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HomeMy WebLinkAboutResolutions - 2015.02.18 - 21695MISCELLANEOUS RESOLUTION # 15048 February 18,2015 BY: Public Services Committee, Bill Dwyer, Chairperson IN RE: SHERIFF'S OFFICE —POLICE AND FIRE DISPATCH SERVICES AGREEMENT WITH CITY OF WIXOM, APRIL 1, 2015-MARCH 31,2018 To the Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS it is policy of the Oakland County Board of Commissioners to permit the Sheriffs Office to enter into contracts with Townships, Villages and Cities for the purpose of providing Sheriff dispatch services; and WHEREAS for several years the County of Oakland and the Oakland County Sheriff have contracted with City of Wixom for dispatch services ; and WHEREAS the City of Wixom has requested Police Dispatch and Fire Dispatch services from the Oakland County Sheriff for the period April 1, 2015 to March 31, 2018; and WHEREAS the City of Wixom has agreed to the attached contract which incorporates the current police and fire dispatch rates as established by the Oakland County Board of Commissioners; and WHEREAS Corporation Counsel has reviewed the attached contract and is in agreement. NOW THEREFORE IT BE RESOLVED that the Oakland County Board of Commissioners hereby approves and agrees to be bound by the terms and conditions contained in the Oakland County Sheriff's Office 2015-2018 Police and Fire Dispatch Services Agreement with the City of Wixom. BE IT FURTHER RESOLVED that upon receipt of a final, executed OAKLAND COUNTY SHERIFF'S OFFICE 2015-2018 POLICE AND FIRE DISPATCH SERVICES AGREEMENT from the City of Wixom accompanied by a certified copy of the resolution of their respective governing body accepting the Agreement, and upon the further acceptance of the above Agreement by the Oakland County Sheriff, the Oakland County Board of Commissioners authorizes its Chairperson to execute and enter into this Agreement on behalf of the County of Oakland. BE IT FURTHER RESOLVED that the Oakland County Clerk shall maintain a file for the above Agreement, and upon receipt of a final, executed copy of the above Agreement, together with a certified copy of the community's governing body resolution approving same, the Oakland County Clerk shall file a copy of the final, executed 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT with the Secretary of State. Chairperson, on behalf of the Public Services Committee, I move the adoption of the foregoing resolution. PUBLIC SERVICES COMMITTEE PUBLIC SERVICES COMMITTEE Motion carried unanimously on a roll call vote. 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM This Agreement is made and entered into between the COUNTY OF OAKLAND, a Michigan Constitutional and Municipal Corporation, whose address is 1200 North Telegraph Road, Pontiac, Michigan 48341 (hereafter the "COUNTY"), and the City of Wixom, a Michigan Constitutional and Municipal Corporation, located within Oakland County, whose address is 49045 Pontiac Trail, Wixom, Michigan 48393- 2567 (hereafter the "MUNICIPALITY"). In this Agreement, the COUNTY shall also be represented by the OAKLAND COUNTY SHERIFF, Michael J. Bouchard, in his official capacity as a Michigan Constitutional Officer, whose address is 1200 North Telegraph Road, Bldg. 38 E., Pontiac, Michigan 48341 (hereafter the "SHERIFF"). In this Agreement, whenever the COUNTY and the SHERIFF are intended to be referred to jointly, they shall collectively be referred to as the "OAKLAND COUNTY SHERIFF'S OFFICE" or, as abbreviated, the "0.0.5.0." WITNESSETH WHEREAS, the MUNICIPALITY is authorized by law to provide police and fire protection service for residents of the MUNICIPALITY; and WHEREAS, in order to provide effective police and fire protection services for its residents, the MUNICIPALITY also must provide for MUNICIPAL Police and Fire Department communication and dispatch functions; and WHEREAS, the OAKLAND COUNTY SHERIFF'S OFFICE (0.C.S.0.) now provides police communication and dispatch functions and has the capability to provide police and fire dispatch functions but, absent this Agreement, is not obligated to provide any "POLICE and/or FIRE DISPATCH SERVICE(S)", as defined in this Agreement, for the MUNICIPALITY; and WHEREAS, the COUNTY and the MUNICIPALITY may enter into an contract by which the 0.C.S.O. would provide POLICE and FIRE DISPATCH SERVICE(S) for the MUNICIPALITY; and WHEREAS, the MUNICIPALITY has concluded that it is more cost effective for the MUNICIPALITY to contract for POLICE and FIRE DISPATCH SERVICE(S) with the 0.C.S.O. than to equip and staff its own police and fire communication and dispatch center; and WHEREAS, the 0.C.S.O. agrees to provide POLICE and FIRE DISPATCH SERVICE(S) for the "MUNICIPAL POLICE and FIRE PERSONNEL", as defined in this Agreement, under the following terms and conditions; NOW, THEREFORE, in consideration of these premises, and the following promises, representations, and acknowledgments, it is mutually agreed as follows: 1. The COUNTY, with the cooperation and approval of the SHERIFF, shall, in conjunction with its existing 0.C.S.O. police communications functions, provide POLICE and FIRE DISPATCH SERVICE(S) to POLICE and FIRE PERSONNEL for the MUNICIPALITY. 2. For all purposes and as used throughout this Agreement, the words and expressions listed below, whether used in the singular or plural, within or without quotation marks, or possessive or non- possessive, shall be defined, read, and interpreted as follows: a. "POLICE DISPATCH SERVICE(S)" shall be defined to include: any emergency or non- emergency telephone call or notice, of any kind, received by the 0.C.S.O., which either requests, requires or, in the sole judgment of the 0.0.5.0. or designated COUNTY AGENT(S), appears to request or require the presence, attention, or services of any MUNICIPAL POLICE PERSONNEL to address, respond, or attend to any issue, event, or circumstance involving public safety, a breach of peace, public health, an accident or 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM Page 1 of 8 accidental injury, the protection of property, any emergency (including, but not limited to criminal, medical, fire, health, civil disputes, and/or civil infractions), which results in any 0.C.S.O. or designated COUNTY AGENT(S) radio communication, or any attempted radio communication to any MUNICIPAL POLICE PERSONNEL. b. "MUNICIPAL POLICE PERSONNEL" shall be defined to include: any and all uniformed, non uniformed, civilian, command, volunteer, administrative and/or supervisory personnel employed and/or contracted by the MUNICIPALITY either to provide, supply, support, administer, or direct any MUNICIPAL police or law enforcement services and/or any persons acting by, through, under, or in concert with any of them; or any other MUNICIPAL official, officer, employee or agent whose MUNICIPAL job duties may include the receipt of any 0.C.S.O. POLICE DISPATCH SERVICE(S). c. "FIRE DISPATCH SERVICE(S)" shall be defined to include: any emergency or non- emergency telephone call or notice, of any kind, received by the 0.C.S.O., which either requests, requires or, in the sole judgment of the 0.C.S.O. or designated COUNTY AGENT(S), appears to request or require the presence, attention, or services of any MUNICIPAL FIRE PERSONNEL to address, respond, or attend to any issue, event, or circumstance involving public health or safety, an accident or accidental injury, the protection of property, any emergency (including, but not limited to medical, fire, and/or health), which results in any 0.0.5.0. or designated COUNTY AGENT(S) radio communication, or any attempted radio communication to any MUNICIPAL FIRE PERSONNEL. d. "MUNICIPAL FIRE PERSONNEL" shall be defined to include: any and all uniformed, non- uniformed, civilian, command, volunteer, administrative and/or supervisory personnel employed and/or contracted by the MUNICIPALITY either to provide, supply, support, administer, or direct any MUNICIPAL fire or emergency related services and/or any persons acting by, through, under, or in concert with any of them; or any other MUNICIPAL official, officer, employee or agent whose MUNICIPAL job duties may include the receipt of any 0.C.S.O. FIRE DISPATCH SERVICE(S). "COUNTY AGENT(S)" shall be defined to include the OAKLAND COUNTY SHERIFF, SHERIFF Michael J. Bouchard, and any and all other COUNTY elected and appointed officials, commissioners, officers, boards, committees, commissions, departments, divisions, volunteers, employees (including any SHERIFF'S DEPUTY or SHERIFF'S DEPUTIES), agents, representatives, contractors, predecessors, successors, assigns, attorneys, or auditors (whether such persons act or acted in their personal, representative, or official capacities), and any and all persons acting by, through, under, or in concert with any of them. COUNTY AGENT(S) as defined in this Agreement shall also include any person who was a COUNTY AGENT(S) at any time during the term of this Agreement but, for any reason, is no longer employed, appointed, or elected in his/her previous capacity. "CLAIM(S)" shall be defined to include any and all losses, complaints, demands for relief or damages, lawsuits, causes of action, proceedings, judgments, deficiencies, penalties, and costs and expenses, including, but not limited to, any reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, or any other amount for which either party becomes legally and/or contractually obligated to pay, or any other liabilities of any kind whatsoever whether direct, indirect or consequential, whether based upon any alleged violation of the constitution (federal or state), any statute, rule, regulation, or the common law, whether in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened. 3. The MUNICIPALITY agrees that under the terms of this Agreement, except for the POLICE and FIRE DISPATCH SERVICE(S) expressly contracted for herein, the 0.C.S.O. and/or any COUNTY AGENT(S) shall not be obligated, in any other way, to provide or assist the MUNICIPALITY or any MUNICIPAL POLICE and FIRE PERSONNEL with any other direct, indirect, backup, or supplemental support or police or fire or emergency-related service or protection, of any kind or nature whatsoever, or required to send any COUNTY AGENT(S) to respond, in any way, to any call for MUNICIPAL POLICE and FIRE PERSONNEL services. 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM Page 2 of 8 4. The MUNICIPALITY agrees that it shall, at all times and under all circumstances, remain solely and exclusively responsible for all costs and/or liabilities associated with providing available on-duty MUNICIPAL POLICE and FIRE PERSONNEL to receive and respond to any 0.C.S.O. or designated COUNTY AGENT(S) POLICE and FIRE DISPATCH SERVICE(S) in a timely and professional manner. 5. The MUNICIPALITY acknowledges that there may be circumstances when, despite all reasonable 0.C.S.O. or COUNTY AGENT(S) efforts, an 0.C.S.O. or COUNTY AGENT(S) attempt to communicate or provide POLICE and FIRE DISPATCH SERVICE(S) for MUNICIPAL POLICE and FIRE PERSONNEL may be unsuccessful and, as a result, MUNICIPAL POLICE and FIRE PERSONNEL'S timely response to a call for MUNICIPAL POLICE and FIRE PERSONNEL assistance may not be forthcoming. 6. The MUNICIPALITY agrees that this Agreement does not, and is not intended to, include any 0.C.S.O. warranty, promise, or guaranty, of any kind or nature whatsoever, concerning the provision of POLICE and FIRE DISPATCH SERVICE(S) to the MUNICIPALITY except that the COUNTY will make a reasonable effort to provide POLICE and FIRE DISPATCH SERVICE(S) for MUNICIPAL POLICE and FIRE PERSONNEL consistent with existing 0.C.S.O. communication and dispatching policies, procedures, orders, and standards. 7. The MUNICIPALITY agrees that under the terms of this Agreement the MUNICIPALITY shall be solely and exclusively responsible for all costs, expenses and liabilities associated with the purchase, lease, operation, and/or use of any MUNICIPAL POLICE and/or FIRE PERSONNEL radio or other communication equipment, and that the 0.C.S.O. shall not be obligated to provide any MUNICIPAL POLICE and/or FIRE PERSONNEL with any radio or other communication equipment of any kind. Similarly, the COUNTY agrees that the MUNICIPALITY shall not be obligated under the terms of this Agreement to supply or provide the 0.C.S.O. with any additional telephones, telephone lines, radios, or other communications equipment or property. 8. The MUNICIPALITY agrees that this Agreement does not, and is not intended to, obligate or require the 0.C.S.O. to change, alter, modify, or develop any different dispatch related codes, policies, practices or procedures; purchase or use any special or additional equipment; or, alternatively, prohibit the 0.C.S,O. from implementing any future communication-related changes that the 0.C.S.O., in its judgment and discretion, believes to be in its best interest. 9. The MUNICIPALITY agrees that it shall be solely and exclusively responsible, during the term of this Agreement, for guaranteeing that: (a) all MUNICIPAL POLICE and FIRE PERSONNEL radios and/or other communication equipment will be properly set and adjusted to receive any POLICE and/or FIRE DISPATCH SERVICE(S) from the 0.C.S.O. and/or COUNTY AGENT(S) and otherwise maintained in full and proper working order; (b) all MUNICIPAL POLICE and FIRE PERSONNEL will be adequately trained and will comply with all applicable 0.C.S.O. communications codes, practices, policies and procedures, as well as any applicable state or federal (FCC) communication requirements; (c) the MUNICIPALITY and all MUNICIPAL POLICE and FIRE PERSONNEL shall, at all times, promptly and properly notify the designated COUNTY AGENT(S) of any on-duty or off-duty status and/or availability or unavailability of MUNICIPAL POLICE and FIRE PERSONNEL to receive POLICE and/or FIRE DISPATCH SERVICE(S) from the 0.C.S.0.; and (d) all MUNICIPAL POLICE and FIRE PERSONNEL radio and communication equipment, policies, practices and procedures shall conform to those of the 0.C.S.O. as they now exist or may be changed in the future. 10. Subject to the following Paragraph, and unless canceled as provided for in this Paragraph, this Agreement shall become effective on April 1, 2015 and shall remain in effect continuously until it expires, without any further act or notice being required of any party, at 11:59 P.M. on March 31, 2018. The COUNTY, the SHERIFF, or the MUNICIPALITY may cancel this Agreement, for any reason, including the convenience of any party, and without any penalty, before its March 31, 2018 expiration by delivering a written notice of the cancellation of this Agreement to the other signatories to this Agreement, or their successors in office. Such written notice shall provide at least a ninety (90) calendar day notice of the effective date of cancellation, and such cancellation of this Agreement 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM Page 3 of 8 shall be effective at 11:59 P.M. on the last calendar day of the calendar month following the expiration of the 90 calendar day notice period. 11. This Agreement, and any subsequent amendments, shall not become effective prior to the approval by concurrent resolutions of the COUNTY Board of Commissioners and the MUNICIPALITY'S Governing Body. The approval and terms of this Agreement shall be entered into the official minutes and proceedings of the COUNTY Board of Commissioners and MUNICIPALITY Governing Body and also shall be filed with the Office of the Clerk for the COUNTY and the MUNICIPALITY. In addition, this Agreement, and any subsequent amendments, shall be filed by a designated COUNTY AGENT(S) with the Secretary of State for the State of Michigan and shall not become effective prior to the filing of this Agreement with the Secretary of State. 12. In consideration of the COUNTY'S promises and efforts under this Agreement, the MUNICIPALITY agrees to pay to the COUNTY $11,536.34 (Eleven Thousand Five Hundred Thirty-Six Dollars and Thirty-Four Cents) per month for service for the months of April 1, 2015 through March 31, 2016, $12,108.99 (Twelve Thousand One Hundred Eight Dollars and Ninety-Nine Cents) per month for service for the months of April 1, 2016 through March 31, 2017 and $12,254.08 (Twelve Thousand Two Hundred Fifty-Four Dollars and Eight Cents) per month for service for the months of April 1, 2017 through March 31, 2018 as follows: a. The COUNTY shall send an invoice to the MUNICIPALITY on the first calendar day of each month for services rendered the previous month. The MUNICIPALITY shall have 30 days from the date of each invoice to make payment. For example, for services rendered in July of 2017, the COUNTY will bill the MUNICIPALITY on August 1, 2017 and the MUNICIPALITY shall pay the invoice within 30 days of the invoice date. b. All Monthly payments shall be due and payable by the MUNICIPALITY without any further notice or demand from the COUNTY. c. Each monthly payment shall be made by a check drawn on a MUNICIPALITY account and shall be made payable to the County of Oakland and delivered to the attention of; Mr. Andy Meisner, Oakland County Treasurer, 1200 N. Telegraph Road, Pontiac, MI 48341-0479 (or such other person as the COUNTY may from time to time designate in writing). d. Each such payment shall clearly identify that it is a monthly payment being made pursuant to this Agreement and identify the calendar month for which the MUNICIPALITY intended the payment to apply. The MUNICIPALITY agrees that the COUNTY, in its discretion, may apply any monthly payment received from the MUNICIPALITY to any past due amount or monthly payment then due and owing to the COUNTY pursuant to this Agreement. 13. If the MUNICIPALITY fails, for any reason, to pay the COUNTY any moneys due when and as due under this Agreement, the MUNICIPALITY agrees that unless expressly prohibited by law, the COUNTY or the County Treasurer, at their sole option, shall be entitled to setoff from any other MUNICIPALITY funds that are in the COUNTY'S possession for any reason. Funds include but are not limited to the Delinquent Tax Revolving Fund ("DTRF"). Any setoff or retention of funds by the COUNTY shall be deemed a voluntary assignment of the amount by the MUNICIPALITY to the COUNTY. The MUNICIPALITY waives any CLAIMS against the COUNTY or its Officials for any acts related specifically to the COUNTY'S offsetting or retaining such amounts. This paragraph shall not limit the MUNICIPALITY'S legal right to dispute whether the underlying amount retained by the COUNTY was actually due and owing under this Agreement. If the COUNTY chooses not to exercise its right to setoff or if any setoff is insufficient to fully pay the COUNTY any amounts due and owing the COUNTY under this Agreement, the county SHALL HAVE THE RIGHT TO CHARGE UP TO THE THEN-MAXIMUM LEGAL INTEREST ON ANY UNPAID AMOUNT. Interest charges shall be in addition to any other amounts due to the COUNTY under this Agreement. Interest charges shall be calculated using the daily unpaid balance method and accumulate until all outstanding amounts and accumulated interest are fully paid. Nothing in this paragraph shall operate to limit the COUNTY'S right to pursue or exercise any other legal rights or remedies under this Agreement against the MUNICIPALITY to secure reimbursement of amounts due the COUNTY under this Agreement. The remedies in this paragraph shall be available to the COUNTY on an ongoing and 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM Page 4 of 8 successive basis if the MUNICIPALITY at any time becomes delinquent in its payment. Notwithstanding any other term and condition in this Agreement, if the COUNTY pursues any legal action in any court to secure its payment under this Agreement, the MUNICIPALITY agrees to pay all costs and expense, including attorney's fees and court costs, incurred by the COUNTY in the collection of any amount owed by the MUNICIPALITY. 14 The MUNICIPALITY agrees that all MUNICIPALITY representations, liabilities, payment obligations, and/or any other related obligations provided for in this Agreement with regard to any acts, occurrences, events, transactions, or CLAIM(S), either occurring or having their basis in any events or transactions that occurred before the cancellation or expiration of this Agreement, shall survive the cancellation or expiration of this Agreement. The parties agree that the expiration, cancellation, or termination of this Agreement shall be without prejudice to any rights or claims of either party against the other and shall not relieve either party of any obligations which, by their nature, survive expiration or termination of this Agreement. 15 Each Party shall be responsible for any CLAIM made against that Party and for the acts of its Employees or Agents. 16. In any CLAIM that may arise from the performance of this Agreement, each Party shall seek its own legal representation and bear the costs associated with such representation, including any attorney fees. 17. Except as otherwise provided in this Agreement, neither Party shall have any right under any legal principle to be indemnified by the other Party or any of its agents or employees in connection with any CLAIM. 18. This Agreement does not, and is not intended to, impair, divest, delegate or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity of the Parties. Nothing in this Agreement shall be construed as a waiver of governmental immunity for either Party. 19. The MUNICIPALITY and the COUNTY agree that neither the COUNTY nor any COUNTY AGENT(S), by virtue of this Agreement or otherwise, shall be considered or asserted to be employees of the MUNICIPALITY and further agree that, at ail times and for all purposes under the terms of this Agreement, the COUNTY and/or any COUNTY AGENT(S) legal status and relationship to the MUNICIPALITY shall be that of an Independent Contractor. The parties also agree that no MUNICIPAL POLICE and FIRE PERSONNEL or any other MUNICIPALITY employee shall, by virtue of this Agreement or otherwise, be considered or asserted to be an employee, agent, or working under the supervision and control of the COUNTY and/or any COUNTY AGENT(S). 20. The MUNICIPALITY and the COUNTY agree that, at all times and for all purposes relevant to this Agreement, the MUNICIPALITY and the 0.C.S.O. shall each remain the sole and exclusive employer of each of their respective employees. The MUNICIPALITY and the COUNTY each agree to remain solely and exclusively responsible for the payment of each of their respective employees' wages, compensation, overtime wages, expenses, fringe benefits, pension or retirement benefits, training expenses, or other allowances or reimbursements of any kind, including, but not limited to, workers' disability compensation, unemployment compensation, Social Security Act protection(s) and benefits, employment taxes, or any other statutory or contractual right or benefit based, in any way, upon employment of any COUNTY AGENT(S) or any MUNICIPAL POLICE and/or FIRE PERSONNEL or any other MUNICIPAL employee. 21. This Agreement does not, and is not it intended to, create, change, modify, supplement, supersede, or otherwise affect or control, in any manner, any term(s) or condition(s) of employment of any COUNTY AGENT(S), any applicable 0.C.S.O. employment and/or union contract(s), any level(s) or amount(s) of supervision, any standard(s) of performance, any sequence or manner of performance, and/or any 0.C.S.O. rule(s), regulation(s), training and education standard(s), hours of work, shift assignment(s), order(s), policy(ies), procedure(s), directive(s), ethical guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the 0.C.S.O. and/or all conduct and actions of any COUNTY AGENT(S). 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM Page 5 of 8 22. The MUNICIPALITY agrees that neither the MUNICIPALITY nor any MUNICIPAL POLICE and FIRE PERSONNEL shall provide, furnish or assign any COUNTY AGENT(S) with any job instructions, job descriptions, job specifications, or job duties, or, in any manner, attempt to control, supervise, train, or direct any COUNTY AGENT(S) in the performance of any COUNTY or COUNTY AGENT(S) duty or obligation under the terms of this Agreement. 23. The MUNICIPALITY agrees that it shall promptly deliver to the 0.C.S.O. written notice and copies of any CLAIM(S), complaint(s), charge(s), or any other accusation(s) or allegation(s) of negligence or other wrongdoing, whether civil or criminal in nature, that the MUNICIPALITY becomes aware of which involves, in any way, the 0.C.S.O. or any COUNTY AGENT(S). The MUNICIPALITY agrees to cooperate with the 0.C.S.O. in any investigation conducted by the SHERIFF of any act(s) or performance of any duties by any COUNTY AGENT(S). 24. Any signatory or any signatories' successor in office to this Agreement shall send, by first class mail, any correspondence and written notices required or permitted by this Agreement to each of the signatories of this Agreement, or any signatories' successor in office, to the addresses shown in this Agreement. Any written notice required or permitted under this Agreement shall be considered delivered to a party as of the date that such notice is deposited, with sufficient postage, with the U.S. Postal Service. 25 This Agreement is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Agreement is intended to and, in all cases, shall be construed as a whole, according to its fair meaning, and not construed strictly for or against any party. As used in this Agreement, the singular or plural number, possessive or non-possessive, shall be deemed to include the other whenever the context so suggests or requires. 26 Absent an express written waiver, the failure of any party to pursue any right granted under this Agreement shall not be deemed a waiver of that right regarding any existing or subsequent breach or default under this Agreement. No failure or delay on the part of any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall a single or partial exercise of any right, power or privilege preclude any other or further exercise of any other right, power or privilege. 27. The COUNTY and the MUNICIPALITY acknowledge that this Agreement shall be binding upon each of them and, to the extent permitted by law, upon their administrators, representatives, executors, successors and assigns, and all persons acting by, through, under, or in concert with any of them. 28. The MUNICIPALITY acknowledges that it has reviewed all of its current or proposed contracts, including any and all labor or union contracts with any MUNICIPAL POLICE OR FIRE PERSONNEL, and hereby warrants that the MUNICIPALITY does not have and will not have at any time during the term of this Agreement, any other contractual agreements that will in any manner restrict, interfere with, or prohibit the MUNICIPALITY and any MUNICIPAL POLICE OR FIRE PERSONNEL, or any other person from complying with the MUNICIPALITY'S obligations and duties as set forth in this Agreement and/or the MUNICIPAL POLICE OR FIRE DISPATCH SERVICES as described herein. 29. This Agreement, consisting of eight (8) pages, sets forth the entire contract and understanding between the COUNTY and the MUNICIPALITY and fully supersedes any and all prior contracts, agreements or over any actual or apparent conflict with any term or condition in such a lease. It is further understood and agreed that the terms of this Agreement are contractual and are not a mere recital and that there are no other contracts, understandings, or representations between the COUNTY and the MUNICIPALITY in any way related to the subject matter hereof, except as expressly stated herein. This Agreement shall not be changed or supplemented orally. This Agreement may be amended only by concurrent resolutions of the COUNTY Board of Commissioners and the MUNICIPALITY Governing Body in accordance with the procedures set forth herein. 30. For and in consideration of the mutual promises, acknowledgments, representations, and agreements set forth in this Agreement, and for other good and valuable consideration, the receipt and adequacy of 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM Page 6 of 8 which is hereby acknowledged, the COUNTY and the MUNICIPALITY hereby agree and promise to be bound by the terms and provisions of this Agreement, INTENTIONALLY LEFT BLANK 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM Page 7 of 8 IN WITNESS WHEREOF, Kevin W. Hinkley, Mayor of the City of Wixom, hereby acknowledges that he or she has been authorized by a resolution of the Wixom City Council (a certified copy of which is attached) to execute this Agreement on behalf of the City of Wixom and hereby accepts and binds the City of Wixom to the terms and conditions of this Agreement on this day of , 2015. WITNESSES: CITY OF WIXOM, a Michigan Municipal Corporation BY: Kevin W. Hinkley Mayor BY: Catherine Buck Clerk IN WITNESS WHEREOF, Michael J. Gingell, Chairperson, Oakland County Board of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners (a certified copy of which is attached) to execute this Agreement on behalf of the COUNTY OF OAKLAND and hereby accepts and binds the COUNTY OF OAKLAND to the terms and conditions of this Agreement on this day of , 2015. WITNESS: COUNTY OF OAKLAND, a Michigan Municipal Corporation BY: Michael J. Gingell Chairperson, Oakland County Board of Commissioners IN WITNESS WHEREOF, Michael J. Bouchard, in his official capacity as the OAKLAND COUNTY SHERIFF, a Michigan Constitutional Office, hereby concurs and accepts the terms and conditions of this Agreement on this day of , 2015. WITNESS: OAKLAND COUNTY SHERIFF, a Michigan Constitutional Officer BY: Michael J. Bouchard, Oakland County Sheriff 2015-2018 POLICE AND FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND THE CITY OF WIXOM Page 8 of 8 Resolution #15048 February 18, 2015 The Chairperson referred the resolution to the Finance Committee. There were no objections.