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HomeMy WebLinkAboutCity of San Marcos; 2020-06-25;DocuSign Envelope ID: 483FA151-EBB2-4315-9192-FB6A914E844A AGREEMENT FOR HOURLY USE OF EMERGENCY SERVICES TRAINING FACILITY BETWEEN THE CITY OF SAN MARCOS, AND THE CITY OF CARLSBAD (NON-SUBSCRIPTION RENTAL) THIS AGREEMENT FOR USE OF REGIONAL EMERGENCY SERVICES TRAINING FACILITY ("Facility") is made as of the 25th day of June 2020, by and between the CITY OF SAN MARCOS, a municipal corporation, ("City"), and CITY OF CARLSBAD ("Agency"). RECITALS A. Within San Diego County there exists a need for improved emergency services training to ensure effective and efficient fire, emergency rescue and law enforcement services; B. On April 12, 2001, the San Marcos City Council officially dedicated the new Regional Emergency Services Training Center and directed that the Facility be made available to other fire, law enforcement and rescue agencies; C. City and Agency desire to increase regional cooperation and recognize the long term cost benefits associated with shared use of a common training facility. The parties further recognize the environmental benefits of a state-of-the-art facility combining use of well water with a Storm water Management-compliant water catchment/recirculation system. D. City and Agency recognize the need for continuing collaboration on regional training issues and desire that this agreement establish a mutually beneficial framework to achieve that goal. NOW, THEREFORE, in consideration of the foregoing recitals, the parties agree as follows: PURPOSE OF AGREEMENT The purpose of this agreement shall be to establish, to the maximum extent feasible, the rental terms and conditions for use of the Facility, and administrative and operational roles of the parties. TERM OF AGREEMENT This Agreement shall be effective on the date first written above and shall expire one (1) year thereafter ("Term"). RENEWAL OF AGREEMENT Agency shall endeavor to notify City at least sixty (60) days prior to the scheduled termination of this Agreement of its desire to renew the Agreement. City shall provide Agency a new Agreement ·outlining new terms and conditions, if any, at least thirty (30) days prior to the terminatic:m date. HOURLY FEE As consideration for its use of the Facility hereunder, Agency shall pay City an Hourly Fee for those components of the Facility as outlined on the Facility Rate Schedule. 1 08/13 DocuSign Envelope ID: 483FA151-EBB2-4315-9192-FB6A914E844A TIME AND PLACE OF PAYMENT City shall invoice Agency for its Hourly Fee upon Agency scheduling such hours. Agency shall remit payment in full to the attention of City's Fire Department, 1 Civic Center Drive, San Marcos, CA 92069, within forty-five ( 45) days of receipt of such invoice. A late charge equivalent to 5% of the unpaid balance shall be assessed on all accounts ten ( 10) or more days past due. HOURLY USE RIGHTS Agency's hourly use shall entitle it to use one or all of the following Facility components and systems based on the hourly rate for each such component indicated on the attached Rate Schedule. • Environmental (Bum) Room • Tower & Drill Ground (includes standpipe & sprinkler systems) • Artificial Smoke • Ventilation Prop • Drafting/Pump Test Pit • Safety Officer/Technician • Classrooms The presence of a City Fire Department Safety Technician ("City's Safety Technician") shall be required at all exercises involving use of the bum room, artificial smoke and/or ventilation prop, and technical rescue features, and is charged at the rate indicated on the Rate Schedule. City shall stock the following equipment for Agency's use at the Facility: (1) assortment of hard suction hoses for drafting/pump test pit exercises; (2) rescue dummy; and (3) Kaiser Force Machine. Agency shall provide all other portable equipment and supplies necessary to its exercise(s). Expendable materials for the ventilation prop and approved combustible materials (e.g., pallets) for the burn room are not included in the Hourly Fee but may be purchased from inventory at the Facility or used and replaced on a 1 for 1, like-kind basis. SAFETY TRAINING & MONITORING City shall provide Agency and its employees a free orientation and written guidelines on the safe use and operation of the Facility. Thereafter, it shall be the Agency's responsibility to use the facility in a safe manner as prescribed in the Tower Operations Manual attached as Exhibit "A" hereto. The presence of a City Safety Technician shall be required at all exercises involving use of the burn room, artificial smoke, ventilation prop and technical rescue features. The Safety Technician shall have the authority to stop or require modifications to any exercise, which, in his/her opinion may result in injury to participants, or damage to the Facility. Agency shall appoint a safety officer to coordinate with City's Safety Technician and to perform safety monitoring functions at all exercises where the Technician is not present USE OF FACILITY CLASSROOMS Agency may elect to rent classrooms on an hourly basis, on the terms and conditions stated on the Rate Schedule attached as Exhibit "B" hereto. If requested, City will endeavor to schedule Agency's use of classrooms concurrently with its use of the tower and/or other facility components, but makes no representations concerning its ability to do so. 2 08/13 DocuSign Envelope ID: 483FA151-EBB2-4315-9192-FB6A914E844A SCHEDULING OF FACILITY Agency may schedule use of the Facility on an "as available", "first come first served" basis by contacting City's Fire Administration staff. In the event Agency is unable to use its allotted time(s), it shall, as soon as practical, notify City Fire Administration. Agency will be invoiced for hours scheduled not actual hours used. NOTICE OF DAMAGE Agency shall notify City of any damage arising from its use of the Facility within twenty-four (24) hours of the occurrence of such damage. ACCIDENT /DAMAGE INVESTIGATION The parties agree to fully and promptly cooperate in the investigation of injury and non-injury accidents and Facility and/or equipment damage arising from Agency's use of the Facility. City Fire Administration will coordinate such investigations for the purpose of determining cause, responsibility and any physical or operational modifications or improvements deemed necessary to improve Facility safety. FACILITY CLEANUP. Agency shall be responsible for general clean up of the Facility following its use of same. For purposes of this Agreement, "cleanup" shall generally consist of depositing burned debris from the environmental room in the on-site dumpster, removal of used roofing materials from the roof prop area, securing of all windows and doors, and return of all equipment and training props to the storage room. Agency's cleanup obligations are more fully described in the Tower Operations Manual. PENALTY FOR NON CLEAN UP Agency shall pay a clean up fee of $150 per occurrence if it fails to clean the Facility and store equipment pursuant to the requirements of the Tower Operations Manual. Said penalty shall be due and payable in the same manner as the Subscription Fee. MAINTENANCE OF FACILITY City shall be responsible for maintenance of the Facility and shall make all repairs and take such other actions as may be required to maintain the Facility in a safe and sanitary condition in compliance with applicable laws. UTILITIES City shall pay all utility costs associated with operation of the Facility. IMPROVEMENTS/ ALTERA TIO NS Agency shall not make, nor shall it permit its employees to make, any improvement, modification, alteration or addition to the Facility without the prior written consent of City. ALCOHOL AND DRUG USE 3 08/13 DocuSign Envelope ID: 483FA151-EBB2-4315-9192-FB6A914E844A No Agency employee on City property shall be in any way impaired due to the influence of alcohol, illegal drugs or other controlled substances; neither shall they possess an open container of alcohol, consume alcohol, or possess or consume an illegal drug or controlled substance, or offer or provide alcohol, illegal drugs or controlled substances to another person while on City Property. Medically prescribed medications shall constitute the only exception to this section. Agency shall be responsible for informing all of its employees of the objective of a safe, healthy and productive training environment and the prohibition against drug or alcohol use or impairment from same while on City property. Agency shall remove any employees found in violation of this section of the Agreement. INDEMNITY. HOLD HARMLESS Agency shall defend, indemnify and hold harmless the City and San Marcos Fire Protection District ("District") and their officers, agents and employees against all claims for injury and/or damages, to persons or property, arising out of the conduct of the Agency or its employees, agents or others in connection with its use and occupation of the Facility under this Agreement, except only for those claims arising from the sole negligence or willful misconduct of the City, District, or their officers, agents, or employees. Agency's indemnification shall include any and all costs, expenses, attorneys fees and liability incurred by the City, District, or their officers, agents, or employees in defending against such claims, whether the same proceed to judgment or not. Agency at its own expense shall, upon written request by the City or District, defend any such suit or action brought against the City, District or their officers, agents, or employees. Should a conflict arise, Agency shall bear the cost of separate counsel for the City and/or District. City shall defend, indemnify, and hold harmless the Agency and employees from and against all claims damages, losses, and expenses, including attorney's fees, arising out of or resulting from the performance by City of the services specified in this agreement that are caused by the sole negligence or willful misconduct of City, its employees or agents. GENERAL LIABILITY INSURANCE Agency sh'.~ll be self-insured, or shall obtain and maintain throughout the Term, adequate insurance from a carrier acceptable to the City insuring against loss from any personal liability, personal injury, bodily injury or property damage arising from any operation or activity of Agency, its agents or employees as provided for in this Agreement. Minimum coverage shall be $1,000,000 Combined Single Limit Liability. Said policy shall include comprehensive, premises-operations/completed operations (10 years), and broad form property damage, bodily injury and personal injury coverage. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits, there shall be no cross-liability exclusion, there shall be no land subsidence exclusion, and there shall be no prohibition against payment of a SIR or deductible in the event of the named insured's failure to do so. WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY INSURANCE Agency shall obtain and maintain in effect throughout the Term, Workers' Compensation and Employer's Liability Insurance providing full statutory coverage. The Workers' Compensation Policy shall provide for a waiver of subrogation rights against the City and San Marcos Fire Protection District for any injuries to Agency's employees. 4 08/13 DocuSign Envelope ID: 483FA151-EBB2-4315-9192-FB6A914E844A MISCELLANEOUS INSURANCE PROVISIONS A copy of all policies of insurance shall be filed with City, and Agency shall deposit Certificates of Insurance and endorsements thereon which name The City of San Marcos and San Marcos Fire Protection District as additional insureds for Agency's activities and operations at the Facility. Said policies shall specify that the policy may not be terminated, altered or canceled without thirty (30) days prior written notice to City by the insurer. Throughout the term of this Agreement, Agency shall immediately notify the City in writing of any and all claims, accidents, and/or incidents, which might give rise to litigation arising out of Agency's performance pursuant to this Agreement. Failure of Agency to obtain and maintain in force the required coverage, or to inform the City of changes in required coverage or status of coverage held, shall be a breach of contract and Agency shall indemnify and defend the City for any and all damages suffered or incurred as a result of such breach, including attorney's fees and costs. The requirements as to the types and limits of insurance coverage to be maintained by Agency as required by this provision, and any approval of such insurance by City, are not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by Agency pursuant to this Agreement including, but not limited to, the hold harmless provision. AGREEMENT MODIFICATION This Agreement shall not be modified orally or in any manner other than by agreement in writing signed by the parties hereto. RELATIONSHIP OF PARTIES This is an agreement by and between two independent parties and is not intended to, and shall not be construed, to create the relationship qf agent, servant, employee, partnership, joint venture, or association. RESERVATION OF RIGHTS City shall not unreasonably interfere with Agency's use of the Emergency Services Training Facility while Agency is in possession of the Facility. This is provided, however, that City specifically retains the following rights: Right to Enter: City reserves the right to enter the Emergency Services Training Facility at any time with no notice beforehand, for the purpose of performing maintenance, inspections, repairs or improvements, or to intervene, if and as necessary, to assist Agency in the proper use of the Facility. Right to Stop: City may, at any time, stop Agency from the performance of any act or procedures deemed unsafe or damaging by the City's Safety Technician. Unsafe and/or damaging behavior shall include, but not be limited to, procedures or practices outside the scope of normal fire service standards, or which might reasonably be expected to result in bodily inj~ry or damage to the Facility. Right to Use or Let Remainder of Facility: City shall have the right to use or to let those Facility components not scheduled for use by Agency during its reserved training period(s) to other emergency service agencies. In such event, City shall make every effort to ensure that the activities of others do not impede or interfere with Agency's training objectives. · 5 08/13 DocuSign Envelope ID: 483FA151-EBB2-4315-9192-FB6A914E844A ' . NOTICES All notices, demands, requests, consents, or other communications which this Agreement contemplates or authorizes, or requires or permits either party to give to the other, shall be in writing and shall be delivered or mailed to the respective party as follows: City of San Marcos: San Marcos Fire Department Fire Chief 1 Civic Center Drive San Marcos, CA 92069 Agency: City of Carlsbad Fire Department 2560 Orion Way Carlsbad, CA 92010 Notices shall be deemed received upon personal service or seventy-two hours after placement in the United States Mail, First Class, and Return Receipt Requested. ENTIRE AGREEMENT This Agreement comprises the entire understanding between City and Agency concerning the use and occupation of the Facility and supersedes all prior negotiations, representations, or agreements. Each party has relied on its own examination of the Facility, advice from its own attorneys, and the warranties, representations, and covenants of the Agreement itself. INTERPRETATION OF AGREEMENT The interpretation, validity and enforcement of the Agreement shall be governed by and construed under the laws of the State of California. The Agreement does not limit any other rights or remedies available to City. SEVERABILITY Should any provision hereof be found or deemed to be invalid by a court with appropriate jurisdiction, the Agreement shall be construed as not contail).ing such provision, and all other provisions, which are otherwise lawful, shall remain in full force and effect, and to this end the provisions of this Agreement are severable. · COMPLIANCE WITH LAW Agency shall be responsible for complying with all local, State, and federal laws whether or not said laws are expressly stated or referred to herein. 6 08/13 DocuSign Envelope ID: 483FA151-EBB2-4315-9192-FB6A914E844A AUTHORIZED SIGNATURE The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity and authority to enter into and to execute this Agreement on behalf of their respective legal entities and to bind such entities to the terms hereof. COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall for all purposes be deemed to be an original. IN WITNESS WHEREOF the parties hereto do hereby agree to the full performance of the covenants herein contained and have caused this Agreement to be executed by setting hereunto their signatures as of the date first set forth above. FOR THE CITY OF SAN MARCOS: DocuSigned by: M)(., .J:1 . . By: ~ J c Gri , iyFJfilRifg=e-t __ _ Attest: DocuSigned by: By: .......,...:=-,-----,.,.,.....-,-,,.,...-__,.,,-s....,.o .. _. __ _ Phillip Scollick, City Clerk APPROVED AS TO FORM Celia A. Brewer, ~'."b.~~ey _. c;...~1---•--,P,:--Br. . City of Carlsbad, CA 7 08/13