AGREEMENT BETWEEN THE LINDA FIRE PROTECTION DISTRICT AND THE
CITY OF MARYSVILLE
FOR FIRE PROTECTION ADMINISTRATIVE SERVICES
This Agreement for Administrative Services ("Agreement") is made and entered into between the City of Marysville, a municipal corporation of the State of California ("City") and the Linda Fire Protection District, a special district of the State of California ("District"). The City and District are hereinafter collectively referred to as the "Parties."
RECITALS
WHEREAS, The City desires to engage the District to perform the services described herein, and District desires to perform such services in accordance with the terms and conditions set forth herein.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, the District and the City agree as follows:
1. TERM
1.1. The term of this Agreement shall commence on November 1, 2022, unless agreed to by the Parties for an earlier date (the “Effective Date") and shall continue in full force and effect until terminated in accordance with Section 7.
2. GENERAL SCOPE OF SERVICES
2.1. The District shall provide administrative services as described in Exhibit A attached hereto and incorporated by this reference herein, for the City including administration of day-to-day office or administrative operations of the City including, but not limited to, managing City Fire staff, managing and processing incoming and outgoing City Fire Department correspondence, approving Fire Department related expenditures, properly authoring and submitting Fire Department related City Council Staff Reports and related material, as well as maintaining appropriate records related to City Council meetings (collectively “Services").
The District shall assign its Fire Chief as the individual primarily responsible to assure that the administrative services provided to the City are accomplished.
2.2. Not included are actions needed to periodically update and implement City Assessments, processing of City staff payroll, and processing/administration of City accounts payable.
2.3. As part of the Services to be performed hereunder, the District Fire Chief or City approved designee shall be responsible for attending all applicable regular, and special City Council and Planning Commission meetings (estimated to be 20 annually).
2.4. The scope of Services shall amount to approximately thirty (30) to sixty (60) hours per month, depending upon the need of the City, as determined in its sole discretion.
2.5. The City shall have the right to request, in writing, changes to the Services. Any such changes mutually agreed upon by the Parties, and any corresponding increase or decrease in compensation shall be incorporated by written amendment to this Agreement.
2.6. The District shall perform all Services in a manner reasonably satisfactory to the City and in a professional manner in conformance with the standards or quality normally observed by a Manager/Fire Chief serving a municipal or local government agency.
2.7. The District shall comply with all applicable federal, state, and local laws, regulations, and ordinances in the performance of the agreement, including but not limited to, the conflict or interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 and 87200 et seq.). No officer or employee of the District shall have any financial interest in this Agreement that would violate California Government Code Sections I 090 et seq.
2.8. All Services provided for in this Agreement and Exhibit A (Scope of Services) shall be performed by the District.
3. COMPENSATION
The City shall pay the District $8,000 per month during the Agreement Term, which is due and payable by the 20th of the following month the Services are rendered. If at any time the City determines that they should have a full-time Battalion Chief domiciled at the City Station location, the City shall request, and the District shall hire a qualified individual through the District’s standard recruitment processes. This individual shall be a non-bargaining unit employee of the District. The contract amount will be adjusted to $12,000 per month commencing with the date the Battalion Chief is placed on duty at the station.
4. FACILITIES AND EQUIPMENT
The City shall furnish physical facilities such as desks, filing cabinets, electronic records and conference space at a City Facility, as may be reasonably necessary for the District Fire Chief’s use while performing the Services for the City. If a full-time Battalion Chief is provided by the District, an office at the City fire station and vehicle shall be provided as may be reasonably necessary for the Battalion Chief’s use while performing the Services for the City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall the City be obligated to furnish any City vehicle or cellular telephones for the District Chief to conduct City business.
5. RELATIONSHIP OF PARTIES
At all times during the term of this Agreement, the District shall be an independent contractor separate and apart from the City. Neither the City, nor any of its officers, employees, or agents shall have control over the conduct of the District, except as set forth in this Agreement. Notwithstanding any other District, state, or federal policy, rule, regulation, law, or ordinance to the contrary, the District and District employees shall not qualify for, or become entitled to, and hereby agrees to waive any and all claims to, any compensation, benefit, or any incident of employment by the City, including, but not limited to, City health benefit programs, workers compensation, eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of the City and/or entitlement to any contribution to be paid by the City for employer contributions and/or employee contributions for PERS benefits. The District Fire Chief shall have expenditure authority and responsibility consistent with those levels of a Director of the City. Otherwise, the District shall have no power to incur any debt, obligation, or liability on behalf of the City or otherwise to act on behalf of the City as an agent. The District and its staff shall not represent that it is in any manner an employee of the City beyond what is stated in this agreement.
6. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: (i) the day of delivery if delivered by hand, facsimile, or overnight courier service during the District's regular business hours; or (ii) on the third business day following deposit in the United States mail if delivered by mail, postage prepaid, to the addresses listed below (or to such other addresses as the parties may, from time to time, designate in writing).
If to City:
Jim Schaad, City Manager
City of Marysville
526 C Street
Marysville, California 95901
Email: [email protected]
Tel: 530.749.3901
Fax: 530.749.3992
If to District:
Kyle Heggstrom, Fire Chief
Linda Fire Protection District
1286 Scales Ave, Marysville, CA 95901
Email: [email protected]
Tel: 530.743.1553
Fax: 530.741.4172
The Parties hereby agree to notify each other in writing of any change in the contact person(s), mailing addresses, email addresses, and/or facsimile numbers.
7. TERMINATION
The City shall have the right to terminate this Agreement for any reason with thirty (90) calendar days written notice to the District, with or without cause. The District shall have the right to terminate this Agreement for any reason with thirty (90) calendar days written notice to the City. In the event of such termination, the District shall invoice, and the City shall pay outstanding fee for services completed. The City Shall submit payment by the 20th of the following month the outstanding fee for services completed. All City data, documents, objects, materials, or other tangible things shall be returned to the City within ten (10) business days of the termination or expiration of this Agreement.
8. INDEMNIFICATION
8.1. City shall indemnify, defend, and hold harmless the District, its elected and appointed officials, officers, employees, agents, contractors, and attorneys from and against liability, claims, demands, losses, damages, fines, charges, penalties, administrative and judicial proceedings and orders, judgments, and the costs and expenses incurred in connection therewith, including reasonable attorneys' fees and costs of defense to the proportional extent directly or proximately resulting from the City's negligent actions or day-to-day operations, or negligent activities undertaken pursuant to this Agreement, except to the extent arising from, or caused by, the negligence or willful misconduct of the District, it’s elected and appointed officials, officers, employees, agents, or contractors.
8.2. The District shall promptly notify the City of any claim, action, or proceeding covered by this Section. The City will in no event be liable for punitive damages.
8.3. District shall indemnify, defend, and hold harmless the City, its elected and appointed officials, officers, employees, agents, contractors, and attorneys from and against liability, claims, demands, losses, damages, fines, charges, penalties, administrative and judicial proceedings and orders, judgments, and the costs and expenses incurred in connection therewith, including reasonable attorneys' fees and costs of defense to the proportional extent directly or proximately resulting from District's negligent actions or day-to-day operations, or negligent activities undertaken pursuant to this Agreement, except to the extent arising from, or caused by, the negligence or willful misconduct of the City, it’s elected and appointed officials, officers, employees, agents, or contractors.
8.4. The City shall promptly notify The District of any claim, action, or proceeding covered by this Section. The District will in no event be liable for punitive damages.
9. GENERAL PROVISIONS
9.1. The District shall not delegate, transfer, sub-contract, or assign its duties or rights hereunder, either in whole or in part, and any attempt to do so shall be void and of no effect. The City shall not be obligated or liable under this Agreement to any party other than the District.
9.2. The captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and shall have no significance in the interpretation of this Agreement.
9.3. The waiver by the City or the District of any breach of any term, covenant, or condition herein contained shall not be deemed to be a waiver of such term, covenant, or condition, or of any subsequent breach of the same, or any other term, covenant, or condition herein contained.
No term, covenant, or condition of this Agreement shall be deemed to have been waived by the City or the District unless in writing.
9.4. Each right, power and remedy provided for herein, or now, or hereafter existing at law, in equity, by statute, or otherwise, shall be cumulative and shall be in addition to every other right, power, or remedy provided for herein, or now, or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance of the exercise by any party of any one or more of such rights, powers, or remedies shall not preclude the simultaneous or later exercise by such party of any or all of such other rights, powers or remedies.
9.5. If any action at law, or suit in equity, is brought to enforce or interpret the provisions of this Agreement or arising out of or relating to the Services provided by the District under this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and all related costs, including costs of expert witnesses and consultants, as well as costs on appeal, in addition to any other relief to which it may be entitled. The venue for any litigation shall be in the Superior Court of Yuba County, California or in the United States District Court for the Eastern District of California.
9.6. If any term or provision of this Agreement, or the application thereof, to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to, the extent necessary to cure such invalidity or unenforceability, and in its amended form shall be enforceable. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid, and be enforced, to the fullest extent permitted by law.
9.7. This Agreement shall be governed and construed in accordance with the laws of the State of California without regard to principles of conflicts of laws.
9.8. This instrument contains the entire Agreement between the City and the District with respect to the transactions contemplated herein. No other prior oral or written agreement(s) are binding upon the Parties. Amendments hereto, or deviations here from, shall be effective and binding only if made in writing and executed by the City and the District.
9.9. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument.
DESCRIPTION OF SERVICES
This description of services is intended to be a broad scope and responsibility for administrative services to be delivered to the City by the District. In no manner is it meant to be comprehensive, limited, or all-inclusive regarding the roles and responsibilities that will be administered during the duration of this Agreement.
The District will furnish the following services to the City:
1. FIRE ADMINISTRATIVE SERVICES
1.1. Budget
1.1.1. Agreement includes the costs of participating in the City’s budgeting process, estimating revenues and managing expenses for the City’s Fire department.
1.1.2. Labor Management and Memorandum of Understanding
1.1.2.1. The City will retain responsibility for negotiating with City bargaining units.
Agreement includes the time and meetings of necessary negotiations with employee bargaining units consistent with those levels of a Director of the City.
1.1.2.2. Agreement does not include any services that the District may be required to respond to, prepare for, or participate in, any labor arbitration, or labor-related dispute that may be brought in any State of California or Federal tribunal, including by way of illustration, and not limitation, any proceeding before the California Employment Development Department (EDD), California Public Employees Retirement System (CalPERS), National Labor Relations Board (NLRB), California Labor Board, or California Public Employment Relations Board (PERB).
1.1.2.3. Any legal fees and costs that may be incurred on behalf of the District pursuant to section 1.1.2 shall be solely the responsibility of the City. Any legal representation related to City business shall be performed solely through the City Attorney or consultants authorized by the City Attorney.
1.1.2.4. Before the District incurs any legal fees pursuant to this paragraph, it shall provide written notice in advance to the City and determination should be made as to why the City Attorney or its consultants could not provide such services.
1.2. Personnel Management
1.2.1. The District’s appointed Fire Chief will generally fulfill the duties listed in the City of Marysville job description (Attachment A).
1.2.2. Agreement includes oversight and managing personnel issues, scheduling, and coordinating of new hires and promotions, as well as working with applicable City Staff and employee associations/unions on policy changes needed for a smooth transition.
1.2.3. Agreement includes administrative services reasonable and necessary to process employee discipline matters appealed through the City Manager/Council level.
1.2.4. Agreement does not include services that the District may be required to respond to, prepare for, or participate in any dispute involving employee discipline that may be filed in a court of law or otherwise appealed to any tribunal beyond the City Council level.
1.2.5. Any legal fees and costs that may be incurred on behalf of the District pursuant to section 1.2 shall be solely the responsibility of the City. Any legal representation related to City business shall be performed solely through the City Attorney or consultants authorized by the City Attorney.
1.2.6. The City will retain functions of payroll processing, and accounts payable/receivable.
The District Fire Chief shall have expenditure authority and responsibility consistent with those levels of a Director of the City.
1.2.7. The City will retain and fund an administrative assistant to perform general administrative duties for the Marysville Fire department. Administratively, the position will report directly to the District Fire Chief or designee.
1.3. Allied Agency Interaction
1.3.1. Agreement includes coordination with the City staff and the D10/Hallwood Fire Protection District to ensure the provisions in the agreement between these entities are carried out (Attachment B). Signing authority related to the D10/Hallwood agreement will remain with the City Manager unless delegated to the District Chief in writing.
1.3.2. Agreement includes the District’s Chief collaborating with the City Manager on budget management, strategic planning, and cooperation with surrounding public safety agencies to improve levels of service.
2. OPERATIONAL SERVICES
2.1. Incident Management
2.1.1. The Agreement includes the management of all Fire Department-related City incidents within the City and the D10/Hallwood Fire Protection District, as well as working with Cal Fire on State responsibility incidents.
2.1.2. The District Chief (or designated Battalion Chief) will have responsibility and authority for deployment of City fire personnel and equipment to support State responsibility incidents (e.g.: strike team deployments). The District Chief will notify the City Manager of such deployments as soon as practicable. The District will coordinate with City staff to recover incurred expenses per State policy.
2.1.3. It is understood that from time-to-time the District Fire Chief may need to participate directly in State responsibility incidents to provide incident command roles/services.
2.2. Daily Operations
2.2.1. Agreement includes coordination of activities in major incidents with the City and D10/Hallwood Fire District. The District Chief (or designated District Battalion Chief) shall be the point of contact with the D10 Hallwood District for day-to day operations.
2.2.2. The Agreement includes the cost of an on-duty Duty Officer to coordinate day-to-day operations, manage personnel schedules and approve leaves/absences, provide emergency incident management, and monitor training needs.
2.3. Staffing Management
2.3.1. The agreement includes management of day-to-day staffing to keep the Marysville Fire Station open and operational 24 hours per day, 7 days per week.
2.3.2. If at any time the City determines that they should have a full-time Battalion Chief domiciled at the City Station location, the District shall recruit and hire a qualified individual through their standard recruitment processes.
2.3.3. Current City administrative code, policies and procedures shall be utilized to manage all City employees. The District’s Chief shall make recommendations for revisions of department policies and procedures for approval by the City Manager.
2.3.4. The District’s Chief shall complete evaluations for City employees and propose associated step increases for approval per the City’s standard policies and procedures consistent with those levels of a Director of the City.
2.4. Promotional Examination Process
2.4.1. The City will administer all in house promotional testing of City bargaining unit personnel. The appointed District Fire Chief will assume the roles and responsibilities of the City Fire Chief for the purposes of promotional testing and selection decisions.
2.5. Dispatch and Communication Services
2.5.1. The Agreement includes oversight for changes in dispatch search orders, response plans, response zones, and incident types.
2.5.2. The City will retain responsibility for dispatch services.
2.5.3. The District Fire Chief and City Police Chief will work cooperatively to manage and improve internal Fire Department related dispatch services.
2.5.4. City and District staff will jointly evaluate the feasibility and cost-effectiveness of migrating fire dispatch services to a common system and make recommendations to the City Council.
3. FIRE PREVENTION SERVICES
3.1. Fire Investigations
3.1.1. The Agreement includes the oversight of City fire prevention programs including Investigation and Public Education Programs.
3.1.2. The City will continue to provide a full-time, sworn staff member to perform fire prevention services, including fire investigations, fire code enforcement, and public education. Administratively, the position will report directly to the District Fire Chief or designee.
3.1.3. The District Chief will coordinate with the City’s Directors as applicable to support fire-related code enforcement activities.
3.1.4. The District may opt to utilize City services for including fire investigations, fire code enforcement, and public education via a written addendum to this agreement or via a separate service agreement or the City and District will collaborate to develop a joint task force to maintain and enhance fire investigation and prevention services.
4. SUPPORT SERVICES
4.1. Facilities Maintenance and Capital Improvement
4.1.1. The Agreement includes District Chief coordination with the City Manager and City Directors to forecast funding opportunities, estimate costs, and make recommendations, submit applications and provide information for ongoing reporting related to grants to repair/maintain/upgrade City fire facilities.
4.1.2. The City will continue to retain responsibility for facility maintenance, repair, upgrades and capital investment.
4.2. Apparatus Equipment Maintenance and Replacement Programs
4.2.1. The Agreement includes District Chief coordination with the City Manager and City Directors to forecast funding opportunities, estimate costs, and make recommendations, submit applications and provide information for ongoing reporting related to grants to repair/maintain/upgrade City apparatus and equipment.
4.2.2. The City will continue to retain responsibility for apparatus and equipment maintenance, repair, upgrades and capital investment. The District Chief will have administrative authority and provide direction to the City’s fire mechanic, consistent with that of a Director of the City. Note that the City’s fire mechanic maintains and repairs City Public Works and General Administrative vehicles.
4.2.3. The District may opt to utilize City services for the maintenance of district apparatus and equipment via a written addendum to this agreement or via a separate service agreement.
4.3. Plan Review, Inspections, Variances, and Development Meetings
4.3.1. The Agreement includes the oversight of plan review, inspections, land use concerns/criteria, Development Review Committee (DRC) meetings, and recommendations for fire-related fee structures.