of the Act that is not required for the immediate necessities of the Authority, as the Authority determines is advisable, in the same manner and upon the same conditions as local agencies, pursuant to Section 53601 of the California Government Code; (9) to apply for letters of credit to secure the repayment of Bonds and enter into agreements in connection therewith; (10) to carry out and enforce all the provisions of this Agreement; (11) to make and enter into bond purchase agreements or other agreements necessary to carry out the purposes of this Agreement; AMENDED FAST JOINT POWERS AGREEMENT Page 7 of 22 01/232001 12182 %00011616206v4 r (12) to exercise any and all other powers as may be provided in the Act; and (13) to purchase obligations issued by any or all of the Parties. C. The powers of the Authority shall be exercised in the manner prescribed in the Act and shall be subject (in accordance with Section 6509 of the Act) to the restrictions upon the manner of exercising such powers that are imposed upon the City of Pasadena, a charter law city, in the exercise of similar powers, provided, however, that if the City of Pasadena shall cease to be a member, then the Authority shall be restricted in the exercise of its power in the same manner as the City of Monrovia. Section 5. Resources. The resources necessary to operate the Authority shall be purchased, installed, operated, maintained and administered by the City of Pasadena under terms and conditions agreed to by each of the Parties. Any of the Parties may administer all or part of the Authority as may be agreed upon by all of the Parties. Section 6. Unanimous Participation by Parties. No Party shall modify, delete, or add to the activities, resources and responsibilities of the Authority without the agreement of each of the other Parties. Such activity will include, but is not limited to, performing or refusing to perform Authority services, or sharing or refusing to share Authority resources, with other intra- agency departments, or with other inter - agencies or cities. AMENDED FAST JOINT POWERS AGREEMENT Page 8 of 22 01/23/2001 12182100011616206x4 Section 7. Availability of Helicopter Services. A. The Executive Board shall take such steps as may be necessary to ensure that helicopter services are available to each of the Parties within the limits of the capabilities and operating protocols of the operators of the helicopter. B. Notwithstanding any other provision of this Agreement, the Executive Committee is authorized to permit the Authority to provide police helicopter service to a public entity which is not a Parry to this Agreement upon a finding that an emergency situation exists with reference to that public entity, and that the public entity requesting such may be assessed a reasonable charge therefor. Emergency situations, as defined in this section, are extraordinary circumstances such as major fires, earthquakes, floods, and civil unrest outside the scope of normal patrol operations. The Executive Committee is authorized to permit the Authority to provide police helicopter service to a public entity that is not a Parry to this Agreement for the purpose of permitting the public entity to evaluate the services of the Authority and to determine whether or not to become a member of the Authority. The public entity requesting such evaluation services may be assessed a charge for such services as determined by the Executive Committee. C. During normal patrol operations, the police helicopter will customarily be operated at least two nights per week (Friday and Saturday night), and at least five hours per day, during the patrol shift. The Executive Committee may increase or decrease the days and hours of operations as it determines appropriate provided that such operations remain within the approved budget of the Authority. Each of the member cities may supply a police officer (observer) on a rotational basis, as AMENDED FAST JOINT POWERS AGREEMENT Page 9 of 22 - 01/23/2001 12182 \0001 \616206v4 to ensure all participating cities are receiving equal patrol time for each member city. The overall responsibility for the safe operation of the aircraft rests with the pilot in command of the aircraft, who will be an officer with the City of Pasadena. D. Normal patrol operations are defined to be, but not limited to, felony and misdemeanor calls for service that would constitute police response in order to protect citizens and officers from elicit criminal activity. Included in this section are assisting ground officers in searches for potentially violent suspects, vehicle and/or foot pursuits, area checks on burglary calls and spot checks in areas defined by the respective Parties. Section 8. Assistance to the Authority Except as prohibited by law, and in accordance with this Agreement, the Parties, as authorized by the Board, may: (1) make contributions from their respective treasuries for the public purposes set forth herein; (2) make payments of such public funds to defray the cost of such purposes; (3) make advances of public funds for such purposes, such advances or payments to be secured and repaid, as provided herein; or (4) assign their respective personnel, equipment or property in lieu of other contributions or advances at a rate of valuation to be agreed by the Parties. Such sums shall be paid to and disbursed by the Authority, the method and manner of such payment, disbursement and repayment to be set forth in operating memoranda which shall first have been adopted by the Board. The provisions of California Government Code §6513 are hereby incorporated by reference into this Agreement. AMENDED FAST ]O1NT PO\VERS AGREEMENT Page 10 of 22 01/232001 12182 \0001 \616206v4 Section 9. Funds. The Treasurer of the Authority shall have custody of all money and shall disburse Authority funds as instructed by the Board. Additionally, the Treasurer of the Authority shall assume the following duties described in California Government Code §6505.5: A. Receive, prepare receipts for and deposit in the Treasury of the Authority all money of the Authority; B. Provide for the safety, keeping and disbursement of all Authority money held by the Treasurer and the performance of such obligation shall be secured by the Treasurer's official bond; C. Pay, when due, out of money of the Authority held by the Treasurer, all sums payable on outstanding indebtedness; D. Verify and report in writing to the Authority and to each of the Parties on the first of July, October, January and April of each year the amount of money the Treasurer holds for the Authority, the amount of receipts deposited since the Treasurer's last report, and the amount of disbursements since the Treasurer's last report. Section 10. Budeet. A. The Executive Committee shall prepare a proposed budget each year for the operation and maintenance of the Authority. Such proposed budget shall be submitted for review and formal action by the Board not later than January 1st of each calendar year. B. The budget shall be adopted by formal action of the Board. It shall constitute a ministerial duty on the part of each Party to include such budget in its own AMENDED FAST JOINT POWERS AGREEMENT Page 11 of 22 01/232001 12182 \0001 \616206v4 proposed agency budget for the following fiscal year for consideration by each Party's governing body. C The Board shall designate a continuous twelve (12) month period as the Authority's fiscal year. Section 11. Term: Terminations: Dispositions of Assets. A. This Agreement shall become effective upon approval and execution by all the Parties, and shall continue in full force and effect so long as any indebtedness remains outstanding or the Authority shall own any interest in Public Capital Improvements, or until terminated by a unanimous vote of the Board. B. Any Party may withdraw from its status as a Party to this Agreement at the end of any given fiscal year of the Authority provided that such Party has either discharged, or arranged for, to the satisfaction of the remaining members of the Board, the discharge of any pending obligation it has assumed hereunder, and further provided that written notice of intention to so withdraw has been served upon the Board and the City Clerk of each Party hereto not less than nine (9) months preceding the end of the Authority's fiscal year. C. The inclusion of additional Parties to this Agreement or the withdrawal of some, but not all, of the Parties to this Agreement shall not be deemed a dissolution of the Authority nor a termination of this Agreement. The Authority shall continue to exist and this Agreement shall continue in full force and effect so long as there shall be at least two (2) Parties to this Agreement. D. Upon the winding up and dissolution of the Authority, after paying or adequately providing for the debts and obligations of the Authority, the remaining assets of AMENDED FAST JOINT POWERS AGREEMENT Page 12 of 22 01/23/2001 12182 \00011616206x4 the Authority shall be distributed to the Parties to the Agreement. If for any reason the Parties to the Agreement are unable or unwilling to accept the assets of the Authority, said assets will be distributed to the Federal Government or the State of California or any local government for public purposes. Section 12. New Member Cities. Cities other than the Parties hereto may apply for and be admitted to membership in the Authority only upon the unanimous consent of all the then - existing Parties hereto acting through the Executive Committee. The admission of new member cities shall be upon such terms and conditions as may be required by the unanimous action of the Executive Committee, and any new member shall be required to adopt and execute this Agreement. Admission of new member cities shall not require re- adoption of this Agreement by the City Councils of the Parties, and any amendments admitting new member cities may be executed on behalf of the Authority by the President and the Secretary. Section 13. Insurance. A. Liability Insurance: The Authority shall procure and maintain in continuous effect for the duration of its existence the types and amounts of insurance listed herein against claims for injuries to persons or damage to property which may arise from or in connection with the performance by the Authority, its officers, agents, employees and contractors, of the duties set forth hereunder. Any such policies of insurance shall be underwritten by insurers licensed to write such policies in the State of California. B. Minimum scope of insurance: The insurance coverage specified above shall consist of the following coverages: AMENDED FAST JOINT POWERS AGREEMENT Page 13 of 22 0123/2001 12182 \0001 \616206v4 0 0 (1) Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). (2) Law Enforcement Professional Liability Insurance endorsed for (or not excluded from) civil rights coverage. (3) Aviation General Liability Insurance endorsed for (or not excluded from) law enforcement activities. (4) Heliport Owners and Operator's General Liability Insurance endorsed for (or not excluded from) law enforcement activities. (5) Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto) (applicable only if the Authority owns, leases, or rents any automobiles). (6) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance (applicable only if the Authority employs or leases any employees). (7) Director's and Officer's Liability Insurance. C. Minimum limits of insurance: The coverage set forth in subsection B above shall contain coverage limits of not less than the following: (1) General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage. (2) Law Enforcement Professional Liability Insurance: $20,000,000. (3) Aviation General Liability Insurance: $50,000,000 per occurrence. (4) Heliport Owners and Operator's General Liability Insurance: $20,000,000 per occurrence. AMENDED FAST JOINT POWERS AGREEMENT Page 14 of 22 - 01/23/2001 12182 \0001 \616206v4 I 0 0 (5) Automobile Liability: $2,000,000 per occurrence for bodily injury and property damage. (6) Employer's Liability: $1,000,000 per occurrence for bodily injury or disease. (7) Director's and Officer's Liability: $1,000,000. Other Insurance Provisions. The liability policies are to contain, or be endorsed to contain, the following provisions: (1) The Parties and their respective officers, employees, agents and volunteers are to be covered as additional insureds as to General Liability, Automobile Liability, and Employer's Liability. (2) The Parties and their respective officers, employees, agents and volunteers are to be covered as additional insureds as to Aviation General Liability and Heliport Owners and Operator's General Liability. (3) For any claims related to this Agreement, the Authority's insurance coverage shall be primary insurance as respects the Parties, and their officers, employees, agents and volunteers. (4) The Authority's insurance shall apply separately to each named or additional named insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (5) Workers Compensation Insurance, if applicable, shall be contain endorsements equivalent to State Compensation Insurance Fund endorsements #2507 (waiver of subrogation) and #0015 (additional insured employer), which endorsements shall name the Parties. AMENDED FAST JOINT POWERS AGREEMENT Page 15 of 22 - 01123/1001 1218210001 %616206V4 E. Insurance provided by the City of Pasadena: Notwithstanding any of the foregoing, the City of Pasadena may provide the Authority and the Parties with Aviation General Liability Insurance in the amount of $20,000,000 and Heliport Owners and Operator's General Liability insurance in the amount of $20,000.000. If the City of Pasadena chooses to provide such coverage, the policies of insurance establishing such coverage shall name the Authority and each Party as additional insureds and fully conform to the requirements of subsection (D) above. The Authority shall reimburse the City of Pasadena for the costs of such insurance that are attributable to the activities of the Authority and its members, and such reimbursement shall be included in the hourly rates charged by the City of Pasadena for its services hereunder. F. Each Party hereby covenants to provide Worker's Compensation Insurance and Employer's Liability Insurance coverage as required by California law, and to provide to the Authority endorsements equivalent to State Compensation Insurance Fund endorsements #2507 (waiver of subrogation) and #0015 (additional insured employer), which endorsements shall name the Authority. Each Party hereby agrees to defend, indemnify and hold harmless, at its own cost and expense, the Authority and each other Party, from and against any and all liability and costs, claims, demands, lawsuits, judgments, actions or causes of action, arising from breach of this subsection. G. Individuals employed by a Party shall be considered to be performing duties on behalf of the Authority only when they are: AMENDED FAST JOINT POWERS AGREEMENT Page 16 of 22 12182\0001 \616206v4 01/23/2001 (1) Making decisions or taking actions as members of the Board of Governors or the Executive Committee of the Authority; (2) Piloting or serving as observers in aircraft immediately before, during and after flight operations authorized under this Agreement; (3) Directing or supervising aircraft operations authorized under this Agreement; (4) Performing maintenance or other support services which are in direct preparation for, occur during and or result from flight operations authorized under this Agreement. All activities which are not within the scope of the foregoing shall be considered activities undertaken by the individual Parties affected. They shall not constitute duties performed on behalf of the Authority, and neither the Authority nor its insurers shall have any responsibility or liability therefor. Section 14. Successors. This Agreement shall be binding upon and shall insure to the benefit of the successors of the Parties hereto, to the extent permitted by law. Section 15. Severability. Should any part, term or provision of this Agreement be decided by the courts to be illegal or in conflict with any law of the United States of America or the State of California, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining portions or provisions shall not be affected thereby. AMENDED FAST JOINT POWERS AGREEMENT Page 17 of 22 12182 \0001 \616206v4 01/23/2001 C, Section 16. Indemnity. 11 The Authority shall, at its own cost and expense, defend, indemnify and hold harmless the member cities of the Authority, their officers, agents, volunteers and employees, and each of them, from and against any and all liability and costs, claims, demands, lawsuits, judgments, actions or causes of action, whether sounding in tort, contract, strict liability or otherwise including any costs or attorneys fees for injury, death or other damage, direct or indirect, incurred or threatened by reason of any act or omission of the Authority, or of any person or entity performing any service for or on behalf of the Authority or discharging any obligation, task or duty, assumed by such person or entity under this Agreement. This duty of indemnification shall not be limited by the amount or type of insurance carried by the Authority. Section 17. General Provisions. A. Any notices required by or given pursuant to this Agreement shall be in writing and shall be delivered to both the Directors and the City Clerk of each of the Parties at the address of the principal business offices of the respective Parties listed in the introduction of this Agreement or at such other address as any Party may specify in writing to the Authority. B. This Agreement shall be deemed to have been made and shall be construed and interpreted in accordance with the laws of the State of California. C. The article and paragraph headings contained in this Agreement are for the convenience of reference only and are not intended to define, limit or describe the scope of any provision of this Agreement. D. Whenever any consent or approval is required by this Agreement, such consent or approval shall not be unreasonably withheld. AMENDED FAST JOINT POWERS AGREEMENT Page 18 of 22 12182 \0001 \616206v4 0123200] 0 0 E. This Agreement may be executed on behalf of the Parties in multiple counterparts all of which collectively shall constitute one document. F. The Authority is hereby authorized to take any or all legal or equitable actions, including but not limited to injunction and specific performance, necessary or permitted by law to enforce this Agreement. G. Should any part, term or provision of this Agreement be decided by any court of competent jurisdiction to be illegal or in conflict with any law of the State of California, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining parts, terms, or provisions of this Agreement shall not be affected thereby. H. The effective date of this Amended and Restated Agreement shall be the latest date of execution by a Party. This Agreement shall be binding upon and shall inure to the benefit of the successors of the Parties, respectively. None of the Parties may assign any right or obligation hereunder without the written consent of the other Parties. Section 18. Obligations. Immunities. & Beneficiaries. A. Pursuant to Section 6508.1 of the Government Code of the State of California, the debts, liabilities, and obligations of the Authority ( "Authority Obligations ") shall be solely the debts, liabilities, and obligations of the Authority. The Authority Obligations shall not constitute debts, liabilities, and obligations of the Parties, and the Parties shall have no liability therefor. B. Pursuant to Section 6513 of the Government Code of the State of California, all of the privileges and immunities from liability, exemptions from law, ordinances and AMENDED FAST JOINT POWERS AGREEMENT Page 19 of 22 01/23/2001 12182 \0001 \616206v4 0 0 rules. all pension, relief, disability, workmen's compensation, and other benefits which apply to the activity of officers, agents or employees of the individual Parties when performing their respective functions within the territorial limits of their respective public agencies, shall apply to them to the same degree and extent while engaged in the performance of any of their functions and duties extraterritorially under the provisions of this Agreement. C. The Authority warrants that it will timely take all actions and make all filings required by Sections 6503.5 and 6503.7 of the Government Code of the State of California in order to ensure its ability to exercise its powers. D. This Agreement is intended solely for the benefit of the Authority and the Parties to this Agreement, and no third party shall be deemed to be a beneficiary or to have any rights hereunder against the Authority or any of the Parties as a result of the execution of this Agreement. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed and attested by the proper officers thereunto duly authorized. THE CITY OF ARCADIA Title: Wq rwwW i Attest: 60ity Clerk Dated: c - s z - v , APPROVED AS TOO FORM::T� By: �v J vi 'fit t City Attorney AMENDED FAST JOINT POWERS AGREEMENT 1218210001 \616206v4 THE CITY OF COVINA By: Title: Attest City Clerk Dated: APPROVED AS TO FORM: By: City Attorney Page 20 of 22 01/23/2001 u rules, all pension, relief, disability, workmen's compensation, and other benefits which apply to the activity of officers, agents or employees of the individual Parties when performing their respective functions within the territorial limits of their respective public agencies, shall apply to them to the same degree and extent while engaged in the performance of any of their functions and duties extraterritorially under the provisions of this Agreement. C. The Authority warrants that it will timely take all actions and make all filings required by Sections 6503.5 and 6503.7 of the Government Code of the State of California in order to ensure its ability to exercise its powers. D. This Agreement is intended solely for the benefit of the Authority and the Parties to this Agreement, and no third party shall be deemed to be a beneficiary or to have any rights hereunder against the Authority or any of the Parties as a result of the execution of this Agreement. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed and attested by the proper officers thereunto duly authorized. THE CITY OF ARCADIA THE TY OF COV NA al By: By: , Title Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney Title: Maynr Attes City Cferk Dated: February 21,2001 APPROVED AS TO FORM: GBy: City Attorney AMENDED FAST JOLNT POWERS AGREEMENT Page 20 of 22 01123/2001 12182 \0001 \616206v4 THE CIT F AZU A By: Title: mA y 04-- Att t: / City Clerk Dated: ,2a aoo/ APPROVED AS TO FOR-M,:- �a By: k • l l l�XM7o Croy Attorney THE CITY OF WEST COVINA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: ity Attorney [Signatures continue on page 22.] L THE CITY OF MONROVIA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF PASADENA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney AMENDED PAST JOINT POR'ERS AGREEMENT Paee 21 of 22 01/23/2001 1218T 0001`616206x4 ` THE CITY OF AZUSA Bv: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF WEST COVINA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney [Signatures continue on page 22.] 0 THE ITY OF j1IONROVIA By: t�- Title: Attest: 4, City Clerk Dated: / By: THE CITY OF PASADENA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney AMENDED FAST JOINT POWERS AGREEMENT Page 21 of 22 - 01/23/2001 12182 \0001 \616206v4 THE CITY OF AZUSA By:_ Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF WEST COVINA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: VAitorney [Signatures continue on page 22.] 0 THE CITY OF MONROVIA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF PASADENA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney AMENDED FAST JOINT POWERS AGREEMENT Page 21 of 22 01/23/2001 1218T000 1\616206v4 THE CITY OF AZUSA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF WEST COVINA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney [Signatures continue on page 22.] THE CITY OF MONROVIA By: Title: Attest: City Clerk Dated: APPROVED AS TO FORM: By: City Attorney THE CITY OF Attest: Aae � r Clerk Dated: '5- `I O k b t APPROVED AS TO FORM: By: A&-9. City ttorney AMENDED FAST JOINT POWERS AGREEMENT Page 21 of 22 12182 \0001%16206v4 01/23/2001