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HomeMy WebLinkAboutResolutions - 2007.04.26 - 28323cote:NI REPORT (MR #07076) April 26, 2007 tv I BY: Finance Committee, Mike Rogers, Chairperson IN RE: SHERIFF'S OFFICE - ESTABLISHMENT OF STANDARD FIRE DISPATCH SERVICES AGREEMENTS, APRIL 1, 2007 - MARCH 31, 2012 To: The Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: The Finance Committee, having reviewed the above-referenced resolution recommends its adoption contingent upon approval by Corporation Counsel of the final contract language. Chairperson, on behalf of the Finance Committee, I move acceptance of the foregoing report. FINANCE COMMITTEE Motion carried unanimously on a roll call vote with Coulter abent. April 26, 2007 REPORT MR #07076 BY: Personnel Committee, Thomas F. Middleton, Chairperson RE: MR #07076 Sheriff's Office — Establishment of Standard Fire Dispatch Services Agreements, April 1, 2007— March 31, 2012 TO: Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: The Personnel Committee having reviewed MR #07076 on April 18, 2007 Reports with the recommendation the resolution be adopted. Chairperson, on behalf of the Personnel Committee, I move the acceptance of the foregoing Report. PERSONNEL COMMITTEE Personnel Committee Vote: Motion carried on a unanimous roll call vote with Scott, Gosselin, Coleman and Hatchett absent April 5, 2007 MISCELLANEOUS RESOLUTION # 07076 BY: Public Services Committee, Jeff Potter. Chairperson IN RE: SHERIFF'S OFFICE - ESTABLISHMENT OF STANDARD FIRE DISPATCH SERVICES AGREEMENTS, APRIL 1,2007 — MARCH 31, 2012 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 separately with Addison Township, Brandon Township, Commerce Township, Groveland Township, Highland Township, Independence Township, Springfield Township and the North Oakland Fire Authority to provide fire dispatch to each of these communities: and WHEREAS the current fire dispatch service agreements with each of the above communities expire on March 31, 2007; and WHEREAS Addison Township, Brandon Township, Commerce Township, Groveland Township, Highland Township, Independence Township, Springfield Township and the North Oakland Fire Authority have each expressed an interest in entering into a new, five (5) year, fire dispatch service agreement; and WHEREAS the Township Boards of Addison Township, Brandon Township, Commerce Township, Groveland Township, Highland Township, Independence Township, Springfield Township, and the North Oakland Fire Authority are concurrently considering adopting resolutions by which each would adopt the OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 FIRE DISPATCH SERVICES AGREEMENT for their community. NOW THEREFORE IT BE RESOLVED that the Oakland County Board of Commissioners hereby approves and, subject to the following paragraph, agrees to be bound by the terms and conditions contained in each of the following Agreements: OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 FIRE DISPATCH SERVICES AGREEMENT WITH ADDISON TOWNSHIP OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 WITH BRANDON TOWNSHIP OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 WITH COMMERCE TOWNSHIP OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 WITH HIGHLAND TOWNSHIP OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 WITH GROVELAND TOWNSHIP OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 WITH INDEPENDENCE TOWNSHIP OAKLAND COUNTY SHERIFFS OFFICE 2007-2012 WITH SPRINGFIELD TOWNSHIP OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 WITH THE NORTH OAKLAND FIRE AUTHORITY Public Services Committee Vote: Motion carried unanimously on a roll call vote FIRE DISPATCH SERVICES AGREEMENT FIRE DISPATCH SERVICES AGREEMENT FIRE DISPATCH SERVICES AGREEMENT FIRE DISPATCH SERVICES AGREEMENT FIRE DISPATCH SERVICES AGREEMENT FIRE DISPATCH SERVICES AGREEMENT FIRE DISPATCH CH SERVICES AGREEMENT BE IT FURTHER RESOLVED that upon receipt °la final. executed OAKLAND COUNTY SHERIFF'S OFFICE 2007-2012 FIRE DISPATCH SERVICES AGREEMENT from Addison Township, Commerce Township, Groveland Township, Highland Township, Independence Township, Springfield Township, and the North Oakland Fire Authority, accompanied by a certified copy of the resolution of their respective governing bodies accepting the Agreement, and upon the further acceptance of each of the above Agreements by the Oakland County Sheriff. the Oakland County Board of Commissioners authorizes its Chairperson to execute and enter into each of these Agreements on behalf of the County of Oakland. BE IT FURTHER RESOLVED that the Oakland County Clerk shall maintain a file for each of the above Agreements, and upon receipt of a final, executed copy of any of the above Agreements, together with a certified copy of that community's governing body resolution approving same, the Oakland County Clerk shall notify the Oakland County Sheriff and the Chairperson of the Oakland County Board of Commissioners that one of the above Agreements is ready for their signatures which the Clerk shall witness. BE IT FURTHER RESOLVED that after all signatures have been obtained on any Agreement, as provided for above, the Oakland County Clerk shall file a copy of each final, executed 2007-2012 FIRE DISPATCH SERVICE AGREEMENT with the Secretary of State. BE IT FURTHER RESOLVED based upon the attached schedule A which includes patrol and fire contracts that one (1) new GF/GP Dispatch Specialist be created in the Sheriff. SEPTC, Communications Unit, BE IT FURTHER RESOLVED that the GF/GP Office Assistant II position in the Sheriff, SEPTC, Communications Unit, 4030510-10053, created per Misc. Res. #03058 continue to be funded by Brandon dispatch contract and four patrol contracts with the townships of Highland, Lyon, Springfield and Oxford since funding for this position will continue for an additional five years. BE IT FURTHER RESOLVED that positions continued and created in this resolution are contingent upon continuation of contract funding. Chairperson, on behalf of the Public Services Committee. I move the adoption of the foregoing resolution. PUBLIC SERVICES COMMITTEE 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND 1 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 [ ] whose address [ ("the MUNICIPALITY"). 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 1201 North Telegraph Road, 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.") WITNES SETH WHEREAS, the MUNICIPALITY is authorized by law to provide fire protection service for residents of the MUNICIPALITY; and WHEREAS, in order to provide effective fire protection services for its residents, the MUNICIPALITY must also provide for MUNICIPAL Fire Department communication and dispatch functions; and WHEREAS, the 0.C.S.O. provides police communication and dispatch functions and has the capability to provide fire dispatch but, absent this Agreement, is not obligated to provide "FIRE DISPATCH SERVICE", 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 FIRE DISPATCH SERVICE for the MUNICIPALITY; and WHEREAS, the MUNICIPALITY has concluded that it is more cost effective for the MUNICIPALITY to contract for FIRE DISPATCH SERVICE with the 0.C.S.O. than to equip and staff its own fire communication and dispatch center: and WHEREAS, the 0.C.S.O. agrees to provide FIRE DISPATCH SERVICE for MUNICIPAL FIRE PERSONNEL", as defined in this Agreement, under the following terms and conditions; NOW, THEREFORE, it is mutually agreed as follows: I. The COUNTY, with the cooperation and approval of the SHERIFF, shall, in conjunction with its existing 0.C.S.O. police communications functions, provide FIRE DISPATCH SERVICE to MUNICIPAL 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, shall be defined, read, and interpreted as follows: 2.1. "FIRE DISPATCH SERVICE" 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 requests, requires, or, in the sole judgment of the 0.C.S.O. or a COUNTY AGENT, 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ Page 1 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, an accidental injury, the protection of property, or any emergency (including, but not limited to medical, fire, and/or health), which results in any 0.C.S.O. or COUNTY AGENT radio communication, or any attempted radio communication to any MUNICIPAL FIRE PERSONNEL. 2.2. "MUNICIPAL FIRE PERSONNEL" shall be defined to include: all uniformed, non- uniformed, civilian, command, volunteer, administrative, and/or supervisory personnel employed and/or contracted by the MUNICIPALITY 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 MUNICIPAL official, officer, employee or agent whose job duties may include the receipt of any 0.C.S.O. FIRE DISPATCH SERVICE. 2.3. "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. 2.4. "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. 3. Except for the FIRE 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 MUNICIPALITY or any MUNICIPAL FIRE PERSONNEL with ally other direct, indirect, backup, or supplemental support or fire or emergency-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 MUNICIPAL FIRE PERSONNEL services. 4. Under all circumstances, the MUNICIPALITY shall remain solely and exclusively responsible for all costs and/or liabilities associated with providing available on-duty MUNICIPAL FIRE PERSONNEL to receive and respond to FIRE DISPATCH SERVICE in a timely and professional manner. 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ j Page 2 5. The MUNICIPALITY acknowledges that there may be circumstances when, despite all reasonable efforts, an 0.C.S.O. or COUNTY AGENT attempt to communicate or provide FIRE DISPATCH SERVICE for MUNICIPAL FIRE PERSONNEL may be unsuccessful and, as a result, MUNICIPAL FIRE PERSONNEL'S timely response to a call for MUNICIPAL FIRE PERSONNEL assistance may not be forthcoming. To the extent provided by law, the MUNICIPALITY shall indemnify and hold harmless the COUNTY and/or any COUNTY AGENT and shall be solely liable and exclusively responsible for any and all CLAIMS against the COUNTY and/or any COUNTY AGENT as a result of any MUNICIPAL FIRE PERSONNEL'S alleged failure to respond in a timely manner to any call for MUNICIPAL FIRE PERSONNEL assistance. 6. This Agreement does not, and is not intended to, include any 0.C.S.O. warranty, promise, or guaranty, of any kind or nature, concerning the performance of FIRE DISPATCH SERVICE to the MUNICIPALITY except that 0.C.S.O. will make a reasonable effort to provide FIRE DISPATCH SERVICE for MUNICIPAL FIRE PERSONNEL consistent with existing 0.C.S.O. dispatching procedures. policies, and/or standards. 7. 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. 8. The MUNICIPALITY shall be solely and exclusively responsible, during the term of this Agreement, for guaranteeing that: (a) all MUNICIPAL FIRE PERSONNEL radios and other communication equipment will be properly set, adjusted, and maintained to receive any FIRE 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) all MUNICIPAL FIRE PERSONNEL 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 MUNICIPALITY and all MUNICIPAL FIRE PERSONNEL shall, at all times, promptly and properly notify the designated COUNTY AGENT of any on-duty or off-duty status and/or availability or unavailability of MUNICIPAL FIRE PERSONNEL to receive FIRE DISPATCH SERVICE from the 0.C.S.O. 9. 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 FIRE PERSONNEL radio or other communication equipment. The 0.C.S.O, shall not be obligated to provide MUNICIPAL FIRE PERSONNEL with any radio or other communication equipment of any kind. 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, other communications equipment, or property. 10. The 0.C.S.O. may, at its sole discretion and expense, inspect any MUNICIPAL FIRE PERSONNEL radio or other communication equipment to ensure that it conforms with 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ Page 3 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 MUNICIPALITY in writing of the specific violations. The MUNICIPALITY 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 the MUNICIPALITY 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. 11. In consideration of the COUNTY'S promises and efforts under this Agreement, the MUNICIPALITY shall pay the COUNTY. Each monthly payment shall be due and payable no later than the 15th calendar day of each calendar month starting on the 15111 calendarday after this Agreement is extended, and continuing each calendar month thereafter. 11.2. Al! Monthly payments shall be due and payable by the MUNICIPALITY without any further notice or demand from the COUNTY. 11.3. Each monthly payment shall be made by a check drawn on a MUNICIPAL 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. 11.4. Each payment shall clearly identify that it is a monthly payment being made pursuant to this Agreement and identify the calendar month for which the MUNICIPALITY intended the payment to apply. 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. 12. All payment obligations in this Agreement shall be absolute and unconditional and shall not be subject to any set-off, defense, counterclaim, or recoupment for any reason by the MUNICIPALITY. 13. Should the MUNICIPALITY fail, for any reason, to timely pay the County the amounts required under this Agreement, the MUNICIPALITY agrees that upon notice from the Oakland County Treasurer to the Treasurer of the State of Michigan (or any other State of Michigan official authorized to disburse funds to the MUNICIPALITY), the State of Michigan is authorized to withhold any funds due the MUNICIPALITY from the State, and assign those funds to partially or completely offset any deficiency by the MUNICIPALITY to the County. Such funds shall be paid directly to the County. Further, the MUNICIPALITY waives any claims against the State or County, or their respective officials, for any such amounts paid to the County. Should the MUNICIPALITY fail for any reason to timely pay the County the amounts required under this Agreement, the County Treasurer shall be entitled to set- off and retain any amounts due the MUNICIPALITY from Delinquent Tax Revolving Fund ("DTRF-) or any other source of funds due the MUNICIPALITY in the 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ 11.1. Page 4 possession of the County, to partially or completely offset any deficiency by the MUNICIPALITY, unless expressly prohibited by law. Such a transfer shall be considered an assignment by the MUNICIPALITY to the COUNTY. Further, the MUNICIPALITY waives any claims against the County, or its officials, for any such amounts paid to the County. Neither of these provisions shall operate to limit in any way the County's right to pursue any other legal remedies against the MUNICIPALITY for the reimbursement of amounts due the County under this Agreement. The remedies in this paragraph are available to the County on an ongoing and successive basis, as the MUNICIPALITY becomes delinquent in its payments. 14. The MUNICIPALITY shall purchase and maintain the following insurance coverage, in the minimum coverage amounts indicated, for the entire duration of this Agreement and provide the COUNTY with the following Certificates of Insurance. The MUNICIPALITY 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. 14.1. Commercial General Liability with the following as minimum requirements: $3,000,000 — General Aggregate Limit other than Products & Completed Operations $3,000,000 — Products & Completed Operations Aggregate Limit $3,000,000 — Personal & Advertising Injury Limit $3,000,000 — Each Occurrence Limit The Commercial General Liability policy shall contain the following coverage(s): • Occurrence Form • Premises & Operations • Products & Completed Operations • Per Location General Aggregate • Broad Form Property Damage • Independent Contractors • Blanket Broad Form Contractual (including liability assumed under this contract) • Personal Injury with contractual and employee exclusions deleted • X, C, & U Exclusions deleted as necessary 14.2. Workers' Compensation: Coverage A: with limits statutorily required by any applicable Federal or State law and (and) Employers' Liability Insurance, Coverage B: with minimum limits of $500,000 each accident, $1,000,000 disease each employee, and $1,000,000 disease policy limit. 14.3. Automobile Liability: Insurance (including all Michigan No-Fault Coverage) with a minimum limit of $2,000,000 Combined Single Limit per Occurrence including coverage for all hired, leased, owned, and non-owned vehicles. 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ Page 5 14.4. All Certificates of Insurance, self-insurance, or duplicate policies of any outside vendor or contractor shall contain the following clauses: 14.4.1 Any coverage afforded the COUNTY shall apply as primary basis, non-contributory, and not excess to any insurance or self-insurance issued in the name of the COUNTY OF OAKLAND, et al. 14.4,2 The insurance company 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. 14.4.3 Any and all deductibles or self-insured retentions in the above described insurance policies shall be assumed by, and be for the account of, and at the sole risk of The MUNICIPALITY. 14.4.4 There will be no additional exclusions running to the Additional Insured based upon any actions or activities of the Named Insured. 14.4.5 All Certificates of Insurance are to provide sixty (60) day's notice of cancellation, non-renewal, or material change. 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. 14.4.6 Insurance carriers must be approved to do business in the State of Michigan. Insurers shall possess a minimum A.M. Best rating of A6 (or) be a licensed Michigan Municipal pool. 14.4.7 Insurance carriers, coverage, 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. 14.4.8 All policies of insurance must be on a primary basis, non-contributory, with any other insurance or self-insurance carried by Oakland County. 14.4.9 All policies of insurance shall contain a written waiver of subrogation in favor of The COUNTY OF OAKLAND, the SHERIFF, and ally and all COUNTY AGENT as defined in this agreement. 14.4.10 All policies, with the exception of the Workers Compensation policy, shall be endorsed to name The COUNTY OF OAKLAND, the SHERIFF, and any and all COUNTY AGENT as defined in this Agreement as Additional Insureds. 15. The COUNTY and/or any COUNTY AGENT shall be legally subrogated to any rights to recover or any benefits the MUNICIPALITY 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 COUNTY and/or any COUNTY AGENT whole for any CLAIM. The MUNICIPALITY shall cooperate and perform any act necessary to secure such rights for the COUNTY and/or any COUNTY AGENT. 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ Page 6 16. Except as otherwise provided in this Paragraph, and to the extent provided by law, the MUNICIPALITY agrees to indemnify and hold harmless the COUNTY and/or any COUNTY AGENT from and against any and all CLAIMS which are imposed upon, incurred by, or asserted against the COUNTY and/or any COUNTY AGENT by any person which are based upon, result from, arise from, or are in any way related to any alleged error, injury, mistake, negligent, or intentional act or omission by the MUNICIPALITY and/or any MUNICIPAL FIRE PERSONNEL. including, but not limited to: 16.1. Any and all alleged breach of any legal duty to any person by the MUNICIPALITY or any MUNICIPAL FIRE PERSONNEL; 16.2. Any and all alleged MUNICIPALITY or MUNICIPAL FIRE PERSONNEL'S negligent or erroneous response to, or failure to respond to, any communication or FIRE DISPATCH SERVICE from the COUNTY and/or any COUNTY AGENT; 16.3. Any and all alleged failures by the COUNTY and/or any COUNTY AGENT to receive in a timely manner any telephone call for tire or emergency related services due to any alleged negligence by the MUNICIPALITY; 16.4. Any and all alleged failures by the MUNICIPALITY or any MUNICIPAL FIRE PERSONNEL to receive any transmitted FIRE DISPATCH SERVICE; 16.5. Any and all alleged injuries or losses to the MUNICIPALITY and/or any MUNICIPAL FIRE PERSONNEL arising out of any FIRE DISPATCH SERVICE provided under this Agreement; 16.6. Any and all alleged failures by the MUNICIPALITY or any MUNICIPAL FIRE PERSONNEL to comply with ally duty or obligation in this Agreement; and/or 16.7. Any and all other alleged or actual CLAIM based, in any way, upon any MUNICIPALITY or MUNICIPAL FIRE PERSONNEL services, equipment, or any other event, occurrence, duty, or obligation related or attendant thereto. The MUNICIPALITY, however, shall not be obligated to pay any portion of any court- ordered final judgment or award for which a court has determined that the COUNTY and/or any COUNTY AGENT was either solely negligent or solely at fault for any specific dollar amount of damages or loss to any person other than the MUNICIPALITY or any MUNICIPAL FIRE PERSONNEL. 17. 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 MUNICIPALITY and applicable to any part of any ultimate net COUNTY and/or any COUNTY AGENT loss whether or not any such insurance coverage is stated to be primary, contributing, excess, or contingent. To the extent that any MUNICIPALITY promise to indemnify, pay and hold harmless the COUNTY and/or any COUNTY AGENT as set forth in this Agreement may become unenforceable or uncollectible, the MUNICIPALITY shall contribute the maximum portion that it is permitted to pay and satisfy under applicable law toward the payment and satisfaction of any CLAIM against the COUNTY and/or any COUNTY AGENT. 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ Page 7 18. All MUNICIPALITY 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 CLAIMS, 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 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. 19. Except as provided for the benefit of the Parties, this Agreement does not and is not intended to create any obligation, duty, promise. contractual right or benefit, right to indemnification, right to subrogation, and/or any other right, in favor of any other person or entity. 20. Neither the COUNTY nor any COUNTY AGENT, by virtue of this Agreement or otherwise, shall be considered employees of the MUNICIPALITY. The COUNTY and/or any COUNTY AGENTS legal status and relationship to the MUNICIPALITY shall be that of an Independent Contractor. No MUNICIPAL FIRE PERSONNEL 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, 21. 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, 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. 22. 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. 23. Neither the MUNICIPALITY nor any MUNICIPAL FIRE PERSONNEL 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 COUNTY AGENT in the performance of any COUNTY duty or obligation under the terms of this Agreement. 24, The MUNICIPALITY 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 MUNICIPALITY becomes aware of which involves, in any way, the 0.C.S.O. or any COUNTY AGENT. The MUNICIPALITY shall cooperate with the 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ Page 8 0.C.S.O. in any investigation conducted by the SHERIFF of any act or performance of any duties by any COUNTY AGENT. 25. Subject to the following Paragraph, and unless canceled as provided for in this Paragraph, this Agreement shall become effective on April 1, 2007 and upon execution by both parties, 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, 2012. This Agreement may be cancelled for any reason, including the convenience of any Party, and without any penalty, before its March 31, 2012, 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 a ninety (90) 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 90 calendar day notice period. 26. 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 MUNICIPAL Board. The approval and terms of this Agreement shall be entered into the official minutes and proceedings of the COUNTY Board of Commissioners and MUNICIPAL Board 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 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. 27. 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. 28. 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. 29. 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. 30. The COUNTY and the MUNICIPALITY 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. 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ Page 9 31. This Agreement sets forth the entire contract and understanding between the COUNTY and the MUNICIPALITY 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, except that any MUNICIPALITY promise to reimburse the COUNTY or to indemnify or provide the COUNTY with any insurance protection against CLAIM under any prior contract 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 concurrent resolutions of the COUNTY Board of Commissioners and the MUNICIPAL Board in accordance with the procedures set forth herein. 32. Each Party shall comply with all federal, state, and local statutes, ordinances, regulations, administrative rules, requirements applicable to its activities performed under this Agreement. 33. 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. 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 MUNICIPALITY hereby agree and promise to be bound by the terms and provisions of this Agreement. IN WITNESS WHEREOF, [ [ ], for the [ ], hereby acknowledges that he has been authorized by a resolution of the [ ] Board (a certified copy of which is attached) to execute this Agreement on behalf of the [ and hereby accepts and binds the [ ] to the terms and conditions of this Agreement on this day of , 2007. WITNESSES: a Michigan Municipal Corporation BY: Title IN WITNESS WHEREOF, BILL BULLARD, JR., 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 amendment to the Current 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 ,2007. 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ Page 10 WITNESS: COUNTY OF OAKLAND, a Michigan Municipal Corporation BY: BILL BULLARD, JR., 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 , 2007. WITNESS: OAKLAND COUNTY SHERIFF, a Michigan Constitutional Officer BY: MICHAEL J. BOUCHARD, Oakland County Sheriff 2007-2012 FIRE DISPATCH SERVICE AGREEMENT BETWEEN THE COUNTY OF OAKLAND AND [ 3 Page 11 Resolution #07076 April 5, 2007 The Chairperson referred the resolution to the Personnel Committee and the Finance Committee. There were no objections. FISCAL NOTE (MISC. #07076) April 26, 2007 BY: Finance Committee, Mike Rogers, Chairperson IN RE: SHERIFF'S OFFICE - ESTABLISHMENT OF STANDARD FIRE DISPATCH SERVICES AGREEMENTS, APRIL 1, 2007 - MARCH 31, 2012 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. Miscellaneous Resolution #03267 established contract rates for fire dispatch services for the period January 1, 2004 through December 31, 2008 based on number of calls which for 2007 is $19.95, and $20.65 for calendar year 2008: 2. This resolution establishes rates for fire dispatch per call as follows: $21.89 for 2009, $22.55 for 2010, $23.23 for 2011 and $23.93 for 2012. 3. This resolution approves Dispatch Services contract for the sixty (60) month period April 1, 2007 through March 31, 2012 for the following communities: Addison Township, Brandon Township, Commerce Township, Groveland Township, Highland Township, Independence Township, Springfield Township, and North Oakland Fire Authority, 4. Estimated revenue for fire dispatch on the above listed contracts is $187,346 which is $41,479 more than the FY 2007 amended budget, which will be used to cover increased operational costs and the cost of one additional dispatch specialist. 5. The balance of funds, $17,564, will be used to fund overtime. 6. The adjusted estimated annual cost of one additional dispatch specialist is $35,308 for salaries and $18,854 for fringes for a total cost of $54,162. 7. The prorated cost of the new position for FY 2007 is $14,938 for salaries and $7,977 for fringe benefits for a total of $22,915. 8. The adjusted estimated annual cost of the Office Assistant II position #4030510-10053 is $36,965 for salaries and $19,740 for fringe benefits for a total of $56,705 which is included in the current FY 2007 budget. 9. The FY 2007 Budget be amended as follows: General Fund #10100 Revenue 4030510-116230-630539-99999 Dispatch Revenue $ 41,479 Total Revenues $ 41,479 Expenditures 4030510-116230-702010 Salaries 7030510-116230-712020 Overtime 4030510-116230-722740 Fringes 4030510-116230-750399 Office Supplies Total Expenditures $ 14,938 17,564 7,977 1,000 $ 41,479 10. Amendments to the FY 2008 and FY 2009 budget will be included with the County Executive Recommendations. FINANCE COMMITTEE FINANCE COMMITTEE Motion carried unanimously on a roll call vote with Coulter absent. Ruth Johnson, County Clerk IT • Resolution #07076 April 26, 2007 Moved by Potter supported by Coleman the resolution (with fiscal note attached) be adopted. Moved by Potter supported by Coleman the Finance Committee and Personnel Committee Reports be accepted. A sufficient majority having voted in favor, the reports were accepted. Vote on resolution: AYES: Greimel, Hatchett, Jacobsen. KowaII, Long, Middleton, Nash, Potter, Rogers, Scott, Spector, Suarez, Woodward, Zack, Bullard, Burns, Coleman, Coulter, Crawford, Douglas, Gershenson, Gingell, Gosselin, Gregory. (25) NAYS: None. (0) A sufficient majority having voted in favor, the resolution (with fiscal note attached) was adopted. I HEREBY APPROVE THE FOREGOING RESOLUTION STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Ruth Johnson, 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 April 26, 2007, 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 26th day of April, 2007.