HomeMy WebLinkAbout15 - Fourth Amendment to the Joint Powers Agreement for the Metro Cities Fire AuthorityQ SEW Pp�T
CITY OF
z NEWPORT BEACH
c�<,FORN'P City Council Staff Report
November 19, 2019
Agenda Item No. 15
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Grace K. Leung, City Manager - 949-644-3001,
gleung@newportbeachca.gov
PREPARED BY: Carol Jacobs, Assistant City Manager,
cjacobs@newportbeachca.gov
PHONE: 949-644-3313
TITLE: Fourth Amendment to the Joint Powers Agreement for the Metro
Cities Fire Authority
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The City of Newport Beach is a member of the Metro Cities Fire Authority (Metro Net), a
Joint Powers Authority (JPA), for fire dispatch services. The City has been a member of
Metro Net since July 1996. When there is a change in membership, the Joint Powers
Agreement must be amended to reflect the changes.
RECOMMENDATION:
a) Determine this action is exempt from the California Environmental Quality Act (CEQA)
pursuant to Sections 15060(c)(2) and 15060(c)(3) of the CEQA Guidelines because
this action will not result in a physical change to the environment, directly or indirectly;
and
b) Approve and authorize the Mayor and City Clerk to execute the Metro Cities Fire
Authority Fourth Amended Joint Powers Agreement.
FUNDING REQUIREMENTS:
The cost of Metro Net is budgeted within the Fire Department.
DISCUSSION:
The Fire Department has received dispatch services for fire and emergency medical
services since 1996 and until recently included eight member cities: Anaheim, Brea,
Fountain Valley, Fullerton, Garden Grove, Huntington Beach, Orange and Newport
Beach.
The dispatch center is staffed 24/7 with 42 full-time and part-time staff and answered
350,000 emergency calls in 2018 including over 12,000 calls for Newport Beach. The City
of Newport Beach has one member and one alternate on the Metro Net JPA Board:
Assistant City Manager Carol Jacobs and Deputy City Manager Tara Finnigan (alternate).
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Fourth Amendment to the Joint Powers Agreement for the Metro Cities Fire Authority
November 12, 2019
Page 2
Recently the City of Garden Grove chose to move its fire operations from in-house to the
Orange County Fire Authority and is no longer part of Metro Cities.
In order to amend the agreement and remove Garden Grove from the JPA, all members
must sign the agreement. Additional minor modifications were made to update the types
of equipment located in each fire stations (wireless devices), clarifying actual costs are
assessed after the annual audit, are shown in Attachment B. Approval of the agreement
is the last step in the amendment process.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this action is not subject to the California
Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not
result in a direct or reasonably foreseeable indirect physical change in the environment)
and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA
Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no
potential for resulting in physical change to the environment, directly or indirectly.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENTS:
Attachment A — Fourth Amended JPA Agreement
Attachment B — Fourth Amended JPA Agreement (redline)
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ATTACHMENT A
Metra Cities Fire Authority
FOURTH AMENDED
.#DINT POWERS AGREEMENT
This Fourth Amended Joint Powers Agreement. dated for purpose of identification
the 1 day of Ju_ 1�_, 2019 is made by and effective when fully executed by authorized
representatives of all of the following public entities:
A. City of Anaheim ("Anaheim");
B. City of Brea ("Brea"):
C. City of Fountain Valley ("Fountain Valley");
D. City of Fullerton ("Fullerton"):
E. City of Huntington Beach ("Huntington Beach"),
F. City of Newport Beach ("Newport Beach"): and
G. City of Orange ("Orange").
RECITALS
A. The Parties to this Agreement each provide fire protection, lire prevention,
rescue, emergency medical and related administrative services within their respective boundaries.
B. The Parties have determined that joint use of a central communications
network and record keeping system reduces the administrative costs that would otherwise be
incurred by each Party in providing fire suppression, emergency medical assistance, rescue service,
and related services.
C. The Parties have determined that the costs associated with maintaining the
staff and equipment necessary to operate a Communications Center should be funded by the Parties
through a formal Joint Powers Agreement with costs apportioned to reflect the extent to which the
Parties utilize the emergency Communications Equipment and staff.
D. The Parties have determined that joint use of a central communications
network and record keeping system is also intended to fester cooperation among- the Parties in the
form. of a separate Nvritten automatic aid agreement to consider the provision of emergency services
by the closest available; unit and to serve as a vehicle for evaluating other opportunities for joint
operations.
E. The Parties each have the power and authority to perform, and contract with
one another pursuant to tl.e Joint Exercise of Powers Act (Section 6500 et. seq. of the Government
Code) for the performance of the duties and functions that form the basis of this Agreement.
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F. The Parties have the power to contract with other agencies for
communications services, equipment and related items.
G. The: Parties entered into the initial Joint Powers Agreement on the I st day
of July 1996. The First Amended Joint Powers Agreement is dated June 23, 1907, the Second
Amended Joint Powers Agreement is dated December 7. 2000 and the Third Amended Joint
Powers Agreement is dated July 1, 2013. The Parties wish to further amend said Agreement in
its entirety through this Fourth Amended Agreement.
THE PARTIES AGREE AS FOLLOWS:
CtIAPTER l;
DEFINITIONS
1.1 Definitions
For the purpose of this Agreement, the words or terms specified herein shall have
the following meanings:
A. "Administrator" shall mean the Communications Manager or equivalent
position of the City of Anaheim.
B. "Agreement" shall mean collectiveIN? the initial Joint Powers Agreement
dated July 1, 1996, the First Amended Joint Powers Agreement Dated June 23. 1997. the Second
Amended Joint Powers Agreement dated December 7. 2000, the Third Amended Joint Powers
Agreement dated .1ulN- I. 2013. and this Fourth Amended Joint Powers Agreement.
C. "Authority" shall mean the Joint Powers Authority known as the Metro
Cities Fire Authority, created by this agreement pursuant to the Joint Exercise of Powers Act
(Section 6500 et. seq. of the Government Code).
D. "Board" is the governing body ofthe Authority.
E. "Board Member' shall mean the voting Member or alternate appointed by
the governing body of each Member Agency to represent said agency on the Board.
F. "Capital Improvement Project" shalt mean the acquisition of any piece of
Communications Equipment or the funding of any Communications Center related project that
requires an expenditure of'S30.000.00 or more.
G. "Capital Outlay" shall mean the acquisition of any piece of
Communications Equipment or the funding of any Communications Center related project that
requires an expenditure of $500.00 or more but less than S30,U00.00.
1-1. "Communications Center" shall mean that portion of any structure or
physical facility that houses Communications Equipment and/or COM III Lill lcations Center Staff.
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1. "Communications Equipment" shall mean all electronic equipment,
including telephones, telephone lines, radios, computers and software located within, or connected
to, the Comnwnications Center and utilized for the fire or rescue -related emergency
communications or records management of any of the Parties.
J. "Member" shall mean any public entity that is a Member upon the effective
date ol'this Agreement or becomes a Party to this Agreement pursuant to the provisions of Section
9.1.
K. "Recorded Incident" shall mean any call for service dispatched within the
jurisdiction of a Member's fire department that generates an incident number through any
emergency Communications Facility used by any Member during any relevant period prior to the
effective date of this Agreement and through the Communications Center upon the effective date
of this Agreement or at such time as the Communications Center begins operation pursuant to this
Agreement.
L. "Communications Center Staff ' or "Staff" shall mean all personnel of the
City of Anaheiin performing services related to the operations and maintenance ofthe Metro Cities
Communication Center, or such agency or individual as may be appointed by the Board to perform
these functions.
M. "Fiscal Year" shall mean the twelvemonth period commencing July l st and
concluding- June 30th.
N. "Subscriber Agency" means each of the public agencies that are not
Members of the Joint Powers Authority that wish to contract with Metro Cities Joint Powers
Authority to receive communication services. equipment and related items and contribute to the
cost of operating and administering this Joint Powers Authority by executing a subscriber
agreement in a form approved by the Board.
U. "Treasurer" shall mean the Finance Director of the City of Anaheim, or his
or her designee, who shall hold the office in accordance with Government Code Section 6505.6,
and shall perform the duties as authorized in Section 6505 et seq of the Government Code.
CHAPTER II
SPECIAL CONSIDERAT I0NS
This chapter establishes the rationale for the provisions relating to funding,
administration and decision malting.
2.1 Communications Center
The Metro Cities Fire Authority Communications Center, located at 201 S.
Anaheim Boulevard, Anaheim. CA. was constructed and is owned by the City of Anaheim.
Ownership of the real property and facility housing the Metro Cities Communications Center will
remain solely the City of Anaheim. The Board may change the location of the Communications
Center.
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2.2 Communications Equipment
A. Title to equipment purchased jointly on behalf of'the Authority, existing as
of the date of termination or at the end of its useful life, shall vest with the Authority and shall be
disposed of as outlined in Section 10.2. An inventory of such equipment shall be maintained by
the Administrator.
B. After the effective date of this agreement, title to communications
equipment purchased for the Communications Center separately by individual Members of the
Authority shall vest only with those individual Members contributing to the purchase of said
equipment. Such equipment shall be identified as part of a fixed asset inventory system, which
inventory shall he maintained by the Administrator. 'title to this equipment existing as of the date
of termination or at the end of its useful life shall vest with those individuals purchasing said
equipment and shall be disposed of as outlined in Section 10.2
CHAPTER III
PURPOSE AND POWERS
3.1 Authority Created
This Agreement creates a ,loint Powers Authority known as the Metro Cities Fire
Authority. The Authority is formed pursuant to the provisions of Article 1, Chapter a. Division 7
of Title I of the Government Code of the State of California (The Joint Exercise of Powers Act).
The Authority shall be considered a public entity separate and apart from the Members. Within
thirty (30) days after the effective date of this Agreement and after any amendment. the Authority
shall cause a notice of such Agreement or amendment to be prepared and tiled with the Office of
the California Secretary ol'State containing, the information required by Government Code 6503).5.
3.2 Common Powers
Fach Party has the common power to, inter alia:
A. Provide fire protection, fire suppression, fire prevention_ emergency
medical. rescue and related services.
B. Maintain ail effective communications and emergency dispatch
system to facilitate and support tire protection, fire suppression, rescue and emergency medical
services.
C. Employ and train personnel to perform emergency equipment
communication and dispatch services, communication facility maintenance and the purchase of
Communications Equipment.
3.3 General Purpose
The primary purpose of this Agreement is to provide for the operation, upgrade,
maintenance and repair of the Communications Center and Communications Equipment. This
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Agreement is intended to provide a formal mechanism by which the Authority- can tUnd these
activities to provide the highest possible level of emergency communications services.
3.4 Powers
The Authority through its Board shall have the power, in its o'ivn name, to do any
ol'the following:
A. To jointly exercise the common powers of the Members;
B. To make and enter into contracts, including but not limited to, contracting
with other public agencies for services, equipment and related items to those agencies;
C. To retain the services of' fire suppression specialists, emergency
communications consultants, and such other persons with specialized knowledge or ability capable
of assisting the Members in achieving the purposes of this Agreement;
D. To acquire, hold or dispose of property by any lawful means. including.
without limitation, gift, and purchase for sale;
E. To incur debts. liabilities or obligations. subject to the limitations specified
in this Agreement and, to the extent permitted by law. borrow funds on a temporary basis to meet
operational expenses until expected revenue are available;
F. To the extent permitted by law, to enter into equipment lease agreements or
lease -purchase agreements or other financial arrangements extending beyond the current
budgetary cycle, necessary or convenient to the operation of the Authority (hereinafter collectively
"lease") so long as the agreement contains substantially the following provisions:
"The Authority receives its funds on an annual budgetary cycle from its individual
Members. The Authority agrees to use its best efforts to obtain authorization and
appropriation of finds from its individual Members to pay lease payments due under
this Agreement. including. without limitation, the inclusion in its budget request for each
fiscal year during the term of this Agreement a request for adequate fiords to meet in full
its obligations hereunder. The Board may terminate this Agreement in the event fiords
are not appropriated or appropriations are withdrawn or with lie Id upon thirty (3 0) days'
written notice. Term 1natioil under this provision shall not constitute a default or breach.
The Authority shatI not be obligated to pay any additional lease payments but shall. after
written notice from Lessor, deliver tile. Equipment to Lessor or its assignee. Lessor
acknowledges that the individual Members shall not be liable for the debts of the
Authority."
G. The Authority empowers the Board to enter into leases, agreements and
similar transactions that require the Authority to indemnify the person with whom the Board is
contracting, so long as the exposure to liability under such indemnification is approved by the Risk
Manager of Anaheim and by Legal Counsel of the Authority and so long as the maximum exposure
to liability under such transaction does. not exceed One Million Dollars ($1,000,000.00).
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H. To receive gifts, contributions, grants, and donations of property, funds,
services and other forms of assistance from any person, firm. entity, corporation or public agency;
To sue and be sued in its own name;
J. To apply for any grant or grants offered in conjunction with any f=ederal,
State or local program that is in any way related to the purpose of this Agreement;
K. To adopt rules, regulations, policies. by -taws and procedures governin- the
operation of the Authority;
L. To exercise any other power in the manner and according to the methods
provided by applicable laws, rules or regulations, subject only to the restrictions on the manner of
exercising such powers that may be applicable to the City of Anaheim.
CHAPTER IV
ORGANIZATION
4.1 Mems
The Members of this Authority shall be the: public entities which executed this
Agreement or a subsequent amendment and have not withdrawn from, or had membership in the
Authority terminated, as provided in Section 9.2 and Section 9.3.
4.2 Board
A. The Board shall consist o f one (1) voting Member and one (1) alternate
appointed by the governing body of each Member Agency.
B. Each Board Member shall hold office from the first meeting of the Board
after appointment and shall serve at the pleasure of their appointing authority.
C. A Board Member or alternate shall not receive compensation. but may be
reimbursed by the Authority for expenses reasonably incurred while performing duties required
by this Agreement, and as further specified and limited by resolution of the Board.
4.3 Principal Office
The principal office of the Authority shall be 241 South Anaheim Boulevard, Suite
302 in the City of Anaheim. County of Orange. The Board has the full power and authority to
change the principal office from one location to another within the County of Orange.
4.4 Meetinus
The Board shall meet at the principal office of the Authority. or at such other place
as may be designated by the Board. The time and place of regular meetings of the Board shall be
determined by resolution. Regular. adjourned and special meetings of the Board shall be called.
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noticed and conducted in accordance with the. Ralph M. Brown Act or other relevant open meeting
law.
4.5 Quorum
A majority of' the Board (or the alternate for any absent voting Member) shall
constitute a quorum for the: purpose of transacting business relating to the Authority, subject to the
provisions of Sections 7.1 and 7.5.
4.6 Powvers and Limitations
All of the powers of the Authority are reserved to it and may be exercised by the
Board. unless otherwise limited by law. Each Board Member, or alternate in the absence of any
voting Member, shall be entitled to one vote and. except as expressly provided in this Agreement,
including Sections 7.1 and 7.5, the affirmative vote ofthe majority of those present and qualified
shall ef'f'ect adoption of any motion. resolution, order or action the Board deems appropriate.
4.7 M inutes
The secretary of the Authority shall provide notice of, prepare and post agendas for,
and keep minutes of. each regular, adjourned and special meeting of the Board. The secretary shall
send a copy of the minutes to each Board Member and otherwise perform the duties necessary to
ensure compliance with provisions of law including, without limitations. any applicable "open
meeting law" such as the Ralph M. Brown Act.
4.8 Rules
The Board may adopt rules and regulations for the conduct of its affairs that are not
in conflict with this Agreement.
4.9 Officers
The Board shall select a chairperson and vice chairperson from its Members and
shall appoint a secretary who may, but need not. be a Member of the Board_ The Finance Director
of the City of Anaheim shall hold the office of "Treasurer and auditor, in accordance with
Government Code Section 6505.6, and shall perform the duties as authorized in Section 6505 et
seq of the Government Code. The Treasurer shall cause an independent audit to be made by a
Certified Public Accountant in compliance with Section 6505 of the Government Code. The
Certified Public Accountant shall be annually appointed by the Board. The Treasurer shall keep
all revenues of the Authority in a separate account. and, if available, an interest bearing account,
and otherwise perform the duties and responsibilities of that office as specified in Sections 6505
et serf. of the Government Code. Any surplus funds not immediately needed may be invested in
accordance with the investment policy annually adopted by the Board, as required by Government
Code Section 53646, and consistent with Government Cade Sections 53601. 53635. 16429.1 and
53684. as may be amended. The chairperson, vice chairperson and secretary sh=ill hold office for
a period of one year, or until a successor is appointed. The Board shall reorganize annually at its
first mecting of the new fiscal year.
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4.10 Bond
The Treasurer. auditor and such other persons who may have access to, or handle.
any revenue of the Authority shall be required to file an official bond in an amount determined by
the Board and consistent with the provisions of Section 6565.1 of the Government Code. This
bonding requirement shall be satisfied if an existing bond is extended to cover the duties required
by this Agreement. The costs of complying with the requirements of this Section shall be
considered an administrative expense of the Authority.
4.11 Status of Officers and Emplovees
In accordance with the Joint Exercise of Powers Act. all of the privileges and
immunities from liability, exemptions from laws, ordinances and rules. and all pension, relief,,
disability, workers compensation and other benefits «vhich apply to the activities of ofticers,
agents, or employees of any of the Member's agency when performing their respective duties or
functions for that agency, shall apply to each of them to the same degree and extent while engaged
in the performance of any activity, function or duty pursuant to this Agreement.
4.12 fair Political Practices Act
The Members of the Board and alternates shall be considered public officials within
the meaning of the Fair Political Practices Act of 1974, as amended, and its regulations, for the
purposes of financial disclosure. conflict of interest and other requirements of such Act and
regulations, subject to contrary opinion or written advice of the California Fair Political Practices
Commission.
CHAPTER V
BASIC SERVICES
5.1 Communications Center - Operations
A. The Corrinlunication5 Center shall be maintained and operated by the
Authority. pursuant to this Agreement, for the use and benefit of all Members. The
Communications Manager, or equivalent position, of the City of Anaheim shall be the
Administrator of the Communications Center so long as Anaheim operates and administers the
Communications Center.
B. To provide for such maintenance and operations. the City ol'Anaheim will,
through use of Cit■ of Anaheim employees, provide all services required to operate. maintain and
administer the Communications Center. The Authority small pay the actual costs of'such operation
and administration, plus an administrative overhead fee. The costs of such operation and
administration. including administrative overhead, shall be borne by each Member according to
its Lair share percentage as determined pursuant to Section 6.1 hereof.
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C. The Board is empowered to develop policy to establish the service levels
for the Communications Center operation and maintenance.
U. Communications Center employees shall be governed by the same
personnel rules, regulations. Memoranda of Understanding. administrative regulations and other
related matters as apply to other employees of the City of Anaheim. Recruitment, position
classifications and descriptions, hiring. discipline, promotion, and other employee -related
functions shall be determined solely by the City of Anaheim.
E. Anaheim will determine the procedures and standards of selection for
employment and promotion, direct its employees, take disciplinary action, relieve its employees
from duty for legitimate reasons, maintain the efficiency ofcommunications operations, determine
the methods. means and personnel by which it will mesa the service levels established by the
Authority.
F. Anaheim may elect to discontinue providing services for the operation and
administration of the Communications Center by giving notice oF' such election in writing to the
Board a minimum of six (6) months prior to such cessation. In the event of such discontinuance
by Anaheim. the. Board may appoint another Member as the administrator or contract with another
provider of such services. Should Anaheim's services as operator and administrator of the
Communications Center terminate, use of the City of Anaheim's facilities shall also terminate
unless a separate use/rental agreement is approved. Anaheim's election to discontinue providing
services set forth herein does not constitute WithdrawaI from the Authority_
G. The Board may elect to terminate Anaheim's services as operator and
administrator of the Communications Center by giving notice of such election in writing to
Anaheim a minimum of six (6) months prior to the date of such termination. In the event of such
termination, the Board may appoint another Iviember as the administrator or contract with another
provider of such services. Such termination of Anaheim's services does not in and of itself
constitute either Withdrawal or Termination of Anaheim from the Authority. Should Anaheim's
services as operator and administrator be terminated by the Board, use of the City of Anaheim's
facilities shall also terminate unless a separate rental/use agreement is approved.
1-1. Each Member acknowledges that the City of Anaheim owns [lie property
(land and facility) on which the Communications Center is situated at the time of the formation of
the Authority. Rental costs, depreciation and other factors relating to use of this property- are not
currently included in either the administrative overhead Fee or the costs of services provided by
Anaheim.
5? Maintenance of Equipment
A. The Authority through its Board shall maintain and repair all
Communications Equipment. including, without limitation. telephones. radios, computers.
hardwarc, software, electrical systems and all related mechanical devices or facilities other than
equipment which Members are required to install pursuant to provisions of Subsection C.
B. The Authority through its Board shall purchase new or used
Communications Equipment as necessary to replace existing equipment or upon a determination
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by the Board that new or additional Communications Equipment will facilitate emergency
communications.
C. As a condition to receiving emergency communications services, each
Member shall install and maintain, the following equipment in each fire station. rescue facility. or
related mobile unit as maintained by the Member:
1. A station direct telephone line and an Alpha/Numeric pager or
wireless de-ice tier tmch unit.
?. A station vocal or paging fine and speaker originating at the
Communications Center.
_i. A minimum of two emergency telephone reporting trunk lines
tenninatina at the Communications Center.
4. One mobile data computer terminal or status message device in each
operating fire company or rescue unit.
5. Other equipment which the Board determines to be necessary to
maintain an effective communications network.
Each Member shall pay the costs of installing. maintaining and repairing the
Communications Equipment it is required to provide pursuant to this Paragraph. All maintenance
and repair of hardware and Communications F"gtiipment which are physically connected to the
Communications Center shall be coordinated through the Communications Center Management.
D. Subject to prior Board approval, any Member may install special
Communications Equipment or extra telephonic equipment provided the installing Member pays
all the equipment and installation costs. The Board may approve Member's requests for installation
of special equipment only on a finding that neither the Authority nor any Member will incur any
additional cost and that installation of the equipment will have; no adverse impact on emergency
communication capability.
E. Each Member shall provide the Authority through the Administrator with
mapping and related emergency dispatching information necessary for the efficient deployment of
firc units and manpower. Each Member shall continually update mapping and deployment
information and provide this information to the Authority through the Administrator and each
Member as appropriate.
U. Each Member shall be responsible to provide a back-up emergency dispatch
system to provide alternative emergency communication services within that Member's
jurisdiction in the event Communications Center systems at the COM III Lill icatlons Center are
disabled or inoperative.
53 Services To and Reimbursement From Subscriber Agencies
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A. Public entities in Orange County may receive comEilunication services,
equipment and other items (hereinafter "communication services") from this Authority by
executing a Subscription Agreement in the form approved by the Board and by paying the annual
fee and/or other costs.. as determined by the Board. Agencies which desire to participate as
Subscriber Agencies must sign the Subscription Agreement prior to receiving services or sharing
equipment or other items, and Must pay their fee by July 30 of the fiscal year for which subscription
is desired. Subscription Agreements shall renew automatically from year to year unless otherwise
specified in the Agreement. Agencies which subscribe for an entire fiscal year may, at their option,
elect to pay their fee in four equal installments due and owing on or before July 30, October 1,
January I and April 1. Agencies which choose to become Subscriber Agencies after the
commencement of the fiscal year must sign the Subscription Agreement and pay the full amount
of the fee prior to seeking services. Fees for subsequent fiscal years, may be revised by the Board.
B. The Board may terminate any or all Subscription Agreements by giving the
afTected Agency or Agencies ninety (90) days prior Written notice.
C. Revenue from Subscriber Agencies shall be allocated as directed by the
Board.
D. Subscriber Agencies are to pay for service and not voting members of this
Authority.
CHAPTER VI
FUNDING AND ADMINISTRATION
5.I Fundiniz
Each Member snail pay a portion of the costs incurred by the Authority in providing
the services described in Section 5.1. Each Member's share of the costs incurred by the Authority
shall be based upon that. Member's "fair share percentage" which shall be determined in accordance
with the provisions of this Section. The number of Recorded Incidents attributable to each Manger
represents the most equitable basis for determining, that Member's snare of the costs incurred by
the Authority.
A. The contribution of each Member shall be based upon the number of
Recorded Incidents attributable: to each Member within their own jurisdiction. divided by the
Recorded Incidents attributable to all Members, during the calendar year preceding the fiscal year
for which that Member's fair share percentage is being calculated. Once determined for any fiscal
year. the Member's fair share percentage shall remain unchanged. The follo% ing is the formula
pursuant to which the fair share percentage ..ill be calculated:
RECORDED INCIDENTS
ATTRIBUTABLE TO A MEMBER (DIVIDED BY)
RECORDED INCIDENTS
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ATTRIBUTABLE TO ALL MEMBERS (EQUALS)
MEMBERS FAIR SHARE PERCENTAGE
B. Each Member's contribution to the budget shall be determined by
multiplying that Member's fair share percentage by the amount of the budget or budgetary
component.
C. The Administrator, or his or her designee, shall invoice each Member
Agency that agency's total fair share percentage of the budget in accordance with a payment
schedule set by Resolution of the Board.
D. Final year-end adjustments of Members' costs representing the difference
between estimated annual expenditures and actual annual expenditures shall be calculated by no
Iater than the last day of .1anuary of the following fiscal year or after certification of the annual
audit whichever occurs first. If a Member Agency wishes such credits to be either paid to each
Member Agency or credited to that Member agency's Member Specific Communications
Equipment replacement component fund as outlined in Section 7.2.A.5, that Member's
representative on the Board shall notify the Treasurer of such election by no later than the last day
of January of the following fiscal year.
11' no Member Agency has made such an election by the last day of January of the
following fiscal year, the Treasurer shall deposit all year-end credits into the Communications
Equipment capital reserve account by the last day of January of the fioilowing fiscal year, as
outlined in Section 7.2.A.4.
If any Member agency by the last day of January of the following fiscal year elects
either payment of the year-end credit or deposit of such credit into its Member Specific
Communications Equipment replacement component, the remaining Members shall either be paid
the year-end credit or elect to deposit the credit into their Member Specific Communications
Equipment replacement component in accordance with policies and procedures established by
Resolution of the: Board.
6.2 Administrative Services
A. Anaheim shall provide the Administrative Services required for operation
of the Communications Center, and management and administration of the personnel within, for
an administrative fee of twelve percent (12%) of the Communications Center operations and
capital outlay and the Member specific communications operations components of the budget, as
outlined in Sections 7.1.A.1 and 7.1.A.2. Administrative Services includes, but is not limited to
general accounting of funds received and disbursed, preparation of invoices to Members.
preparation of documents relative to any grant program, routine legal counsel and services from
various departments v ithin the City of Anaheim as may be necessary from time to time. includin��
but not limited to Human Resources and Labor Management Departments, Finance Department,
Purchasing, and such other functions as may be required by this Agreement or the provisions of
any law including. w=ithout limitation. the Joint Exercise of Powers Act.
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B. Anaheim's City Attorney's Office will serve as general counsel to the
Authority to provide routine legal counsel services required from time to bine. Extraordinary legal
services (for example:. Anaheim's time and expense or the expense for outside counsel in
connection with a lawsuit against the Authority, its officers, agents, employees, representatives
and volunteers providing services to the Authority) constitute additional expenses and are not
covered by the administrative overhead.
6.3 lmeri-,encv Repairs
In the event the Communications Center or Communications Equipment suffers
damage which interferes with emergency communications services and requires emergency
repairs, the Administrator is authorized without prior Board approval to expend the funds to have
the necessary emergency repairs made so that services are resumed as soon as possible. Prior
Board approval shall be obtained whenever practical.
6.4 Capital Improvements -Funding
In the event the Communications Center or Communications Equipment suffers
damage and the cost of repairs exceeds sums designated for repair in that component of the budget
and any reserve fund. the Administrator shall promptly solicit bids for the repair of damage from
at least three (3) responsible firms. The Administrator shall then present said bids to the Board to
award the contract to the lowest responsible bidder and to direct the accepted responsible bidder
to maks: the repairs as soon as possible. Expenditures shall be approved in accordance with Section
7.2B, approval of which shall require the positive consent of the number of Member agencies
necessary to represent a minimum of Fifty -One Percent (5 1%) of the fair share participation in the
Authority. Each Member shall pay its estimated fair share percentage of the repairs within 30 days
after the award of the contract.
CHAPTER VII
BUUGETARV PROVISIONS
7.1 Annual Buduet
The Board shall adopt an annual budget pursuant to this Agreement and procedures
adopted by the Board.
A. A preliminary draft of the budget shall be presented to the Members by the
last business day in January of each year for their review. Said budget shall be submitted to the
Board for consideration and adoption. Budget adoption shall require positive consent of the
number of Board Members necessary to represent a minimum of Fifty -One Percent (51 %) of the
fair share participation in the Authority.
7.2 S2ecial Budgetary Consideration
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A. The budget adopted by the Board shall include but not be limited to:
1. A Communications Center operations and capital outlay
component, which shall provide for the personnel, maintenance; and operations support, and capital
acquisitions necessary for the joint operation of the Communications Center as described in
Section 5.1 and 5.2.
?. A Member(s) specific communications operations component,
which shall provide for the maintenance and operation of the Member specific Communications
Equipment described in Section 5.2 (C). A Board ]vlember may make deposits to and request
disbursements from this component, in accordance with the written policies and/or procedures of
the Board.
3. A Capital Improvement Project component, which shall provide for
the acquisition or replacement of major Communications Equipment items or fund major
Communications Center related projects.
4. A Communications Equipment capital reserve component, which
shall be deposited into a common designated reserve account designed to defray future
replacement costs of major components of the Communications Equipment.
5. A Member(s) specific Communications Equipment replacement
component, which shall be deposited into a Member specific designated reserve account designed
to defray future replacement costs of Member specific Communications Equipment. A Board
Member may mace deposits to and request disbursements from this component, in accordance
with the written policies and/or procedures of the Board.
6. If the Board elects to establish a liability reserve fund component as
provided for in Chapter VIII, the amount of the fund, and the amount of annual cotit ribution to the
fund, shall be those amounts established by the Board.
B. Except as provided in Section 6.3, the contributions of Members shall be
used to defray the costs and expenses associated with the budget. Special assessment(s) that do not
exceed ten percent (10%) of the annual budget may be made by the Board through a budgetary
amendment. Special assessments that exceed ten percent (10%) of the annual budget may be levied
by the Board provided that prior approval o['the legislative body of each Member is €first obtaitied.
C. Each Member's annual contribution to the budget shall be determined by
adding the following:
(i) Communications Center operations component. less the amount
identified in the City of Anaheim budget for facility rental, multiplied by that Member's fair share
percentage:
(ii) That portion of the Member's Specific Operations Component
attributable to that Members specific Comrl7unications Equipment:
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(iii) The Capital Improvement Project component multiplied by that
Member's fair share percentage:
(iv) A Communications Equipment Capital reserve component
multiplied by that Member's fair share percentage,
(v) That portion of the Member's specific Co III munications Equipment
replacement component attributable to that Member:
(vi) That Member's share of' the administrative expenses which shall be
calculated by multiplying the amount of reimbursement by that Member's share of the
communications operations and Member specific operations component of the budget: and
(vii) The cost of risk financing, as provided for in Section 8.2, multiplied
by that Member's fair share percentage.
7.3 Disbursements
The Treasurer shall draw checks in accordance with policies and/or procedures
established by Resolution of the Board. A summation of such payments shall be presented to the
Board as part of the Treasurer's quarterly report.
7.4 Accounts
All funds shall be placed in accounts and the receipt. transfer or disbursement of
funds during the term of this Agreement shall be accounted for, in accordance with generally
accepted accounting principles applicable to governmental entities. There shall be strict
accountability for all funds. All interest earnings, revenues and expenditures shall be reported
quarterly to the Board.
7.5 Expenditures Within Approved Annual Budget
All expenditures shall be within the limitations of the approved annual budget or as
amended by the Board. Amendments to the: approved annual budget shall require positive consent
of the number of Member agencies necessary to represent a minimum of l' iffy -One Percent (S 1 %)
of the fair share participation in the Authority.
CHAPTER VIII
LIABILITYANSURANCE
8.1 Liabilities
The debts, liabilities and obligations of the Authority shall not be considered the
debts. liabilities or obligations of any Member, except as otherwise provided in this Chapter.
8.2 Indemnification/Hold Harmless
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A. The Authority shall defend, indemnify and hold harmless each Member, its
officers. agents, employees. representatives and volunteers from and against any loss, injury,
damage. claim, lawsuit. liability, expense. or damages of any kind or nature arising out of or in
connection with the performance of services pursuant to this Agreement. The Authority shall
finance its obligation pursuant to this Subsection by establishing a liability reserve fund. by
purchasing commercial insurance, by joining a joint powers insurance authority (JPIA), and/or by
requiring that assessments be paid by each Member pursuant to this Subsection. In the event that
the Authority's financial obligations to indemnify, defend and hold harmless, pursuant to this
Subsection. exceed the liability reserve fund and the proceeds from any applicable insurance or
JPIA coverage maintained by the Authority (hereinafter "Unfunded Liability"). each iViember
hereby agrees to indemnify and hold harmless the Authority for such deficiency in accordance
with the following: In the event an Unfunded Liability arises, the contribution of each Member
shall be in an amount equal to the total Unfunded Liability multiplied by that Member's percentage
of the budget as specified in Section 6.1.
B. The Authority, its officers, agents, contractors, employees, representatives,
Staff, and volunteers (hereinafter, for the purposes of Subsection 8.2.13 and 8.3, collectively
referred to as "Emergency Dispatchers"), shall not be liable, in any manner, to any Member, or to
an officer, official, or employee of any Member, for any loss, injury, damage, claim, lawsuit,
liability, expense, or damages which may be incurred by. or brought against a Member which is
providing; any type of emergency response service undertaken by any Member pursuant to a call,
dispatch. or instruction (by whatever name called) issued by, or on behalf of. the Emergency
Dispatcher. regardless of whether or not such liability may have arisen, in whole or in part, by the
negligent acts, conduct. or omissions of one or more of the Emergency Dispatchers.
C. Each Member shall assign to the Authority its rights, title, and interest to
recover damages from any third party. to the extent that the Authority has met its obligations to
such Member pursuant to this Section 8.2.
D. Should any Member utilize the Communications Center for its own
individual purposes, outside the scope of the Authority, such Member shall indemnify, defend, and
hold harmless the Authority and other Members from all claims, demands, actions, liability. or
damages of any kind or nature. arising out of such use.
E. No provision of this Agreement shall be construed as to require any party
to obtain or maintain liability or other insurance coverage not otherwise required by law.
8.3 Waiver
Except as provided in Section 8.2. each Member waives and gives up any claim
against, or right to sue. the Authority, or its respective officers. employees, Staff. agents,
contractors. representatives or volunteers Iter any loss, damage or injury that arises out of, or is any
way related to. such Member providing any type of emergency response service pursuant to a call.
dispatch, or instruction issued by, or on behal f of, the Emergency Dispatcher, regardless of whether
or not such liability may have arisen, in whole or in part, by the negligent acts, conduct or
omissions of one or more of the Emergency Dispatchers. This waiver extends to liability for bodily
injury or property damage that may be sustained by any Member or its officers, employees,
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contractors. or agents. and which was proximately caused, in whole or in part, by the negligent act,
conduct or omission ofthe Authority, its respective officers, employees, Staff a-ents. contractors,
representatives or volunteers. However, this waiver does not extend to bodily injury or property
damage caused by an unIa« fu1. fraudulent or willful act or omission of the Authority or its officers
or employees.
CHAPTER IX
ADMISSION AND WITHDRAWAL OF MEMBERS
9.1 New Members
Public entities may become Members in the Authority upon such terms and
conditions as may be specified by the Board. New Members shall pay a surcharge to be determined
bv the Board at the time of application.
9.2 Withdrawal
A Member may withdraw 1rorn the Authority at the end of any fiscal year and
terminate its rights and obligations pursuant to this Agreement by giving written notice of Its
intention to terminate to the secretary of' the Board no later than December 31 prior to the
termination of the: fiscal year in which the Member intends to withdraw. The written notice shall
be accompanied by a resolution or minute order of the legislative body of the Member specifying
its intent to withdraw irom the Authority. Withdrawal of a Member, however. shall not relieve
the withdrawing Member of its proportionate share of any debts or other liabilities incurred by the
Authority prior to the effective date ol'such withdrawal. or any liabilities imposed upon or incurred
by the Member pursuant to this Agreement prior to the effective date of sue 11 withdrawal. and such
withdrawal shall result in the forfeiture of all rights and claims of the withdrawing Member to any
repayment ofcont ribu€ions or advances or other distribution of funds or property after withdrawal,
including distribution in the event of termination of the Authority, except Member Specific
Communication Equipment. provided the withdrawing Mcmber pays all costs of removal.
9.3 Breach
The Board shall have the authority to terminate the membership of any Member in
the event the Member materially breaches its duties pursuant to this Agreement. For the purposes
of this Section, the term "material breach" shall include. without limitation. a failure to fund the
budget in accordance with the Chapter V[, the failure to make any contribution or pay any
assessment when due, and the failure to defend or indernnifv other Members as required in Chapter
V111. The Board shall give the Member notice of the breach and the right to cure the breach within
thirty (30) days ofthe notice. In the event the Member fails to cure the breach within thirty (30)
days. the Board shall have the right to immediately terminate the membership. Termination ofthe
membership of a Member for breach shall not relieve the terminated Member of its proportionate
share of any debts or other liabilities incurred by the Authority prior to the effective date of such
termination, or any liabilities imposed upon or incuM
rred by the ember pursuant to this Agreement
prior to the effective date of such termination. However. such termination shall result in the
forfeiture of all rights and claims ofthe terminated Member to anv repayment of contributions or
advances or other distribution of funds or property after termination. including distribution in the
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event of termination of the Authority, except Mcnrher Specific Communication Equipment
provided the terminating Member pays all casts of rcinoval.
9.4 Penalties
Not-, ithstanding Section 9.3. and without waiving any other remedies available by
law or through this Agreement, the Board shall adopt policies and procedures imposing penalties
for failure of any Member to pay any amounts due under this Agreement.
F'NAPTFR X
TERMINATION AND DISPOSITION OF ASSETS
10.1 Termination
The Authority shall continue to exercise the joint power specified in this Agreement
until termination of this Agreement. This Agreement shall terminate if six (6) or more Members
give the Authority written notice of their intention to withdraw as specified in Section 9.2 or if the
Members mutually agree to terminate this Agreement. No termination of'the Authority shall occur
until all of its debts, liabilities, and obligations and other evidence of indebtedness are paid or
adequate provision for such payment is made in accordance with the resolution of the Authority.
No termination ol'the Authority shall occur which is contrary to the language, spirit or intent of
any contract or agreement entered into by the Authority with the U.S.. the State of California, or
any department. administration or agency of either.
10.2 Distribution of Property
A. All capital equipment purchased as part ol'this Agreement, shall be assigned
an "operating lite" by the Board. The Board shall also designate equipment which is critical or
non-critical to the operation of the facilities. Upon termination of this Agreement, all capital
equipment either functioning within its operating life or beyond, shall be appraised by an
independent appraiser and equipment designated as critical may be purchased first by the City of
Anaheim and then by any Member Agency who is interested and who, having submitted a sealed
bid. is the highest bidder. Such sealed bid shall not be lower than the appraised value. Non-critical
capital equipment may be purchased by any Member Agency based on procedures adopted by the
Board. Capital equipment not purchased by Member agencies, shall be sold to the public at
appraised value or at public auction. Tile proceeds of all sales shall be paid to each Member
pursuant to their fair share percentage as determined for the most recent fiscal year.
B. Upon termination of this Agreement. all capital equipment purchased prior
to this Agreement, as specified in Section 2.2.A throug112.2. F Shall be returned to the Member or
Members holding title to the equipment.
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C. In the event of termination of the Authority, any rcmamin4g funds, property
or other assets of the Authority, following discharge of all debts, liabilities and obligations of the
Authority. shall be distributed to the Members for anv un -reimbursed advances, contributions. or
in -lieu contributions made or given to the Authority by such Members, and distributed to all
Members on the same basis as the annual distributions to Members under this Agreement.
CHAPTER XI
MISCELLANEOUS
11.1 Amendments
Except for Sections 6.2. 7.1. 7.5. 8.2 and 8.3, this Agreement may be amended with
the approval of a majority of the Members. Amendments to Sections 6 2, 7.1 and 7.5 shall require
positive consent of the number of Members necessary to represent a minimum of Fifty -tine
Percent (51%) of the: fair share percentage as determined for the most recent fiscal year in the
Authority. Amendments to Sections 8.2. 8.3 and 1 1.1 shall require the unanimous consent of the
Members. No amendments to this Agreement may be made which would adversely affect the
interests of the owner of bonds. letters of credit. or other financial obligations of the Authority.
11.2 Notice
Any notice or instrument required to be given or delivered pursuant to this
Agreement shall be deemed given when personally delivered to the Member or the Authority, or
deposited in the United States mail. first class postage pre -paid, and properly addressed to the
principal office of the Member or the Authority.
11.3 Partial Invaliditv
11' one or more o f the Chapters, Sections, paragraphs or provisions of this
Agreement is determined to be invalid or unenforceable by a court of cotnpetent jurisdiction, each
and all of the remaining Chapters. Sections and paragraphs shall not be affected and shall continue
to be valid and enforceable to the fullest extent permitted by law, provided. the remaining Sections
or provisions can be construed in substance to constitute the Agreement the Parties intended in the
first instance.
11.4 Counterparts.
1 -his Agreement may be executed in any number of counterparts, each of which
shall be deemed to be an original. but all of which together shell constitute but one and the same
instrument.
ISignalures appear on Me, fi)lloi Ong pages]
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IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed
unattested by their duly authorized officers, and to have their official seals affixed hereto as ofthe
date first stated above.
Dated:
CITY OF ANAHEIM
MAYOR
ATTEST: APPROVED AS TO FORM:
CITY CLERK
Dated:
By:
CITY ATTORNEY
CITY OF BREA
MAYOR
"IiM11 li�Q�I�I�lsi.�r �l ►�
By:
By:
CITY ATTORNEY
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15-22
Dated:
ATTEST:
CITY CLERK
Dated:
ATTEST:
m.
CITY CLERK
CITY OF FOUNTAIN VALLEY
By:
MAYOR
APPROVED AS TO FORM:
CITY ATTORNEY
CITY OF FULLERTON
By:
zlwfyllll�
APPROVED AS TO FORM:
In
21
CITY ATTORNEY
15-23
Dated:
ATTEST:
ma
CITY CLERK
Dated:
ATTEST:
By:
CITY CLERK
CITY OF HUNTINGTON BEACH
wm
MAYOR
APPROVED AS TO FORM:
WE
CITY ATTORNEY
CITY OF NEWPORT BEACH
MAYOR
APPROVED AS TO FORM:
By: C -
q
CITY AT,rORNEY
15-24
Dated: CITY OF ORANGE
MAYOR
ATTEST: APPROVED AS TO FORM:
ma
CITY CLERK CITY ATTORNEY
23
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ATTACHMENT B
Metro Cities Fire Authority
FOURTH THIRD AMENDED
JOINT POWERS AGREEMENT
This Fourth Thin Amended Joint Powers Agreement, dated for purpose of
identification the 1 day of _July__, 20193 is made by and effective when fully executed by
authorized representatives of all of the following public entities:
A. City of Anaheim ("Anaheim");
B. City of Brea ('Brea");
C. City of Fountain Valley ("Fountain Valley");
D. City of Fullerton ("Fullerton");
E. City of Gar -den Grove ("Gar -den
F. City of Huntington Beach ("Huntington Beach");
G. City of Newport Beach ("Newport Beach"); and
H. City of Orange ("Orange").
RECITALS
A. The Parties to this Agreement each provide fire protection, fire prevention,
rescue, emergency medical and related administrative services within their respective boundaries.
B. The Parties have determined that joint use of a central communications
network and record keeping system reduces the administrative costs that would otherwise be
incurred by each Party in providing fire suppression, emergency medical assistance, rescue service,
and related services.
C. The Parties have determined that the costs associated with maintaining the
staff and equipment necessary to operate a Communications Center should be funded by the Parties
through a formal Joint Powers Agreement with costs apportioned to reflect the extent to which the
Parties utilize the emergency Communications Equipment and staff.
D. The Parties have determined that joint use of a central communications
network and record keeping system is also intended to foster cooperation among the Parties in the
form of a separate written automatic aid agreement to consider the provision of emergency services
by the closest available unit and to serve as a vehicle for evaluating other opportunities for joint
operations.
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E. The Parties each have the power and authority to perform, and contract with
one another pursuant to the Joint Exercise of Powers Act (Section 6500 et. seq. of the Government
Code) for the performance of the duties and functions that form the basis of this Agreement.
F. The Parties have the power to contract with other agencies for
communications services, equipment and related items.
G. The Parties entered into the initial Joint Powers Agreement on the 1 st day
of July, 1996. The First Amended Joint Powers Agreement is dated June 23, 1997, -and the Second
Amended Joint Powers Agreement is dated December 7, 2000 and the Third Amended Joint
Powers Agreement is dated July 1, 2013. The Parties wish to further amend said Agreement in
its entirety through this Fourth Third Amended Agreement.
THE PARTIES AGREE AS FOLLOWS:
CHAPTER I
DEFINITIONS
1.1 Definitions
For the purpose of this Agreement, the words or terms specified herein shall have
the following meanings:
A. "Administrator" shall mean the Communications Manager or equivalent
position of the City of Anaheim.
B. "Agreement" shall mean collectively the initial Joint Powers Agreement
dated July 1, 1996, the First Amended Joint Powers Agreement Dated June 23, 1997, the Second
Amended Joint Powers Agreement dated December 7, 2000, the his Third Amended Joint
Powers Agreement dated July 1, 2013, and this Fourth Amended Joint Powers Agreement...
C. "Authority" shall mean the Joint Powers Authority known as the Metro
Cities Fire Authority, created by this agreement pursuant to the Joint Exercise of Powers Act
(Section 6500 et. seq. of the Government Code).
D. "Board" is the governing body of the Authority.
E. "Board Mmember" shall mean the voting Mmember or alternate appointed
by the governing body of each Member Aagency to represent said agency on the Board.
F. "Capital Improvement Project" shall mean the acquisition of any piece of
Communications Equipment or the funding of any Communications Center related project that
requires an expenditure of $30,000.00 or more.
G. "Capital Outlay" shall mean the acquisition of any piece of
Communications Equipment or the funding of any Communications Center related project that
requires an expenditure of $500.00 or more but less than $30,000.00.
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H. "Communications Center" shall mean that portion of any structure or
physical facility that houses Communications Equipment and/or Communications Center Staff.
I. "Communications Equipment" shall mean all electronic equipment,
including telephones, telephone lines, radios, computers and software located within, or connected
to, the Communications Center and utilized for the fire or rescue -related emergency
communications or records management of any of the Parties.
J. "Member" shall mean any public entity that is a M_member upon the
effective date of this Agreement or becomes a Party to this Agreement pursuant to the provisions
of Section 9.1.
K. "Recorded Incident" shall mean any call for service dispatched within the
jurisdiction of a Member's fire department that generates an incident number through any
emergency Communications Facility used by any Mmember during any relevant period prior to
the effective date of this Agreement and through the Communications Center upon the effective
date of this Agreement or at such time as the Communications Center begins operation pursuant
to this Agreement.
L. "Communications Center Staff' or "Staff' shall mean all personnel of the
City of Anaheim performing services related to the operations and maintenance of the Metro Cities
Communication Center, or such agency or individual as may be appointed by the Board to perform
these functions.
M. "Fiscal Year" shall mean the twelve month period commencing July 1 st and
concluding June 30th.
N. "Subscriber Agency" means each of the public agencies that are not
Members of the Joint Powers Authority that wish to contract with Metro Cities Joint Powers
Authority to receive communication services, equipment and related items and contribute to the
cost of operating and administering this Joint Powers Authority by executing a subscriber
agreement in a form approved by the Board.
O. "Treasurer" shall mean the Finance Director of the City of Anaheim, or his
or her designee, who shall hold the office in accordance with Government Code Section 6505.6,
and shall perform the duties as authorized in Section 6505 et seq of the Government Code.
CHAPTER II
SPECIAL CONSIDERATIONS
This chapter establishes the rationale for the provisions relating to funding,
administration and decision making.
2.1 Communications Center
The Metro Cities Fire Authority Communications Center, located at 201 S.
Anaheim Boulevard, Anaheim, CA, was constructed and is owned by the City of Anaheim.
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Ownership of the real property and facility housing the Metro Cities Communications Center will
remain solely the City of Anaheim. The Board may change the location of the Communications
Center.
2.2 Communications Equipment
A. Certain existing communications equipment was acquired through the joint
efforts of the Cities of Anaheim, Fullerton, Garden Grove and Orange and shall be identified as
part of a fixed asset inventory system, which inventory is set forth on Exhibit "A" attached hereto
and incorporated herein by this reference. Joint title to this equipment existing as of the date of
termination or at the end of its useful life shall vest with the Cities of Anaheim, Fullerton, Garden
Grove and Orange and shall be disposed of as outlined in Section 10.2.
B. Certain existing communications equipment was acquired through the joint
efforts of the Cities of Fountain Valley, Huntington Beach and Newport Beach and shall be
identified as part of a fixed asset inventory system, which inventory is set forth on Exhibit `B"
attached hereto and incorporated herein by reference. Joint title to this equipment existing as of
the date of termination or at the end of its useful life shall vest with the Cities of Fountain Valley,
Huntington Beach, and Newport Beach and shall be disposed of as outlined in Section 10.2.
C. Certain existing communications equipment was acquired by the City of
Huntington Beach and shall be identified as part of a fixed asset inventory system, which inventory
is set forth on Exhibit "C" attached hereto and incorporated herein by reference. Title to this
equipment existing as of the date of termination or at the end of its useful life shall vest with the
City of Huntington Beach and shall be disposed of as outlined in Section 10.2.
D. Title to equipment purchased jointly on behalf of the Authority, existing as
of the date of termination or at the end of its useful life, shall vest with the Authority and shall be
disposed of as outlined in Section 10.2. An inventory of such equipment shall be maintained by
the Administrator.
E. After the effective date of this agreement, title to communications
equipment purchased for the Communications Center separately by individual Mmembers of the
Authority shall vest only with those individual M_members contributing to the purchase of said
equipment. Such equipment shall be identified as part of a fixed asset inventory system, which
inventory shall be maintained by the Administrator. Title to this equipment existing as of the date
of termination or at the end of its useful life shall vest with those individuals purchasing said
equipment and shall be disposed of as outlined in Section 10.2
F. The Cities of Anaheim, Fullerton, Garden Grove and Orange previously
funded and installed a CAD/RMS System, the cost of which was $1,298,500.00 (hereinafter
"System") which forms the basis of the communications network. The Cities of Fountain Valley,
Huntington Beach and Newport Beach agree to buy into the CAD/RMS by paying their fair share
of the cost of the System to Metro Cities in equal quarterly payments on July 1, October 1, January
1 and April 1 or the next business day should these days fall on a weekend or holiday, of each
fiscal year over a period of five (5) years commencing July 1, 1996 and concluding June 30, 2001.
The fair share reimbursement cost by the Cities of Fountain Valley, Huntington Beach and
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Newport Beach shall be allocated according to the formula in Section 6.1(a) of this Agreement,
using the recorded incidents of the Metro Cities budget of 1996-1997, which incidents are based
upon incidents occurring during the 1995 calendar year. Reimbursement to the Cities of Anaheim,
Fullerton, Garden Grove and Orange shall be made by Metro Cities based on the amount each city
contributed to the initial purchase of the CAD/RMS System. The Payment and Reimbursement
Schedule is attached hereto as Exhibit "D" and incorporated herein by reference.
G. Title to the System shall remain with the Cities of Anaheim, Fullerton,
Garden Grove and Orange until Fountain Valley, Newport Beach or Huntington Beach pay their
full Fair Share of the cost of the System. At such time as Newport Beach, Huntington Beach or
Fountain Valley pay their full Fair Share of the cost of the System, title to the System shall also
vest in that City. Upon termination of this Agreement, or the end of the useful life of the System,
the System shall be disposed of as provided in Section 10.2.
H. The City of Brea agrees to contribute to the Authority Reserves for
Communication Equipment Fund (Reserves) by paying their Fair Share of the balance of the
Reserves as reported in the "Metro Cities Fire Authority Financial Report For The Quarter Ended
December 31, 2012". The City of Brea will pay their Fair Share costs in one lump sum or in equal
quarterly payments on July 1, October 1, January 1 and April 1 or the next business day should
these days fall on a weekend or holiday, of each fiscal year over a period of five (5) years
commencing on July 1, 2013 and concluding June 30, 2018. The Fair Share contribution by the
City of Brea shall be allocated according to the formula in Section 6.1(a) of this Agreement, using
the recorded incidents of the Authority budget of 2013-2014, which incidents are based upon
incidents occurring during the 2012 calendar year.
CHAPTER III
PURPOSE AND POWERS
3.1 Authority Created
This Agreement creates a Joint Powers Authority known as the Metro Cities Fire
Authority. The Authority is formed pursuant to the provisions of Article 1, Chapter 5, Division 7
of Title I of the Government Code of the State of California (The Joint Exercise of Powers Act).
The Authority shall be considered a public entity separate and apart from the Members. Within
thirty (30) days after the effective date of this Agreement and after any amendment, the Authority
shall cause a notice of such Agreement or amendment to be prepared and filed with the Office of
the California Secretary of State containing the information required by Government Code 6503.5.
3.2 Common Powers
Each Party has the common power to, inter alia:
A. Provide fire protection, fire suppression, fire prevention, emergency
medical, rescue and related services;
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B. Maintain an effective communications and emergency dispatch
system to facilitate and support fire protection, fire suppression, rescue and emergency medical
services;
C. Employ and train personnel to perform emergency equipment
communication and dispatch services, communication facility maintenance and the purchase of
Communications Equipment.
3.3 General Purpose
The primary purpose of this Agreement is to provide for the operation, upgrade,
maintenance and repair of the Communications Center and Communications Equipment. This
Agreement is intended to provide a formal mechanism by which the Authority can fund these
activities to provide the highest possible level of emergency communications services.
3.4 Powers
The Authority through its Board shall have the power, in its own name, to do any
of the following:
A. To jointly exercise the common powers of the Members;
B. To make and enter into contracts, including but not limited to, contracting
with other public agencies for services, equipment and related items to those agencies;
C. To retain the services of fire suppression specialists, emergency
communications consultants, and such other persons with specialized knowledge or ability capable
of assisting the Members in achieving the purposes of this Agreement;
D. To acquire, hold or dispose of property by any lawful means, including,
without limitation, gift, and purchase for sale;
E. To incur debts, liabilities or obligations, subject to the limitations specified
in this Agreement and, to the extent permitted by law, borrow funds on a temporary basis to meet
operational expenses until expected revenue are available;
F. To the extent permitted by law, to enter into equipment lease agreements or
lease -purchase agreements or other financial arrangements extending beyond the current
budgetary cycle, necessary or convenient to the operation of the Authority (hereinafter collectively
"lease") so long as the agreement contains substantially the following provisions:
"The Authority receives its funds on an annual budgetary cycle from its individual
Members. The Authority agrees to use its best efforts to obtain authorization and
appropriation of funds from its individual Members to pay lease payments due under
this Agreement, including, without limitation, the inclusion in its budget request for each
fiscal year during the term of this Agreement a request for adequate funds to meet in full
its obligations hereunder. The Board may terminate this Agreement in the event funds
are not appropriated or appropriations are withdrawn or withheld upon thirty (30) days'
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written notice. Termination under this provision shall not constitute a default or breach.
The Authority shall not be obligated to pay any additional lease payments but shall, after
written notice from Lessor, deliver the Equipment to Lessor or its assignee. Lessor
acknowledges that the individual Members shall not be liable for the debts of the
Authority."
G. The Authority empowers the Board to enter into leases, agreements and
similar transactions that require the Authority to indemnify the person with whom the Board is
contracting, so long as the exposure to liability under such indemnification is approved by the Risk
Manager of Anaheim and by Legal Counsel of the Authority and so long as the maximum exposure
to liability under such transaction does not exceed One Million Dollars ($1,000,000.00).
H. To receive gifts, contributions, grants, and donations of property, funds,
services and other forms of assistance from any person, firm, entity, corporation or public agency;
To sue and be sued in its own name;
J. To apply for any grant or grants offered in conjunction with any Federal,
State or local program that is in any way related to the purpose of this Agreement;
K. To adopt rules, regulations, policies, by-laws and procedures governing the
operation of the Authority;
L. To exercise any other power in the manner and according to the methods
provided by applicable laws, rules or regulations, subject only to the restrictions on the manner of
exercising such powers that may be applicable to the City of Anaheim.
CHAPTER IV
ORGANIZATION
4.1 Membership
The Members of this Authority shall be the public entities which executed this
Agreement or a subsequent amendment and have not withdrawn from, or had membership in the
Authority terminated, as provided in Section 9.2 and Section 9.3.
4.2 Board
A. The Board shall consist of one (1) voting Mmember and one (1) alternate
appointed by the governing body of each Member Aagency.
B. Each Board Mmember shall hold office from the first meeting of the Board
after appointment and shall serve at the pleasure of their appointing authority.
C. A Board Mmember or alternate shall not receive compensation, but may be
reimbursed by the Authority for expenses reasonably incurred while performing duties required
by this Agreement, and as further specified and limited by resolution of the Board.
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4.3 Principal Office
The principal office of the Authority shall be 201 South Anaheim Boulevard, Suite
302 in the City of Anaheim, County of Orange. The Board has the full power and authority to
change the principal office from one location to another within the County of Orange.
4.4 Meetings
The Board shall meet at the principal office of the Authority, or at such other place
as may be designated by the Board. The time and place of regular meetings of the Board shall be
determined by resolution. Regular, adjourned and special meetings of the Board shall be called,
noticed and conducted in accordance with the Ralph M. Brown Act or other relevant open meeting
law.
4.5 Quorum
A majority of the Board (or the alternate for any absent voting Mmember) shall
constitute a quorum for the purpose of transacting business relating to the Authority, subject to the
provisions of Sections 7.1 and 7.5.
4.6 Powers and Limitations
All of the powers of the Authority are reserved to it and may be exercised by the
Board, unless otherwise limited by law. Each Board Mmember, or alternate in the absence of any
voting Mmember, shall be entitled to one vote and, except as expressly provided in this Agreement,
including Sections 7.1 and 7.5, the affirmative vote of the majority of those present and qualified
shall effect adoption of any motion, resolution, order or action the Board deems appropriate.
4.7 Minutes
The secretary of the Authority shall provide notice of, prepare and post agendas for,
and keep minutes of, each regular, adjourned and special meeting of the Board. The secretary shall
send a copy of the minutes to each Board Mmember and otherwise perform the duties necessary
to ensure compliance with provisions of law including, without limitations, any applicable "open
meeting law" such as the Ralph M. Brown Act.
4.8 Rules
The Board may adopt rules and regulations for the conduct of its affairs that are not
in conflict with this Agreement.
4.9 Officers
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The Board shall select a chairperson and vice chairperson from its Mmembers and
shall appoint a secretary who may, but need not, be a Mmember of the Board. The Finance
Director of the City of Anaheim shall hold the office of Treasurer and auditor, in accordance with
Government Code Section 6505.6, and shall perform the duties as authorized in Section 6505 et
seq of the Government Code. The Treasurer shall cause an independent audit to be made by a
Certified Public Accountant in compliance with Section 6505 of the Government Code. The
Certified Public Accountant shall be annually appointed by the Board. The Treasurer shall keep
all revenues of the Authority in a separate account, and, if available, an interest bearing account,
and otherwise perform the duties and responsibilities of that office as specified in Sections 6505
et seq. of the Government Code. Any surplus funds not immediately needed may be invested in
accordance with the investment policy annually adopted by the Board, as required by Government
Code Section 53646, and consistent with Government Code Sections 53601, 53635, 16429.1 and
53684, as may be amended. The chairperson, vice chairperson and secretary shall hold office for
a period of one year, or until a successor is appointed. The Board shall reorganize annually at its
first meeting of the new fiscal year.
4.10 Bond
The Treasurer, auditor and such other persons who may have access to, or handle,
any revenue of the Authority shall be required to file an official bond in an amount determined by
the Board and consistent with the provisions of Section 6505.1 of the Government Code. This
bonding requirement shall be satisfied if an existing bond is extended to cover the duties required
by this Agreement. The costs of complying with the requirements of this Section shall be
considered an administrative expense of the Authority.
4.11 Status of Officers and Employees
In accordance with the Joint Exercise of Powers Act, all of the privileges and
immunities from liability, exemptions from laws, ordinances and rules, and all pension, relief,
disability, workers compensation and other benefits which apply to the activities of officers,
agents, or employees of any of the Member's agency when performing their respective duties or
functions for that agency, shall apply to each of them to the same degree and extent while engaged
in the performance of any activity, function or duty pursuant to this Agreement.
4.12 Fair Political Practices Act
The Mmembers of the Board and alternates shall be considered public officials
within the meaning of the Fair Political Practices Act of 1974, as amended, and its regulations, for
the purposes of financial disclosure, conflict of interest and other requirements of such Act and
regulations, subject to contrary opinion or written advice of the California Fair Political Practices
Commission.
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C 14APTFR V
BASIC SERVICES
5.1 Communications Center - Operations
A. The Communications Center shall be maintained and operated by the
Authority, pursuant to this Agreement, for the use and benefit of all Members. The
Communications Manager, or equivalent position, of the City of Anaheim shall be the
Administrator of the Communications Center so long as Anaheim operates and administers the
Communications Center.
B. To provide for such maintenance and operations, the City of Anaheim will,
through use of City of Anaheim employees, provide all services required to operate, maintain and
administer the Communications Center. The Authority shall pay the actual costs of such operation
and administration, plus an administrative overhead fee. The costs of such operation and
administration, including administrative overhead, shall be borne by each Member according to
its fair share percentage as determined pursuant to Section 6.1 hereof.
C. The Board is empowered to develop policy to establish the service levels
for the Communications Center operation and maintenance.
D. Communications Center employees shall be governed by the same
personnel rules, regulations, Memoranda of Understanding, administrative regulations and other
related matters as apply to other employees of the City of Anaheim. Recruitment, position
classifications and descriptions, hiring, discipline, promotion, and other employee -related
functions shall be determined solely by the City of Anaheim.
E. Anaheim will determine the procedures and standards of selection for
employment and promotion, direct its employees, take disciplinary action, relieve its employees
from duty for legitimate reasons, maintain the efficiency of communications operations, determine
the methods, means and personnel by which it will meet the service levels established by the
Authority.
F. Anaheim may elect to discontinue providing services for the operation and
administration of the Communications Center by giving notice of such election in writing to the
Board a minimum of six (6) months prior to such cessation. In the event of such discontinuance
by Anaheim, the Board may appoint another Member as the administrator or contract with another
provider of such services. Should Anaheim's services as operator and administrator of the
Communications Center terminate, use of the City of Anaheim's facilities shall also terminate
unless a separate use/rental agreement is approved. Anaheim's election to discontinue providing
services set forth herein does not constitute Withdrawal from the Authority.
G. The Board may elect to terminate Anaheim's services as operator and
administrator of the Communications Center by giving notice of such election in writing to
Anaheim a minimum of six (6) months prior to the date of such termination. In the event of such
termination, the Board may appoint another Member as the administrator or contract with another
provider of such services. Such termination of Anaheim's services does not in and of itself
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constitute either Withdrawal or Termination of Anaheim from the Authority. Should Anaheim's
services as operator and administrator be terminated by the Board, use of the City of Anaheim's
facilities shall also terminate unless a separate rental/use agreement is approved.
H. Each Member acknowledges that the City of Anaheim owns the property
(land and facility) on which the Communications Center is situated at the time of the formation of
the Authority. Rental costs, depreciation and other factors relating to use of this property are not
currently included in either the administrative overhead fee or the costs of services provided by
Anaheim.
5.2 Maintenance of Equipment
A. The Authority through its Board shall maintain and repair all
Communications Equipment, including, without limitation, telephones, radios, computers,
hardware, software, electrical systems and all related mechanical devices or facilities other than
equipment which Members are required to install pursuant to provisions of Subsection C.
B. The Authority through its Board shall purchase new or used
Communications Equipment as necessary to replace existing equipment or upon a determination
by the Board that new or additional Communications Equipment will facilitate emergency
communications.
C. As a condition to receiving emergency communications services, each
Member shall install and maintain, the following equipment in each fire station, rescue facility, or
related mobile unit as maintained by the Member:
1. A station direct telephone line and with handset or -i .,main, at the
r,,,,-.mun ,.ations Gente,- o an-pefsen-al Alpha/Numeric pager or wireless device for each unit.
2. A station vocal or paging line and speaker originating at the
Communications Center.
3. A minimum of two emergency telephone reporting trunk lines
terminating at the Communications Center.
4. One mobile data computer terminal or status message device in each
operating fire company or rescue unit.
5. Other equipment which the Board determines to be necessary to
maintain an effective communications network.
Each Member shall pay the costs of installing, maintaining and repairing the
Communications Equipment it is required to provide pursuant to this Paragraph. All maintenance
and repair of hardware and Communications Equipment which are physically connected to the
Communications Center shall be coordinated through the Communications Center Management.
D. Subject to prior Board approval, any Member may install special
Communications Equipment or extra telephonic equipment provided the installing Member pays
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all the equipment and installation costs. The Board may approve Member's requests for installation
of special equipment only on a finding that neither the Authority nor any Member will incur any
additional cost and that installation of the equipment will have no adverse impact on emergency
communication capability.
E. Each Member shall provide the Authority through the Administrator with
mapping and related emergency dispatching information necessary for the efficient deployment of
fire units and manpower. Each Member shall continually update mapping and deployment
information and provide this information to the Authority through the Administrator and each
Member as appropriate.
F. Each Member shall be responsible to provide a back-up emergency dispatch
system to provide alternative emergency communication services within that Member's
jurisdiction in the event Communications Center systems at the Communications Center are
disabled or inoperative.
5.3 Services To and Reimbursement From Subscriber Agencies
A. Public entities in Orange County may receive communication services,
equipment and other items (hereinafter "communication services") from this Authority by
executing a Subscription Agreement in the form approved by the Board and by paying the annual
fee and/or other costs, as determined by the Board. Agencies which desire to participate as
Subscriber Agencies must sign the Subscription Agreement prior to receiving services or sharing
equipment or other items, and must pay their fee by July 30 of the fiscal year for which subscription
is desired. Subscription Agreements shall renew automatically from year to year unless otherwise
specified in the Agreement. Agencies which subscribe for an entire fiscal year may, at their option,
elect to pay their fee in four equal installments due and owing on or before July 30, October 1,
January 1 and April 1. Agencies which choose to become Subscriber Agencies after the
commencement of the fiscal year must sign the Subscription Agreement and pay the full amount
of the fee prior to seeking services. Fees for subsequent fiscal years, may be revised by the Board.
B. The Board may terminate any or all Subscription Agreements by giving the
affected Agency or Agencies ninety (90) days prior written notice.
C. Revenue from Subscriber Agencies shall be allocated as directed by the
Board.
CHAPTER VI
FUNDING AND ADMINISTRATION
6.1 Funding
Each Member shall pay a portion of the costs incurred by the Authority in providing
the services described in Section 5.1. Each Member's share of the costs incurred by the Authority
shall be based upon that Member's "fair share percentage" which shall be determined in accordance
with the provisions of this Section. The number of Recorded Incidents attributable to each Member
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represents the most equitable basis for determining that Member's share of the costs incurred by
the Authority.
A. The contribution of each Member shall be based upon the number of
Recorded Incidents attributable to each Member within their own jurisdiction, divided by the
Recorded Incidents attributable to all Members, during the calendar year preceding the fiscal year
for which that Member's fair share percentage is being calculated. Once determined for any fiscal
year, the Member's fair share percentage shall remain unchanged. The following is the formula
pursuant to which the fair share percentage will be calculated:
RECORDED INCIDENTS
ATTRIBUTABLE TO A MEMBER (DIVIDED BY)
RECORDED INCIDENTS
ATTRIBUTABLE TO ALL MEMBERS (EQUALS)
MEMBERS FAIR SHARE PERCENTAGE
B. Each Member's contribution to the budget shall be determined by
multiplying that Member's fair share percentage by the amount of the budget or budgetary
component.
C. The Administrator, or his or her designee, shall invoice each Member
Aagency that agency's total fair share percentage of the budget in accordance with a payment
schedule set by Resolution of the Board.
D. Final year-end adjustments of Members' costs representing the difference
between estimated annual expenditures and actual annual expenditures shall be calculated by no
later than the last day of January the fills* juaftfr of the following fiscal year or after certification
of the annual audit whichever occurs first. If a Member A_agency wishes such credits to be either
paid to each Member Aagency or credited to that Member aAgency's Member Specific
Communications Equipment replacement component fund as outlined in Section 7.2.A.5, that
Member's representative on the Board shall notify the Treasurer of such election by no later than
the last day of Januga.September- 20 of the following fiscal year.
If no Member A_agency has made such an election by the last day of January
Septe , be of the following fiscal year, the Treasurer shall deposit all year-end credits into the
Communications Equipment capital reserve account by the last day of January of the following
fiscal ear September- 30, as outlined in Section 7.2.A.4.
If any Member aAgency by the last day of January 8eptefnber-9 of the following
fiscal year elects either payment of the year-end credit or deposit of such credit into its Member
Specific Communications Equipment replacement component, the remaining Members shall either
be paid the year-end credit or elect to deposit the credit into their Member Specific
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Communications Equipment replacement component in accordance with policies and procedures
established by Resolution of the Board.
6.2 Administrative Services
A. Anaheim shall provide the Administrative Services required for operation
of the Communications Center, and management and administration of the personnel within, for
an administrative fee of twelve percent (12%) of the Communications Center operations and
capital outlay and the Member specific communications operations components of the budget, as
outlined in Sections 7.1.A.1 and 7. LA.2. Administrative Services includes, but is not limited to
general accounting of funds received and disbursed, preparation of invoices to Members,
preparation of documents relative to any grant program, routine legal counsel and services from
various departments within the City of Anaheim as may be necessary from time to time, including
but not limited to Human Resources and Labor Management Departments, Finance Department,
Purchasing, and such other functions as may be required by this Agreement or the provisions of
any law including, without limitation, the Joint Exercise of Powers Act.
B. Anaheim's City Attorney's Office will serve as general counsel to the
Authority to provide routine legal counsel services required from time to time. Extraordinary legal
services (for example, Anaheim's time and expense or the expense for outside counsel in
connection with a lawsuit against the Authority, its officers, agents, employees, representatives
and volunteers providing services to the Authority) constitute additional expenses and are not
covered by the administrative overhead.
6.3 Emergency Repairs
In the event the Communications Center or Communications Equipment suffers
damage which interferes with emergency communications services and requires emergency
repairs, the Administrator is authorized without prior Board approval to expend the funds to have
the necessary emergency repairs made so that services are resumed as soon as possible. Prior
Board approval shall be obtained whenever practical.
6.4 Capital Improvements -Funding
In the event the Communications Center or Communications Equipment suffers
damage and the cost of repairs exceeds sums designated for repair in that component of the budget
and any reserve fund, the Administrator shall promptly solicit bids for the repair of damage from
at least three (3) responsible firms. The Administrator shall then present said bids to the Board to
award the contract to the lowest responsible bidder and to direct the accepted responsible bidder
to make the repairs as soon as possible. Expenditures shall be approved in accordance with Section
7.213, approval of which shall require the positive consent of the number of M_member agencies
necessary to represent a minimum of Fifty -One Percent (51 %) of the fair share participation in the
Authority. Each Member shall pay its estimated fair share percentage of the repairs within 30 days
after the award of the contract.
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CHAPTER VII
BUDGETARY PROVISIONS
7.1 Annual Budget
The Board shall adopt an annual budget pursuant to this Agreement and procedures
adopted by the Board.
A. A preliminary draft of the budget shall be presented to the Members by the
last business day in January of each year for their review. Said budget shall be submitted to the
Board for consideration and adoption. Budget adoption shall require positive consent of the
number of Board Mmembers necessary to represent a minimum of Fifty -One Percent (51 %) of the
fair share participation in the Authority.
7.2 Special Budgetary Consideration
A. The budget adopted by the Board shall include but not be limited to:
1. A Communications Center operations and capital outlay
component, which shall provide for the personnel, maintenance and operations support, and capital
acquisitions necessary for the joint operation of the Communications Center as described in
Section 5.1 and 5.2.
2. A Member(s) specific communications operations component,
which shall provide for the maintenance and operation of the Member specific Communications
Equipment described in Section 5.2 (C). A Board Mmember may make deposits to and request
disbursements from this component, in accordance with the written policies and/or procedures of
the Board.
3. A Capital Improvement Project component, which shall provide for
the acquisition or replacement of major Communications Equipment items or fund major
Communications Center related projects.
4. A Communications Equipment capital reserve component, which
shall be deposited into a common designated reserve account designed to defray future
replacement costs of major components of the Communications Equipment.
5. A Member(s) specific Communications Equipment replacement
component, which shall be deposited into a Member specific designated reserve account designed
to defray future replacement costs of Member specific Communications Equipment. A Board
Mmember may make deposits to and request disbursements from this component, in accordance
with the written policies and/or procedures of the Board.
6. If the Board elects to establish a liability reserve fund component as
provided for in Chapter VIII, the amount of the fund, and the amount of annual contribution to the
fund, shall be those amounts established by the Board.
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B. Except as provided in Section 6.3, the contributions of Members shall be
used to defray the costs and expenses associated with the budget. Special assessment(s) that do not
exceed ten percent (10%) of the annual budget may be made by the Board through a budgetary
amendment. Special assessments that exceed ten percent (10%) of the annual budget maybe levied
by the Board provided that prior approval of the legislative body of each Member is first obtained.
C. Each Member's annual contribution to the budget shall be determined by
adding the following:
(i) Communications Center operations component, less the amount
identified in the City of Anaheim budget for facility rental, multiplied by that Member's fair share
percentage;
(ii) That portion of the Member's Specific Operations Component
attributable to that Member's specific Communications Equipment;
(iii) The Capital Improvement Project component multiplied by that
Member's fair share percentage;
(iv) A Communications Equipment Capital reserve component
multiplied by that Member's fair share percentage;
(v) That portion of the Member's specific Communications Equipment
replacement component attributable to that Member;
(vi) That Member's share of the administrative expenses which shall be
calculated by multiplying the amount of reimbursement by that Member's share of the
communications operations and Member specific operations component of the budget; and
(vii) The cost of risk financing, as provided for in Section 8.2, multiplied
by that Member's fair share percentage.
7.3 Disbursements
The Treasurer shall draw checks in accordance with policies and/or procedures
established by Resolution of the Board. A summation of such payments shall be presented to the
Board as part of the Treasurer's quarterly report.
7.4 Accounts
All funds shall be placed in accounts and the receipt, transfer or disbursement of
funds during the term of this Agreement shall be accounted for, in accordance with generally
accepted accounting principles applicable to governmental entities. There shall be strict
accountability for all funds. All interest earnings, revenues and expenditures shall be reported
quarterly to the Board.
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7.5 Expenditures Within Approved Annual Budget
All expenditures shall be within the limitations of the approved annual budget or as
amended by the Board. Amendments to the approved annual budget shall require positive consent
of the number of Mmember agencies necessary to represent a minimum of Fifty -One Percent
(51 %) of the fair share participation in the Authority.
CHAPTER VIII
LIABILITY/INSURANCE
8.1 Liabilities
The debts, liabilities and obligations of the Authority shall not be considered the
debts, liabilities or obligations of any Member, except as otherwise provided in this Chapter.
8.2 Indemnification/Hold Harmless
A. The Authority shall defend, indemnify and hold harmless each Member, its
officers, agents, employees, representatives and volunteers from and against any loss, injury,
damage, claim, lawsuit, liability, expense, or damages of any kind or nature arising out of or in
connection with the performance of services pursuant to this Agreement. The Authority shall
finance its obligation pursuant to this Subsection by establishing a liability reserve fund, by
purchasing commercial insurance, by joining a joint powers insurance authority (JPIA), and/or by
requiring that assessments be paid by each Member pursuant to this Subsection. In the event that
the Authority's financial obligations to indemnify, defend and hold harmless, pursuant to this
Subsection, exceed the liability reserve fund and the proceeds from any applicable insurance or
JPIA coverage maintained by the Authority (hereinafter "Unfunded Liability"), each Member
hereby agrees to indemnify and hold harmless the Authority for such deficiency in accordance
with the following: In the event an Unfunded Liability arises, the contribution of each Member
shall be in an amount equal to the total Unfunded Liability multiplied by that Mmember's
percentage of the budget as specified in Section 6.1.
B. The Authority, its officers, agents, contractors, employees, representatives,
Staff, and volunteers (hereinafter, for the purposes of Subsection 8.2.13 and 8.3, collectively
referred to as "Emergency Dispatchers"), shall not be liable, in any manner, to any Member, or to
an officer, official, or employee of any Member, for any loss, injury, damage, claim, lawsuit,
liability, expense, or damages which may be incurred by, or brought against a Member which is
providing any type of emergency response service undertaken by any Member pursuant to a call,
dispatch, or instruction (by whatever name called) issued by, or on behalf of, the Emergency
Dispatcher, regardless of whether or not such liability may have arisen, in whole or in part, by the
negligent acts, conduct, or omissions of one or more of the Emergency Dispatchers.
C. Each Member shall assign to the Authority its rights, title, and interest to
recover damages from any third party, to the extent that the Authority has met its obligations to
such Member pursuant to this Section 8.2.
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D. Should any Member utilize the Communications Center for its own
individual purposes, outside the scope of the Authority, such Member shall indemnify, defend, and
hold harmless the Authority and other Members from all claims, demands, actions, liability, or
damages of any kind or nature, arising out of such use.
E. No provision of this Agreement shall be construed as to require any party
to obtain or maintain liability or other insurance coverage not otherwise required by law.
8.3 Waiver
Except as provided in Section 8.2, each Member waives and gives up any claim
against, or right to sue, the Authority, or its respective officers, employees, Staff, agents,
contractors, representatives or volunteers for any loss, damage or injury that arises out of, or is any
way related to, such Member providing any type of emergency response service pursuant to a call,
dispatch, or instruction issued by, or on behalf of, the Emergency Dispatcher, regardless of whether
or not such liability may have arisen, in whole or in part, by the negligent acts, conduct or
omissions of one or more of the Emergency Dispatchers. This waiver extends to liability for bodily
injury or property damage that may be sustained by any Member or its officers, employees,
contractors, or agents, and which was proximately caused, in whole or in part, by the negligent act,
conduct or omission of the Authority, its respective officers, employees, Staff agents, contractors,
representatives or volunteers. However, this waiver does not extend to bodily injury or property
damage caused by an unlawful, fraudulent or willful act or omission of the Authority or its officers
or employees.
CHAPTER IX
ADMISSION AND WITHDRAWAL OF MEMBERS
9.1 New Members
Public entities may become
conditions as may be specified by the Board.
by the Board at the time of application.
9.2 Withdrawal
Members in the Authority upon such terms and
New Members shall pay a surcharge to be determined
A Member may withdraw from the Authority at the end of any fiscal year and
terminate its rights and obligations pursuant to this Agreement by giving written notice of its
intention to terminate to the secretary of the Board no later than December 31 prior to the
termination of the fiscal year in which the Member intends to withdraw. The written notice shall
be accompanied by a resolution or minute order of the legislative body of the Member specifying
its intent to withdraw from the Authority. Withdrawal of a Member, however, shall not relieve
the withdrawing Member of its proportionate share of any debts or other liabilities incurred by the
Authority prior to the effective date of such withdrawal, or any liabilities imposed upon or incurred
by the Member pursuant to this Agreement prior to the effective date of such withdrawal, and such
withdrawal shall result in the forfeiture of all rights and claims of the withdrawing Member to any
repayment of contributions or advances or other distribution of funds or property after withdrawal,
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including distribution in the event of termination of the Authority, except Member Specific
Communication Equipment, provided the withdrawing Member pays all costs of removal.
9.3 Breach
The Board shall have the authority to terminate the mMembership of any Member
in the event the Member materially breaches its duties pursuant to this Agreement. For the
purposes of this Section, the term "material breach" shall include, without limitation, a failure to
fund the budget in accordance with the Chapter VI, the failure to make any contribution or pay
any assessment when due, and the failure to defend or indemnify other Members as required in
Chapter VIII. The Board shall give the Member notice of the breach and the right to cure the
breach within thirty (30) days of the notice. In the event the Member fails to cure the breach within
thirty (30) days, the Board shall have the right to immediately terminate the mMembership.
Termination of the mMembership of a Member for breach shall not relieve the terminated Member
of its proportionate share of any debts or other liabilities incurred by the Authority prior to the
effective date of such termination, or any liabilities imposed upon or incurred by the Member
pursuant to this Agreement prior to the effective date of such termination. However, such
termination shall result in the forfeiture of all rights and claims of the terminated Member to any
repayment of contributions or advances or other distribution of funds or property after termination,
including distribution in the event of termination of the Authority, except Member Specific
Communication Equipment, provided the terminating Member pays all costs of removal.
9.4 Penalties
Notwithstanding Section 9.3, and without waiving any other remedies available by
law or through this Agreement, the Board shall adopt policies and procedures imposing penalties
for failure of any Member to pay any amounts due under this Agreement.
CHAPTER X
TERMINATION AND DISPOSITION OF ASSETS
10.1 Termination
The Authority shall continue to exercise the joint power specified in this Agreement
until termination of this Agreement. This Agreement shall terminate if six (6) or more Members
give the Authority written notice of their intention to withdraw as specified in Section 9.2 or if the
Members mutually agree to terminate this Agreement. No termination of the Authority shall occur
until all of its debts, liabilities, and obligations and other evidence of indebtedness are paid or
adequate provision for such payment is made in accordance with the resolution of the Authority.
No termination of the Authority shall occur which is contrary to the language, spirit or intent of
any contract or agreement entered into by the Authority with the U.S., the State of California, or
any department, administration or agency of either.
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10.2 Distribution of Property
A. All capital equipment purchased as part of this Agreement, shall be assigned
an "operating life" by the Board. The Board shall also designate equipment which is critical or
non-critical to the operation of the facilities. Upon termination of this Agreement, all capital
equipment either functioning within its operating life or beyond, shall be appraised by an
independent appraiser and equipment designated as critical may be purchased first by the City of
Anaheim and then by any Member aAgency who is interested and who, having submitted a sealed
bid, is the highest bidder. Such sealed bid shall not be lower than the appraised value. Non-critical
capital equipment may be purchased by any Member A_agency based on procedures adopted by
the Board. Capital equipment not purchased by Member agencies, shall be sold to the public at
appraised value or at public auction. The proceeds of all sales shall be paid to each Member
pursuant to their fair share percentage as determined for the most recent fiscal year.
B. Upon termination of this Agreement, all capital equipment purchased prior
to this Agreement, as specified in Section 2.2.A through 2.2.17 shall be returned to the Member or
Members holding title to the equipment.
C. In the event of termination of the Authority, any remaining funds, property
or other assets of the Authority, following discharge of all debts, liabilities and obligations of the
Authority, shall be distributed to the Members for any un -reimbursed advances, contributions, or
in -lieu contributions made or given to the Authority by such Members, and distributed to all
Members on the same basis as the annual distributions to Members under this Agreement.
CHAPTER XI
MISCELLANEOUS
11.1 Amendments
Except for Sections 6.2, 7.1, 7.5, 8.2 and 8.3, this Agreement may be amended with
the approval of a majority of the Members. Amendments to Sections 6.2, 7.1 and 7.5 shall require
positive consent of the number of Members necessary to represent a minimum of Fifty -One
Percent (51%) of the fair share percentage as determined for the most recent fiscal year in the
Authority. Amendments to Sections 8.2, 8.3 and 11.1 shall require the unanimous consent of the
Members. No amendments to this Agreement may be made which would adversely affect the
interests of the owner of bonds, letters of credit, or other financial obligations of the Authority.
11.2 Notice
Any notice or instrument required to be given or delivered pursuant to this
Agreement shall be deemed given when personally delivered to the Member or the Authority, or
deposited in the United States mail, first class postage pre -paid, and properly addressed to the
principal office of the Member or the Authority.
11.3 Partial Invalidity
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If one or more of the Chapters, Sections, paragraphs or provisions of this
Agreement is determined to be invalid or unenforceable by a court of competent jurisdiction, each
and all of the remaining Chapters, Sections and paragraphs shall not be affected and shall continue
to be valid and enforceable to the fullest extent permitted by law, provided, the remaining Sections
or provisions can be construed in substance to constitute the Agreement the Parties intended in the
first instance.
11.4 Counterparts.
This Agreement may be executed in any number of counterparts, each of which
shall be deemed to be an original, but all of which together shall constitute but one and the same
instrument.
[Signatures appear on the following pages]
15-46
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed
unattested by their duly authorized officers, and to have their official seals affixed hereto as of the
date first stated above.
Dated:
CITY OF ANAHEIM
LM
ATTEST: APPROVED AS TO FORM:
By: By:
CITY CLERK CITY ATTORNEY
Dated: CITY OF BREA
ATTEST:
1-2
CITY CLERK
LM
uE • C
APPROVED AS TO FORM:
CITY ATTORNEY
15-47
Dated:
ATTEST:
CITY CLERK
Dated:
ATTEST:
CITY CLERK
CITY OF FOUNTAIN VALLEY
MAYOR
APPROVED AS TO FORM:
IN
CITY ATTORNEY
CITY OF FULLERTON
MAYOR
APPROVED AS TO FORM:
IIn
CITY ATTORNEY
15-48
Dated:
CITY OF HUNTINGTON BEACH
W •:
ATTEST: APPROVED AS TO FORM:
By: By:
CITY CLERK CITY ATTORNEY
15-49
Dated:
ATTEST:
CITY CLERK
Dated:
ATTEST:
Rm
CITY CLERK
CITY OF NEWPORT BEACH
I:
MAYOR
APPROVED AS TO FORM:
Lo
CITY ATTORNEY
CITY OF ORANGE
In
MAYOR
APPROVED AS TO FORM:
CITY ATTORNEY
15-50