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HomeMy WebLinkAboutResolutions - 1994.06.23 - 24138MISCELLANEOUS RESOLUTION # 94198 June 23, 1994 BY: PUBLIC SERVICES COMMITTEE, LAWRENCE A. OBRECHT, CHAIRPERSON IN RE SHERIFF DEPARTMENT - FIRE DISPATCH SERVICE FOR HIGHLAND TOWNSHIP FOR 1994/1995 TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS Chairperson, Ladies and Gentlemen: WHEREAS, it is the policy of the Oakland County Board of Commissioners to permit the Sheriff's Department to enter into contractual agreements for the purpose of Fire Dispatch Services; and WHEREAS, at the request of the Highland Township the Sheriffs Department has been dispatching fire calls for the Highland Township Fire Department; and WHEREAS, the rate is $13.80 per Fire Dispatch for 1994. The 1995 rate will be established at a later date. NOW THEREFORE BE IT RESOLVED that the Oakland County Sheriff's Department is hereby authorized to continue providing Fire Dispatch Services to Highland Township for the remainder of 1994 at the current rate of $13.80 per call. BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners authorize the Chairperson of the Board to enter into the attached Fire Dispatch Agreement with Highland Township. Mr Chairperson, on behalf of the Public Services 9ommittee, I move the adoption of the foregoing resolution. PUB IC ERVICES CO,'IMITEE/ 6-( FIRE DISPATCH SERVICE(S) AGREEMENT FOR 1994 - 1995 BETWEEN THE RECF.4 OAKLAND COUNTY SHERIFF'S DEPARTMENT AND o )'!.: HIGHLAND TOWNSHIP 7 • HIGHLAND -1-(•%. NA:IP 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"), the OAKLAND COUNTY SHERIFF, JOHN F. NICHOLS, in his official capacity as a Michigan Constitutional Officer, whose address is 1201. North Telegraph Road, Pontiac, Michigan 48341 (hereafter the "SHERIFF"), and HIGHLAND TOWNSHIP,; Michigan Constitutional and Municipal Corporation, located within Oakland County, whose address is 205 North John Street, P.O. Box 249, Highland, MI 48357-0249 (hereafter the "TOWNSHIP"). In this Agreement the COUNTY and SHERIFF hereafter, and as further defined below, shall be jointly and collectively referred to as the "SHERIFF'S DEPARTMENT'. WITNESSETH WHEREAS, the TOWNSHIP is authorized by law to provide fire protection service for residents of the TOWNSHIP; and WHEREAS, in order to provide effective fire protection services for its residents, the TOWNSHIP also must provide for TOWNSHIP Fire Department communication and dispatch functions; and WHEREAS, the SHERIFF'S DEPARTMENT now provides police communication and dispatch functions and has the capability to provide fire dispatch but, absent this Agreement, is not obligated to provide any "FIRE DISPATCH SERVICE(S)", as defined in this Agreement, for the TOWNSHIP; and WHEREAS, the SHERIFF'S DEPARTMENT and the TOWNSHIP may enter into an agreement by which the SHERIFF'S DEPARTMENT would provide FIRE DISPATCH SERVICE(S) for the TOWNSHIP; and WHEREAS, the TOWNSHIP has concluded that it is more cost effective for the TOWNSHIP to contract for FIRE DISPATCH SERVICE(S) with the SHERIFF'S DEPARTMENT than to equip and staff its own fire communication and dispatch center; and WHEREAS, the SHERIFF'S DEPARTMENT agrees to provide FIRE DISPATCH SERVICE(S) for the "TOWNSHIP 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 SHERIFF'S DEPARTMENT shall, in conjunction with its existing police communications functions, provide FIRE DISPATCH SERVICE(S) for the TOWNSHIP and to TOWNSHIP FIRE PERSONNEL. 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 nonpossessive, 1 shall be defined, read, and interpreted as follows: a. "FIRE DISPATCH SERVICE(S)" shall be defined to include: any emergency or non-emergency telephone call or notice, of any kind, received by the SHERIFFS DEPARTMENT, which either requests, requires or, in the sole judgment of SHERIFF'S DEPARTMENT, appears to request or require the presence, attention, or services of any TOWNSHIP 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 SHERIFF'S DEPARTMENT radio communication, or any attempted radio communication to any TOWNSHIP FIRE PERSONNEL. b. "TOWNSHIP 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 with by the TOWNSHIP either to provide, supply, support, administer, or direct any TOWNSHIP fire or emergency related services and/or any persons acting by, through, under, or in concert with any of them; or any other TOWNSHIP official, officer, employee or agent whose TOWNSHIP job duties may include the receipt of any SHERIFF'S DEPARTMENT FIRE DISPATCH SERVICE(S). c. "SHERIFF'S DEPARTMENT' shall be defined to include: the COUNTY OF OAKLAND, the OAKLAND COUNTY SHERIFF, JOHN F. NICHOLS, or any of them, and any and all of each of their respective elected and appointed officials, commissioners, boards, committees, commissions, departments, divisions, trustees, volunteers, employees, 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. d. "CLAIM(S)" shall be defined to include: any and all losses, complaints, demands for relief or damages, suits, damages, causes of action, proceedings, judgments, deficiencies, penalties, 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 the SHERIFF'S DEPARTMENT 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, any statute, rule, regulation, or the common law; whether federal or state, in law or equity, tort, contract, or otherwise; and/or whether commenced or threatened. 3. The TOWNSHIP agrees that under the terms of this Agreement, except for the FIRE DISPATCH SERVICE(S) expressly contracted for herein, the SHERIFF'S DEPARTMENT shall not be obligated, in any other way, to provide or assist the TOWNSHIP or any TOWNSHIP FIRE PERSONNEL with any other direct, indirect, backup, or supplemental support or fire or emergency-related service or protection, of any kind or nature whatsoever, or required to send any employee or representative of the SHERIFF'S DEPARTMENT to respond, in any way, to any call for TOWNSHIP FIRE PERSONNEL services. 4. The TOWNSHIP 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 TOWNSHIP FIRE PERSONNEL to receive and respond to any SHERIFF'S DEPARTMENT FIRE DISPATCH SERVICE(S) in a timely and professional manner. 5. The TOWNSHIP acknowledges that there may be circumstances when, despite all reasonable 2 CONTRACT FOR FIRE DISPATCH SERVICES 1994-1995 SHERIFF'S DEPARTMENT efforts, a SHERIFFS DEPARTMENT attempt to communicate or provide FIRE DISPATCH SERVICE(S) for TOWNSHIP FIRE PERSONNEL may be unsuccessful and, as a result, TOWNSHIP FIRE PERSONNEL'S timely response to a call for TOWNSHIP FIRE PERSONNEL assistance may not be forthcoming. In all such circumstances the TOWNSHIP agrees that it shall be solely liable and exclusively responsible for any and all resulting CLAIM(S) against the SHERIFF'S DEPARTMENT, and in this regard the TOWNSHIP shall indemnify and hold harmless the SHERIFF'S DEPARTMENT. 6. The TOWNSHIP agrees that this Agreement does not, and is not intended to, include any SHERIFF'S DEPARTMENT warranty, promise, or guaranty, of any kind or nature whatsoever, concerning the provision of FIRE DISPATCH SERVICE(S) to the TOWNSHIP except that the SHERIFF'S DEPARTMENT will make every reasonable effort to provide FIRE DISPATCH SERVICE(S) for TOWNSHIP FIRE PERSONNEL consistent with all existing SHERIFF'S DEPARTMENT communication and dispatching policies, procedures, orders, and standards. 7. The TOWNSHIP agrees that under the terms of this Agreement the TOWNSHIP shall be solely and exclusively responsible for all costs, expenses and liabilities associated with the purchase, lease, operation, and/or use of any TOWNSHIP FIRE PERSONNEL radio or other communication equipment, and that the SHERIFF'S DEPARTMENT shall not be obligated to provide any TOWNSHIP FIRE PERSONNEL with any radio or other communication equipment of any kind. Similarly, the SHERIFF'S DEPARTMENT agrees that the TOWNSHIP shall not be obligated under the terms of this Agreement to supply or provide the SHERIFF'S DEPARTMENT with any additional telephones, telephone lines, radios, or other communications equipment or property. 8. The TOWNSHIP agrees that this Agreement does not, and is not intended to, obligate or require the SHERIFF'S DEPARTMENT 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 SHERIFF'S DEPARTMENT from implementing any future communication-related changes that the SHERIFF'S DEPARTMENT, in its sole judgment and discretion, believes to be in its best interest. 9. The TOWNSHIP agrees that it shall be solely and exclusively responsible, during the term of this Agreement, for guaranteeing that: (a) all TOWNSHIP FIRE PERSONNEL radios and other communication equipment will be properly set and adjusted to receive any FIRE DISPATCH SERVICE(S) from the SHERIFF'S DEPARTMENT and otherwise maintained in full and proper working order; (b) all TOWNSHIP FIRE PERSONNEL will be adequately trained and will comply with all applicable SHERIFF'S DEPARTMENT communications codes, practices, policies and procedures, as well as any applicable state or federal (FCC) communication requirements; (c) the TOWNSHIP and all TOWNSHIP FIRE PERSONNEL shall, at all times, promptly and properly notify the SHERIFF'S DEPARTMENT of any on-duty or off-duty status and/or availability or unavailability of TOWNSHIP FIRE PERSONNEL to receive FIRE DISPATCH SERVICE(S) from the SHERIFF'S DEPARTMENT; and (d) all TOWNSHIP FIRE PERSONNEL radio and communication equipment, policies, practices and procedures shall conform to those of the SHERIFFS DEPARTMENT as they now exist or may be changed in the future. 10. The TOWNSHIP agrees to pay to the SHERIFF'S DEPARTMENT THIRTEEN DOLLARS EIGHTY CENTS ($13.80) for each FIRE DISPATCH SERVICE(S) made by the SHERIFF'S DEPARTMENT during 1994. In calendar year 1995, the TOWNSHIP agrees to pay the SHERIFF'S DEPARTMENT for each FIRE DISPATCH SERVICE(S) at such 1995 Rate(s) and/or in such 1995 Amount(s) as established by the Oakland County Board of Commissioners before the end of this calendar year. In the event that the TOWNSHIP finds the Rate(s) and/or Amount(s) established for 1995 FIRE DISPATCH SERVICE(S) unacceptable for any reason, the TOWNSHIP shall cancel this Agreement in writing, as provided for herein, 3 CONTRACT FOR FIRE DISPATCH SERVICES 1994-1995 to be effective on or before April 15, 1995; otherwise, the TOWNSHIP agrees that it shall be obligated to pay for any and all DISPATCH SERVICE(S) received during 1995 at the established 1995 Rate(s) and/or Amount(s) for the entire 1995 calendar year. If, however, the TOWNSHIP cancels this Agreement effective on or before April 15, 1995 the TOWNSHIP shall only be obligated to pay to the SHERIFF'S DEPARTMENT THIRTEEN DOLLARS EIGHTY CENTS ($13.80) for each DISPATCH SERVICE(S) by the SHERIFF'S DEPARTMENT which occurred between January 1, 1995, and the effective cancellation of this Agreement on or before April 15, 1995. 11. Following any month in which the SHERIFF'S DEPARTMENT provided any FIRE DISPATCH SERVICE(S) to the TOWNSHIP, the SHERIFF'S DEPARTMENT shall forward an invoice to the TOWNSHIP that identifies the total amount due and payable by the TOWNSHIP. The TOWNSHIP agrees to pay to the COUNTY the full amount due and owing on any such invoice within thirty (30) calendar days after the invoice date. 12. The TOWNSHIP agrees, at its sole cost and expense, to purchase and maintain the following insurance coverage(s), in the minimum coverage amounts indicated, for the entire duration of this Agreement and to provide the COUNTY with the following Certificates of Insurance. The TOWNSHIP acknowledges that all insurance obligations, bonds, and/or certificates or proof of same required shall be subject to the approval of the COUNTY Risk Management Division. a. Comprehensive General Liability Broad Form Endorsement in the minimum amount of $1,000,000.00 C.S.L. and with the following as minimum requirements: i. Products and completed operations; ii. Broad Form Property damage; iii. Premises/Operations; iv. (Blanket) Broad Form Contractual; v. Personal Injury - delete contractual exclusion "A" and employee exclusion "C"; and vi. Additional Insured - The COUNTY OF OAKLAND and the SHERIFF'S DEPARTMENT as defined in this Agreement to include, without limitation, all COUNTY employees and all COUNTY elected and appointed officials and their agents. b. All Certificates of Insurance, self-insurance, or duplicate policies of any outside vendor or contractor shall contain the following clauses: i. "Any coverage afforded the COUNTY shall apply as primary and not excess to any insurance issued in the name of the COUNTY OF OAKLAND, et al."; ii. "The insurance company(s) issuing the policy or policies shall have no recourse against the COUNTY OF OAKLAND for payment of any premiums or for assessments under any form of policy."; iii. "Any and all deductibles in the above described insurance policies shall be assumed by, and be for the account of, and at the sole risk of the TOWNSHIP."; and 4 CONTRACT FOR FIRE DISPATCH SERVICES 1994-1995 iv. 'There will be no additional exclusions running to the Additional Insured based upon any actions or activities of the Named Insured." c. All Certificates of Insurance are to provide thirty (30) days notice of material change or cancellation. All Certificates of Insurance must be provided no less than ten (10) working days before the commencement date of this Agreement to the COUNTY'S Risk Management Division. Insurance carriers, coverage(s), and policy limits are also subject to the approval of the COUNTY'S Risk Management Division as to conformity with the requirements of this Agreement. 13. The TOWNSHIP agrees that the COUNTY OF OAKLAND and/or the SHERIFF'S DEPARTMENT shall be legally subrogated to any rights to recover or any benefits the TOWNSHIP may have in any insurance policy and to the full extent of any payment made under any insurance policy as may be required to make the SHERIFF'S DEPARTMENT whole for any CLAIM(S). The TOWNSHIP agrees to cooperate and perform any act necessary to secure such rights for the SHERIFF'S DEPARTMENT. 14. Except as otherwise provided in this Paragraph, the TOWNSHIP agrees to defend, indemnify and hold the SHERIFF'S DEPARTMENT harmless from and against any and all CLAIM(S) (as defined in this Agreement) which are imposed upon, incurred by, or asserted against the SHERIFF'S DEPARTMENT by any person and which are based upon, result from, arise from, or are in any way related to any alleged error, injury, mistake, negligent or intentional act(s) or omission(s) by the TOWNSHIP and/or any TOWNSHIP FIRE PERSONNEL, including, but not limited to: a. Any and all alleged breach of any legal duty to any person by the TOWNSHIP or any TOWNSHIP FIRE PERSONNEL; b. Any and all alleged TOWNSHIP or TOWNSHIP FIRE PERSONNEL'S negligent or erroneous response to, or failure to respond to, any communication or FIRE DISPATCH SERVICE(S) from the SHERIFF'S DEPARTMENT; c. Any and all alleged failures by the SHERIFF'S DEPARTMENT to receive in a timely manner any telephone call for fire or emergency related services due to any alleged negligence by the TOWNSHIP, d. Any and all alleged failures by the TOWNSHIP or any TOWNSHIP FIRE PERSONNEL to receive any transmitted FIRE DISPATCH SERVICE(S); e. Any and all alleged injuries or losses to the TOWNSHIP and/or any TOWNSHIP FIRE PERSONNEL arising out of any FIRE DISPATCH SERVICE(S) provided under this Agreement; f Any and all alleged failures by the TOWNSHIP or any TOWNSHIP FIRE PERSONNEL to comply with any duty or obligation in this Agreement; and/or g. Any and all other alleged or actual CLAIM(S) based, in any way, upon any TOWNSHIP or TOWNSHIP FIRE PERSONNEL services, equipment, or any other event, occurrence, duty, or obligation related or attendant thereto. The TOWNSHIP, however, shall not be obligated to pay any portion of any court-ordered judgment or award for which a court has determined that the SHERIFF'S DEPARTMENT was either solely negligent or solely at fault for any specific dollar amount of damages or loss to any person other than the TOWNSHIP 5 CONTRACT FOR FIRE DISPATCH SERVICES 1994-1995 or any TOWNSHIP FIRE PERSONNEL. 15. The indemnification right afforded to the COUNTY in this Agreement shall be excess and over and above any other valid and collectible insurance right available to the COUNTY from the TOWNSHIP and applicable to any part of any ultimate net SHERIFFS DEPARTMENT loss whether or not any such insurance coverage is stated to be primary, contributing, excess, or contingent. To the extent that the TOWNSHIP'S promise to indemnify, pay and hold harmless the SHERIFF'S DEPARTMENT as set forth in this Agreement may become unenforceable or uncollectible, the TOWNSHIP shall contribute the maximum portion that it is permitted to pay and satisfy under applicable law toward the payment and satisfaction of any CLAIM(S) against the SHERIFF'S DEPARTMENT. 16. The TOWNSHIP agrees that all TOWNSHIP indemnification and hold harmless promises, waivers of liability, representations, insurance coverage obligations, 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. 17. Except as expressly provided herein, 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 or organization, or any right to be contractually, legally, equitably, or otherwise subrogated to any indemnification or any other right provided under the terms of this Agreement. 18. The TOWNSHIP and the SHERIFF'S DEPARTMENT agree that neither the SHERIFF'S DEPARTMENT nor any of its employees, by virtue of this Agreement or otherwise, shall be considered or asserted to be employees of the TOWNSHIP and further agree that, at all times and for all purposes under the terms of this Agreement, the SHERIFF'S DEPARTMENT'S legal status and relationship to the TOWNSHIP shall be that of an Independent Contractor. The parties also agree that no TOWNSHIP FIRE PERSONNEL or any other TOWNSHIP 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 SHERIFF'S DEPARTMENT. 19. The TOWNSHIP and the SHERIFF'S DEPARTMENT agree that, at all times and for all purposes relevant to this Agreement, the TOWNSHIP and the SHERIFF'S DEPARTMENT shall each remain the sole and exclusive employer of each of their respective employees. The TOWNSHIP and the SHERIFF'S DEPARTMENT 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 SHERIFF'S DEPARTMENT or TOWNSHIP employee. 20. 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 SHERIFF'S DEPARTMENT employee(s), any applicable SHERIFF'S DEPARTMENT 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 SHERIFF'S DEPARTMENT rule(s), regulation(s), training and education standard(s), hours of work, shift assignment(s), order(s), policy(ies), procedure(s), directive(s), ethical 6 CONTRACT FOR FIRE DISPATCH SERVICES 1994-1995 guideline(s), etc., which shall, solely and exclusively, govern and control the employment relationship between the SHERIFF'S DEPARTMENT and/or all conduct and actions of any SHERIFF'S DEPARTMENT employee. 21. The TOWNSHIP agrees that neither the TOWNSHIP nor any TOWNSHIP FIRE PERSONNEL shall provide, furnish or assign any SHERIFF'S DEPARTMENT employee with any job instructions, job descriptions, job specifications, or job duties, or, in any manner, attempt to control, supervise, train, or direct any SHERIFF'S DEPARTMENT employee in the performance of any SHERIFF'S DEPARTMENT duty or obligation under the terms of this Agreement. 22. The TOWNSHIP agrees that it shall promptly deliver to the SHERIFF'S DEPARTMENT 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 TOWNSHIP becomes aware of which involves, in any way, the SHERIFF'S DEPARTMENT or any SHERIFF'S DEPARTMENT employee. The TOWNSHIP agrees to cooperate with the SHERIFF'S DEPARTMENT in any investigation conducted by the SHERIFF of any act(s) or performance of any duties by any SHERIFF'S DEPARTMENT employee. 23. Subject to the following Paragraph, and unless canceled as provided for in this Paragraph, this Agreement shall become effective on June 1, 1994, 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 December 31, 1995. The COUNTY, the SHERIFF, or the TOWNSHIP may cancel this Agreement, for any reason and without any penalty, before its December 31, 1995, expiration by delivering a written notice of its intent to cancel this Agreement to the other two parties at least ninety (90) days before the desired effective date of cancellation (which shall be clearly stated in this written notice), at 11:59 P.M. on the stated effective date of cancellation this Agreement shall be canceled. 24. 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 TOWNSHIP Board. The approval and terms of this Agreement shall be entered into the official minutes and proceedings of the COUNTY Board of Commissioners and TOWNSHIP Board and also shall be filed with the Office of the Clerk for the COUNTY and the TOWNSHIP. In addition, this Agreement, and any subsequent amendments, shall be filed by the SHERIFF'S DEPARTMENT 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. 25. The parties 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. 26. 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 nonpossessive, shall be deemed to include the other whenever the context so suggests or requires. 27. Absent an express written waiver, the failure of any party to pursue any right granted under this 7 WITNESSES: Patricia M. Pilchowski By: Thomas P. Dunleavy Township Supervisor , CONTRACT FOR FIRE DISPATCH SERVICES 1994-1995 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. 28. The COUNTY, the SHERIFF, and the TOWNSHIP 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. 29. This Agreement, consisting of nine (9) pages, sets forth the entire Agreement between the SHERIFF'S DEPARTMENT and the TOWNSHIP and fully supersedes any and all prior agreements or understandings between them in any way related to the subject matter hereof. The parties acknowledge the possibility that the TOWNSHIP may, in the future, decide to lease certain radio and communications equipment from the COUNTY, and the TOWNSHIP hereby agrees that this Agreement shall control 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 agreements, understandings, or representations between the SHERIFF'S DEPARTMENT and the TOWNSHIP 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 TOWNSHIP Board 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 which is hereby acknowledged, the COUNTY, the SHERIFF, and the TOWNSHIP hereby agree and promise to be bound by the terms and provisions of this Agreement. Thomas P. Dunleavy IN WITNESS WHEREOF, (name) , Supervisor, of the TOWNSHIP, hereby acknowledges that shel he has been authorized by a resolution of the TOWNSHIP Board (a certified copy of which is attached) to execute this Agreement on behalf of the TOWNSHIP, a Michigan Constitutional and Municipal Corporation, and hereby accepts and binds the TOWNSHIP to the terms and conditions of this Agreement on this 22 day of June , 1994. HIGHLAND TOWNSHIP, a Michigan Constitutional and Municipal Corporation And 8 COUNTY OF OAKLAND, a Michigan Constitutictfal ans1491unicipal Coppration RRY P.RRAKE, Chairperson, Board of Commissioners CONTRACT FOR FIRE DISPATCH SERVICES 1994-1995 N i t BY: William E. Brian Township Clerk Pamela Dawn Hurst IN VVITNESS WHEREOF, LARRY P. CRAKE, Chairperson of the 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, a Michigan Constitutional and Municipal Corporation, and hereby accepts and binds the_ COUNTY OF OAKLAND to the terms and conditions of the Agreement on this iqT1-.day of , 1994. WITNESS. c:\1 IN WITNESS WHEREOF, JOHN F. NICHOLS, in his official capacity as the Oakland County Sheriff, a Michigan Constitutional Officer, hereby accepts and binds the Office of the Oakland County Sheriff to the terms and conditions of this Agreement on this day of , 1994. OHN F. NICHOLSt; Oakland County Sheriff 9 Resolution #94198 June 23, 1994 Moved by Obrecht supported by Powers the resolution be adopted. AYES: Pernick, Powers, Schmid, Taub, Wolf, Aaron, Crake, Dingeldey, Douglas, Garfield, Gosling, Huntoon, Jensen, Johnson, Kaczmar, Kingzett, Law, McCulloch, McPherson, Miltner, Moffitt, Newby, Oaks, Obrecht. (24) NAYS: None. (0) A sufficient majority having voted therefor, the resolution was adopted. FOREGC,iNiG RE0 1..1JTION xecutive Date H I Brooks Patters - (County Executive Date STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Lynn D. Allen, 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 June 23, 1994 with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set my hand and affixed the seal of County of Oakland at Pontiac, Michigan this 23rd day of 11.91e 1994. Lyandb. Allen, Count the