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HomeMy WebLinkAbout2013-204 RESOLUTION NO. 2013-204 1 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE AN 3 ANIMAL HOUSING AGREEMENT BY AND BETWEEN THE CITY OF SAN 4 BERNARDINO AND THE CITY OF LOMA LINDA FOR THE PERIOD OF AUGUST 1,2013 THROUGH JULY 31,2014. 5 NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON 6 COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: 7 8 SECTION 1. The City Manager is hereby authorized and directed to execute on 9 behalf of said City, an Animal Housing Agreement with the City of Loma Linda, copy of 10 which is attached hereto as Exhibit "A" and incorporated herein as though fully set forth at 11 length. 12 SECTION 2. The authorization to execute the above referenced Agreement is 13 14 rescinded if it is not fully executed within sixty(60) days of the passage of this Resolution. 15 /// 16 /// 17 /// 18 /// 19 20 /// 21 /// 22 /// 23 24 /// 25 /// 26 27 28 ' 2013-204 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF 1 SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE AN 2 ANIMAL HOUSING AGREEMENT BY AND BETWEEN THE CITY OF SAN BERNARDINO AND THE CITY OF LOMA LINDA FOR THE PERIOD OF AUGUST 3 1,2013 THROUGH JULY 31,2014. 4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and 5 meeting Council of the City of San Bernardino at a joint regular g 6 7 thereof, held on the15 th day of July , 2013,by the following vote,to wit: 8 Council Members: AYES NAYS ABSTAIN ABSENT 9 MARQUEZ x 10 JENKINS x 11 12 VALDIVIA x 13 SHORETT x 14 KELLEY x 15 JOHNSON x 16 MCCAMMACK x 17 19 Georgea Hanna, City lerk 20 The foregoing resolution is hereby approved this 7 frif day of July , 2013. 21 22 Patn k J. Morris, : • 23 •f San Bernardino Approved as to form: 24 JAMES F. PENMAN, 25 City Attorney 26 By: 27 �► , 28 2013-204 Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO THIS AGREEMENT ("Agreement") is made this ft day of August 2013, between the City of Loma Linda, a municipal corporation (herinafter"Loma Linda") and the City of San Bernardino, a municipal corporation (hereinafter"San Bernardino"). Loma Linda and San Bernardino may herein be referred to individually as a "Party" or collectivley as the "Parties." WHEREAS, Loma Linda desires to provide for its citizens animal housing services; and WHEREAS, San Bernardino has the knowledge, skills, resources, and experience that qualify it to provide those animal housing services for Loma Linda; NOW,THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES,COVENANTS,AND CONDITIONS CONTAINED HEREIN,THE PARTIES MUTUALLY AGREE THAT: 1. Scope of Services. San Bernardino will impound, care for and dispose of animals delivered to the San Bernardino Animal Shelter by residents of or official representatives of Loma Linda according to the provisions of this Agreement. 2. Impounding and Disposal of Animals. San Bernardino shall, through its Animal Control Department, accept, impound and dispose of dogs, cats or other animals,which are delivered to the San Bernardino Animal Shelter, located at 333 Chandler Place,San Bernardino, California,or other designated location, by an agent,officer, employee or resident of Loma Linda. San Bernardino shall,for and on behalf of Loma Linda, pursuant to applicable laws, release to owner, adopt, humanely destroy, or otherwise dispose of all animals received. No domesticated animal shall be disposed of without an attempt to notify the owner, if the owner is known by San Bernardino. San Bernardino shall not provide for emergency veterinary care. Loma Linda is responsible for the transporting and seeking appropriate emergency treatment for ill and/or injured animals(including euthanasia). 3. Holding Periods. No dog, cat or other domesticated animal shall be disposed of before the time allotted under state law. After the required holding period,the animal becomes the property of San Bernardino and San Bernardino is authorized to dispose of the animal in any manner permitted by state law. Animals requested by Loma Linda to be held longer than the minimal holding period required by state law, other than rabies quarantine, shall additionally be charged the prevailing Daily Board Fee, as set by City of San Bernardino Resolution (such instances shall include, but not be limited to: animals held as"evidence" in cruelty or other court cases). Rabies quarantined animals will be held for ten (10) calendar days from the date of the bite with no additional charge to Loma Linda. 4. Warranty of Lawful Apprehension. Loma Linda warrants to San Bernardino that all animals impounded by its agents, employees or other authorized representatives have been legally apprehended and impounded pursuant to existing state laws. 5. Consideration. a. Subject to Section 5e. Loma Linda shall pay to San Bernardino a service fee of$66,017 for animal housing services.Additionally, Loma Linda shall pay a Shelter Improvement 1 2013-204 Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO Fee equal to 15%or$9,903 of the Service Fee for animal shelter improvements. The total contract amount is equal to the sum of the Service Fee and the Shelter Improvement Fee, or$75,920 for the first fiscal year. San Bernardino shall present an invoice on or before the tenth day of each month for the amount due. Loma Linda shall pay said invoice no later than the last day of the month in which billed. b. Loma Linda shall promptly review invoices and notify San Bernardino of any objection thereto; absent such objection in writing within ten (10) calendar days of the date of the invoice,the invoice shall be deemed proper and acceptable. c. If Loma Linda fails to pay San Bernardino within thirty(30) calendar days after the invoice is submitted, Loma Linda agrees that San Bernardino shall have the right, after written notice to Loma Linda, to consider such default in payment a material breach of the entire agreement. Loma Linda shall have ten (10)calendar days following the date of such written notice within which to correct such breach. If Loma Linda continues to fail to make payment,the duties, obligations and responsibilities of San Bernardino under this Agreement are terminated. Such termination by San Bernardino does not release Loma Linda from the obligation to pay San Bernardino for services rendered according to Section 5(a) above. d. Loma Linda may withhold payment of any disputed sums until satisfaction of the dispute with respect to such payment. Loma Linda must give written notice to San Bernardino within ten (10) calendar days of the date of issuance of the disputed invoice if Loma Linda is disputing any sum under Section 5(a). Such withholding shall not be deemed to constitute a failure to pay as that term is used in Section 5(c). San Bernardino shall have the right of appeal to the Mayor and City Council of Loma Linda with respect to such disputed sums.The determination of the Mayor and City Council of Loma Linda with respect to such matter shall be final for administrative purposes,subject to any civil proceeding discussed below. San Bernardino shall be entitled to receive interest on any improperly withheld sums at the rate of seven percent(7%) simple per annum from the date of withholding of any amounts found to be improperly withheld. For any disputed sum, either party may attempt to collect a debt through a civil proceeding. e. The compensation fee or payment amount for services rendered herein can be adjusted annually based on operating costs on August 1, not more than 3%. 6. Deputization. San Bernardino Animal Control officers, agents or employees shall be authorized to collect Loma Linda's license, apprehension, and related penalty fees at the City/Animal Shelter, as directed by Loma Linda, for all animals received under this Agreement. San Bernardino shall provide all animal impound records and release forms to Loma Linda as requested. 7. Funds Collected by San Bernardino. License deposits collected by San Bernardino for Loma Linda in connection with this Agreement shall be paid to Loma Linda on or before the twentieth calendar day of each month following collection. Fees for adoption, micro-chipping, daily board, 2 2013-204 Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO vaccination, euthanasia and release shall be retained by San Bernardino. Rabies vaccination deposits shall be refunded to the depositor upon presentation of proof of vaccination. 8. Loma Linda's Indemnification. Loma Linda agrees and promises to indemnify, defend and hold harmless San Bernardino, its officers, employees and agents,from and against any and all actions,causes of action, claims, demands, lawsuits, costs and expenses, and liability for damages to persons or property that may be asserted or claimed by any person,firm, entity, corporation, political subdivision, or other organizations arising out of, or in connection with, the performance of this Agreement, excluding such actions, claims, demands, lawsuits and liability for damages to persons or property arising from the sole negligence or willful misconduct of San Bernardino, its officers, employees or agents. Said sums shall include, in the event of legal action, court costs, expenses of litigation, and reasonable attorney's fees.The costs, salary, and expenses of the San Bernardino City Attorney and members of his or her office or retained counsel shall be considered as"attorney's fees" for the purposes of this paragraph. 9. San Bernardino's Indemnification. San Bernardino agrees and promises to indemnify, defend, and hold harmless Loma Linda, its officers, employees and agents, from and against any and all actions, causes of action, claims, demands, lawsuits, costs and expenses, and liability for damages to persons or property that may be asserted or claimed by any person,firm, entity, corporation, political subdivision,or other organizations arising out of, or in connection with, the performance of this Agreement, excluding such actions, claims, demands, lawsuits and liability for damages to persons or property arising from the negligence or willful misconduct of Loma Linda, its officers,employees or agents.Said sums shall include, in the event of legal action, court costs, expenses of litigation, and reasonable attorney's fees.The costs, salary and expenses of the Loma Linda City Attorney and members of his or her office or retained counsel shall be considered as"attorney's fees" for the purposes of this paragraph. 10. Warranty. San Bernardino makes no warranty, either express or implied, as to its finding, recommendations, plans, reports, professional advice or other work except that the work will be performed in accordance with generally accepted standards of practice in effect at the time of such performance. 11. Worker's Compensation Insurance.San Bernardino is permissibly self-insured under the Worker's Compensation laws of the State of California and will provide worker's compensation coverage for its employees and will ensure that the employees of any of its subcontractors are covered by worker's compensation insurance in an amount and form to meet all applicable requirements of the laws of the State of California. Loma Linda shall not provide worker's compensation insurance for any San Bernardino employee, agent or subcontractor operating under the terms of this Agreement under any circumstances whatsoever. Furthermore, notwithstanding any other provision set forth herein, Loma Linda shall not indemnify, defend or hold harmless San Bernardino, its officers, employees, agents or subcontractors for worker's compensation claims. 12. Prohibition Against Transfers. San Bernardino shall not assign, sublease, hypothecate or transfer this Agreement or any interest therein directly or indirectly, by operation of state law or 3 • 2013-204 Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO otherwise without the prior written consent of Loma Linda.Any attempt to do so without said consent shall be null and void, and any assignee, subleasee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, sublease, hypothecation or transfer. 13. Anti-Discrimination. San Bernardino certifies and agrees that all persons employed by San Bernardino are and will be treated equally by San Bernardino without regard to or because of race, religion, ancestry, national origin, handicap, or sex and in compliance with State and Federal Anti-Discrimination Laws. 14. Independent Contractor. San Bernardino shall be an independent contractor and not an employee of Loma Linda nor shall any of San Bernardino's employees, agents or subcontractors operating under this Agreement be an employee of Loma Linda. 15. Conflict of Interest. a. San Bernardino or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"),which (1) requires such persons to disclose financial interests that may be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making or participating in making decisions that will foreseeably financially affect such interest. b. San Bernardino shall conform to all requirements of the Act. Failure to do so constitutes a material breach and in grounds for termination of the Agreement by Loma Linda. 16. Term and Termination. a. The term of this Agreement shall be for one (1)year, commencing on August 1, 2013, and terminating on July 31, 2014.This Agreement may be extended up to two years at the discretion of the City Manager and the acquiescence of the Service Provider. b. If a new Agreement has not been negotiated prior to the termination date,then San Bernardino may continue to provide the terms of service in this Agreement for the monthly contract amount of the final contracted invoice, plus an additional twenty five percent (25%) of the invoice. c. This Agreement may be terminated by either party upon thirty(30)calendar days written notice. In the event of termination, San Bernardino shall be paid for the work performed under this Agreement to the date of termination. 17. Invalidation. In the event any provision of this Agreement is held to be invalid and unenforceable, the remaining provision of this Agreement shall remain valid and binding on the Parties thereto. 18. Notices. A notice required or desired to be given pursuant to this Agreement shall be given in writing and sent by certified mail, return receipt requested, addressed as follows: Loma Linda San Bernardino Konrad Bolowich Captain Raymond King 25541 Barton Road 710 N D Street Loma Linda,Ca. 92354 San Bernardino,Ca. 92408 4 2013-204 • Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO Any notice so given shall be considered served on the other Party three (3) days after the date of mailing.The address for the notice may be changed by giving written notice of such change pursuant to this paragraph. 19. Attorney Fees. In any litigation relating to this Agreement, the prevailing Party shall be entitled to reasonable attorney fees.The costs, salary and expenses of any in-house counsel and/or the City Attorney and members of his/her office or retained counsel shall be considered as "attorney fees" for the purpose of this paragraph. 20. Entire Agreement.This contract constitutes the entire Agreement between Loma Linda and San Bernardino and may be modified only by further written agreement between the Parties through their respective authorized bodies. 21. Construction of Provisions and Titles.All titles or subtitles appearing in this Agreement have been inserted for convenience and shall not be deemed to affect the meaning of construction of any of the terms or provision of such Agreement. IN WITNESS WHEREOF,the Parties hereto have accepted, made and executed this Agreement upon the terms, conditions and provisions above stated, on the day and year set forth above. CITY OF LOMA LINDA CITY OF SAN BERNARDINO A Municipal Corporation A Municipal Corporation By: By: City Manager City Manager Attest: Attest: City Clerk City Clerk Approved as to Form: Approved as Form: City Attorney City Attorney ,/-9e 5 2013-204 Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO THIS AGREEMENT ("Agreement") is made this 1st day of August 2013, between the City of Loma Linda, a municipal corporation (herinafter"Loma Linda") and the City of San Bernardino, a municipal corporation (hereinafter"San Bernardino"). Loma Linda and San Bernardino may herein be referred to individually as a "Party" or collectivley as the "Parties." WHEREAS, Loma Linda desires to provide for its citizens animal housing services; and WHEREAS, San Bernardino has the knowledge, skills, resources, and experience that qualify it to provide those animal housing services for Loma Linda; NOW,THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES, COVENANTS,AND CONDITIONS CONTAINED HEREIN,THE PARTIES MUTUALLY AGREE THAT: 1. Scope of Services. San Bernardino will impound, care for and dispose of animals delivered to the San Bernardino Animal Shelter by residents of or official representatives of Loma Linda according to the provisions of this Agreement. 2. Impounding and Disposal of Animals. San Bernardino shall,through its Animal Control Department, accept, impound and dispose of dogs, cats or other animals,which are delivered to the San Bernardino Animal Shelter, located at 333 Chandler Place, San Bernardino, California,or other designated location, by an agent,officer, employee or resident of Loma Linda. San Bernardino shall,for and on behalf of Loma Linda, pursuant to applicable laws, release to owner, adopt, humanely destroy, or otherwise dispose of all animals received. No domesticated animal shall be disposed of without an attempt to notify the owner, if the owner is known by San Bernardino. San Bernardino shall not provide for emergency veterinary care. Loma Linda is responsible for the transporting and seeking appropriate emergency treatment for ill and/or injured animals(including euthanasia). 3. Holding Periods. No dog, cat or other domesticated animal shall be disposed of before the time allotted under state law. After the required holding period,the animal becomes the property of San Bernardino and San Bernardino is authorized to dispose of the animal in any manner permitted by state law. Animals requested by Loma Linda to be held longer than the minimal holding period required by state law, other than rabies quarantine, shall additionally be charged the prevailing Daily Board Fee, as set by City of San Bernardino Resolution (such instances shall include, but not be limited to: animals held as "evidence" in cruelty or other court cases). Rabies quarantined animals will be held for ten (10)calendar days from the date of the bite with no additional charge to Loma Linda. 4. Warranty of Lawful Apprehension. Loma Linda warrants to San Bernardino that all animals impounded by its agents, employees or other authorized representatives have been legally apprehended and impounded pursuant to existing state laws. 5. Consideration. a. Subject to Section 5e. Loma Linda shall pay to San Bernardino a service fee of$66,017 for animal housing services.Additionally, Loma Linda shall pay a Shelter Improvement 1 2013-204 Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO Fee equal to 15%or$9,903 of the Service Fee for animal shelter improvements. The total contract amount is equal to the sum of the Service Fee and the Shelter Improvement Fee, or$75,920 for the first fiscal year. San Bernardino shall present an invoice on or before the tenth day of each month for the amount due. Loma Linda shall pay said invoice no later than the last day of the month in which billed. b. Loma Linda shall promptly review invoices and notify San Bernardino of any objection thereto; absent such objection in writing within ten (10) calendar days of the date of the invoice,the invoice shall be deemed proper and acceptable. c. If Loma Linda fails to pay San Bernardino within thirty (30) calendar days after the invoice is submitted, Loma Linda agrees that San Bernardino shall have the right, after written notice to Loma Linda,to consider such default in payment a material breach of the entire agreement. Loma Linda shall have ten (10) calendar days following the date of such written notice within which to correct such breach. If Loma Linda continues to fail to make payment,the duties, obligations and responsibilities of San Bernardino under this Agreement are terminated. Such termination by San Bernardino does not release Loma Linda from the obligation to pay San Bernardino for services rendered according to Section 5(a) above. d. Loma Linda may withhold payment of any disputed sums until satisfaction of the dispute with respect to such payment. Loma Linda must give written notice to San Bernardino within ten (10) calendar days of the date of issuance of the disputed invoice if Loma Linda is disputing any sum under Section 5(a). Such withholding shall not be deemed to constitute a failure to pay as that term is used in Section 5(c). San Bernardino shall have the right of appeal to the Mayor and City Council of Loma Linda with respect to such disputed sums.The determination of the Mayor and City Council of Loma Linda with respect to such matter shall be final for administrative purposes, subject to any civil proceeding discussed below. San Bernardino shall be entitled to receive interest on any improperly withheld sums at the rate of seven percent (7%) simple per annum from the date of withholding of any amounts found to be improperly withheld. For any disputed sum, either party may attempt to collect a debt through a civil proceeding. e. The compensation fee or payment amount for services rendered herein can be adjusted annually based on operating costs on August 1, not more than 3%. 6. Deputization. San Bernardino Animal Control officers, agents or employees shall be authorized to collect Loma Linda's license, apprehension, and related penalty fees at the City/Animal Shelter, as directed by Loma Linda,for all animals received under this Agreement. San Bernardino shall provide all animal impound records and release forms to Loma Linda as requested. 7. Funds Collected by San Bernardino. License deposits collected by San Bernardino for Loma Linda in connection with this Agreement shall be paid to Loma Linda on or before the twentieth calendar day of each month following collection. Fees for adoption, micro-chipping, daily board, 2 2013-204 Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO vaccination, euthanasia and release shall be retained by San Bernardino. Rabies vaccination deposits shall be refunded to the depositor upon presentation of proof of vaccination. 8. Loma Linda's Indemnification. Loma Linda agrees and promises to indemnify, defend and hold harmless San Bernardino, its officers,employees and agents, from and against any and all actions, causes of action, claims, demands, lawsuits, costs and expenses, and liability for damages to persons or property that may be asserted or claimed by any person,firm, entity, corporation, political subdivision, or other organizations arising out of,or in connection with, the performance of this Agreement,excluding such actions, claims, demands, lawsuits and liability for damages to persons or property arising from the sole negligence or willful misconduct of San Bernardino, its officers, employees or agents. Said sums shall include, in the event of legal action, court costs, expenses of litigation, and reasonable attorney's fees.The costs, salary, and expenses of the San Bernardino City Attorney and members of his or her office or retained counsel shall be considered as"attorney's fees" for the purposes of this paragraph. 9. San Bernardino's Indemnification. San Bernardino agrees and promises to indemnify, defend, and hold harmless Loma Linda, its officers, employees and agents,from and against any and all actions, causes of action, claims, demands, lawsuits, costs and expenses, and liability for damages to persons or property that may be asserted or claimed by any person,firm, entity, corporation, political subdivision, or other organizations arising out of, or in connection with, the performance of this Agreement, excluding such actions, claims, demands, lawsuits and liability for damages to persons or property arising from the negligence or willful misconduct of Loma Linda, its officers, employees or agents. Said sums shall include, in the event of legal action, court costs, expenses of litigation, and reasonable attorney's fees.The costs, salary and expenses of the Loma Linda City Attorney and members of his or her office or retained counsel shall be considered as"attorney's fees" for the purposes of this paragraph. 10. Warranty. San Bernardino makes no warranty, either express or implied, as to its finding, recommendations, plans, reports, professional advice or other work except that the work will be performed in accordance with generally accepted standards of practice in effect at the time of such performance. 11. Worker's Compensation Insurance. San Bernardino is permissibly self-insured under the Worker's Compensation laws of the State of California and will provide worker's compensation coverage for its employees and will ensure that the employees of any of its subcontractors are covered by worker's compensation insurance in an amount and form to meet all applicable requirements of the laws of the State of California. Loma Linda shall not provide worker's compensation insurance for any San Bernardino employee, agent or subcontractor operating under the terms of this Agreement under any circumstances whatsoever. Furthermore, notwithstanding any other provision set forth herein, Loma Linda shall not indemnify, defend or hold harmless San Bernardino, its officers, employees, agents or subcontractors for worker's compensation claims. 12. Prohibition Against Transfers. San Bernardino shall not assign, sublease, hypothecate or transfer this Agreement or any interest therein directly or indirectly, by operation of state law or 3 2013-204 • Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO otherwise without the prior written consent of Loma Linda. Any attempt to do so without said consent shall be null and void, and any assignee, subleasee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, sublease, hypothecation or transfer. 13. Anti-Discrimination. San Bernardino certifies and agrees that all persons employed by San Bernardino are and will be treated equally by San Bernardino without regard to or because of race, religion, ancestry, national origin, handicap, or sex and in compliance with State and Federal Anti-Discrimination Laws. 14. Independent Contractor. San Bernardino shall be an independent contractor and not an employee of Loma Linda nor shall any of San Bernardino's employees, agents or subcontractors operating under this Agreement be an employee of Loma Linda. 15. Conflict of Interest. a. San Bernardino or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose financial interests that may be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making or participating in making decisions that will foreseeably financially affect such interest. b. San Bernardino shall conform to all requirements of the Act. Failure to do so constitutes a material breach and in grounds for termination of the Agreement by Loma Linda. 16. Term and Termination. a. The term of this Agreement shall be for one (1)year, commencing on August 1, 2013, and terminating on July 31, 2014.This Agreement may be extended up to two years at the discretion of the City Manager and the acquiescence of the Service Provider. b. If a new Agreement has not been negotiated prior to the termination date,then San Bernardino may continue to provide the terms of service in this Agreement for the monthly contract amount of the final contracted invoice, plus an additional twenty five percent (25%)of the invoice. c. This Agreement may be terminated by either party upon thirty (30)calendar days written notice. In the event of termination, San Bernardino shall be paid for the work performed under this Agreement to the date of termination. 17. Invalidation. In the event any provision of this Agreement is held to be invalid and unenforceable,the remaining provision of this Agreement shall remain valid and binding on the Parties thereto. 18. Notices. A notice required or desired to be given pursuant to this Agreement shall be given in writing and sent by certified mail, return receipt requested, addressed as follows: Loma Linda San Bernardino Konrad Bolowich Captain Raymond King 25541 Barton Road 710 N D Street Loma Linda,Ca. 92354 San Bernardino, Ca. 92408 4 2013-204 Exhibit A ANIMAL HOUSING SERVICE AGREEMENT BETWEEN THE CITY OF LOMA LINDA AND THE CITY OF SAN BERNARDINO Any notice so given shall be considered served on the other Party three (3) days after the date of mailing.The address for the notice may be changed by giving written notice of such change pursuant to this paragraph. 19. Attorney Fees. In any litigation relating to this Agreement,the prevailing Party shall be entitled to reasonable attorney fees.The costs, salary and expenses of any in-house counsel and/or the City Attorney and members of his/her office or retained counsel shall be considered as "attorney fees" for the purpose of this paragraph. 20. Entire Agreement.This contract constitutes the entire Agreement between Loma Linda and San Bernardino and may be modified only by further written agreement between the Parties through their respective authorized bodies. 21. Construction of Provisions and Titles.All titles or subtitles appearing in this Agreement have been inserted for convenience and shall not be deemed to affect the meaning of construction of any of the terms or provision of such Agreement. IN WITNESS WHEREOF,the Parties hereto have accepted, made and executed this Agreement upon the terms, conditions and provisions above stated, on the day and year set forth above. CITY OF LOMA LINDA CITY OF SAN BERNARDINO A Municipal Corporation A Municipal Cor•+ration BY: City Manager City v anager Attest: Attest: City Clerk City Cler Approved as to Form: Approved as Form: City Attorney City Attorney /- 5 POLICE DEPARTMENT JARROD BURGUAN—CHIEF OF POLICE P.O. Box 1559•San Bernardino•CA 92402-1559 909.384.5742 San Bernar Ino www.sbcity.org I) SM Civic Center 25541 Barton Road Loma Linda,Ca.92354 Dear Mr.Thaipejr, This letter shall serve as notice that per the Animal Housing Agreement Between The City of Loma Linda and The City of San Bernardino,San Bernardino Resolution Number 13-204, both cities agree and elect to extend said Agreement through June, 301h 2015 in accordance with paragraph 16, section (a)of said agreement. The compensation for services rendered will be increased by 3%in accordance with paragraph 5, section (e)of said agreement. The annual compensation fee will be$68,059 plus a 15%shelter improvement fund of$10,209 for a total of$78,268, prorated for the remaining months of the fiscal year and paid according to the original terms of the agreement. Please have this letter signed and returned to the City of San Bernardino acknowledging that the City of Loma Linda agrees with these terms. T.Jarb Thaipejr, Allen J. arker, Loma Linda City Manager San Bernardino City Manager Date Date LEADERS IN SETTING THE STANDARD OF EXCELLENCE