HomeMy WebLinkAboutNorth Central Fire Protection District-Fire Dispatch Services_A-24-322.pdf COU Y Count of Fresno Hall of Records,Room 301
2281 Tulare Street
Fresno,California
Board of Supervisors 93721-2198
O� 185 0 Telephone:(559)600-3529
FRE`' Minute Order Toll Free:1-800-742-1011
www.fresnocountyca.gov
June 18, 2024
Present: 5- Supervisor Steve Brandau,Chairman Nathan Magsig,Vice Chairman Buddy Mendes,
Supervisor Brian Pacheco,and Supervisor Sal Quintero
Agenda No. 61. Public Health File ID:24-0311
Re: Approve and authorize the Chairman to execute a revenue Agreement with the City of Clovis,for
dispatch services for the Clovis Fire Department through the Fresno County Emergency Medical
Services Communications Center, effective July 1,2024,through June 30,2027($1,309,203);approve
and authorize the Chairman to execute an Agreement with K.W.P.H. Enterprises,d.b.a.American
Ambulance,for Clovis Fire Department dispatch services through the Fresno County Emergency
Medical Services Communications Center,effective July 1,2024,through June 30,2027($1,262,553);
approve and authorize the Chairman to execute a revenue Agreement with Laton Community Services
District for dispatch services for Laton Fire Department through the Fresno County Emergency Medical
Services Communications Center,effective July 1,2024,through June 30,2027($10,389);approve and
authorize the Chairman to execute an Agreement with K.W.P.H. Enterprises,d.b.a.American
Ambulance,for Laton Fire Department dispatch services through the Fresno County Emergency
Medical Services Communications Center,effective July 1,2024,through June 30,2027($9,327);
approve and authorize the Chairman to execute a revenue Agreement with North Central Fire
Protection District,for dispatch services through the Fresno County Emergency Medical Services
Communications Center,effective July 1,2024,through June 30,2027($596,352);and approve and
authorize the Chairman to execute an Agreement with K.W.P.H. Enterprises,d.b.a.American
Ambulance,for dispatch of North Central Fire Protection District through the Fresno County
Emergency Medical Services Communications Center, effective July 1,2024,through June 30,2027
($570,048)
A MOTION WAS MADE BY VICE CHAIRMAN MENDES,SECONDED BY SUPERVISOR PACHECO,
THAT THIS MATTER BE APPROVED AS RECOMMENDED.THE MOTION CARRIED BY THE
FOLLOWING VOTE:
Ayes: 4- Magsig, Mendes, Pacheco,and Quintero
Recuse: 1 - Brandau
Agreement No.24-318,Agreement No.24-319,Agreement No.24-320,Agreement No.24-321,
Agreement No.24-322,Agreement No.24-323
County of Fresno Page 65
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Board Agenda Item 61
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DATE: June 18, 2024
TO: Board of Supervisors
SUBMITTED BY: David Luchini, RN, PHN, Director, Department of Public Health
SUBJECT: Agreements for Dispatch Services at the Fresno County Emergency Medical
Services Communications Center
RECOMMENDED ACTION(S):
1. Approve and authorize the Chairman to execute a revenue Agreement with the City of
Clovis,for dispatch services for the Clovis Fire Department through the Fresno County
Emergency Medical Services Communications Center, effective July 1, 2024, through June
30, 2027 ($1,309,203);
2. Approve and authorize the Chairman to execute an Agreement with K.W.P.H. Enterprises,
d.b.a.American Ambulance, for Clovis Fire Department dispatch services through the
Fresno County Emergency Medical Services Communications Center, effective July 1,2024,
through June 30, 2027 ($1,262,553);
3. Approve and authorize the Chairman to execute a revenue Agreement with Laton
Community Services District for dispatch services for Laton Fire Department through the
Fresno County Emergency Medical Services Communications Center,effective July 1,2024,
through June 30, 2027 ($10,389);
4. Approve and authorize the Chairman to execute an Agreement with K.W.P.H. Enterprises,
d.b.a.American Ambulance,for Laton Fire Department dispatch services through the Fresno
County Emergency Medical Services Communications Center,effective July 1, 2024,
through June 30,2027 ($9,327);
5. Approve and authorize the Chairman to execute a revenue Agreement with North Central
Fire Protection District,for dispatch services through the Fresno County Emergency
Medical Services Communications Center,effective July 1,2024,through June 30,2027
($596,352); and
6. Approve and authorize the Chairman to execute an Agreement with K.W.P.H. Enterprises,
d.b.a.American Ambulance, for dispatch of North Central Fire Protection District through the
Fresno County Emergency Medical Services Communications Center, effective July 1,2024,
through June 30, 2027 ($570,048).
There is no additional Net County Cost associated with the recommended actions. Approval of the
recommended actions will continue the provision of dispatch services for the fire departments in the City of
Clovis, Laton Community Services District, and North Central Fire Protection District(NCFPD). Each
agreement includes a separate agreement with American Ambulance for actual provision of dispatch
services and to pass-through funds received from the fire departments for reimbursement of personnel and
dispatch costs provided by American Ambulance. The County retains a portion to offset County costs, with
no increase in Net County cost. This item pertains to locations in all 5 Supervisor Districts, and includes
services outside County jurisdiction but within the Central California Emergency Medical Services Agency
area of response.
County of Fresno page 1 File Number:24-0311
File Number:24-0311
ALTERNATIVE ACTION(S):
There are no viable alternative actions. Should your Board not approve the recommended actions, City of
Clovis, Laton Community Services District, and NCFPD will need to find another dispatch center for their fire
departments.
FISCAL IMPACT:
There is no increase in Net County Cost associated with the recommended actions. The recommended
agreements are fully funded with pass-through revenue(s)from the agencies. The total revenue and costs
for each recommended agreement are outlined in Attachment A.
The retained revenues will be used to offset County costs, such as personnel and radio equipment. There
are no pending invoices pertaining to these agreements. Sufficient appropriations and estimated revenues
will be included in the Department's Org 5620 FY 2024-25 Recommended Budget and will be included in
subsequent fiscal year budget requests.
DISCUSSION:
The Fresno County EMS Communications Center(Center) is a regional dispatch center responsible for the
management and dispatch of all ambulance requests in Fresno, Kings, and Madera Counties. The Center
began dispatch services for City of Clovis in 2007, Laton Community Services District in 2013, and NCFPD
in 2021.
The prior agreements were passed by your Board on July 9, 2019 for Laton Community Services District
(Agreement Nos. 19-322 and 19-323), and May 11, 2021 for City of Clovis (Agreements Nos. 21-166 and
21-167)and NCFPD (Agreements No. 21-164 and 21-165).
The proposed revenue agreements with Clovis, Laton, and NCFPD allow them to continue contracting with
the County for dispatch services utilizing the Center, which is staffed and operated by American Ambulance
under its exclusive operating agreement with the County of Fresno. The proposed revenue agreement with
the City of Clovis does have some different performance standards set out by the Clovis Fire Department in
providing fire dispatch services. The County and American Ambulance have regularly met these standards
for services.
The proposed service agreements with American Ambulance for dispatch services allows the County to
pass-through funds received by the cities and district to American Ambulance for fire dispatch services; and
continue services as provided for in prior agreements, which are all set to expire on June 30, 2024.
The proposed revenue agreements with City of Clovis, Laton Community Service District, and NCFPD can
be terminated without cause by either party with a ninety-day written notice, and either party may terminate
the contract if the other party commits a material breach by providing a ten-day written notice, unless the
breaching party cures the breach within the ten days.
The proposed American Ambulance service agreements can be terminated without cause by either party
with a sixty-day written notice, and either party may terminate the contract if the other party commits a
material breach by providing a seven-day written notice, unless the breaching party cures the breach within
seven days.
The proposed agreements contain a mutual hold harmless clause and in the event of an act of god, act of
public enemy, or other extraordinary cause not reasonably within control of either party, the proposed
agreements contain a force majeure clause, which excuses the parties' performance under the
agreements.
County of Fresno page 2 File Number.24-0311
File Number:24-0311
REFERENCE MATERIAL:
BAI #38, May 11, 2021
BAI #59, July 9, 2019
ATTACHMENTS INCLUDED AND/OR ON FILE:
On file with Clerk-Agreement with City of Clovis
On file with Clerk-Agreement with American Ambulance (Clovis)
On file with Clerk-Agreement with Laton Community Services District
On file with Clerk-Agreement with American Ambulance (Laton)
On file with Clerk-Agreement with NCFPD
On file with Clerk-Agreement with American Ambulance (NCFPD)
On file with Clerk-Attachment A
CAO ANALYST:
Ronald Alexander
County of Fresno Page 3 File Number:24-0311
Agreement No. 24-322
1 AGREEMENT
2 This Service Agreement ("Agreement") is dated June 18, 2024 and is between
3 the North Central Fire Protection District, a California Fire Protection District ("District"), and the
4 County of Fresno, a political subdivision of the State of California ("County").
5 Recitals
6 A. District desires to establish this Agreement with County, and County has the capability
7 and capacity to provide certain dispatching services for fire suppression calls, which may
8 include dispatching of non-transport first responder services from County's EMS
9 Communications Center.
10 B. It is to the mutual benefit and in the best interest of the parties to have a combined EMS
11 and Fire Dispatching Services for the purpose of providing improved services to the public.
12 C. It is a goal of the Parties to maintain consolidated dispatching services in Fresno County,
13 and the Parties have determined that there is a need to provide EMS dispatching services and
14 District Fire Dispatching Services through a centralized and combined effort by County's EMS
15 Communications Center and District Fire.
16 D. County's EMS Communications Center is staffed and operated by K.W.P.H. Enterprises,
17 doing business as American Ambulance, a California Corporation ("Provider") through that
18 certain Emergency Medical Services and Provider Agreement for Emergency Ambulance
19 Services, dated May 16, 2017 (County Agreement No. 17-218), by and between County and
20 Provider, including all amendments thereto (the "EMS Provider Agreement").
21 The parties therefore agree as follows:
22 Article 1
23 District's Responsibilities
24 1.1 The District shall perform all of the services provided in Exhibit A to this Agreement,
25 titled "District's Responsibilities."
26 1.2 Representation. The District represents that it is qualified, ready, willing, and able to
27 perform all of the services provided in this Agreement.
28
1
1 1.3 Compliance with Laws. The District shall, at its own cost, comply with all applicable
2 federal, state, and local laws and regulations in the performance of its obligations under this
3 Agreement, including but not limited to workers compensation, labor, and confidentiality laws
4 and regulations.
5 Article 2
6 County's Services
7 2.1 The County shall perform all of the services provided in Exhibit B to this Agreement
8 titled "County's Services."
9 2.2 Representation. The County represents that it is qualified, ready, willing, and able to
10 perform all of the services provided in this Agreement.
11 Article 3
12 Compensation, Invoices, and Payments
13 3.1 For County's performance of Fire Dispatching Services herein, District agrees to pay,
14 and the County agrees to receive, compensation for the performance of its services under this
15 Agreement according to Exhibit C to this Agreement, titled "Compensation."
16 3.2 Maximum Compensation. The maximum compensation payable to County under
17 the performance of this Agreement is as follows:
18 For the period of July 1, 2024 through June 30, 2025, the amount of this Agreement
19 shall not exceed One Hundred Ninety-Two Thousand Nine Hundred Thirty-Six and 00/100
20 Dollars ($192,936.00).
21 For the period of July 1, 2025 through June 30, 2026, the amount of this Agreement
22 shall not exceed One Hundred Ninety-Eight Thousand Seven Hundred Twenty-Six and 00/100
23 Dollars ($198,726.00).
24 For the period of July 1, 2026 through June 30, 2027, the amount of this Agreement
25 shall not exceed Two Hundred Four Thousand Six Hundred Eighty-Seven and 00/10 Dollars
26 ($204,687.00).
27 3.3 Invoices. County shall invoice District monthly, addressed to the North Central Fire
28 Protection District, 15850 W. Kearney Blvd, Kerman, CA 93630, Attention: Fire Chief.
2
1 3.4 Payment. Payments by District shall be in arrears, for services provided during the
2 preceding month, within forty-five (45) days after receipt and verification of County's invoices by
3 District Fire. All payments shall be remitted to County at the following address: County of
4 Fresno, Department of Public Health — Emergency Medical Services Division, P.O. Box 11867,
5 Fresno, California, 93775.
6 3.5 Incidental Expenses. The District is solely responsible for all of its costs and
7 expenses that are not specified as payable by the County under this Agreement.
8 Article 4
9 Term of Agreement
10 4.1 Term. This Agreement is effective on July 1, 2024 and terminates on June 30, 2027,
11 except as provided in Article 6, "Termination and Suspension," below.
12 4.2 Data Upon Termination. When this Agreement terminates, County shall promptly
13 provide District with the data generated through the Fire Dispatching Services provided herein in
14 a commonly usable electronic format.
15 Article 5
16 Notices
17 5.1 Contact Information. The persons and their addresses having authority to give and
18 receive notices provided for or permitted under this Agreement include the following:
19
For the County:
20 Director, Department of Public Health
County of Fresno
21 P.O. Box 11867
Fresno, CA 93775
22 CCEMSA(&fresnocountyca.gov
Fax: (559) 600-7691
23
For the District:
24 North Central Fire Protection District
Attn: Fire Chief
25 15850 W. Kearney Blvd
Kerman, CA 93630
26
27 5.2 Change of Contact Information. Either party may change the information in section
28 5.1 by giving notice as provided in section 5.3.
3
1 5.3 Method of Delivery. Each notice between the County and the District provided for or
2 permitted under this Agreement must be in writing, state that it is a notice provided under this
3 Agreement, and be delivered either by personal service, by first-class United States mail, by an
4 overnight commercial courier service, by telephonic facsimile transmission, or by Portable
5 Document Format (PDF) document attached to an email.
6 (A) A notice delivered by personal service is effective upon service to the recipient.
7 (B) A notice delivered by first-class United States mail is effective three County
8 business days after deposit in the United States mail, postage prepaid, addressed to the
9 recipient.
10 (C)A notice delivered by an overnight commercial courier service is effective one
11 County business day after deposit with the overnight commercial courier service,
12 delivery fees prepaid, with delivery instructions given for next day delivery, addressed to
13 the recipient.
14 (D)A notice delivered by telephonic facsimile transmission or by PDF document
15 attached to an email is effective when transmission to the recipient is completed (but, if
16 such transmission is completed outside of County business hours, then such delivery is
17 deemed to be effective at the next beginning of a County business day), provided that
18 the sender maintains a machine record of the completed transmission.
19 5.4 Claims Presentation. For all claims arising from or related to this Agreement,
20 nothing in this Agreement establishes, waives, or modifies any claims presentation
21 requirements or procedures provided by law, including the Government Claims Act (Division 3.6
22 of Title 1 of the Government Code, beginning with section 810).
23 Article 6
24 Termination and Suspension
25 6.1 Termination for Non-Allocation of Funds. The terms of this Agreement are
26 contingent on the approval of funds by the appropriating government agency. If sufficient funds
27 are not allocated, then either party may:
28 (A) Modify the services provided under this Agreement; or
4
1 (B) Terminate this Agreement by the non-appropriating governmental agency giving
2 the other party at least ninety (90)days advance written notice of an intention to
3 terminate.
4 6.2 Termination for Breach.
5 (A) Upon determining that a breach (as defined in paragraph (C) below) has
6 occurred, the County may give written notice of the breach to the District. The written
7 notice may suspend performance under this Agreement, and must provide at least 30
8 days for the District to cure the breach.
9 (B) If the District fails to cure the breach to the County's satisfaction within the time
10 stated in the written notice, the County may terminate this Agreement immediately.
11 (C) For purposes of this section, a breach occurs when, in the determination of the
12 County, the District has:
13 (1) Obtained or used funds illegally or improperly;
14 (2) Failed to comply with any part of this Agreement;
15 (3) Submitted a substantially incorrect or incomplete report to the County; or
16 (4) Improperly performed any of its obligations under this Agreement.
17 6.3 Termination without Cause. Under circumstances other than those set forth above,
18 this Agreement may be terminated by District or County upon giving the other party at least
19 ninety (90) days advance written notice of an intention to terminate.
20 6.4 No Penalty or Further Obligation. Any termination of this Agreement by the County
21 under this Article 6 is without penalty to or further obligation of the County.
22 6.5 County's Rights upon Termination. District shall compensate or provide funding to
23 County for Fire Dispatching Services performed prior to termination of this Agreement. This
24 section survives the termination of this Agreement.
25 Article 7
26 Independent Contractor
27 7.1 Status. In performing under this Agreement, the County, including its officers,
28 agents, employees, and volunteers, is at all times acting and performing as an independent
5
1 contractor, in an independent capaDistrict, and not as an officer, agent, servant, employee, joint
2 venturer, partner, or associate of the District.
3 7.2 Verifying Performance. The District has no right to control, supervise, or direct the
4 manner or method of the County's performance under this Agreement, but the District may
5 verify that the County is performing according to the terms of this Agreement.
6 7.3 Benefits. Because of its status as an independent contractor, the County has no
7 right to employment rights or benefits available to District employees. The County is solely
8 responsible for providing to its own employees all employee benefits required by law. The
9 County shall save the District harmless from all matters relating to the payment of County's
10 employees, including compliance with Social Security withholding and all related regulations.
11 7.4 Services to Others. The parties acknowledge that, during the term of this
12 Agreement, the County may provide services to others unrelated to the District.
13 Article 8
14 Indemnity and Defense
15 8.1 Indemnity by District. The District shall indemnify and hold harmless and defend
16 the County (including its officers, agents, employees, and volunteers) against all claims,
17 demands, injuries, damages, costs, expenses (including attorney fees and costs), fines,
18 penalties, and liabilities of any kind to the County, the District, or any third party that arise from
19 or relate to the performance or failure to perform by the District (or any of its officers, agents,
20 subcontractors, or employees) under this Agreement. The County may conduct or participate in
21 its own defense without affecting the District's obligation to indemnify and hold harmless or
22 defend the County.
23 8.2 Indemnity by County. The County shall indemnify and hold harmless and defend
24 the District (including its officers, agents, employees, and volunteers) against all claims,
25 demands, injuries, damages, costs, expenses (including attorney fees and costs), fines,
26 penalties, and liabilities of any kind to the District, the County, or any third party that arise from
27 or relate to the performance or failure to perform by the County (or any of its officers, agents,
28 subcontractors, employees, or Provider) under this Agreement. The District may conduct or
6
1 participate in its own defense without affecting the County's obligation to indemnify and hold
2 harmless or defend the District.
3 8.3 Concurrent Negligence. In the event of concurrent negligence on the part of County
4 or any of its officers, agents or employees, or Provider, and of District or any of its officers,
5 agents, or employees, the liability for any and all such claims, demands and actions in law or
6 equity for such costs and expenses (including attorneys' fees and costs), damages, and losses
7 shall be apportioned under the State of California's theory of comparative negligence as
8 presently established or as may be modified hereafter.
9 8.4 Survival. This Article 8 survives the termination of this Agreement.
10 Article 9
11 Insurance
12 9.1 The Parties shall comply with all the insurance requirements in Exhibit D to this
13 Agreement.
14 Article 10
15 Inspections, Audits, and Public Records
16 10.1 Inspection of Documents. During the term of this Agreement and for a period of
17 three (3) years after final payment under this Agreement, each party shall at any time during
18 business hours, and as often as the other party may deem necessary, make available to the
19 other party for examination all of the party's records and data with respect to the matters
20 covered by this Agreement. During the same period of time, each party shall also, upon request
21 by the other party, permit the other party to audit and inspect all such records and data
22 necessary to ensure the party's compliance with the terms of this Agreement.
23 10.2 State Audit Requirements. If the compensation under this Agreement exceeds
24 $10,000, the County is subject to the examination and audit of the California State Auditor, as
25 provided in Government Code section 8546.7, for a period of three years after final payment
26 under this Agreement.
27 10.3 Public Records. The County is not limited in any manner with respect to its public
28 disclosure of this Agreement or any record or data that the District may provide to the County.
7
1 The County's public disclosure of this Agreement or any record or data that the District may
2 provide to the County may include but is not limited to the following:
3 (A) The County may voluntarily, or upon request by any member of the public or
4 governmental agency, disclose this Agreement to the public or such governmental
5 agency.
6 (B) The County may voluntarily, or upon request by any member of the public or
7 governmental agency, disclose to the public or such governmental agency any record or
8 data that the District may provide to the County, unless such disclosure is prohibited by
9 court order.
10 (C)This Agreement, and any record or data that the District may provide to the
11 County, is subject to public disclosure under the Ralph M. Brown Act (California
12 Government Code, Title 5, Division 2, Part 1, Chapter 9, beginning with section 54950).
13 (D)This Agreement, and any record or data that the District may provide to the
14 County, is subject to public disclosure as a public record under the California Public
15 Records Act (California Government Code, Title 1, Division 7, Chapter 3.5, beginning
16 with section 6250) ("CPRA").
17 (E) This Agreement, and any record or data that the District may provide to the
18 County, is subject to public disclosure as information concerning the conduct of the
19 people's business of the State of California under California Constitution, Article 1,
20 section 3, subdivision (b).
21 (F) Any marking of confidentiality or restricted access upon or otherwise made with
22 respect to any record or data that the District may provide to the County shall be
23 disregarded and have no effect on the County's right or duty to disclose to the public or
24 governmental agency any such record or data.
25 10.4 Public Records Act Requests. If the County receives a written or oral request
26 under the CPRA to publicly disclose any record that is in the District's possession or control,
27 and which the County has a right, under any provision of this Agreement or applicable law, to
28 possess or control, then the County may demand, in writing, that the District deliver to the
8
1 County, for purposes of public disclosure, the requested records that may be in the possession
2 or control of the District. Within five business days after the County's demand, the District shall
3 (a) deliver to the County all of the requested records that are in the District's possession or
4 control, together with a written statement that the District, after conducting a diligent search, has
5 produced all requested records that are in the District's possession or control, or (b) provide to
6 the County a written statement that the District, after conducting a diligent search, does not
7 possess or control any of the requested records. The District shall cooperate with the County
8 with respect to any County demand for such records. If the District wishes to assert that any
9 specific record or data is exempt from disclosure under the CPRA or other applicable law, it
10 must deliver the record or data to the County and assert the exemption by citation to specific
11 legal authority within the written statement that it provides to the County under this section. The
12 District's assertion of any exemption from disclosure is not binding on the County, but the
13 County will give at least 10 days' advance written notice to the District before disclosing any
14 record subject to the District's assertion of exemption from disclosure. The District shall
15 indemnify the County for any court-ordered award of costs or attorney's fees under the CPRA
16 that results from the District's delay, claim of exemption, failure to produce any such records, or
17 failure to cooperate with the County with respect to any County demand for any such records.
18 10.5 Retention. Each party shall maintain its records in connection with the respective
19 services referred to under this Agreement. Such records must be maintained for a minimum of
20 three (3) years. Records must also be maintained a minimum of three (3) years after the
21 termination of this Agreement. The party generating the records shall maintain ownership of the
22 records upon termination of this Agreement.
23 10.6 This Article 10 shall survive the expiration or termination of this Agreement.
24 Article 11
25 General Terms
26 11.1 Modification. Except as provided in Article 6, "Termination and Suspension," this
27 Agreement may not be modified, and no waiver is effective, except by written agreement signed
28
9
1 by both parties. The District acknowledges that County employees have no authority to modify
2 this Agreement except as expressly provided in this Agreement.
3 11.2 Non-Assignment. Neither party may assign its rights or delegate its obligations
4 under this Agreement without the prior written consent of the other party.
5 11.3 Governing Law. The laws of the State of California govern all matters arising from
6 or related to this Agreement.
7 11.4 Jurisdiction and Venue. This Agreement is signed and performed in Fresno
8 County, California. District consents to California jurisdiction for actions arising from or related to
9 this Agreement, and, subject to the Government Claims Act, all such actions must be brought
10 and maintained in Fresno County.
11 11.5 Construction. The final form of this Agreement is the result of the parties' combined
12 efforts. If anything in this Agreement is found by a court of competent jurisdiction to be
13 ambiguous, that ambiguity shall not be resolved by construing the terms of this Agreement
14 against either party.
15 11.6 Days. Unless otherwise specified, "days" means calendar days.
16 11.7 Headings. The headings and section titles in this Agreement are for convenience
17 only and are not part of this Agreement.
18 11.8 Severability. If anything in this Agreement is found by a court of competent
19 jurisdiction to be unlawful or otherwise unenforceable, the balance of this Agreement remains in
20 effect, and the parties shall make best efforts to replace the unlawful or unenforceable part of
21 this Agreement with lawful and enforceable terms intended to accomplish the parties' original
22 intent.
23 11.9 Nondiscrimination. During the performance of this Agreement, the District shall not
24 unlawfully discriminate against any employee or applicant for employment, or recipient of
25 services, because of race, religious creed, color, national origin, ancestry, physical disability,
26 mental disability, medical condition, genetic information, marital status, sex, gender, gender
27 identity, gender expression, age, sexual orientation, military status or veteran status pursuant to
28 all applicable State of California and federal statutes and regulation.
10
1 11.10 No Waiver. Payment, waiver, or discharge by the County of any liability or obligation
2 of the District under this Agreement on any one or more occasions is not a waiver of
3 performance of any continuing or other obligation of the District and does not prohibit
4 enforcement by the County of any obligation on any other occasion.
5 11.11 Entire Agreement. This Agreement, including its exhibits, is the entire agreement
6 between the District and the County with respect to the subject matter of this Agreement, and it
7 supersedes all previous negotiations, proposals, commitments, writings, advertisements,
8 publications, and understandings of any nature unless those things are expressly included in
9 this Agreement. If there is any inconsistency between the terms of this Agreement without its
10 exhibits and the terms of the exhibits, then the inconsistency will be resolved by giving
11 precedence first to the terms of this Agreement without its exhibits, and then to the terms of the
12 exhibits.
13 11.12 No Third-Party Beneficiaries. This Agreement does not and is not intended to
14 create any rights or obligations for any person or entity except for the parties.
15 11.13 Authorized Signature. The District represents and warrants to the County that:
16 (A) The District is duly authorized and empowered to sign and perform its obligations
17 under this Agreement.
18 (B) The individual signing this Agreement on behalf of the District is duly authorized
19 to do so and his or her signature on this Agreement legally binds the District to the terms
20 of this Agreement.
21 11.14 Electronic Signatures. The parties agree that this Agreement maybe executed by
22 electronic signature as provided in this section.
23 (A) An "electronic signature" means any symbol or process intended by an individual
24 signing this Agreement to represent their signature, including but not limited to (1) a
25 digital signature; (2) a faxed version of an original handwritten signature; or (3) an
26 electronically scanned and transmitted (for example by PDF document) version of an
27 original handwritten signature.
28
11
1 (B) Each electronic signature affixed or attached to this Agreement (1) is deemed
2 equivalent to a valid original handwritten signature of the person signing this Agreement
3 for all purposes, including but not limited to evidentiary proof in any administrative or
4 judicial proceeding, and (2) has the same force and effect as the valid original
5 handwritten signature of that person.
6 (C)The provisions of this section satisfy the requirements of Civil Code section
7 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3,
8 Part 2, Title 2.5, beginning with section 1633.1).
9 (D) Each party using a digital signature represents that it has undertaken and
10 satisfied the requirements of Government Code section 16.5, subdivision (a),
11 paragraphs (1) through (5), and agrees that each other party may rely upon that
12 representation.
13 (E) This Agreement is not conditioned upon the parties conducting the transactions
14 under it by electronic means and either party may sign this Agreement with an original
15 handwritten signature.
16 11.15 Counterparts. This Agreement maybe signed in counterparts, each of which is an
17 original, and all of which together constitute this Agreement.
18 Article 12
19 Miscellaneous Provisions
20 12.1 Provider. The parties hereto acknowledge that Provider, or its replacement, if any
21 during the term of the EMS Provider Agreement, will carry out County's provision of Fire
22 Dispatching Services herein. In the event of any such replacement of Provider, the replacement
23 EMS Provider Agreement will be on substantially the same terms as the EMS Provider
24 Agreement to the extent that it concerns this Agreement, as provided herein.
25 12.2 Force Majeure.
26 A. If either party hereto is rendered unable, wholly or in part, by Force Majeure to
27 carry out its obligations under this Agreement, that party shall give to the other party hereto
28 prompt written notice of the Force Majeure with full particulars relating thereto. Thereupon, the
12
1 obligations of the party giving the notice, so far as they are affected by the Force Majeure, shall
2 be suspended during, but no longer than, the continuance of the Force Majeure, except for a
3 reasonable time thereafter required to resume performance.
4 B. During any period in which either party hereto is excused from performance by
5 reason of the occurrence of an event of Force Majeure, the party so excused shall promptly,
6 diligently, and in good faith take all reasonable action required in order for it to be able to
7 promptly commence or resume performance of its obligations under this Agreement. Without
8 limiting the generality of the foregoing, the party so excused from performance shall, during any
9 such period of Force Majeure, take all reasonable action necessary to terminate any temporary
10 restraining order or preliminary or permanent injunctions to enable it to so commence or resume
11 performance of its obligations under this Agreement.
12 C. The party whose performance is excused due to the occurrence of an event of
13 Force Majeure shall, during such period, keep the other party hereto notified of all such actions
14 required in order for it to be able to commence or resume performance of its obligations under
15 this Agreement.
16 D. "Force Majeure" is defined as an Act of God, act of public
17 enemy, war, and other extraordinary causes not reasonably within the control of either of the
18 parties hereto.
19 [SIGNATURE PAGE FOLLOWS]
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1 The parties are signing this Agreement on the date stated in the introductory clause.
2
NORTH CENTRAL FIRE PROTECTION COUNTY OF FRESNO
3 DISTRICT
4
5
Kenn th Abrahamian, Chairman Nathan Magsig, Chairman of the Board of
6 Supervisors of the County of Fresno
8 Date
Timothy V. Henry, Fire C of
9 Attest:
Bernice E. Seidel
10 Clerk of the Board of Supervisors
Attn: Fire Chi County of Fresno, State of California
11 15850 W. Kearney Blvd
Kerman, CA 93630
12 BY:
Deputy
13
14
For accounting use only:
15
Org No.: 56201693
16 Account No.: 5039
Fund No.: 0001
17 Subclass No.: 10000
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Exhibit A
1 District's Responsibilities
2 District shall perform the following functions:
3 (1) Provide all fire suppression services for all fire suppression calls dispatched
4 by County's EMS Communications Center requiring District Fire apparatuses. During specific
5 District events (i.e., Fourth of July, times of local disaster, or a large-scale emergency), District
6 may assign a Command Officer to serve as a Temporary Dispatch Liaison to direct the
7 assignment of District Fire resources, at which time deviation from routine dispatch procedures
8 outlined herein will be granted.
9 (2) Allow District Radio frequencies to be used by County for the purpose of
10 District Fire Dispatching Services.
11 (3) Consult with County's Representative in developing and adopting District
12 Fire's Policies and Procedures relating to dispatch only. District must provide its District Fire's
13 Policies and Procedures to County's Representative for review and acceptance that such
14 policies and procedures are substantially consistent with the County's EMS Communication
15 Center's Policies and Procedures, and do not create additional workload for staff or impact other
16 programs in the County's EMS Communications Center.
17 (4) Provide continuing education and training to County's EMS
18 Communications Center radio operators and staff regarding the dispatching and management of
19 District Fire resources.
20 (5) Immediately transfer all calls to District for District Fire calls for service to
21 County's EMS Communications Center.
22 (6) Participate in an internal quality improvement program, which includes the
23 participation of County and PROVIDER.
24 (7) Provide operation and maintenance of all radio and computer equipment in
25 District Fire apparatuses and fire stations.
26 (8) Be responsible for all costs associated with maintaining telecommunication
27 lines and equipment between District and EMS Communications Center.
28
A-1
Exhibit B
1 County's Services
2 County shall be responsible for and provide each of the following:
3 (1) Provide to District dispatching services for fire suppression calls requesting
4 or otherwise requiring response by District Fire apparatuses, which may include dispatching of
5 non-transport first responder services, (collectively, the "District Fire Dispatching Services").
6 County shall provide District Fire Dispatching Services in accordance with the terms and subject
7 to the conditions set out in this Agreement and using personnel of required skill, experience and
8 qualifications.
9 (2) Select, configure, install, and maintain all dispatching equipment, hardware,
10 software (including software licenses), and other technologies, except for radio infrastructure
11 purchased by District, which will be utilized for triage and entry of information for District Fire
12 Dispatching Services in County's EMS Communications Center computer-aided dispatch
13 ("CAD") system. All dispatching equipment, hardware, software (including software licenses),
14 and other technologies purchased and/or obtained under this Agreement shall be the sole
15 property of County. The Parties hereby acknowledge that County's provision of District Fire
16 Dispatching Services does not include any County provision of fire suppression services, and
17 that County is providing District Fire Dispatching Services to District on a non-exclusive basis.
18 (3) Provide all District Fire Dispatching Services through County's EMS
19 Communication Center through District Fire's radios and electronic communications in
20 accordance with District Fire's Policies and Procedures related to dispatch only ("District Fire's
21 Policies and Procedures") and as reviewed and accepted by County's EMS Director or designee
22 (the "County's Representative"), as further provided in paragraph (2) of Exhibit A.
23 (4) Provide approved pre-arrival instructions to callers requesting District Fire
24 Dispatch Services.
25 (5) Provide inter-agency coordination regarding requests for fire suppression
26 service, mutual aid and auto aid services, and order specialized fire equipment from District or
27 other agencies (e.g., hazardous materials equipment, or rescue) which may be needed to
28
B-1
Exhibit B
1 manage an incident, and perform other related duties, all in accordance with District Fire's
2 Policies and Procedures.
3 (6) Track all activity of District Fire's apparatuses utilizing the County's EMS
4 Communications Center CAD system.
5 (7) Develop and maintain processes which assist in dispatching signatories to
6 District automatic aid agreements to include those agencies outside the County's EMS
7 Communications Center. Such processes include Automatic Vehicle Location ("AVL"), unit
8 status and some form of CAD to CAD process where call information is automatically shared
9 between agencies regardless of dispatch center location. In the event an automatic aid agency
10 outside County's EMS Communications Center is unable to provide unit AVL and unit status,
11 the Parties agree to meet and confer on how to implement and determine cost sharing to
12 receive this information.
13 (8) Provide notification to chief officers and duty officers as needed for
14 applicable emergency incidents using phone, email, text or other contemporary method of
15 messaging according to District Fire's Policies and Procedures.
16 (9) Provide CAD software which is capable of tracking District's closest fire
17 unit, real-time call data/updates, GIS, radio channel, incident location, and resources.
18 (10) Provide the ability to send response-time data or additional required CAD
19 data to the fire reporting software known as Fire Records Management System ("Fire RMS").
20 The Fire RMS data shall include date and time call received in the secondary Public Safety
21 Answering Point ("PSAP") (i.e., EMS Communications phone pickup), unit alert, unit enroute,
22 unit arrival and unit available, for all units assigned to the call. In addition, it shall send incident
23 location, grid and call nature.
24 (11) Record all telephone and radio transmissions and provide instant playback
25 as needed. County shall retain recordings for a minimum of four (4) years from the date of
26 recording.
27
28
B-2
Exhibit B
1 (12) Provide any and all reports at the request of District; provided, however,
2 County must be given reasonable time to develop custom ad hoc reports or reports that are not
3 already developed.
4 (13) Provide a radio operator to dispatch District Fire's apparatuses twenty-four
5 (24) hours a day, seven (7) days a week, meeting the one hundred and twenty (120) second
6 total Alarm Handling (TAH) as outlined below. All radio operators and call-takers must be
7 certified by the National Academy of Emergency Dispatch at the Emergency Fire Dispatcher
8 level, or substitute training with prior approval of District. County shall provide a radio operator,
9 who is able to dispatch District Fire's apparatuses twenty-four (24) hours a day, seven (7) days
10 a week. Under this Agreement, District shall compensate County for a dedicated radio operator
11 to District's radio channel twelve (12) consecutive hours each day. The intent of the County is to
12 combine dispatch services of District Fire with dispatch services of another fire department that
13 also has a 12-hour dedicated radio operator to create a dedicated 24-hour radio operator that is
14 committed to both departments. In the event that District or the other department no longer
15 desires this arrangement, District will revert to a dedicated 12-hour radio operator, which District
16 shall determine the specific start and end times. The remaining 12 hours will be combined with
17 other departments on a non-dedicated basis.
18 (14) Provide a minimum of one (1) dispatch supervisor who shall be on duty at
19 County's EMS Communications Center twenty-four (24) hours a day, seven (7) days a week
20 and available to District's on-duty fire administration as needed.
21 (15) Maintain an up-to-date manual of District Fire's Policies and Procedures
22 (subject to review by County's Representative, as provided in Paragraph (3) of Exhibit A herein)
23 for all dispatch staff, and provide training and continuing education of dispatch staff as needed.
24 (16) It is the intent of both parties to achieve the recommendations outlined in
25 the National Fire Protection Association ("NFPA") Standard 1221 for the immediate dispatch of
26 a fire apparatus. The Total Alarm Handling (TAH)time will be measured from the time the
27 telephone is answered by the call taker at EMS Communications Center to the time that the first
28 fire apparatus is alerted to the incident either by radio, telephone, station alerting device or any
B-3
Exhibit B
1 other mutually agreed upon method of alerting. The TAH times shall be one hundred and
2 twenty (120) seconds or less in a minimum of ninety percent (90%) of incidents. The TAH time
3 measurement will exclude reassigned responses and other situations beyond the County's EMS
4 Communications Center control. County shall review all cases in which dispatches are over one
5 hundred and twenty (120) seconds, and results will be evaluated for improvement opportunities
6 by the Fire Dispatch Continuous Quality Improvement ("CQI") Committee. The Parties agree to
7 meet and confer to refine the list of situations stated hereinabove where one hundred and
8 twenty (120) second call processing may not be achievable. Modifications may be made to said
9 list of situations upon written mutual agreement between County's EMS Director or designee,
10 and District's Fire Chief or designee.
11 (17) Provide monthly reports on District key performance measures and other
12 areas as agreed upon by the Parties.
13 (18) Provide necessary support staff to respond within ten (10) days of a District
14 request for changes in CAD system, including GIS updates, response criteria, update of street
15 layers, CAD/mobile software updates, protocols and CAD/RMS interface(s).
16 (19) Develop a formal quality improvement process that identifies problems by
17 the field, formalizes a tracking mechanism, provides feedback to the sender, determines
18 solutions, establishes timelines for correction, shares the information with all dispatch personnel
19 and formalizes a CQI review of dispatcher performance.
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23
24
25
26
27
28
B-4
Exhibit C
Compensation
The County will be compensated for performance of its services under this Agreement
as provided in this Exhibit C. The County is not entitled to any compensation except as
expressly provided in this Exhibit C.
County will be compensated according to the following schedule:
Payment Month Payment
Amount
1 Jul 2024 $16,078
2 Aug2024 $16,078
3 Sep 2024 $16,078
4 Oct 2024 $16,078
5 Nov 2024 $16,078
6 Dec 2024 $16,078
7 Jan 2025 $16,078
8 Feb 2025 $16,078
9 Mar 2025 $16,078
10 A r 2025 $16,078
11 May 2025 $16,078
12 Jun 2025 $16,078
13 Ju12025 $16,560.50
14 Aug2025 $16,560.50
15 Sep 2025 $16,560.50
16 Oct 2025 $16,560.50
17 Nov 2025 $16,560.50
18 Dec 2025 $16,560.50
19 Jan 2026 $16,560.50
20 Feb 2026 $16,560.50
21 Mar 2026 $16,560.50
22 A r 2026 $16,560.50
23 May 2026 $16,560.50
24 Jun 2026 $16,560.50
25 Ju12026 $17,057.25
26 Aug2026 $17,057.25
27 Sep 2026 $17,057.25
28 Oct 2026 $17,057.25
29 Nov 2026 $17,057.25
30 Dec 2026 $17,057.25
31 Jan 2027 $17,057.25
32 Feb 2027 $17,057.25
33 Mar 2027 $17,057.25
34 A r 2027 $17,057.25
35 May 2027 $17,057.25
36 Jun 2027 $17,057.25
D-1
Exhibit D
Insurance Requirements
1. Required Policies
Without limiting the indemnification of each party as stated in Article 8 above, it is understood
and agree that District and County shall maintain, at their sole expense, the following insurance
policies or self-insurance programs including, but not limited to, an insurance pooling
arrangement and/or Joint Powers Agreement to fund their respective liabilities through the term
of this Agreement:
(A) Commercial General Liability. Commercial general liability insurance with limits of not
less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of
Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis.
Coverage must include products, completed operations, property damage, bodily injury,
personal injury, and advertising injury. Each party shall obtain an endorsement to this
policy naming the other party, its officers, agents, employees, and volunteers,
individually and collectively, as additional insureds, but only insofar as the operations
under this Agreement are concerned. Such coverage for additional insureds will apply as
primary insurance and any other insurance, or self-insurance, maintained by each party
is excess only and not contributing with insurance provided under the other party's
policy.
(B) Automobile Liability. Automobile liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence for bodily injury and for property damages.
Coverage must include any auto used in connection with this Agreement.
(C)Workers Compensation. Workers compensation insurance as required by the laws of
the State of California with statutory limits.
2. Additional Requirements
(A) Verification of Coverage for District. Within 30 days after the District signs this
Agreement, and at any time during the term of this Agreement as requested by the
County's Risk Manager or the County Administrative Office, the District shall deliver, or
cause its broker or producer to deliver, to the County Risk Manager, at 2220 Tulare
Street, 16th Floor, Fresno, California 93721, or
HRRiskManagement@fresnocountyca.gov, and by mail or email to the person identified
to receive notices under this Agreement, certificates of insurance and endorsements for
all of the coverages required under this Agreement.
(i) Each insurance certificate must state that: (1) the insurance coverage has been
obtained and is in full force; (2)the County, its officers, agents, employees, and
volunteers are not responsible for any premiums on the policy; and (3)the
District has waived its right to recover from the County, its officers, agents,
employees, and volunteers any amounts paid under any insurance policy
required by this Agreement and that waiver does not invalidate the insurance
policy.
(ii) The commercial general liability insurance certificate must also state, and include
an endorsement, that the County of Fresno, its officers, agents, employees, and
D-1
Exhibit D
volunteers, individually and collectively, are additional insureds insofar as the
operations under this Agreement are concerned. The commercial general liability
insurance certificate must also state that the coverage shall apply as primary
insurance and any other insurance, or self-insurance, maintained by the County
shall be excess only and not contributing with insurance provided under the
District's policy.
(iii) The automobile liability insurance certificate must state that the policy covers any
auto used in connection with this Agreement.
(B) Verification of Coverage for County. Within 30 days after the County signs this
Agreement, and at any time during the term of this Agreement as requested by the
District, the County shall deliver, or cause its broker or producer to deliver, to the District,
certificates of insurance and endorsements for all of the coverages required under this
Agreement.
(i) Each insurance certificate must state that: (1) the insurance coverage has been
obtained and is in full force; (2)the District, its officers, agents, employees, and
volunteers are not responsible for any premiums on the policy; and (3)the
County has waived its right to recover from the District, its officers, agents,
employees, and volunteers any amounts paid under any insurance policy
required by this Agreement and that waiver does not invalidate the insurance
policy.
(ii) The commercial general liability insurance certificate must also state, and include
an endorsement, that the North Central Fire Protection District, its officers,
agents, employees, and volunteers, individually and collectively, are additional
insureds insofar as the operations under this Agreement are concerned. The
commercial general liability insurance certificate must also state that the
coverage shall apply as primary insurance and any other insurance, or self-
insurance, maintained by the District shall be excess only and not contributing
with insurance provided under the County's policy.
(iii) The automobile liability insurance certificate must state that the policy covers any
auto used in connection with this Agreement.
(C)Acceptability of Insurers. All insurance policies required under this Agreement must be
issued by admitted insurers licensed to do business in the State of California and
possessing at all times during the term of this Agreement an A.M. Best, Inc. rating of no
less than A: VI I.
(D) Notice of Cancellation or Change. For each insurance policy required under this
Agreement, each party shall provide to the other party, or ensure that the policy requires
the insurer to provide to the other party, written notice of any cancellation or change in
the policy as required in this paragraph, not less than 30 days in advance of cancellation
or change.
(E) County's Entitlement to Greater Coverage. If the District has or obtains insurance with
broader coverage, higher limits, or both, than what is required under this Agreement,
then the County requires and is entitled to the broader coverage, higher limits, or both.
D-2
Exhibit D
To that end, the District shall deliver, or cause its broker or producer to deliver, to the
County's Risk Manager certificates of insurance and endorsements for all of the
coverages that have such broader coverage, higher limits, or both, as required under
this Agreement.
(F) Waiver of Subrogation for District. The District waives any right to recover from the
County, its officers, agents, employees, and volunteers any amounts paid under the
policy of worker's compensation insurance required by this Agreement. The District is
solely responsible to obtain any policy endorsement that may be necessary to
accomplish that waiver, but the District's waiver of subrogation under this paragraph is
effective whether or not the District obtains such an endorsement.
(G)Waiver of Subrogation for County. The County waives any right to recover from the
District, its officers, agents, employees, and volunteers any amounts paid under the
policy of worker's compensation insurance required by this Agreement. The County is
solely responsible to obtain any policy endorsement that may be necessary to
accomplish that waiver, but the County's waiver of subrogation under this paragraph is
effective whether or not the County obtains such an endorsement.
(H) County's Remedy for District's Failure to Maintain. If the District fails to keep in effect
at all times any insurance coverage required under this Agreement, the County may, in
addition to any other remedies it may have, suspend or terminate this Agreement upon
the occurrence of that failure, or purchase such insurance coverage, and charge the cost
of that coverage to the District.
(1) District's Remedy for County's Failure to Maintain. If the County fails to keep in
effect at all times any insurance coverage required under this Agreement, the District
may, in addition to any other remedies it may have, suspend or terminate this
Agreement upon the occurrence of that failure, or purchase such insurance coverage,
and charge the cost of that coverage to the County.
(J) Subcontractors. The District shall require and verify that all subcontractors used by the
County to provide services under this Agreement maintain insurance meeting all
insurance requirements provided in this Agreement.
D-3
Attachment A
City of Clovis - Revenue Agreement American Ambulance— Laton -Agreement
Year One 7/1/2024 - 6/30/2025 : $389,273 Year One 7/1/2024 - 6/30/2025 : $3,018
Year Two 7/1/2025 - 6/30/2026 : $435,986 Year Two 7/1/2025 - 6/30/2026 : $3,108
Year Three 7/1/2026 - 6/30/2027 : $483,944 Year Three 7/1/2026 - 6/30/2027 : $3,201
Term Maximum: $1,309,203 Term Maximum: $9,327
American Ambulance— Clovis - Department retains $1,062
Agreement NCFPD - Revenue Agreement
Year One 7/1/2024 - 6/30/2025 : $374,181 Year One 7/1/2024 - 6/30/2025 : $192,939
Year Two 7/1/2025 - 6/30/2026 : $420,441 Year Two 7/1/2025 - 6/30/2026 : $198,726
Year Three 7/1/2026 - 6/30/2027 : $467,931 Year Three 7/1/2026 - 6/30/2027 : $204,687
Term Maximum: $1,262,553 Term Maximum: $596,352
Department retains $46,650 American Ambulance— NCFPD Agreement
Laton Community Services District -
Revenue Agreement Year One 7/1/2024 - 6/30/2025 : $184,428
Year One 7/1/2024 - 6/30/2025 : $3,360 Year Two 7/1/2025 - 6/30/2026 : $189,960
Year Two 7/1/2025 - 6/30/2026 : $3,462 Year Three 7/1/2026 - 6/30/2027 : $195,660
Year Three 7/1/2026 - 6/30/2027 : $3,567 Term Maximum: $570,048
De artment retains $26,304
Term Maximum: $10,389