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Ordinance No. 10,408ORDINANCE NO. 10,408 r AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE AND THE CITY CLERK TO ATTEST TO AN AGREEMENT WITH THE BAYTOWN FIRE CONTROL, PREVENTION, AND EMERGENCY MEDICAL SERVICES DISTRICT FOR A FIRE TRAINING FACILITY, PERSONNEL AND EQUIPMENT; 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 and directs the Mayor to execute and the City Clerk to attest to an agreement with the Baytown Fire Control, Prevention, and Emergency Medical Services District for a fire training facility, personnel and equipment. A copy of the Agreement is attached hereto as Exhibit "A." and made a part hereof 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(ybte of the City Council of the City of Baytown this the 14th day of September, 2006. j Y, qty Clerk APPROVED AS TO FORM: ACIO RAMIREZ, SR., Ci ttorney ST ,ZPH=. DONCARLOS, Mayor R:UeanenekaNty D ocuments\Councit l05- 06\September Ist\Aut hori7eAgreementWithFCPEMSD4FireTrainingFacilityPersonnel &Equipment.doc AW AGREEMENT FOR FIRE TRAINING FACILITY, PERSONNEL AND EQUIPMENT STATE OF TEXAS COUNTY OF HARRIS § This Agreement for Fire Training Facility. Personnel. and Equipment (the "Agreement") is made as of the day of September, 2006, by and between the CITY OF BAYTOWN, a municipal corporation located in-Harris and Chambers Counties, Texas. (the "City ") and the BAYTOWN FIRE CONTROL. PREVENTION, AND EMERGENCY MEDICAL SERVICES DISTRICT, a fire control. prevention. and emergency medical services district created under Chapter 344 of the Texas Local Government Code, as amended. (the '-Act") and located in Harris and Chambers Counties, Texas, (the "District "). For and in consideration of the mutual covenants herein contained, it is agreed as follows: Section 1. Representations and Warranties of District. a) The District is en -aged in an on -going effort to provide new resources to finance programs of the District consistent with Section 344.15 1 of the Act. b) The District covenants that it shall actively work to productively coordinate its activities with the City in an effort to reduce duplication of services. c) The District represents and warrants that it has been properly created and is duly authorized pursuant to the Act to enter into this Agreement. Section ?. Description of Programs. The City, with the assistance of the District as herein specified, agrees to develop, organize and manage the following programs, including entering into and administering all contracts incident thereto: a) Fire Training Facility. This facility will provide training required by the Texas Commission on Fire Protection and the Baytown Fire Department. This program will also include the development of a fire training facility master plan. Plans and specifications for the fire training facility shall be approved by the District or its designee prior to the facility being advertised for bids. The plans and specifications may not be thereafter changed by the District to increase the price unless the District provides additional funds therefor. Likewise once the plans and specifications are approved by the District, the City may not thereafter make significant changes to the same which would increase the construction price unless (i) the City provides the necessary funds therefor and the City has obtained the approval of the District or (ii) the District determines such changes are necessary and agrees in writing to pay for thWe e n the construction price. Agreement for Fire Training Facility, Personnel and Equipment Page I oil, b) Fire Training Personnel and Operations. This program during the first year will employ one additional Fire Training Officer, who will assist with the creation of the fire training facility master plan and provide additional training to the firefighters in order to meet and exceed safety goals of the City of Baytown. This program will maintain the position created in future years. C) Medical Technology and Capital Equipment. This program Nvill provide resources necessary for the acquisition of additional and/or replacement medical equipment. d) Fire Technology and Capital Equipment. This program shall provide resources necessary to procure needed fire apparatus and ambulances to further the purposes of the District. e) Communications Technology and Capital Equipment. This program is designed to replace analog communications equipment with digital communications equipment and keep the equipment updated. f) .administration. This program will provide reimbursement for a portion of the costs incurred by the City in administering the fire control, prevention, and emergency medical services programs. Persons filling any of the positions created. in part, by the District's programs mentioned hereinabove shall be employees of the City: and, therefore, subject to the City's personnel policies and procedures and entitled to the benefits offered by the City to other similarly situated employees, as determined by the City in its sole discretion. As such, the City shall be responsible for the supervision and control of such employees. Section 3. Prooram Reports. The City shall prepare and submit to the District within 30 days after the end of each fiscal year during the term of this Agreement a verbal or brief written report describing the services performed by the City pursuant to this contract during the previous year along with a summary of expenditures for the previous fiscal year. Section 4. Funds to be provided by the District. For and in consideration of the services to be provided by the City in furtherance of the District's programs listed in Section 2, the District shall provide the funds to the City for the actual costs of such programs for each year of the Agreement. It is estimated that such costs shall be as follows: Agreement for Fire Training Facility, Personnel and Equipment . Page 2 Fire Training Personnel and 550.773 532.000 S85,200 533,700 I 592,300 Operations i I Capital Outlay Fire Training Facility S2 -5.000 I S375,000 5375.000 5375.000 S375.000 Nledical Technology and Capital S172.500 S190,000 S200.000 " S200,000 5200.000 Ec ui pment Fire Technology and Capital y 5440,000 S140,000 S150.000 S150.000 S 1 50,000 Equipment Communications Technology and S 100,000 S125.000 S125,000 S125,000 S135.000 Capital Equipment Transfers Administration -- I S10,000 S10,000 S10,000 S10,000 *These are estimates only. Expenditures will be budgeted on an annual basis and the District shall be responsible for the actual program costs. Unless otherwise provided, all payments required to be made herein shall be payable on or before 30 days after the District receives the sales and use tax levied pursuant to the provisions of the Act from the State comptroller. While the District receives such funds from the State on a quarterly basis, the District's obligations under this Agreement are on a yearly basis. As such. any funds received by the District during an agreement year and/or any prior year shall be applied to the actual expenses incurred during each year, regardless of when they are received. The City understands and agrees that the District's obligation for payment under this Agreement shall at no time exceed the amount of sales and use tax revenue received by the District. If adequate funds are not received, the District shall have the obligation to pay the revenues actually received and the City shall be obligated to expend only to the extent that such revenues cover the programs enumerated hereinabove. Section 5. Term. This Agreement shall be effective for a period commencing on October 1, 2006, and ending five years after the date the District first levies taxes for District purposes, unless sooner terminated by either party hereto pursuant to the terms hereof or unless the District is dissolved prior to such time. Agreement for Fire Training Facility, Personnel and Equipment . Page 3 Section b. Termination for Cause. A party may terminate its performance under this contract only upon default by the other party. Default by a party shall occur if the party fails to perform or observe any of the terms 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 contract as of the 30`x' day following the receipt by the defaulting party of a notice describing such default and intended termination, provided: (1) such termination shall be ineffective if within said 30 -day period the defaulting party cures the default, or (2) 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. This Agreement shall not be subject to tennination for convenience. Section 7. Force `iajeure. 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 the District'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. Section 8. Refund and Payment upon Termination. Upon termination of this Agreement pursuant to Section 7 hereof due to an uncured default by the City, the City hereby agrees to refund all unexpended. unappropriated monies previously paid by the District to the City pursuant to this Agreement. If at the time of termination the District owes the City monies, the District shall remit to the City the appropriate amount computed as of the effective date of the termination. Section 9. Parties in Interest. This contract shall bind and benefit the City and the District and shall not bestow any rights upon any third parties. Agreement for Fire Training Facility, Personnel and Equipment , Page 4 Section 10. 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. Section 11. 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. Section 12. Choice of La1v; Venue. This contract 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 contract is performable in Harris County, Texas. Section 13. 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 of xed (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: District Baytown Fire Control, Prevention, and Emergency Medical Services District Attn: President, Board of Directors P.O. Box 424 Baytown, TX 77522 -0424 Fax: (281) 420 -686 City City of Baytown Attn: City Manager P. O. Box 424 Baytown, Texas 7722 -0424 Fax: (281) 420 -6586 Agreement for Fire Training Facility. Personnel and Equipment, Page 5 �. Section 14. audits. The City and the District may, at any reasonable time, conduct or cause to be conducted an audit of the other parties' records and financial transactions. The cost of said audit will be borne by the entity requesting the audit. The City and the District shall make available all of its records in support of the audit. Section 15. ambiguities. In the event of any ambiguity in any of the terms of this contract, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. Section 16. 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. Section 17. 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 writing signed by all the parties hereto. Section 13. 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 prior consent of the District. Section 19. 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. Agreement for Fire Training Facility, Personnel and Equipment ,Page 6 �. Section 20. 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. IN WITNESS WHEREOF. the parties have made and executed this contract in multiple copies, each of which shall be an original. CITY OF BAYTOWN STEPHEN H. DONCARLOS, Mayor ATTEST: LORRI COODY, City Clerk BAYTOWN FIRE CONTROL, PREVENTION AND EMERGENCY MEDICAL SERVICES DISTRICT TERRY SAIN, President ATTEST: LORRI COODY, Secretary R :�Karen\Files \City Council\Fire Control. Prevention and Emergency Medical Services Distnct\: 006\ Contracts\ AgrcementdFireTrainingFacilityEquipment .doc Agreement for Fire Training Facility. Personnel and Euuipment . Page 7