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HomeMy WebLinkAboutResolutions - 2007.05.10 - 28484MISCELLANEOUS RESOLUTION #07098 April 26, 2007 OD BY: General Government Committee, Christine Long IN RE: DEPARTMENT OF INFORMATION TECHNOLOGY — INTERLOCAL AGREEMENT BETWEEN OAKLAND COUNTY AND THE WAYNE COUNTY AIRPORT AUTHORITY FOR THE FIRE RECORDS MANAGEMENT SYSTEM To the Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS the Oakland County Board of Commissioners approved the acquisition of the Fire Records Management System in Miscellaneous Resolution #99309; and WHEREAS the purpose of the Fire Records Management System is to capture and create fire records from the inception of a 9-1-1 call, to include the additional computer-aided dispatch information, and complete the recording in a standard records management system, promoting communication and the sharing of fire records among the municipalities that participate; and WHEREAS the Department of Information Technology, the Department of Corporation Counsel, and the Fire Governance Committee have developed a Fire Records Management System Interlocal Agreement setting forth the rights and obligations of the County and the municipalities participating in the Fire Records Management System; and WHEREAS the Oakland County Board of Commissioners authorized the execution of the attached Interlocal Agreement with specific municipalities in Miscellaneous Resolution #02045: and WHEREAS the Wayne County Airport Authority would like to participate in the Fire Records Management System. NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners authorizes the Chairperson of the Board of Commissioners to sign the attached Fire Records Management System Interlocal Agreement with the Wayne County Airport Authority. Chairperson, on behalf of the General Government Committee, I move the adoption of the foregoing resolution. GENERAL GOVERNMENT COMMITTEE GENERAL GOVERNMENT COMMITTEE VOTE: Motion carried on a roll call vote with Crawford absent. FIRE RECORDS MANAGEMENT AGREEMENT BETWEEN OAKLAND COUNTY AND WAYNE COUNTY AIRPORT AUTHORITY This Agreement ("the Agreement") is made between Oakland County, a Constitutional and Municipal Corporation, 1200 North Telegraph, Pontiac, Michigan 48341 ("County"), and the Wayne County Airport Authority, a Michigan Public Body Corporate, Detroit Metropolitan Wayne County Airport, L.C. Smith Terminal—Mezzanine, Detroit, Michigan 48242, ("Airport Authority"). In this Agreement the County and the Airport Authority may also be referred to individually as "Party" or jointly as "Parties." PURPOSE OF AGREEMENT. Pursuant to the Urban Cooperation Act of 1967, 1967 PA 7, MCL 124.501 et seq.. the County and the Airport Authority enter into this Agreement for the purpose of providing the Airport Authority with access and connectivity to the Fire Records Management System ("FRMS"). FRMS is intended to capture and create fire records from their inception at a 9-1-1 call and continuing the record to include the computer aided dispatch information resulting with a standard records management system. FRMS promotes communication and sharing of fire records among the entities that participate. The entities that participate in FRMS will enjoy the benefits of a single system, common standards, and costs shared through a cooperative relationship with the County. This Agreement is intended to delineate the relationship and responsibilities between the County and the Airport Authority regarding FRMS. In consideration of the mutual promises, obligations, representations, and assurances in this Agreement, the Parties agree to the following: ENTITIES PERFORMING UNDER THIS AGREEMENT. All County services and obligations set forth in this Agreement shall be provided through the County's Department of Information Technology. All Airport Authority's services and obligations set forth in this Agreement shall be performed by the Airport Authority's Fire Division. The Fire Governance Committee will provide direction, counsel, and recommendations concerning the operation of FRMS. 2. DEFINITIONS. The following words and expressions used throughout this Agreement, whether used in the singular or plural, within or without quotation marks, or possessive or nonpossessive, shall be defined, read, and interpreted as follows. 2004-0466 Final - Out County FRMS Agreement Page 1 2.1. Agreement means the terms and conditions of this Agreement, the Exhibits attached hereto, and any other mutually agreed to written and executed modification, amendment, addendum, or change order. 2.2. Claim means any alleged loss, claim, complaint, demand for relief or damages, cause of action, proceeding, judgment, deficiency, liability, penalty, fine, litigation, costs, and/or expenses, including, but not limited to, reimbursement for reasonable attorney fees, witness fees, court costs, investigation expenses, litigation expenses, and amounts paid in settlement, which are imposed on, incurred by, or asserted against the County, its employees or agents, whether such Claim is brought in law or equity, tort, contract, or otherwise, County means Oakland County, a Municipal and Constitutional Corporation including, but not limited to, all of its departments, divisions, the County Board of Commissioners, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, volunteers, and/or any such persons* successors. 2.4. I2a means any calendar day beginning at 12:00 a.m. and ending at 11:59 p.m. 2.5. Local System Administrator means a person employed by the Airport Authority and designated by the head of the Airport Authority Fire Division to perform duties related to FRMS and act as a liaison between the Airport Authority and the County. 2.6. Fire Governance Committee ("FGC") means a committee comprised of representatives from six fire departments, appointed by the Oakland County Fire Chiefs' Organization that shall provide direction, counsel, and recommendations concerning the operation of the Fire Records Management System. 2.7. Fire Records Management System ("FRMS") captures and creates fire records from their inception at a 9-1-1 call and continues the record to include the computer aided dispatch information resulting with a standard records management system. FRMS promotes communication and sharing of fire records among the entities that participate. 2.8. Oakland County MAN/WAN ("OAKNET") means the Metropolitan Area Network/Wide Area Network called OAKNET which is operated by the County. The OAKNET links the Airport Authority and the County allowing each to input and access FRMS Data. 2.9. Airport Authority means the Wayne County Airport Authority, a Michigan Public Body Corporate, created pursuant to the Public Airport Authority Act, 2002 PA 90. being MCL 259.108 et seq.. including, but not limited to, its officers any and all of its departments, its divisions, directors, board members, 2004-0466 Final - Out County FRMS Agreement Page 2 employees, agents, subcontractors, volunteers, and/or any such persons' successors. 3. COUNTY RESPONSIBILITIES. Subject to the terms and conditions contained in this Agreement, and applicable changes in law. the County shall carry out the following: 3.1. The County shall provide the Airport Authority with the media for the installation of the software required to run FRMS. 3.2. The County shall use its best efforts to address failures of the FRMS 24 hours a day, 7 days a week; failures include problems with the FRMS server. software and OAK.NET . 3.3 FRMS failures on workstations that are integrated into the CVT Local Area Network must be reported to the Local System Administrator and Airport Authority technical support must make a good faith effort to diagnose such failures before the County is contacted. In the event the County's assistance is needed, the Airport Authority technical support must be available to assist the County to resolve such failure. 3.4. The County shall provide training to the Airport Authority and the Local System Administrator(s) concerning FRMS. 3.5. The County shall monitor and audit the Airport Authority's compliance with FRMS security requirements set forth by the FGC. The County may conduct on-site data audits and/or inspections at the Airport Authority to monitor such compliance. The monitoring and auditing of FRMS and OAKNET shall be performed periodically at the discretion of the County, observing Airport Authority policies regarding on-site visit coordination and scheduling. 3.6. If the County receives a Freedom of Information Act ("FOIA") request regarding information that the Airport Authority entered into FRMS, the Airport Authority will be contacted as soon as possible and the FOIA request will be sent to Oakland County Corporation Counsel. The Airport Authority will be forwarded a copy of the FOIA request and the County's response as soon as possible. The County may disseminate any data contained on FRMS to any third party, unless prohibited by law. 3.7. With respect to the performance of this Agreement, the County has the authority to prioritize its resources, including but not limited to, employees, agents, subcontractors. and equipment and determine when services will be provided. 4. AIRPORT AUTHORITY RESPONSIBILITIES. 2004-0466 Final - Out County FRMS Agreement Page 3 4.1. The Airport Authority shall provide and is solely responsible for the costs associated with the personal computer and printer for the Software to run FRMS. The personal computer must have the following minimum specifications: Pentium Class Machine. 32 m Ram, 50 mb free disk space, 15" monitor, keyboard, mouse, 10/100 network interface card, and Windows 98, 2000 or XP. Windows ME is NOT supported. The personal computers must also have Microsoft Word and Excel. 4.2. The Airport Authority is responsible for all initial, re-occurring, and maintenance costs associated with connecting from the fire station to the OAKNET demark point, as designated by the County, including, but not limited to, circuits, routers. switches, and any related equipment. 4.3. The head of the Airport Authority shall designate at least one person to act as the Local System Administrator for FRMS. The Local System Administrator will act as a liaison between the Airport Authority and the County and will be the first point of contact for the Airport Authority regarding FRMS. The Administrator's duties shall include, but not be limited to, the following; (1) identifying FRMS training needs; (2) scheduling FRMS training; (3) FRMS application training; (4) monitoring use of FRMS applications with respect to security issues; (5) act as a point of contact or facilitator for security audits conducted by the County: and (6) assist in the implementation of new programs. 4.4. The Airport Authority shall participate in FRMS training when requested and provided by the County. The Airport Authority shall pay for all costs associated with training not provided by the County. The Local System Administrator shall receive reasonable advanced notice of the FRMS training. 4.5. The Airport Authority shall fully cooperate with the County concerning the County's services under this Agreement. 4.6. The Airport Authority may disseminate data that it entered into FRMS to any third party, unless prohibited by law. 4.7. The Airport Authority is solely responsible for entering data into FRMS for its jurisdiction. 4.8. The Airport Authority shall solely ensure that the data entered into FRMS is accurate and complete. Accurate and complete means that the data does not contain erroneous information, and/or that the Airport Authority shall immediately correct erroneous information upon discovery of any error. To ensure accurate and complete data, the Airport Authority shall conduct regular and systematic audits to minimize the possibility of recording and storing inaccurate or incomplete data. The Airport Authority shall correct or purge inaccurate or incomplete data. 2004-0466 Final - Out County FRMS Agreement Page 4 4.9. The Airport Authority shall provide the County access to its facilities for periodic inspection and service of FRMS, observing Airport Authority policies regarding on-site visit coordination and scheduling. 4.10. The Airport Authority shall be responsible for all costs associated with moving such equipment. The Airport Authority shall be responsible for all costs associated with changing, modifying, or moving FRMS connectivity. This section shall not apply if the County requests that the Airport Authority move equipment provided under this Agreement or requests that the Airport Authority change, modify, or move FRMS connectivity. 5. FIRE GOVERNANCE COMMITTEE RESPONSIBILITIES 5.1. The FGC shall provide direction, counsel and recommendations concerning the operation of FRMS. 6. FINANCIAL RESPONSIBLITIES. 6.1. FRNIS Fees. The Airport Authority shall pay the following fees: a one time cost of $2,240.00 per fire station for the FRMS software license. In addition, The Airport Authority shall pay annual participation fees to the County. In 2007, the fees are: (1) $504.00 per fire station for FRMS software maintenance, and (2) $4,620.00 for the first station participating in FRMS and $1,320.00 for each additional fire station (in accordance with the 2006-2009 fee schedule established by FGC). 6.2. The County shall submit a quarterly invoice to the Airport Authority in a manner prescribed by the County itemizing all amounts due under this Agreement. The Airport Authority shall pay the invoice submitted to the County thirty (30) days after receipt of the invoice. 6.3. Except as provided in this Agreement, the County or Airport Authority is not responsible for any cost, fee, fine or penalty incurred by the other party in connection with this Agreement. 6.4. Airport Authority Failure to Pay 6.4.1. To the maximum extent provided by law, should the Airport Authority fail, for any reason, to timely pay the County the amounts required under this Agreement, 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 Airport Authority), the State of Michigan is authorized to withhold any funds due the Airport Authority from the State, and assign those funds to partially or completely offset any deficiency by the Airport Authority to the County. 2004-0466 Final - Out County FRMS Agreement Page 5 6.4.2. To the maximum extent provided by law. should the Airport Authority fail for any reason to time)), pay the County the amounts required under this Agreement, the County Treasurer shall be entitled to set-off and retain any amounts due the Airport Authority from any other source of funds due the Airport Authority in the possession of the County, to partially or completely offset any deficiency by the Airport Authority under this Agreement, unless expressly prohibited by law. 6.4.3. Neither of these provisions shall operate to limit in any way the County's right to pursue any other legal remedies against the Airport Authority 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 Airport Authority becomes delinquent in its payments. 7. DURATION OF INTERLOCAL AGREEMENT, 7.1. The Agreement and any amendments hereto shall be effective when executed by both Parties with concurrent resolutions passed by the governing bodies of each Party, as necessary. 7.2. This Agreement shall remain in effect until cancelled or terminated by either Party pursuant to Section 9. 8. ASSURANCES. 8.1. Each Party shall be responsible for its own acts and the acts of its employees, and agents, the costs associated with those acts, and the defense of those acts. 8.2. The County is not responsible for any Claims arising directly or indirectly from inaccurate or incomplete entry of information into FRMS by the Airport Authority, its emplo),ees, or its agents. 8.3. The County is not responsible for any Claims arising directly or indirectly from misuse of FRMS or the FRMS Software by the Airport Authority, its employees, or its agents. 8.4. Neither the County nor the Airport Authority shall be liable for any consequential, incidental, indirect, or special damages in connection with this Agreement. 9. TERMINATION OR CANCELLATION OF AGREEMENT. 9.1. Either Party may terminate or cancel this Agreement for any reason upon thirty (30) days written notice. The effective date for termination or cancellation shall be clearly stated in the notice. 2004-0466 Final - Out County FRMS Agreement Page 6 9.2. Upon termination and cancellation of this Agreement. the Airport Authority has the right to receive a cop) data it entered into FRMS. 10. SUSPENSION OF SERVICES. Upon notice to the Airport Authority and the FGC, the County may immediately suspend this Agreement or the Airport Authority's participation in FRMS, if the Airport Authority has failed to reasonably comply, within the County's discretion, with federal, state, or local law, or any requirements contained in this Agreement. Upon notice to the Airport Authority and the FGC, the County may immediately disconnect any device that. within the County's discretion, represents a possible security threat, performance impact, or inappropriate usage of the County network or its resources. The right to suspend services is in addition to the right to terminate or cancel this Agreement contained in Section 9. The County shall not incur penalty, expense, or liability if services are suspended under this Section. 11. NO THIRD PARTY BENEFICIARIES. 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. 12. COMPLIANCE WITH LAWS. Each Party shall comply with all federal, state, and local statutes, ordinances, regulations, administrative rules, requirements applicable to its activities performed under this Agreement, and all applicable hardware and software licenses relating this Agreement. 13, DISCRIMINATION. The Parties shall not discriminate against their employees, agents, applicants for employment, or another persons or entities with respect to hire, tenure, terms, conditions. and privileges of employment, or any matter directly or indirectly related to employment in violation of any federal, state or local law. 14. PERMITS AND LICENSES. Each Party shall be responsible for obtaining and maintaining, throughout the term of this Agreement, all licenses, permits, certificates, and governmental authorizations necessary to perform all its obligations under this Agreement. Upon request. a Party shall furnish copies of any permit, license. certificate or governmental authorization to the requesting Party. 15. RESERVATION OF RIGHTS. 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. 16. FORCE MAJEURE. Each Party shall be excused from any obligations under this Agreement during the time and to the extent that a Party is prevented from performing due to causes beyond such Party's control, including, but not limited to, an act of God, war, acts of government (other than the Parties'), fire, strike, labor disputes, civil disturbances, reduction of power source, or any other circumstances beyond the reasonable control of the affected Party. Reasonable notice shall be given to the affected Party of any such event. 2004-0466 Final - Out County FRMS Agreement Page 7 17. IN-KIND SERVICES. This Agreement does not authorize any in-kind services, unless previously agreed to by the Parties and specifically listed herein. 18. DELEGATION/SUBCONTRACT/ASSIGNMENT. The Airport Authority shall not delegate, subcontract. and/or assign any obligations or rights under this Agreement without the prior written consent of the County. 19. NO IMPLIED WAIVER. Absent a written waiver, no act, failure, or delay by a Party to pursue or enforce any rights or remedies under this Agreement shall constitute a waiver of those rights with regard to any existing or subsequent breach of this Agreement. No waiver of any term, condition, or provision of this Agreement. whether by conduct or otherwise, in one or more instances, shall be deemed or construed as a continuing waiver of any term, condition. or provision of this Agreement. No waiver by either Party shall subsequently effect its right to require strict performance of this Agreement. , 20. SEVERABILITY. 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. 21. CAPTIONS. The section and subsection numbers. captions, and any index to such sections and subsections contained in this Agreement are intended for the convenience of the reader and are not intended to have any substantive meaning. The numbers; captions, and indexes shall not be interpreted or be considered as part of this Agreement. Any use of the singular or plural number, any reference to the male, female, or neuter genders, and any possessive or nonpossessive use in this Agreement shall be deemed the appropriate plurality, gender or possession as the context requires. 22. NOTICES. Notices given under this Agreement shall be in writing and shall be personally delivered, sent by express delivery service, certified mail, or first class U.S. mail postage prepaid, and addressed to the person listed below. Notice will be deemed given on the date when one of the following first occur: (1) the date of actual receipt; (2) the next business day when notice is sent express delivery service or personal delivery: or (3) three days after mailing first class or certified U.S. mail. 22.1. If Notice is set to the County, it shall be addressed and sent to: Oakland County Department of Information Technology. Manager of CLEMIS Division, 1200 North Telegraph Road, Building #49 West, Pontiac, Michigan, 48341 and Chairperson of the Oakland County Board of Commissioners, 1200 North Telegraph, Pontiac, Michigan 48341. 22.2. If Notice is sent to the Airport Authority, it shall be addressed to: Wayne County Airport Authority. Detroit Metropolitan Wayne County Airport, L.C. Smith Terminal—Mezzanine, Detroit, Michigan 48242, Attention: Chief Executive Officer. 2004-0466 Final - Out County FRMS Agreement Page 8 EXECUTED: eder W. Robinson Chief Executive Officer Wayne County Airport Authority WITNESSED: 22.3. Either Party may change the address and/or individual to which Notice is sent by notifying the other Party in writing of the change. 21 GOVERNING LAW/CONSENT TO JURISDICTION AND VENUE. This Agreement shall be governed, interpreted, and enforced by the laws of the State of Michigan. Except as otherwise required by law or court rule, any action brought to enforce, interpret, or decide any Claim arising under or related to this Agreement shall be brought in the 6th Judicial Circuit Court of the State of Michigan, the 50th District Court of the State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. 24. AGREEMENT MODIFICATIONS OR AMENDMENTS. Any modifications, amendments, recessions, waivers, or releases to this Agreement must be in writing and agreed to by both Parties. Unless otherwise agreed, the modification, amendment, recession, waiver, or release shall be signed by the same persons who signed the Agreement or other persons as authorized by the Parties' governing body. 25. ENTIRE AGREEMENT. This Agreement represents the entire Agreement and understanding between the Parties. This Agreement supercedes all other oral or written Agreements between the Parties. The language of this Agreement shall be construed as a whole according to its fair meaning, and not construed strictly for or against any Party. The Parties have taken all actions and secured all approvals necessary to authorize and complete this Agreement. The persons signing this Agreement on behalf of each Party have legal authority to sign this Agreement and bind the Parties to the terms and conditions contained herein. IN WITNESS WHEREOF, Lester W. Robinson acknowledges that he is authorized to execute this Agreement on behalf of the Airport Authority. DATE: 43114 DATE: tioisoise. wow COUNTY AIRPORT AUTHORITY 2004-0466 DATED: Final - Out County FRMS Agreement Page 9 IN WITNESS WHEREOF, Bill Bullard, Jr., Chairperson, Oakland County Board of Commissioners, acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners to execute this Agreement on behalf of Oakland County. EXECUTED: DATE: Bill Bullard, Jr. Chairperson Oakland County Board of Commissioners WITNESSED: DATE: Ruth Johnson, Clerk, Register of Deeds County of Oakland 2004-0466 Final - Out County FRMS Agreement Page 10 Resolution #07098 April 26, 2007 The Chairperson referred the resolution to the Finance Committee. There were no objections. FISCAL NOTE (MISC. #07098) May 10, 2007 BY: FINANCE COMMITTEE, MIKE ROGERS, CHAIRPERSON IN RE: DEPARTMENT OF INFORMATION TECHNOLOGY - INTERLOCAL AGREEMENT BETWEEN OAKLAND COUNTY AND WAYNE COUNTY AIRPORT AUTHORITY FOR THE FIRE RECORDS MANAGEMENT SYSTEM 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. The resolution approves the Chairperson of the Board to authorize and sign the Agreement with the Wayne County Airport as identified in the resolution. 2. The Fire Governance Committee (FGC) approved fees for the out of county agencies in accordance with the 2006-2009 fee schedule dated October 18, 2006. 3. The implementation date is Aug 1, 2007 and Wayne County Airport Authority will be responsible for the following annual fees (prorating 2 months access for FY 2007) listed below: -$4,620 annual department fee -$1,320 annual fire station fee ($1,320 for each fire station beyond the first) 4. The addition of the Wayne County Airport Authority will require the purchase of four additional software licenses at $2,240.00 each and will increase the annual software maintenance by $504 for each license. 5. Therefore, an invoice shall be submitted to Wayne County Airport Authority to include the software license and maintenance purchases due under this agreement. 6. Adjustments will be made to the FY 2008 budget with the FY 2008 & FY 2009 County Executive Recommended Budget process. 7. A budget amendment for FY 2007 budget is recommended as follows: Fire Records Management Fund(53100) Revenue 1080325-115100-631442 Outside Agencies Total FRMS Fund Revenue FY 2007 $10,726 $10,726 Expenditures 1080325-115100-731773 Software Purchase $ 8,960 1080325-115100-731780 Software Maint. 336 1080325-115100-750170 Expendable Equip 1,430 Total FRMS Fund Expenditures $10,726 FRMS - Estimated Change in Fund Equity 0 FINANCE COMMITTEE FINANCE COMMITTEE Motion carried unanimously on a roll call vote with Potter absent. Resolution #07098 May 10, 2007 Moved by Potter supported by Gregory the resolutions (with fiscal notes attached) on the amended Consent Agenda, be adopted (with accompanying reports being accepted), AYES: Burns, Coulter, Douglas, Gershenson, Gingell, Gosselin, Gregory, Greimel, Hatchett, Jacobsen, Long, Middleton, Nash, Potter, Potts, Rogers, Scott, Spector, Suarez, Woodward, Zack, Bullard. (22) 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). 01.nnnn • Y APPROVE THE FOREGOING RESOWINN ACTING POSUAN 1 T_C.r),g PA 139 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 May 10, 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 10th day of May, 2007.