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HomeMy WebLinkAbout2002-226 . . 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 . , RESOLUTION NO. 2002-226 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A MASTER SERVICES AGREEMENT BY AND BETWEEN THE INLAND VALLEY DEVELOPMENT AGENCY AND THE CITY OF SAN BERNARDINO FOR PROVISION OF CITY SERVICES FOR FISCAL YEAR 2002/2003. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. The Mayor of the City of San Bernardino is hereby authorized and directed to execute on behalf of said City, a Master Services Agreement by and between the Inland Valley Development Agency and the City of San Bernardino for the provision of services for the non-aviation portion of Norton Air Force Base for Fiscal Year 200212003. A copy of the Master Services Agreement is attached hereto as Exhibit "A," and incorporated herein by reference as though fully set forth. SECTION 2. This agreement is rescinded if the parties to the agreement fail to execute it within one hundred twenty (120) days ofthe passage of this resolution. III III III III III III III 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 . , 2002-226 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A MASTER SERVICES AGREEMENT BY AND BETWEEN THE INLAND VALLEY DEVELOPMENT AGENCY AND THE CITY FOR PROVISION OF CITY SERVICES FOR FISCAL YEAR 2002/2003. I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor jt. and Cornmon Council of the City of San Bernardino at a regular meeting thereof, held on the 15thdayof July , 2002, by the following vote, to wit: Council Members: AYES NAYS ABSTAIN ABSENT ESTRADA x LIEN ---1L MCGINNIS x DERRY x SUAREZ x ANDERSON x MC CAMMACK x ~noL LiU}r1 edU1(~, ~f2Li"ttv City Clerk a The foregoing resolution is hereby approved this If) Th day of July 2002. Approved as to Form and legal content: tu~- th Valles, Mayor of San Bernardino James F. Penman City Attorney fc~ ../ r ." 2002-226 MASTER SERVICES AGREEMENT This MASTER SERVICES AGREEMENT ("Agreement") is made and entered into as of the 1st day of July, 2002, by and between the INLAND VALLEY DEVELOPMENT AGENCY, a public entity established pursuant to Government Code Section 6500, et ~., for the joint exercise of powers ("Agency") and the CITY OF SAN BERNARDINO, a charter city under the laws and Constitution of the State of California ("City"), with reference to the following facts: THEREFORE, the Agency and the City agree as follows: 1. Enactment of the Citv The Agency hereby engages the City to provide the police sergeant, fire, and traffic signal maintenance services described in Sections 2, 3 and 4 of this Agreement, and the City hereby accepts such engagement and agrees to provide such services under this Agreement during the term specified in Section 8. 2. Police Sergeant Services The City shall provide the services of one (1) police sergeant ("Sergeant") to the Agency for basic supervision and managernent of the Office of Airport Security. The City shall be the sole employer of the Sergeant who shall work at the direction of the Chief of Police of the City of San Bernardino or his designee. The Chief of Police or his designee, in his sole discretion, may allow the Sergeant to accept direction from the Director of the San Bernardino International Airport Authority or his designee, as long as such direction is not inconsistent with all relevant federal, state and local laws and all relevant rules and regulations of the City Police Department. The Sergeant shall be available for all emergency training exercises as directed by the Executive Director. 1 , '--- . . 2002-226 The Sergeant shall be responsible for recruiting, hiring, determining appropriate training and limited in-house training, managing, scheduling and disciplining approximately fifty (50) part-time security officers. The Sergeant shall also be responsible for initiating requests for and determining which equipment and supplies are to be used in connection with the performance of his and the part- time security officers' services. The City shall provide an automobile for use by the Sergeant in connection with the performance of his services under this Agreement. The Sergeant's services shall be provided by the City on a forty (40) hour per week basis. The Sergeant's services shall commence on the date set forth herein and shall continue until the termination date of the Agreement, unless otherwise modified by the Agency upon thirty (30) days prior written notice. Both parties understand and accept the importance of having coverage of the Sergeant's position and agree that it is in their mutual interest that the position not be vacant for long periods of time. Therefore, when a situation becomes apparent that will result in a lengthy vacancy in that position (e.g., vacation or injury of the Sergeant), the parties agree to meet to make arrangements to back-fill the position in the most cost and resource-effective manner. Beginning July 1, 2002, the Agency shall compensate the City for the Sergeant's services in the amount of fifty-two thousand dollars ($57,400) for each six (6) month period covered by this contract. It is understood that the City's police personnel may not have authority to respond in a Federal jurisdiction, and shall respond only in these areas in which they have authority. 3. Fire Services 3.1 Description of Services. The City shall provide all fire related services which are required to be performed by the Agency, including without limitation, fire suppression/detection systems, disaster responses, fire protection operations, fire protection technical services and fire protection training, which shall include fire extinguishing training. The City shall also provide emergency response for structural 2 2002-226 fires, paramedic and life-threatening situations, and typical fire engine response services, including without limitation, fire hazardous waste spills and medical emergencies. The aircraft rescue firefighting response related services shall be provided by the City twenty-four (24) hours per day, seven (7) days per week on an emergency response and stand-by basis. All other fire related services shall be provided by the City twenty-four (24) hours per day, seven (7) days per week on an immediate basis, via 911. Non-emergency services will be on a call- in basis upon reasonable notice from the Agency. The services described in this Section 3.1 shall conunence on the date set forth hereinabove and shall continue until the termination date of the Agreement, unless otherwise modified by the Agency upon (30) days prior written notice. 3.2 The City shall require all prospective occupants of facilities to comply with the City's Municipal Code fire inspection provisions as a condition of occupying the facilities. 3.3 Aircraft Rescue Firefighting. Provision of apparatus, equipment and supplies will be governed as indicated in a separate contract between City and SBIAA, adopted by City of San Bernardino Resolution 1999-20. 3.3.1 Fire Related Services Other than Aircraft Rescue. The City shall provide all necessary trucks, tools, equiprnent and supplies. Maintenance of trucks, tools, equipment and supplies shall be performed by the City, as needed. 3 2002-226 4. Additional Services. The City shall provide maintenance service for two traffic signals on Harry Sheppard Boulevard, one traffic signal at Mill Street and Tippecanoe Avenue, and one traffic signal at Mill Street and Lena Road at a total cost of$6,000.00 per year. 5. Expenses and Pavment of Invoices. Expenses arising from the provision of the police sergeant services will be invoiced per the monthly appropriations report. A copy of the monthly appropriations report will be attached to the invoice as supporting documentation and will be submitted on a monthly basis. Traffic signal maintenance will be invoiced per reports of actual maintenance performed on each traffic signal as maintained by the Development Services Department. The Agency shall reimburse the City upon receipt of an invoice and supporting documentation submitted by the City Finance Department. Once appropriate invoice(s) and proper documentation are submitted and accepted, invoices are to be paid within 30 days. If invoices are not paid within 30 days, interest will be charged at the local Agency Investment Fund (LAIF) rate. 6. Personnel. The City shall employ capable employees to enable it to perform the police, fire and Additional Services. All matters pertaining to the hiring, employment, supervision, compensation, promotion and discharge of such employees are the responsibility of the City, which is, in all respects, the sole employer of such employees. The Agency shall be the sole employer of the security officers working for the Office of Resource Protection. The City shall be entitled to negotiate with any union lawfully entitled to represent such employees and may execute in its own name, and not as agent for the Agency, collective bargaining agreements or labor contracts resulting therefrom. The City shall comply with all applicable laws and regulations with regard to worker's compensation, social security, unemployment insurance, hours of labor, wages, working conditions, and other employer-employee related subjects. The Agency may request that any person employed by the City to perform police, fire and Additional Services no longer be permitted to perform such services. Such request of the Agency to the City shall be made in writing and shall specifY the reasons therefor. 4 2002-226 7. Maintenance of Services. Neither the City nor its employees shall hinder, delay, limit or suspend the continuity of the non-aviation portions ofNAFB's function, operation or service in any manner. The City shall not in any manner coerce, intimidate, instigate, endure, sanction, suggest, conspire with, promote, support, sponsor, engage in, condone or encourage any employee to participate in any strike, slowdown, mass resignation, mass absenteeism or any type of concerted work stoppage. In the event any of the above-described actions occur, the City shall be obligated to maintain the police, fire and Additional Services which are the subject of this Agreement. 8. Term and Termination. This Agreement is an amended extension of an original agreement that commenced on the 1st day of February, 1994. This extension shall commence on July 1,2002, and unless sooner terminated or extended by both the City and the Agency in writing upon thirty (30) days prior written notice, this Agreement shall terminate on June 30, 2003. 9. Indemnification and Insurance. 9.1 Indemnification. 9.1.1 The City will accept the full responsibility for and shall defend, indemnifY and save harmless the Agency and its commissioners, officials, officers, employees and agents from all claims for all loss or damage to property, including loss of use thereof, and injury to persons resulting from the negligent execution or performance of this Agreement as well as for any claims made by or on behalf of City's agents, servants, and/or employees arising out of their employment or work pertaining to the operations under this Agreement; moreover, the City shall at all times defend, indemnify and hold the Agency, its commissioners, officials, officers, employees and agents harmless from and against any and all liabilities, demand, claims, suits, losses, damages, causes of action, fines, or judgments, including costs, attorneys' and witnesses' fees, and expenses incident 5 2002-226 thereto, arising out of or in connection with the execution or performance of this Agreement or as a result of the failure by the City to cornply with all laws, ordinances or governmental regulations applicable to the City or the conduct of the City's business, including, without limitation, laws, ordinances or governmental regulations applicable to the use, storage, handling or disposal of petrolewn products, hazardous materials or waste, or toxic substances. The City will be an independent contractor at all times and in every respect and not the agent of the Agency. Nothing contained herein and no direction or notification from the Agency or the Executive Director to the City shall be construed so as to create a partnership, joint venture or Agency relationship between the parties hereto. The Agency will accept the full responsibility for and shall defend, indemnifY and save hannless the City and its commissioners, officials, officers, attorneys, employees and agents from all claims for all loss or damage to property, including loss of use thereof, and injury to persons resulting from the negligent execution or performance of this Agreement as well as for any claims made by or on behalf of the Agency's agents, servants, and/or employees arising out of their employment or work pertaining to the operations under this Agreement; moreover, the Agency shall at all times defend, indemnifY and hold the City, its commissioners, officials, officers, employees and agents hannless from and against any and all liabilities, demand, claims, suits, losses, damages, causes of action, fines, or judgments, including costs, attorneys' and witnesses' fees, and expenses incident thereto, arising out of or in connection with the execution or performance of this Agreement or as a result of the failure by the Agency to comply with all laws, ordinances or governmental regulations applicable to the Agency or the conduct of the Agency's business, including, without limitation, laws, ordinances or governmental regulations applicable to the use, storage, handling or disposal of petrolewn products, hazardous materials or waste, or toxic substances. The costs, salary and expenses of the City Attorney and members of his office in enforcing this contract on behalf of the City shall be considered as "attorney's fees" for the purposes of this paragraph. 9.2 Insurance. The City shall purchase and maintain in effect, at its own expense, during the term of this Agreement insurance from insurers acceptable to the Agency protecting said City, the Agency, its cornmissioners, officers, employees and agents, against claims for bodily 6 2002-226 injury, including personal injury, property damage, including loss of use thereof, which may arise or be alleged to have arisen, from the City's activities in connection with the performance of this Agreement, whether such activities be of the City, the City's agent, or of anyone employed by the City. The types of insurance coverage as well as the amounts of such coverage shall be as follows: 9.2.2 The City shall furnish worker's compensation and employers' liability insurance as required by the laws of the State of California covering all persons employed by the City in the performance of the duties described herein. 9.2.3 The City shall provide public liability insurance coverage in the amounts of not less than $10,000,000 for property and $10,000,000 for the death or injury of one person and $5,000,000 for anyone accident or casualty, covering the performance of the services herein ordered. 9.2.4 Within ten (10) days after the acceptance of this Agreement by the Agency, the City shall deliver to the Agency certificates of insurance evidencing that insurance has been purchased by the City as required in this Section 9.2.4 and copies of endorsements providing (i) thirty (30) days' written notice of cancellation, non-renewal, or reduction in coverage by the insurers to the Agency, and (ii) automobile liability and comprehensive general liability insurance shall include the Agency, its commissioners, officials, officers, employees, and agents as additional insured. Said certificates of insurance and copies of endorsements shall be on file with the Agency at all times thereafter during the term of this Agreement. Failure of the City to provide the certificates of insurance or subsequent receipt by the Agency of a notice of cancellation of the insurance policy(ies) by the City's insurance company(ies) shall constitute a rnaterial breach of this Agreement and this Agreement may be terminated by the Agency upon written notice. All policies of insurance required and provided by the City under this Section 8.2 shall include, or be endorsed to provide, a waiver by the insurers of any rights of subrogation that the insurers may have at any time against the Agency, its commissioners, officials, officers, employees and agents. 7 .J ~~. 2002-226 9.2.5 Notwithstanding the foregoing, the City may substitute a bona fide self- insurance program for any of the insurance requirements indicated in this Section 9.2. The City shall provide the Agency with evidence of excess coverage upon written request. 9.2.6 The Agency shall purchase and maintain in effect, at its own expense, during the term of this Agreement insurance from insurers acceptable to the City protecting said Agency, the City, its commissioners, officers, employees and agents, against claims for bodily injury, including personal injury, property damage, including loss of use thereof, which may arise or be alleged to have arisen, from the Agency's activities in connection with the performance of this Agreement, whether such activities be of the Agency, the Agency's agent, or of anyone employed by the Agency. The types of insurance coverage as well as the amounts of such coverage shall be as follows: 9.2.7 The Agency shaH furnish worker's compensation and employers' liability insurance as required by the laws of the State of California covering all persons employed by the Agency in the performance of the duties described herein. 9.2.8 The Agency shall provide public liability insurance coverage in the amounts of not less than $10,000,000 for property and $10,000,000 for the death or injury of one person and $5,000,000 for anyone accident or casualty, covering the performance of the services herein ordered. 9.2.9 Within ten (10) days after the acceptance of this Agreement by the City, the Agency shall deliver to the City certificates of insurance evidencing that insurance has been purchased by the Agency as required in Section 9.2.8 and copies of endorsernents providing (i) thirty (30) days' written notice of cancellation, non-renewal, or reduction in coverage by the insurers to the City, and (ii) automobile liability and comprehensive general liability insurance shall include the City, its commissioners, officials, officers, employees, and agents as additional insured. Said certificates of insurance and copies of endorsements shall be on file with the City at all times thereafter during the term of this Agreement. Failure of the Agency to provide the certificates of insurance or subsequent receipt by the City of a notice of cancellation of the insurance policy(ies) 8 '. 2002-226 by the Agency's insurance company(ies) shall constitute a material breach of this Agreement and this Agreernent may be terminated by the City upon written notice. All policies of insurance required and provided by the Agency under this Section 9.2 shall include, or be endorsed to provide, a waiver by the insurers of any rights of subrogation that the insurers may have at any time against the City, its commissioners, officials, officers, employees and agents. 9.2.10 Notwithstanding the foregoing, the Agency may substitute a bona fide self- insurance program for any of the insurance requirements indicated in this Section 9.2. The Agency shall provide the City with evidence of excess coverage upon written request. 10. Miscellaneous. 10.1 Notices. Any and all notices required or permitted to be given hereunder shall be in writing and shall be personally delivered or mailed by certified or registered mail, return receipt requested, postage prepaid, to the respective parties at the addresses indicated below: If to Agency: Inland Valley Development Agency 294 S. Leland Norton Way, Suite #1 San Bernardino, CA 92408 Attn: Executive Director If to City: City of San Bernardino 300 North "D" Street San Bernardino, CA 92418 Attn: Fred Wilson, City Administrator Rachel Clark, City Clerk The City Department(s) to which the subject matter of the particular notice pertains. With copies to: Any party may change its address by a notice given to the other party in the manner set forth above. Any notice given personally shall be deemed to have been given upon service and any 9 I . 2002-226 notice given by certified or registered mail shall be deemed to have been given on the third (3rd) business day after such notice is mailed. 10.2 Integration. This Agreement supersedes all prior agreements and understandings between the parties relating to the subject matter hereof. Neither of the parties has relied upon any oral or written representation or oral or written information given to it by any representative of the other party. 10.3 Severability. If one or more of the provisions of this Agreement is hereafter declared invalid or unenforceable by judicial, legislative or administrative authority of competent jurisdiction, the parties hereto agree that the invalidity or unenforceability of any of the provisions shall not in any way affect the validity or enforceability of any other provisions of this Agreement. 10.4 Amendment: Modification. No change or modification of the terms or provisions of this Agreement shall be deemed valid unless in writing and signed by both parties subject to governmental approval, if required. 10.5 Governing Law. This Agreement shall be construed, interpreted and applied in accordance with the laws of the State of California. 10.6 Waiver. No waiver of any breach or default shall be construed as a continuing waiver of any provision or as a waiver of any other or subsequent breach of any provision contained in this Agreement. 10.7 Headings. The headings of Sections of this Agreement have been inserted for convenience of reference only and shall not affect the interpretation of any of the provisions of this Agreement. 10.8 Assignment. Neither party hereto shall assign, hypothecate, or otherwise transfer such party's rights hereunder, or delegate such party's duties hereunder, without the prior written consent of the other party hereto. 10 " 2002-226 10.9 Renegotiation of the Agreernent. The City and the Agency agree that needs may arise for which this Agreement is insufficient, and further agree that effective services are mutually beneficial. Therefore, any provision of this Agreement may be re.opened and renegotiated as the needs to resolve new issues arise. III III III III III III III III III III III III III III III III III III III III III III III III III 11 2002-226 MASTER SERVICES AGREEMENT WITH THE INLAND VALLEY DEVELOPMENT AGENCY 2002 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. INLAND V ALLEY DEVELOPMENT AGENCY ~ By: ~ ~ -' = Executive Director SEAL ATTESYI ~,/~ By: X Cl~tk of the Board C j By: BERNARDINO SEAL ATTEST: By:)(I;YLdf1-iL7rI.fd~yt,~ lilifTtip City Clerk (j 12