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HomeMy WebLinkAboutFCPEMSD Resolution No. 130 RESOLUTION NO. 130 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN FIRE CONTROL, PREVENTION, AND EMERGENCY MEDICAL SERVICES DISTRICT, AUTHORIZING THE PRESIDENT TO EXECUTE AND THE SECRETARY TO ATTEST TO AN INTERLOCAL AGREEMENT WITH THE CITY OF BAYTOWN, TEXAS FOR THE ADMINISTRATION OF SERVICES; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. *********************************************************************************************************** BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE BAYTOWN FIRE CONTROL, PREVENTION, AND EMERGENCY MEDICAL SERVICES DISTRICT: Section 1: That the Board of Directors of the Baytown Fire Control, Prevention, and Emergency Medical Services District,hereby authorizes the President to execute and the Secretary to attest to an Interlocal Agreement with the City of Baytown, Texas for administrative services, and the maintenance and operation of its programs. A copy of said agreement is attached hereto as Exhibit "A," and incorporated herein for all intents and purposes. Section 2: This resolution shall take effect immediately from and after its passage by the Baytown Fire Control, Prevention, and Emergency Medical Services District. INTRODUCED, READ and PASSED by the affirmative vote of the Board of Directors of the Baytown Fire Control, Prevention, and Emergency Medical Services District this the 21st day of April, 2026. BARRY HAWKINS, President ATTEST: ANGELA JACKSON, Secretary APPROVED AS TO FORM: VANCE HINDS, Assistant General Counsel R:\Ordinances and Resolutions\Resolution Drafts\FCPEMSD\2026.04.21\Ordinance Authorizing Interlocal Agreement with the City and FCPEMSD.docx EXHIBIT "A" INTERLOCAL AGREEMENT BETWEEN THE CITY OF BAYTOWN AND THE BAYTOWN FIRE CONTROL, PREVENTION, AND EMERGENCY MEDICAL SERVICES DISTRICT STATE OF TEXAS § COUNTY OF HARRIS § This Agreement, made the day of , 2026, by and between the City of Baytown, a home-rule municipality located in Harris and Chambers Counties, Texas (the "City") and the Baytown Fire Control, Prevention, and Emergency Medical Services District, a governmental agency and a body politic and corporate of the State of Texas, created pursuant to Chapter 344 of the Texas Local Government Code ("FCPEMSD"). The City and FCPEMSD agree as follows: 1. Authority. Chapter 791 of the Texas Government Code and Chapter 344 of the Texas Local Government Code, authorize agreements between local governmental entities such as the City and FCPEMSD. 2. Administration. The City and FCPEMSD agree that the City shall provide administrative functions as defined by Chapter 791 of the Texas Government Code, pursuant to the authority granted by Section 344.151 Texas Local Government Code (the "Services"). Services to be provided by the City shall include, but not be limited to, the receipt of bids and/or proposals through electronic transmission based upon the City's rules, which (i) ensure the identification, security and confidentiality of electronic bids or proposals and (ii) ensure that the electronic bids or proposals remain effectively unopened until the proper time. 3. Maintenance and Operation. The City, under the direction of FCPEMSD, shall provide all labor and all things necessary for the purchase, maintenance, and operation of FCPEMSD programs funded pursuant to Section 344.151 Texas Local Government Code (the "Work"). 4. Additional Information. FCPEMSD shall furnish to the City such additional information as may be prepared by FCPEMSD to further describe the Services and Work to be performed by the City, who shall accept same as part of this Agreement when consistent with this Agreement. 5. Facilities. FCPEMSD shallprovide sufficient, safe and proper facilities for the Services and Work P p to be performed. 6. Cooperation between Parties. FCPEMSD shall cooperate with the City for the provision of Services and the prosecution of the Work, and the City shall cooperate with FCPEMSD in order to ensure first-class service and workmanship in every respect. 7. Standards. The City agrees to perform the Services and Work in a skillful and expeditious manner so as to enable FCPEMSD to operate and maintain the programs efficiently. 8. Inspections and Approvals. The Services and Work shall be subject to inspection and approval by FCPEMSD. 9. Failure to Prosecute Work. If the City shall at any time fail to comply in the performance of any Service or the prosecution of any Work, then, after serving a ten (10) days' written notice, mailed or delivered to the last known address of the City, of the existence of any of the foregoing violations(s), and unless the violations(s) specified in such notice shall not have been eliminated within such ten(10) days, FCPEMSD, at its option, may terminate this Agreement, and may enter on the premises,take possession,and employ any other person or persons to perform the Work and Services hereunder by whatever method FCPEMSD may deem expedient. In case of such termination of this Agreement, the City shall be entitled to receive compensation for only Work and Services performed prior to the termination of this Agreement. 10. Compliance with Law. The City agrees to comply with all laws and regulations specifically applicable to the Services and Work throughout the term of this Agreement. In case of failure to do so, the City shall make all the necessary alterations to conform to same,without delay. 11. Method and Amount of Payment. FCPEMSD shall make payments as follows: a. payments to the City for the Work performed hereunder. 12. Changes in Work. FCPEMSD may from time to time, without invalidating this Agreement, order such extras, additions, alterations, omissions, or other modifications in the maintenance and operation of the programs hereunder as it may deem necessary. 13. Insurance. The City shall maintain for itself and shall obtain for FCPEMSD, at FCPEMSD's expense, appropriate insurance for the Service and Work required herein,which insurance shall, at a minimum, meet all statutory requirements. 14. Claims by Either Party Against the Other. If either the City or FCPEMSD believes it has a claim of damages against the other party, it shall give the other written notice of the amount, whenever possible, and nature of such claim within fifteen (15) days (or such other time limits as may otherwise be expressly set forth in the Agreement) of the occurrence of the event upon which such claim is based. 15. Term. This Agreement shall be effective upon execution by both parties and shall remain in full force and effect until terminated in accordance with the terms herein. 16. Termination for Cause. A party may terminate its performance under this Agreement only upon default by the other party. Default by a party shall occur if the party fails to perform or observe any of the terns and conditions of this Agreement required to be performed or observed by that party. Should such a default occur, the party against whom the default has occurred shall have the right to terminate all or part of its obligations under this Agreement as of the 30th day following the receipt by the defaulting party of a notice describing such default and intended termination, provided: (i)such termination shall be ineffective if within said 30-dayperiod the defaultingparty cures or has commenced the cure of the default, or(ii) such termination may be stayed, at the sole option of the party against whom the default has occurred, pending cure of the default. Upon the termination of this Agreement, both parties shall be relieved of their respective obligations herein stated, except for those referenced in Section 19 hereinbelow. This Agreement shall not be subject to termination for convenience. 2 17. Force Majeure. Any prevention, delay, nonperformance, or stoppage due to any of the following causes shall excuse nonperformance for the period of any such prevention,delay,nonperformance, or stoppage, except the obligations imposed by this Agreement for the payment of funds allocated for FCPEMSD's programs. The causes referred to above are strikes, lockouts, labor disputes, failure of power, acts of God, acts of public enemies of this State or of the United States, riots, insurrections, civil commotion, inability to obtain labor or materials or reasonable substitutes for either, governmental restrictions or regulations or controls, casualties or other causes beyond the reasonable control of the party obligated to perform. 18. Refund and Payment upon Termination. Upon termination of this Agreement pursuant to Section 17 hereof due to an uncured default by the City, the City hereby agrees to refund all unexpended, unappropriated monies previously paid by FCPEMSD to the City pursuant to this Agreement. If at the time of termination FCPEMSD owes the City monies, FCPEMSD shall remit to the City the appropriate amount computed as of the effective date of the termination. Upon termination of this Agreement pursuant to Section 17 hereof due to an uncured default by FCPEMSD, FCPEMSD hereby agrees to pay the total amount committed in Section 12 hereof on or before the effective date of the termination. 19. Parties in Interest. This Agreement shall bind and benefit the City and FCPEMSD and shall not bestow any rights upon any third parties. 20. Non-waiver. Failure of either party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruing thereunder upon default or failure of performance shall not be considered a waiver of the right to insist on and to enforce, by an appropriate remedy, strict compliance with any other obligation hereunder or to exercise any right or remedy occurring as a result of any future default or failure of performance. 21. Compliance with Applicable.Laws. The parties hereto shall comply with all rules,regulations, and laws of the United States of America,the State of Texas, and all laws,regulations, and ordinances of the City of Baytown as they now exist or may hereafter be enacted or amended. 22. Choice of Law; Venue. This Agreement is subject to and shall be construed in accordance with the laws of the State of Texas, the laws of the federal government of the United States of America and all rules and regulations of any regulatory body or officer having jurisdiction. This Agreement is performable in Harris County, Texas. 23. Notices. All notices required. or permitted hereunder shall be in writing and shall be deemed delivered when actually received or,if earlier, on the third day following deposit in a United States Postal Service post office or receptacle with proper postage affixed (certified mail, return receipt requested) addressed to the respective other party at the address described below or at such other address as the receiving party may have theretofore prescribed by notice to the sending party: FCPEMSD Baytown Fire Control,Prevention, and Emergency Medical Services District Attn: President, Board of Directors P.O. Box 424 Baytown, Texas 77522-0424 Fax: (281)420-6586 3 City City of Baytown Attn: City Manager P.O. Box 424 Baytown, Texas 77522-0424 Fax: (281)420-6586 24. Audits. The City and FCPEMSD may, at any reasonable time, conduct or cause to be conducted an audit of the other party's records and financial transactions. The cost of said audit will be borne by the entity requesting the audit. The City and FCPEMSD shall make available all of its records in support of the audit. 25. Ambiguities. In the event of any ambiguity in any of the terms of this Agreement, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. 26. Captions. The captions of the sections and subsections, if any, of this Agreement are for convenience and ease of reference only and do not define, limit, augment or describe the scope, content or intent of this Agreement or of any part or parts of this Agreement. 27. Entire Agreement. This Agreement contains all the agreements of the parties relating to the subject matter hereof and is the full and final expression of the agreement between the parties. Any oral representations or modifications concerning this instrument are of no force or effect excepting a subsequent modification in writingsigned byall the parties hereto. q g 28. Assignment or Transfer of Rights or Obligations. The City shall not sell,assign, or transfer any of its rights or obligations under this Agreement in whole or in part without prior written consent of FCPEMSD. 29. Severability. All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. 30. Authority. The officers executing this Agreement on behalf of the parties hereby represent that such officers have full authority to execute this Agreement and to bind the party he/she represents. 4 IN WITNESS WHEREOF, the parties have made and executed this Agreement in multiple copies, each of which shall be an original and effective on the day of ,2026. CITY OF BAYTOWN BAYTOWN FIRE CONTROL, PREVENTION, AND EMERGENCY MEDICAL SERVICES DISTRICT JASON REYNOLDS BARRY HAWKINS, City Manager President ATTEST: ATTEST: ANGELA JACKSON ANGELA JACKSON City Clerk Secretary APPROVED AS TO FORM: APPROVED AS TO FORM: SCOTT LEMOND VANCE HINDS City Attorney Assistant General Counsel R:\Vance Hinds\Fire\Fire Control\interlocal Between COB and FCPEMSD.docx 5