HomeMy WebLinkAbout11 - Second Amendment to Joint Powers Agreement for the Metro Cities Fire AuthorityJune 27, 2000
Agenda Item 11
CITY OF NEWPORT BEACH
OFFICE OF THE CITY MANAGER
TO: Mayor and City Council I ,
FROM: Sharon Wood, Assistant City Manager
SUBJECT: Second Amendment to Joint Powers Agreement for the Metro Cities
Fire Authority
Recommendation
Approve and authorize the Mayor to sign the amended agreement.
Background
Newport Beach is a member of the Metro Cities Fire Authority, which provides fire and
emergency medical dispatch service for seven cities in Orange County. Since the
Authority was formed in 1996, its board has found some aspects of the Joint Powers
Agreement that limit the ability of the Authority to conduct business in a manner that is
commonly available to public agencies. The attached agreement shows amendments that
are proposed to allow the Authority to take additional actions on its own without seeking
prior approval of each city council, and to streamline some of the Authority's procedures.
Discussion
The most significant change is giving the board the ability to enter into long -term lease
and lease - purchase agreements (Page 10, Paragraph F). The Authority has needed to
replace and update some computer hardware during the past year to maintain safety
standards, and was able to do so in a timely fashion only because equipment reserves
were sufficient. The Authority is currently in the midst of a strategic and technology
planning effort, and believes that lease - purchase agreements will be a necessary tool to
provide equipment upgrades that will be needed over time in an orderly fashion. This
proposed amendment does not allow the board to contract for equipment or services for
which there are no funds in the current fiscal year budget, and requires that funds be
requested from the individual city councils for each subsequent year's payment.
The proposed amendment also empowers the board to enter into leases and other
agreements that require the Authority to indemnify the other party (Page 10, Paragraph
G). This provision is to address situations such as the lease of the Sierra Peak tower site
from Orange County. Because the County requires indemnification, and Metro Cities
does not have the authority to indemnify, this fairly routine matter had to be approved by
each member's city council.
The board has discussed the possibility of Metro Cities providing services to non - member
agencies as a means of raising revenue. A new paragraph 5.3 is added on page 19 to
provide make this possible.
The current agreement's provision for the disposition of year -end credits is very
cumbersome. It requires that these funds be returned to each city, unless the board
unanimously decides to deposit them into the communications equipment capital reserve.
The amount of money involved is not significant, and all the member cities prefer to
deposit their credits into the reserve, but it is difficult to schedule a meeting at which all
member agencies can be present to take the required unanimous action. The amendment
of paragraph D on page 22 provides that the credits will go to the capital reserve, unless
member agencies notify the Treasurer that they wish a different disposition.
Another issue that arose with the recent need to upgrade equipment is the ability of the
board to approve special assessments of Authority members. Although the necessary
equipment could be purchased within budget this time, the board recognized that there
could be occasions when a purchase needs to be made sooner than individual city council
action would allow. The proposed amendment to deal with this issue is to give the board
authority to approve special assessments that do not exceed 10% of Metro Cities' annual
budget.
There are several other minor amendments to the agreement for the sake of clarity and
consistency. The attached agreement is a "red- lined" version that shows all the proposed
changes lined out and in bold print.
The City Attorney reviewed the proposed amendment in draft form, and his comments
have been incorporated into the final draft.
N
METRO CITIES FIRE AUTHORITY
SECOND AMENDED
JOINT POWERS AGREEMENT
"RED -LINED VERSION"
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Metro Cities Fire Authority
SECONDPI41S' NDED
JOINT POWERS AGREEMENT
This Second [-F-iEst] Amended Joint Powers Agreement:,
dated for purpose of identification the day of
2000 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
Fountain Valley ( "Fountain Valley ");
C.
City
of
Fullerton ( "Fullerton ");
D.
City
of
Garden Grove ( "Garden Grove ");
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 faire
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 bay
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
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to reflect the extent to which the Parties utilize the emergency
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Communications Equipment and staff.
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D. The Parties have determined that joint use of a
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central communications network and record keeping system is also
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intended to foster cooperation among the Parties in the form of
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a separate written automatic aid agreement to consider the
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provision of emergency services by the closest available unit
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and to serve as a vehicle for evaluating other opportunities for
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joint operations.
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E. The Parties each have the power and authority to
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perform, and contract with one another pursuant to the Joint
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Exercise of Powers Act (Section 6500 et. seq. of the Government
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Code) for the performance of the duties and functions that form
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the basis of this Agreement.
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F. The Parties have the power to contract with other
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agencies for communications services, equipment and related
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items.
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G. The Parties entered into the initial Joint Powers
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Agreement on the 1st day of July, 1996. The First Amended Joint
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Powers Agreement is dated June 23, 1997. The Parties wish to
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further amend said Agreement in its entirety through this Second
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Amended Agreement.
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THE PARTIES AGREE AS FOLLOWS:
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CHAPTER I
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DEFINITIONS
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1.1 Definitions
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For the purpose of this Agreement, the words or terms
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specified in this Chapter shall have the following meanings:
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A. "Administrator" shall mean the Communications
Manager or equivalent position of the City of Anaheim.
B. "Authority" shall mean the Joint Powers Authority
known as the Metro Cities Fire Authority, created by this
I agreement pursuant to the Joint Exercise of Powers Act (Section
1 6500 et. seq. of the Government Code).
C. "Board" is the governing body of the Authority.
D. "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.
E. "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.
F. "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.
G. "Communications Center" shall mean that port=ion
of any structure or physical facility that houses Communications
Equipment and /or Communications Center Staff.
H. "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.
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I. "Member" shall mean any public entity that is a
member upon the effective date of this Agreement or becomes a
Party to this Agreement pursuant to the provisions of Section
1 9.1.
J. "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.
K. "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.
L. "Fiscal Year" shall mean the twelve month period
commencing July 1st and concluding June 30th.
M. "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.
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CHAPTER II
SPECIAL CONSIDERATIONS
This section 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. 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
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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 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
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
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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 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 /RME'
System. The Payment and Reimbursement Schedule is attached
hereto as Exhibit "D" and incorporated herein by reference.
1. 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
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the useful life of the System, the System shall be disposed of
as provided in Section 10.2.
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;
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.
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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 forma]. 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:
Members;
A. To jointly exercise the common powers of the
B. To make and enter into contracts, including but
not limited to, contracting with other public agencies for [4-G-
qEevide
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
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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' 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
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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;
I. 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 member
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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 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 member) shall constitute a quorum for the purpose
of transacting business relating to the Authority, subject to
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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. [@xGept te the extent 99 pqwe,�s nfe e t-1;e -PeaLeel
-Pu-r- a t ^ this A effe ] 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 of the majority cf
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 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 treasurer of
the City of Anaheim shall hold the office of treasurer and
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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 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.
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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 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 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,
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employees, provide all services required to operate, maintain
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and administer the Communications Center. The Authority shall
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pay the actual costs of such operation and administration, plus
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an administrative overhead fee. The costs of such operation and
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administration, including administrative overhead, shall be
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borne by each Member according to its fair share percentage as
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determined pursuant to Section 6.1 hereof.
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C. The Board [-A�at4ieTrirtj�] is empowered to develop
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policy to establish the service levels for the Communications
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Center operation and maintenance.
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D. Communications Center employees shall be governed
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by the same personnel rules, regulations, Memoranda of
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Understanding, administrative regulations and other related
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matters as apply to other employees of the City of Anaheim.
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Recruitment, position classifications and descriptions, hiring,
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discipline, promotion, and other employee - related functions
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shall be determined solely by the City of Anaheim.
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E. Anaheim will determine the procedures and
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standards of selection for employment and promotion, direct its
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employees, take disciplinary action, relieve its employees from
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duty for legitimate reasons, maintain the efficiency of
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communications operations, determine the methods, means and
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personnel by which it will meet the service levels established
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by the Authority.
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F. Anaheim may elect to discontinue providing
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services for the operation and administration of the
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Communications Center by giving notice of such election in
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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 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
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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 with handset
originating at the Communications Center or a personal
Alpha /Numeric pager for each unit.
2. A station vocal or paging line and speaker
�j 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
11 message device in each operating fire company or rescue unit.
5. Other equipment which the Board determines
11 to be necessary to maintain an effective communications network.
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Each Member shall pay the cost: 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 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
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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
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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 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, 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
l 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.
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paid by or credited to ph Member no laici than �izc�iya3 t,,�
-member may deposit year end eredits fea� in
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-year -end ue ed its for his /heE Hember ageney 4:n their Member
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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 the first quarter of the
following fiscal year. 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 September 20 of the following
fiscal year.
If no Member agency has made such an election by
September 20 of the following fiscal year, the Treasurer shall
deposit all year -end credits into the Communications Equipment
capital reserve account by September 30, as outlined in Section
7.2.A.4.
If any Member Agency by September 20 of the following
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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 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
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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 7.2B, approval of which
shall require the positive consent of the number of member
agencies necessary to represent a minimum of Fifty -One Percent
(51 %) of the fair share participation in the Authority. Each
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Member shall pay its estimated fair share: percentage of the
repairs within 30 days after the award of` the contract.
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
[ass] 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 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 member may make deposits
to and request disbursements from this component, in accordance
with the written policies and /or procedures of the Board.
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3. A Capital Improvement Project component,
which shall provide for the acquisition or replacement of major
Communications Equipment items or fund major Communications
I 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 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.
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 of the legislative
body of each Member is first obtained. ��_,^ h— �- =ev - - tIm.e
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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
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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 Fifty -One Percent (510) 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,
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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
member's percentage of the budget as specified in Section 6.1.
B. The Authority, its officers, agents, contrac-1ors,
employees, representatives, Staff, and volunteers (hereinafter,
for the purposes of Subsection 8.2.3 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)
_2q_
I issued by, or on behalf of, the Emergency Dispatcher, regardless
2 of whether or not such liability may have arisen, in whole or in
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part, by the negligent acts, conduct, or omissions of one or
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more of the Emergency Dispatchers.
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C. Each Member shall assign to the Authority its
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rights, title, and interest to recover damages from any third
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party, to the extent that the Authority has met its obligations
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to such Member pursuant to this Section 8.2.
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D. Should any Member utilize the Communications
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Center for its own individual purposes, outside the scope of the
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Authority, such Member shall indemnify, defend, and hold
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harmless the Authority and other Members from all claims,
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demands, actions, liability, or damages of any kind or nature,
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arising out of such use.
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E. No provision of this Agreement shall be construed
H
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as to require any party to obtain or maintain liability or other
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insurance coverage not otherwise required by law.
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8.3 Waiver
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Except as provided in Section 8.2, each Member waives
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and gives up any claim against, or right to sue, the Authority,
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or its respective officers, employees, Staff, agents,
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contractors, representatives or volunteers for any loss, damage
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or injury that arises out of, or is any way related to, such
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Member providing any type of emergency response service pursuant
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to a call, dispatch, or instruction issued by, or on behalf of,
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the Emergency Dispatcher, regardless of whether or not such
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liability may have arisen, in whole or in part, by the negligent
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acts, conduct or omissions of one or more of the Emergency
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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 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 by the Board
at the time of application.
9.2 Withdrawal
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
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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, 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
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 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 Membership. Termination of the 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
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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 five (5) 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
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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 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 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
1 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.F 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,
-34-
1
2
3
4
5
6
7
8
9
10
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17
18
19
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21
22
231
24
25
26
27
28
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 amendment: 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
-35-
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7
8
9
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23
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27
28
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.
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
(ATTEST:
By:
CITY CLERK
Dated:
ATTEST:
By:
CITY CLERK
M-
APPROVED AS TO FORM:
By:
CITY ATTORNEY
CITY OF FOUNTAIN VALLEY
!3- Z
MAYOR
APPROVED AS TO FORM:
By:
CITY ATTORNEY
-36-
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Dated:
CITY OF FULLERTON
By:
MAYOR
ATTEST: APPROVED AS TO FORM:
By: By:
CITY CLERK CITY ATTORNEY
Dated:
ATTEST:
By:
CITY CLERK
Dated:
ATTEST:
By:
CITY CLERK
Dated:
ATTEST:
By:
CITY CLERK
CITY OF GARDEN GROVE
NZ
MAYOR
APPROVED AS TO FORM:
By:
CITY ATTORNEY
CITY OF HUNTINGTON BEACH
3-z
MAYOR
APPROVED AS TO FORM:
By:
CITY ATTORNEY
CITY OF NEWPORT BEACH
By:
MAYOR
APPROVED AS TO FORM:
By:
CITY ATTORNEY
-37-
I
Dated:
CITY OF ORANGE
2
By:
MAYOR
3
ATTEST:
APPROVED AS TO FORM:
4
By:
By:
5
CITY CLERK
CITY ATTORNEY
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CAD/RMS System Hardware & Software $1,298,500.00: Purchase and reimbursement -
over five years. First year invoiced as one payment on April 15, 1997. Second through
fifth years to be invoiced in quarterly payments at the beginning of July, October, January
and April of each fiscal year.
PURCHASE
%
Total Amount
Annual Pymt
Quarterly Pymt
Fountain Valley
4.62
$ 59,990.70
$
11,998.44
$
2,999.54
Huntington Beach
16.80
$ 218,148.00
$
43,629.60
$
10,907.40
Newport Beach
9.04
$ 117,384.40
$
23,476.88
$
5,869.22
REIMBURSEMENT
%
Total Amount
Annual Rmb
Quarterly Rmb
Anaheim
45.68
$ 180,674.95
$
36,134.99
$
9,033.75
Fullerton
16.41
$ 64,905.34
$
12,981.07
$
3,245.27
Garden Grove
19.35
$ 76,533.72
$
15,306.74
$
3,826.68
Orange
18.56
$ 73,409.09
$
14,681.82
$
3,670.45