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Ordinance No. 13,113ORDINANCE NO. 13,113 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE AND THE CITY CLERK TO ATTEST TO AN INTERLOCAL AGREEMENT FOR EMERGENCY SERVICES WITH HARRIS COUNTY EMERGENCY SERVICES DISTRICT NO. 75; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes the City Manager to execute and the City Clerk to attest to an Interlocal Agreement for Emergency Services with Harris County Emergency Services District No. 75. A copy of said agreement is attached hereto as Exhibit "A," and incorporated herein for all intents and purposes. Section 2: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. /) INTRODUCED, READ and PASSED by the affirmative vote �qf` the City Council of the City of Baytown this the 28th day of January, 2016. Rr APPROVED AS TO FORM: ACIO RAMIREZ, SR. ty Attorney HEN H. DONCARLOS, C� gpYT see*.** se 00 tP •• Rr Karen•.Files +.City CounciLOrdinances\2016Vanuary 28. HarrisCountyEmergencyServicesDistrictNo75lnterlocalAgreement .doc Exhibit "A" INTERLOCAL AGREEMENT FOR EMERGENCY SERVICES This INTERLOCAL AGREEMENT (herein "Agreement ") FOR EMERGENCY SERVICES is entered into effective February 1, 2016, by and between HARRIS COUNTY EMERGENCY SERVICES DISTRICT NO. 75 and THE CITY OF BAYTOWN, TEXAS, for TEN AND NO /100 ($10.00) DOLLARS, the mutual covenants and agreements herein contained, and other good and valuable consideration. Accordingly, HARRIS COUNTY EMERGENCY SERVICES DISTRICT NO. 75 and THE CITY OF BAYTOWN, TEXAS agree to the following: PARTIES (1) HARRIS COUNTY EMERGENCY SERVICES DISTRICT NO. 75 ( "District ") is a political subdivision of the State of Texas, organized and operating in a portion of Harris County, Texas, under Section 48 -e, Article III of the Texas Constitution and Chapter 775 of the Texas Health and Safety Code ( "H & S Code "). (2) THE CITY OF BAYTOWN, TEXAS (the "City of Baytown ") is a Texas home -rule municipality operating in accordance with its municipal charter and applicable provisions of the Texas Constitution and state law. DEFINITIONS Unless the context indicates otherwise, the following words as used in this Interlocal Agreement shall have the following meanings: (1) "Emergency Services" shall mean and include the following services only: (a) Services used to respond to an individual's perceived need for immediate medical care and to prevent death or aggravation of physiological or psychological illness or injury, as defined in the Emergency Health Care Act, V.T.C.A., H & S Code, Sections 773.001, 773.003, as amended. 1 (b) Fire fighting, fire extinguishment, and rescue services used to respond to fire suppression and extinguishment, suspected fire incidents, and other incendiary incidents, entrapments and extrications, motor vehicle and other types of accidents, hazardous materials responses, and other incidents for which the expertise and training of firefighters are appropriate or indicated. (c) First responder services used to provide on -scene patient care to the ill and injured, but no services regarding the transport of such patients. (2) "Service Area" shall mean the area within the geographic boundaries of the District, as more particularly described in Exhibit "A," attached hereto and incorporated herein. Provided, however, in the event geographic boundaries of the District are reduced by the District's exclusion or removal of territory in accordance with Chapter 775 of the H & S Code, the Service Area, as defined in this Agreement, will be likewise reduced. BACKGROUND /JURISDICTION: (1) The District is making this Agreement pursuant to Section 775.031 of the H & S Code. The District has the authority to enter into such necessary contracts with others, including incorporated cities, to make Emergency Services available to the District. (2) The District has determined that it currently does not directly provide such Emergency Services or possess currently the capability of directly providing the Emergency Services. (3) The City of Baytown currently possesses facilities and personnel to provide the Emergency Services to the District and is willing to utilize the City's facilities and personnel to provide to the District such Emergency Services under the terms and conditions of this Agreement and for the consideration hereinafter provided. 2 (4) The City of Baytown is making this Agreement pursuant to its municipal charter and applicable provisions of state law to provide Emergency Services in accordance with this Agreement to the District within the District's Services Area. (5) This Agreement is entered into by the District and the City of Baytown pursuant to the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code. The purpose of the Agreement is for the City of Baytown to perform certain government functions, being the providing of the Emergency Services pursuant to this Agreement within the Service Area. (6) The City of Baytown agrees to provide the Emergency Services in accordance with this Agreement. (7) In performing their respective obligations hereunder, both the District and the City of Baytown shall comply with all applicable rules, regulations and laws of the United States of America, the State of Texas, and the City of Baytown, as they now exist or may hereinafter be enacted or amended. IV. TERM; EARLY TERMINATION (1) The term of this Agreement is for a period of three (3) years, beginning February 1, 2016, and ending January 31, 2019. (2) Either party may terminate this Agreement upon six months' written notice to the other party. (3) If either party defaults in any of its obligations under this Agreement, the non - defaulting party shall give the defaulting party written notice of the default and shall provide thirty (30) days to cure the default. If the default is not cured within such thirty (30) days, the non - defaulting party may terminate this Agreement immediately thereafter by giving written notice of termination. (4) The term of this Agreement may be extended only upon the mutual signed agreement of both parties upon such terms and conditions as agreed to at that time. s V. TERMS OF COMPENSATION (1) During the first year of this Agreement, the compensation to be paid by District to the City of Baytown for the Emergency Services to be provided by the City of Baytown is $504,000.00, with payments to be made in semi - annual installments, payable on the 15th day of March 2016 and September 2016 during the term of this Agreement in accordance with this Agreement. Late payments shall accrue interest in accordance with Section 2251.025 of the Texas Government Code. For years two and three of this Agreement (2017 and 2018), the District shall pay to the City 84.2% of the maximum ad valorem taxes which could be assessed and collected at the District's maximum tax rate pursuant to Tex. Const. art. III, § 48 -e for tax years 2016 and 2017 and applied to District obligations in tax years 2016 and 2017. (2) All obligations of the District to make the payments required by this Agreement are subject to the District actually collecting taxes levied; provided that any and all delinquent tax collections due for tax years 2016 and 2017 shall be remitted to the City within thirty (30) days of receipt thereof regardless of the expiration or termination of this Agreement. The District shall be required to submit a report of delinquent taxes collected including principle and interest amounts on the 15th day of March and September of each year. This obligation shall remain in full force and effect until all amounts due are paid in full to the City. (3) Payments for contract years 2017 and 2018 to the City by the District are based upon certified values provided to the District by the Harris Central Appraisal District ( "HCAD "). In the event that any certification by HCAD is later amended and that amendment results in the District being required to refund taxes to any entity erroneously assessed the District's tax rate, then the City will also be required to refund a proportionate amount of any payment already made by the District. In the event that any certification by HCAD is later amended and such amendment results in an increase in the certified value, the District shall be required to remit additional compensation based upon the new valuation and the formula established in this article. (4) In the event the District shall choose to terminate the Agreement during the term, the District shall remit final payment along with its notice of termination in 4 order for such termination to be effective. Such final payment shall include both (i) delinquent payments, if any, together with interest and (ii) the total amount due for the contract year in which the agreement is terminated. (5) The City of Baytown has the sole discretion to determine how the compensation paid hereunder is expended. VI. LIMITATIONS ON REPRESENTATIONS AND WARRANTIES (1) The District acknowledges that the City of Baytown is a municipality with similar statutory obligations to its own corporate area and that the City of Baytown similarly provides Emergency Services to the corporate area of the City of Baytown and other jurisdictions pursuant to primary and mutual aid agreements. District further acknowledges that it recognizes that the provision of Emergency Services to District shall not be exclusive, but shall be rendered in the context of the City of Baytown's fire and emergency response protocols, and that Emergency Services shall be provided contingent upon the availability of the City of Baytown's Emergency Services personnel, equipment and supplies. Nothing contained herein shall be construed so as to require the City of Baytown to provide Emergency Services under this Agreement if such personnel, equipment and supplies are unavailable or otherwise engaged in the actual provision of Emergency Services. In such instances the City of Baytown shall make reasonable effort to have Emergency Services provided to the District Service Area by other Emergency Services providers under mutual aid agreements that the City of Baytown has or will have with other Emergency Services providers. After receipt of a written request of the District, the City of Baytown agrees to provide District copies of its response protocols as same may affect District and the District's Service Area to the extent that the same are subject to disclosure. (2) The City of Baytown represents that the quality of the Emergency Services provided will be of substantially similar quality to the Emergency Services that had been provided by the City of Baytown in the Service Area as of January 1, 2016. 5 (3) During the term of this Agreement, the City of Baytown agrees, subject to the limitations contained in this Agreement, to provide the Emergency Services to the District Service Area on a twenty -four (24) hour per day basis seven (7) days a week. VII. DUTIES AND RESPONSIBILITIES OF THE CITY OF BAYTOWN (1) The City of Baytown agrees to provide the Emergency Services to the Service Area in accordance with this Agreement subject to the limitations set out in the preceding Article. (2) Subject to the limitations set out in the preceding Article, the City of Baytown shall use reasonable efforts to provide the necessary manpower and equipment to provide the Emergency Services to the Service Area in accordance with this Agreement, and may enter into and maintain reciprocal mutual aid agreements with surrounding fire departments when necessary or advisable as determined in the sole discretion of the City of Baytown. (3) The City of Baytown, by and through its Fire Chief, shall furnish District on a quarterly basis, a copy of the run reports listing the total number of runs made by the City of Baytown Emergency Services agencies within the Service Area for the prior quarter. To the extent allowed by law, such reports shall include street addresses for fire suppression responses and the general vicinity of the EMS and EMS first responder calls. All such reports shall indicate the response times and identification of apparatus and equipment dispatched to each scene. I VIII. NOTICE TO HARRIS COUNTY 911 NETWORK The District and City of Baytown agree to present any required letters or resolutions to the Harris County 911 Network to reflect the providing of Emergency Services pursuant to this Agreement and dispatch protocols relative thereto. IX. AMENDMENT BY MUTUAL AGREEMENT This Agreement may be amended only by the mutual signed and written agreement of the parties. X. ASSIGNABILITY This Agreement shall not be assigned by either party without first obtaining the written consent of the other party. XI. MISCELLANEOUS (1) Neither party shall be liable for failure to perform any duty or obligation that either may have under this Agreement where such failure has been occasioned by any act of God, fire, strike, inevitable accident, war, or any cause outside the reasonable control of the party who had the duty to perform. The performance of such duty or obligation shall be excused for the period of the delay, and the period of performance of any such act shall be extended for a period equivalent to the period of such delay. (2) By this Agreement, District and the City of Baytown do not consent to litigation and expressly revoke any consent to litigation or suit, and the District and the City of Baytown hereby expressly revoke any consent that it may have granted by the terms of this Agreement, any charter, or applicable state law. (3) Notwithstanding anything to the contrary contained in this Agreement, the City of Baytown and the District hereby agree that no claim or dispute between the City 7 of Baytown and the District arising out of or relating to this Agreement shall be decided by any arbitration proceeding including, without limitation, any proceeding under the Federal Arbitration Act (9 U.S.C. Sections 1 -14), or any applicable State arbitration statute, including, but not limited to, the Texas General Arbitration Act, provided that in the event that the City of Baytown is subjected to an arbitration proceeding notwithstanding this provision, the District consents to be joined in the arbitration proceeding if the District's presence is required or requested by the City of Baytown for complete relief to be recorded in the arbitration proceeding. (4) Notwithstanding anything in this Agreement which may be construed to the contrary, this Agreement shall not operate as a merger, consolidation or annexation of one political subdivision by another. (5) It is not the intention of the parties hereto to create a partnership or association. The duties and liabilities of the City of Baytown and the District are intended to be separate and not joint or collective. Nothing contained in this Agreement and in any agreement made pursuant hereto shall ever be construed to create a partnership or association or impose a partnership duty, obligation or liability with respect to any one or more of the parties hereto. (6) The City Manager of the City of Baytown or his designee shall be the liaison with the District. The District Board president or his designee shall be the liaison with the City of Baytown. (7) This Agreement embodies the whole agreement of the parties and supersedes all previous communications, representations or agreements between the parties with respect to the matters contained herein. Any oral representation or modification concerning this Agreement shall be of no force or effect, excepting a subsequent modification in writing signed by all parties hereto. (8) The validity, interpretation, and performance of this Agreement shall be governed by the laws of the State of Texas. (9) This Agreement is fully performable and enforceable in Harris County, Texas, wherein venue hereunder shall lie. (10) This Agreement shall not bestow any rights upon any third party, but rather, shall bind and benefit the District and the City only. 0 (11) The article headings are used in this Agreement for convenience and reference purposes only and are not intended to define, limit or describe the scope or intent of any provision of this Agreement and shall have no meaning or effect upon its interpretation. (12) 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. (13) 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 to exercise any right or remedy occurring as a result of any future default or failure of performance. (14) The parties acknowledge that they have read, understand and intend to be bound by the terms and conditions of this Agreement. (15) 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. 0 NOTICES Any notice required or permitted to be given by the District to the City of Baytown hereunder may be given by certified or registered United States Mail, postage or fee prepaid, return receipt requested, and addressed to: CITY OF BAYTOWN P. O. Box 424 Baytown, Texas 77522 Attention: City Manager With a copy to: CITY OF BAYTOWN 201 E. Wye Drive Baytown, Texas 77521 Attention: Fire Chief 0 Any notice required or permitted to be given by the City of Baytown to the District hereunder may be given by certified or registered United States Mail, postage or fee prepaid, return receipt requested, addressed to: With a copy to: Coveler & Katz, P.C. Att: Howard L. Katz 820 Gessner, Suite 1710 Houston, Texas 77024 Either party may change its address by giving notice to the other Party in writing. Any notice mailed by certified United States mail, return - receipt requested, postage or fee prepaid, shall be deemed given upon deposit in the Unites States mail. This Agreement is dated the 2016. CITY OF BAYTOWN, TEXAS By: Print Name: RICHARD L. DAVIS Title: City Manager day of January, 2016, effective February 1, HARRIS COUNTY EMERGENCY SERVICES DISTRICT NO. 75 By: Print Name: Title: Board President R: \Karen \Files \Contracts \Hams County Emergency services District No. 75 \INTERLOCAL AGREEMENT with HCESD75 2016.doc 10