HomeMy WebLinkAboutResolutions - 2015.03.18 - 21742REPORT (MR. #15042) March 18, 2014
BY: Finance Committee, Thomas Middleton, Chairperson
IN RE: SHERIFF'S OFFICE - EMERGENCY MEDICAL DISPATCH SERVICES AGREEMENT
WITH THE CITY OF PONTIAC, APRIL 1, 2015 -MARCH 31, 2018
To the Oakland County Board of Commissioners
Chairperson, Ladies and Gentlemen:
The Finance Committee, having reviewed the above referenced resolution and contract agreement,
recommends that the attached contract be amended, as follows:
1. Amend Paragraph 4, as follows:
4. Exccpt for thc EMERGENCY MEDICAL DISPATCH SERVICE expressly contracted
or any COUP
DIOVICIC or 3 VIERGENCY MEDICC
SERVICE PROVIDER with any EMERGENCY MEDICAL SERVICES or any other
EI-13=E cal related
na or nature. or De oDitaatea TO sena an
AGENT to respond, in any way, to any call for EMERGENCY MEDICAL
SERVICES. The CITY agrees that this Agreement does not, and is not
intended to, include any 0.C.S.0 warranty, promise, or guaranty, of any kind
or nature whatsoever, concerning the provision of EMERGENCY MEDICAL
DISPATCH SERVICE except that the COUNTY will make a reasonable effort to
provide EMERGENCY MEDICAL DISPATCH SERVICE consistent with existing
D.D.S.° communication and dispatching policies, procedures, orders, and
standards.
2. Amend Paragraph 11, as follows:
11. In consideration of the COUNTY'S promises and efforts under this Agreement, the
CITY shall pay the COUNTY $20,049.73 $12,316.67 per month for April 1, 2016 to
March 31, 2017. The CITY shall pay the rate of $22,029.95 $12,931.00 per month
for April 1, 2016 to March 31, 2017. The CITY shall pay the rate of $22,029.95
13,634.67 per month for April 1, 2017 to March 31, 2018. Said Payments shall be
made as follows:
11.1 The COUNTY shall send an invoice to the CITY on the first calendar day of
each month for services rendered the previous month. The CITY 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 CITY on August
1, 2017 and the CITY shall pay the invoice within 30 days of the invoice date.
11.2. All monthly payments shall be due and payable by CITY without any further
notice or demand from the COUNTY.
11.3. Each monthly payment shall be made by wire transfer or a check drawn on
a CITY account and shall be made payable to the County of Oakland and
delivered to the attention of: Oakland County Treasurer, 1200 At Telegraph
Road, Pontiac, MI 48341- 0479, or in any manner directed by the County.
114 Each payment shall clearly identify that it is a monthly payment being made
pursuant to this Agreement and identify the calendar month for which CITY
intended the payment to apply. The COUNTY, in its discretion, may apply
any monthly payment received from CITY to any past due amount.
FINANCE COMMITTEE VOTE:
Motion carried unanimously on a roll call vote.
3. Add Paragraph 12, as follows:
12. If the CITY, for any reason, fails to pay the COUNTY any monies when and as due
under this Agreement the CITY agrees that the COUNTY or the County Treasurer, at
their sole option, shall be entitled to set off from any other CITY funds that are in the
COUNTY'S possession for any reason without further notice to the CITY in order to
satisfy the CITY's obligations under this Agreement. . Funds include but are not
limited to the Delinquent Tax Revolving Fund ("DTRF") and any other source of
funds due to the CITY in the possession of the COUNTY. Any setoff or retention of
funds by the COUNTY shall be deemed a voluntary assignment of the amount by the
CITY to the COUNTY. The CITY 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 CITY'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 CITY 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 successive
basis if the CITY at any time becomes delinquent in its payments. Notwithstanding
any other terms and conditions in this Agreement, if the COUNTY pursues any legal
action in any court to secure its payment under this Agreement, the CITY agrees to
pay all costs and expenses, including attorney's fees and court costs, incurred by
the COUNTY in the collection of any amount owed by the CITY.
4. Paragraphs 12, 13 and 14 are deleted, and the remaining paragraphs are renumbered
beginning with Paragraph 13, which was previously Paragraph 15.
FINANCE C9.4-M4TTE4e.
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MISCELLANEOUS RESOLUTION # 15042 February 18, 2015
BY: Public Services Committee, Bill Dwyer, Chairperson
IN RE: SHERIFF'S OFFICE — EMERGENCY MEDICAL DISPATCH SERVICES AGREEMENT WITH
THE CITY OF PONTIAC, 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
WITEREAS for several years the County of Oakland and the Oakland County Sheriff have contracted with
the City of Pontiac, for emergency medical dispatch services ; and
WHEREAS the City of Pontiac has requested emergency medical dispatch services from the Oakland
County Sheriff for the period April 1, 2015 to March 31, 2018; and
WHEREAS the City of Pontiac has agreed to the attached contract which incorporates the current 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 Sheriffs Office
2015-2018 Emergency Medical Dispatch Services Agreement with the City of Pontiac.
BE IT FURTHER RESOLVED that upon receipt of a final, executed OAKLAND COUNTY SHERIFF'S
OFFICE 2015-2018 EMERGENCY MEDICAL DISPATCH SERVICES AGREEMENT from the City of Pontiac
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 EMERGENCY MEDICAL 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
Motion carried unanimously on a roll call vote.
2015- 2018 EMERGENCY MEDICAL DISPATCH SERVICE AGREEMENT BETWEEN
THE COUNTY OF OAKLAND
AND
THE CITY OF PONTIAC
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 (the "COUNTY"), and the CITY OF PONTIAC, whose address is 47450 Woodward
Avenue, Pontiac, Michigan, 48342-2271 (the "CITY"). In this AGREEMENT, the COUNTY and/or the
City may also be referred to as a "PARTY" or the "PARTIES." In this Agreement, the COUNTY shall be
represented by the OAKLAND COUNTY SHERIFF, in his official capacity as a Michigan Constitutional
Officer, whose address is 1200 North Telegraph Road, Bldg. 38 E., Pontiac, Michigan 48341 (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"
("0.C.S.0.").
WITNESSETH
WHEREAS, the CITY is authorized by law to provide EMERGENCY MEDICAL SERVICE, as
defined in this Agreement, for its residents; and
WHEREAS, in order to provide effective EMERGENCY MEDICAL SERVICE for its residents, the
CITY must also provide emergency medical communication and dispatch functions; and
WHEREAS, the 0.C.S.O. provides emergency medical communication and dispatch functions and
has the capability to provide emergency medical dispatch but, absent this Agreement, is not obligated to
provide "EMERGENCY MEDICAL DISPATCH SERVICE", as defined in this Agreement, for the CITY;
and
WHEREAS, the COUNTY and CITY may enter into an agreement by which the 0.C.S.O. would
provide EMERGENCY MEDICAL DISPATCH SERVICE for the CITY; and
WHEREAS, the CITY has concluded that it is more cost effective to contract for EMERGENCY
MEDICAL DISPATCH SERVICE with the 0.C.S.O. than to equip and staff its own emergency medical
communication and dispatch center; and
WHEREAS, the 0.C.S.O. agrees to provide EMERGENCY MEDICAL DISPATCH SERVICE for the
CITY under the following terms and conditions;
NOW, THEREFORE, 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. emergency medical dispatch policies and procedures provide EMERGENCY
MEDICAL DISPATCH SERVICE to the CITY.
2. Except as expressly provided for in this Agreement, the Parties agree that this Agreement does
not, and is not intended to, transfer, delegate, or assign to the other Party any civil or legal
responsibility, duty, obligation, duty of care, cost, legal obligation, or liability associated with any
governmental function delegated and/or entrusted to either Party under any existing law or
regulations.
3. 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
nonpossessive, shall be defined, read, and interpreted as follows:
3.1. "EMERGENCY MEDICAL SERVICE" means the emergency medical services personnel,
2015- 2018 EMERGENCY MEDICAL DISPATCH SERVICE AGREEMENT BETWEEN
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ambulances, vehicles and equipment required for transport or treatment of an individual
requiring medical first response life support, basic life support, limited advanced life
support, or advanced life support.
3.2. "EMERGENCY MEDICAL DISPATCH SERVICE' means any emergency or non-
emergency communication of any kind received by the 0.C.S.O. which, in the sole
judgment of the 0.C.S.O., requests or requires EMERGENCY MEDICAL SERVICE by
the CITY'S DESIGNATED EMERGENCY MEDICAL SERVICE PROVIDER and all
subsequent 0.C.S.O. or COUNTY AGENT communications or attempted
communications designed or intended to effectuate delivery of EMERGENCY MEDICAL
SERVICES within the CITY.
3.3. "DESIGNATED EMERGENCY MEDICAL SERVICE PROVIDER" shall be defined as the
agency, corporation or entity designated by the CITY to provide EMERGENCY MEDICAL
SERVICES within the CITY including, but not limited to, all uniformed, non-uniformed,
civilian, command, volunteer, administrative, and/or supervisory personnel employed by
this agency, corporation or entity and any persons acting by, though, under, or in concert
with any of them.
3.4. "COUNTY AGENT" shall be defined to include the SHERIFF and all COUNTY elected
and appointed officials, commissioners, officers, boards, committees, commissions,
departments, divisions, employees (including any SHERIFF'S DEPUTY), agents,
predecessors, successors, or assigns, (whether such persons act or acted in their
personal, representative, or official capacities), and all persons acting by, through, under,
or in concert with any of them. COUNTY AGENT as defined in this Agreement shall also
include any person who was a COUNTY AGENT 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.
3.5. "CITY AGENT(S)" shall be defined to include any and all CITY officers, elected officials,
appointed official, directors, board members, Commission members, authorities, authority
board members, boards, committees, commissions, employees, police officers,
managers, departments, divisions, volunteers, agents, and representatives of the CITY,
and/or any such persons' successors or predecessors, agents, employees, attorneys, or
auditors (whether such persons act or acted in their personal, representative, or official
capacities), and/or any and all persons acting by, through, under, or in concert with any of
them and/or the CITY. CITY AGENT(S) as defined in this CONTRACT shall also include
any person who was a CITY AGENT(S) at any time during the term of this CONTRACT
but, for any reason, is no longer employed, appointed, or elected in their previous
capacity.
3.6. "CLAIM" shall be defined to include any and all losses, complaints, demands for relief,
damages, lawsuits, causes of action, proceedings, judgments, deficiencies, penalties,
costs and expenses, including, but not limited to, reimbursement for reasonable attorney
fees, witness fees, court costs, investigation, litigation expenses, amounts paid in
settlement, and/or any other amount for which the COUNTY or COUNTY AGENT
becomes legally and/or contractually obligated to pay, 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.
4. Except for the EMERGENCY MEDICAL DISPATCH SERVICE expressly contracted for herein,
the 0.C.S.O. and/or any COUNTY AGENT shall not be obligated to provide or assist the CITY
or any DESIGNATED EMERGENCY MEDICAL SERVICE PROVIDER with any EMERGENCY
MEDICAL SERVICES or any other direct, indirect, backup, or supplemental support or
emergency medical-related service or protection, of any kind or nature, or be obligated to send
any COUNTY AGENT to respond, in any way, to any call for EMERGENCY MEDICAL
SERVICES,
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5. Under all circumstances, the CITY shall remain solely and exclusively responsible for all costs
and/or liabilities associated with screening, choosing, and contracting with a DESIGNATED
EMERGENCY MEDICAL SERVICE PROVIDER for the provision of EMERGENCY MEDICAL
SERVICE within the CITY.
6. 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 0.C.S.O. dispatch related procedures, policies, and/or
standards; 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
sole judgment and discretion, believes to be in its best interest.
7. The CITY shall be solely and exclusively responsible, during the term of this Agreement, for
guaranteeing that: (a) all DESIGNATED EMERGENCY MEDICAL SERVICE PROVIDER
communication equipment will be properly set, adjusted, and maintained to receive any
EMERGENCY MEDICAL DISPATCH SERVICE from the 0.C.S.O. and/or COUNTY AGENT and
will comply with all current and future applicable 0.C.S.O. dispatching procedures, policies,
standards, technical specifications, and/or any applicable state or federal communication
requirements, including, but not limited, to all Federal Communications Commission orders,
regulations, and policies; (b) the DESIGNATED EMERGENCY MEDICAL SERVICE PROVIDER
will be adequately trained and will comply with all current and future applicable 0.C.S.O.
dispatching procedures, policies, standards, technical specifications and/or any applicable state
or federal communication requirements, including, but not limited, to all Federal Communications
Commission orders, regulations, and policies; and (c) the CITY shall, at all times, promptly and
properly notify the designated COUNTY AGENT of any availability or unavailability of
DESIGNATED EMERGENCY SERVICE PROVIDER to receive EMERGENCY MEDICAL
DISPATCH SERVICE from the 0.C.S.O.
8. The CITY shall be solely and exclusively responsible for all costs, expenses and liabilities
associated with the purchase, lease, operation, and/or use of any DESIGNATED
EMERGENCY SERVICE PROVIDER communication equipment. The 0.C.S.O. shall not be
obligated to provide the DESIGNATED EMERGENCY SERVICE PROVIDER with any radio or
other communication equipment of any kind. Similarly, the CITY 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, other communications equipment, or property.
9. The 0.C.S.O. may, at its sole discretion and expense, inspect any DESIGNATED EMERGENCY
SERVICE PROVIDER communication equipment to ensure that it conforms to applicable
0.C.S.O. dispatching procedures, policies, standards, technical specifications, and/or state and
federal law. If the inspection reveals a lack of conformance, the 0.C.S.O. shall notify the CITY in
writing of the specific violations. The CITY shall address and correct such violations at its own
expense within thirty (30) calendar days of receiving the written notice or present a written plan
to 0.C.S.O. within 15 calendar days setting forth a procedure for correcting the violations. If
CITY fails to address and/or correct such violations within the time period set forth in this
paragraph, the 0.C.S.O. may terminate and/or cancel the Agreement.
10. In consideration of the COUNTY'S promises and efforts under this Agreement, the CITY shall
pay the COUNTY $20,049.73 per month for April 1, 2015 to March 31, 2016. The CITY shall
pay the rate of $21,047.34 per month for April 1, 2016 to March 31, 2017. The CITY shall pay
the rate of $22,029.95 per month for April 1, 2017 to March 31, 2018. Said payments shall be
made as follows:
10.1 Each monthly payment shall be paid in advance on the fifteenth (15th) of each month for
services to be rendered in the following calendar month. By way of illustration, payment
for August EMERGENCY MEDICAL SERVICE under this Agreement shall be due and
payable on the fifteenth (15th) day of July.
10.2 All monthly payments shall be due and payable by CITY without any further notice or
demand from the COUNTY.
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10.3 Each monthly payment shall be made by wire transfer or a check drawn on a CITY
account and shall be made payable to the County of Oakland and delivered to the
attention of: Oakland County Treasurer, 1200 N. Telegraph Road, Pontiac, MI 48341-
0479, or in any manner directed by the County.
10.4 Each payment shall clearly identify that it is a monthly payment being made pursuant to
this Agreement and identify the calendar month for which CITY intended the payment to
apply. The COUNTY, in its discretion, may apply any monthly payment received from
CITY to any past due amount or monthly payment then due and owing to the COUNTY
pursuant to this Agreement.
11. If the CITY, for any reason, fails to pay the COUNTY any monies when and as due under this
Agreement the CITY agrees that the COUNTY or the County Treasurer, at their sole option, shall
be entitled to set off from any other CITY funds that are in the COUNTY'S possession for any
reason without further notice to the CITY in order to satisfy the CITY's obligations under this
Agreement. . Funds include but are not limited to the Delinquent Tax Revolving Fund ("DTRF'')
and any other source of funds due to the CITY in the possession of the COUNTY. Any setoff or
retention of funds by the COUNTY shall be deemed a voluntary assignment of the amount by the
CITY to the COUNTY. The CITY 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 CITY'S legal right to dispute whether the underlying amount retained
by the COUNTY was actually due and owing under this Agreement.
12. In addition to any right of setoff or recoupment provided by applicable law, all amounts due to the
CITY shall be considered net of indebtedness to the CITY to the COUNTY and the COUNTY
shall have the right to setoff against or recoup from any amounts due to the CITY at any time and
without further notice to the CITY.
13. 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.
14. 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 CITY 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 successive basis if the CITY at any time becomes
delinquent in its payments. Notwithstanding any other terms and conditions in this Agreement, if
the COUNTY pursues any legal action in any court to secure its payment under this Agreement,
the CITY agrees to pay all costs and expenses, including attorney's fees and court costs,
incurred by the COUNTY in the collection of any amount owed by the CITY.
15. If the CITY fails for any reason to (1) timely pay the COUNTY any amount due under this
Agreement, (2) perform any other obligation required under this Agreement or (3) seeks authority
from the governor and state treasurer to proceed under title 11 of the United States Code, 11
USC 101 to 1532 as provided for in section 23 of Public Act 4 of 2011; the CITY shall be in
default of this Agreement. The COUNTY will send written notice of any default via first class mail
to the CITY. If the default is not cured within thirty (30) days from the date of the notice, the
COUNTY may:
15.1 Terminate this Agreement sixty (60) days from the date written notice of
termination is provided to the CITY by the COUNTY;
15.2 Declare all unpaid amounts owed under the Agreement immediately due and
payable without further presentment, demand, protest or other notice of any kind,
all of which are expressly waived by the CITY.
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15.3 Exercise any and all rights and remedies available to it under the Agreement or
applicable law.
16. Each Party shall be responsible for any CLAIMS made against that Party and for the acts of its
Employees or AGENTS. Further, the CITY agrees that it shall remain solely and completely
liable for any and all CLAIMS that either arose or have their basis in circumstances or events
occurring before the effective date of this Agreement, including but not limited to, any wage or
benefit issues, any collective bargaining obligations, or any other related employment rights or
obligations such as worker or unemployment compensation based upon any person's
employment by the CITY prior to the effective date of this Agreement.
17. In any CLAIMS 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.
18. 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 employees or AGENTS in
connection with any CLAIM.
19. 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.
20. This Agreement does not, and is not intended to, create, by implication or otherwise, any direct or
indirect obligation, duty, promise, benefit, and/or right to be indemnified, or any other right of any
kind in favor of any person, organization, alleged third party beneficiary, or any right to be
contractually, legally, equitably or otherwise subrogated to any indemnification or any other rights
provided under the terms of this Agreement.
21. Neither the COUNTY nor any COUNTY AGENT, by virtue of this Agreement or otherwise, shall
be considered employees of the CITY or the CITY'S DESIGNATED EMERGENCY SERVICE
PROVIDER. The COUNTY and/or any COUNTY AGENTS legal status and relationship to the
CITY shall be that of an Independent Contractor. No CITY, CITY AGENT or CITY DESIGNATED
EMERGENCY SERVICE PROVIDER employee shall, by virtue of this Agreement or otherwise,
be considered an employee, agent, or working under the supervision and control of the COUNTY
and/or any COUNTY AGENT.
22. The CITY and the 0.C.S.O. shall each remain the sole and exclusive employer of each of their
respective employees. The CITY and 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, 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 and benefits,
employment taxes, or any other statutory or contractual right or benefit based, in any way, upon
employment.
23. 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 or condition of employment of
any COUNTY AGENT, or any applicable 0.C.S.O. employment and/or union contract, any level
or amount of supervision, any standard of performance, any sequence or manner of performance,
and/or any 0.C.S.O. rule, regulation, training and education standard, hours of work, shift
assignment, order, policies, procedure, directive, ethical guideline, 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.
24. Neither the CITY nor any DESIGNATED EMERGENCY SERVICE PROVIDER shall provide,
furnish or assign any COUNTY AGENT with any job instructions, job descriptions, job
specifications, or job duties, or, in any manner, attempt to control, supervise, train, or direct any
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COUNTY AGENT in the performance of any COUNTY duty or obligation under the terms of this
Agreement.
25. The CITY shall promptly deliver to the 0,C.S.O. written notice and copies of any CLAIM,
accusation or allegation of negligence or other wrongdoing, whether civil or criminal in nature,
that the CITY becomes aware of which involves, in any way, the 0.C.S.O. or any COUNTY
AGENT. The CITY and its DESIGNATED EMERGENCY SERVICE PROVIDER shall cooperate
with the 0.C.S.O. in any investigation conducted by the SHERIFF of any act or performance of
any duties by any COUNTY AGENT.
26. 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 PM on March
31, 2018. This Agreement may be cancelled 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 to the other signatories to this Agreement, or their successors in office. Such
written notice shall provide at least sixty (60) calendar days notice of the effective date of
cancellation, and such cancellation of this Agreement shall be effective at 11:59 P.M. on the last
calendar day of the calendar month following the expiration of the 60 calendar day notice period.
If this Agreement is terminated for any reason, the CITY will fully reimburse the COUNTY for all
direct and indirect labor costs incurred by the COUNTY as a result of the Agreement's
termination. Such costs include, but are not limited to, unemployment compensation claims
made by COUNTY employees hired by the COUNTY to fulfill the terms of this Agreement.
27. This Agreement, and any subsequent amendments, shall not become effective prior to the
approval by the COUNTY Board of Commissioners and the duly-appointed Emergency Manager
of the CITY or his successor in office, or, if no Emergency Manager is in place, by resolution of
the CITY'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 CITY Council if
passed by the CITY council and shall also be filed with the Office of the Clerk for the COUNTY
and the CITY Clerk. In addition, this Agreement, and any subsequent amendments, shall be filed
by a designated COUNTY AGENT 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.
28. 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.
29. 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.
30. 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.
31. The COUNTY and CITY acknowledge that this Agreement shall be binding upon 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.
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32. This Agreement sets forth the entire contract and understanding between the COUNTY and CITY
and fully supersedes any and all prior contracts, agreements or understandings between them in
any way related to the subject matter hereof after the effective date of this Agreement shall
remain effective and enforceable for any CLAIM arising or occurring during any prior contract
period. This Agreement shall not be changed or supplemented orally. This Agreement may be
amended only by the approval of the COUNTY Board of Commissioners via a resolution and the
approval of the duly-appointed Emergency Manager of the CITY or his successor in office, or, if
no Emergency Manager is in place, by resolution of the CITY'S Governing Body in accordance
with the procedures set forth herein.
33. Each Party shall comply with all federal, state, and local statutes, ordinances, regulations,
administrative rules, requirements applicable to its activities performed under this Agreement,
34. If a court of competent jurisdiction finds a term, or condition, of this Agreement to be illegal or
invalid, then the term, or condition, shall be deemed severed from this Agreement. All other
terms, conditions, and provisions of this Agreement shall remain in full force.
35. 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 which is hereby acknowledged, the COUNTY and the CITY hereby
agree and promise to be bound by the terms and provisions of this Agreement.
CONTINUED ONTO NEXT PAGE
2015- 2018 EMERGENCY MEDICAL DISPATCH SERVICE AGREEMENT BETWEEN
THE COUNTY OF OAKLAND AND THE CITY OF PONTIAC
Page 7 of 8
IN WITNESS WHEREOF, Joseph M. Sobota, City Administrator for the CITY, hereby acknowledges that
he has been authorized by EM Final Order S-334 and a resolution of Pontiac's City Council (a certified
copy of which is attached) to execute this Agreement on behalf of the CITY and hereby accepts and binds
the CITY to the terms and conditions of this Agreement on this day of 2015.
WITNESS: THE CITY OF PONTIAC,
A Michigan Municipal Corporation
BY:
JOSEPH M. SOBOTA
City Administrator
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, Jr.
Chairperson, Oakland County Board of
Commissioner
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 EMERGENCY MEDICAL DISPATCH SERVICE AGREEMENT BETWEEN
THE COUNTY OF OAKLAND AND THE CITY OF PONTIAC
Page 8 of 8
Resolution #15042 February 18, 2015
The Chairperson referred the resolution to the Finance Committee. There were no objections.
FISCAL NOTE (MR. *15042) March 18, 2015
BY: Finance Committee, Tom Middleton, Chairperson
IN RE: SHERIFF'S OFFICE — EMERGENCY MEDICAL DISPATCH SERVICES AGREEMENT WITH
THE CITY OF PONTIAC, APRIL 1, 2015 - MARCH 31, 2018
To the Oakland County Board of Commissioners
Chairperson, Ladies and Gentlemen:
Pursuant to Rule XII-C of this Board, the Finance Committee has reviewed the above referenced
resolution and finds:
1. Resolution establishes a three-year agreement for emergency medical dispatch services
between the Oakland County Sheriff's Office and the City of Pontiac; beginning April 1, 2015
through March 31, 2018.
2. The contract price established for the period of April 1, 2015 through March 31, 2016 is
$147,800 annually; $155,172 annually for the period of April 1,2016 through March 31, 2017,
and $162,416 annually for the period of April 1,2017 through March 31, 2018.
3. The effect of the annual revenue and expenses for this contract is reflected in the budget
amendment for FY 2015, FY 2016, and FY 2017 on the fiscal note (MR. *15027) titled
SHERIFF'S OFFICE — ESTABLISHMENT OF DISPATCH SERVICES CONTRACT RATES —
APRIL 1,2015 THROUGH MARCH 31, 2018.
FINANCE COMMITTEE VOTE:
Motion carried unanimously on a roll call vote.
Resolution #15042 March 18, 2015
Moved by KowaII supported by Quarles the resolutions (with fiscal notes attached) on the amended
Consent Agenda be adopted (with accompanying reports being accepted).
AYES: Dwyer, Fleming, Gershenson, Gingell, Gosselin, Hoffman, Jackson, KowaII, Long, Matis,
McGillivray, Middleton, Quarles, Scott, Spisz, Taub, Weipert, Woodward, Zack, Bowman,
Crawford. (21)
NAYS: None. (0)
A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the amended
Consent Agenda were adopted (with accompanying reports being accepted).
3/2 )
HEREBY APPROVE THIS RESOLUTION
CHIEF DEPUTY COUNTY EXECUTIVE
ACTING PURSUANT TO MCL 45.559A (7)
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
I, Lisa Brown, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and
accurate copy of a resolution adopted by the Oakland County Board of Commissioners on March 18,
2015, with the original record thereof now remaining in my office.
In Testimony Whereof, I have hereunto set my hand and affixed the seal of the County of Oakland at
Pontiac, Michigan this l8 dayof March 2015.
Lisa Brown, Oakland County