South Pasadena
Contract No. 2019-10-003
COOPERATIVE AGREEMENT BETWEEN THE CITIES OF SOUTH PASADENA
AND SAN MARINO FOR SHARING OF FIRE DEPARTMENT COMMAND STAFF (DIVISION CHIEF)
THIS AGREEMENT is made and entered into this July 20, 2017 ("Effective Date"), by and between the CITY OF SAN MARINO, a municipal corporation, hereinafter referred to as "San Marino," and the CITY OF SOUTH PASADENA, a municipal corporation, hereinafter referred to as "South Pasadena." San Marino and South Pasadena may be referred to in this Agreement individually as a "City" or "Party" and jointly as "Cities" or "Parties".
RECITALS:
WHEREAS, the Cities each maintain their own all-risk municipal fire departments; and WHEREAS, the Cities now wish to share their fire department command resources to enhance service capabilities, promote efficiency, and preserve seamless response among the two Cities.
NOW, THEREFORE, San Marino and South Pasadena agree as follows:
A. Terms
I. Term and Termination: The term of this Agreement shall commence on the Effective Date set forth above and continue until terminated by the Parties. Any Party may terminate this Agreement without cause by providing not less than six ( 6) months prior written notice of its intent to terminate. This Agreement may be terminated at any time upon agreement of all Parties.
2. Periodic Evaluation: In every third year following the effective date of this Agreement, the City Managers of the respective Cities shall prepare a written evaluation concerning the operation of this Agreement, which may include any recommendations that the Parties would make to improve operations. Said report shall be provided to the City Council of each City for consideration by July I st of every third year. A City may update its own City Council more frequently if it so desires.
B. Shared Command Position
I. The Parties agree to share the following fire department command position ("Shared Command Position") subject to the implementation timeline, terms, and conditions contained in this Agreement:
Position Total No. of Shared Positions
Division Chief I
The Parties desire to accomplish the implementation of the Shared Command Position without any layoffs, demotions, or loss of pay to the affected employees of the two fire departments.
2. Currently, there is a total of one (I) Shared Command Position among the two Cities ("Shared Division Chief'). Upon the Effective Date of this Agreement, the management, administrative, and command duties of both fire departments will be distributed amongst all the Division Chief Positions so that a highly efficient and effective team will be created. During the term of the agreement, each city agrees to employ a minimum of one Division Chief Position ("Dedicated Division Chief(s)") and a position serving in the role of Fire Chief. The third Division Chief will be identified as the Shared Division Chief. The Dedicated Division Chief and Shared Division Chief positions will be responsible for providing leadership and hands-on management of daily operations of the emergency response resources, on-scene fire suppression and incident command.
Additional examples of duties include:
• Responsible for 24-hour emergency response, directing the activities of fire personnel and equipment to achieve the most effective fire suppression; • Assumes responsibility for the efficient performance of companies, cleanliness of quarters, and for the operation of all fire apparatus and equipment; • Attends and conducts meetings as required;
• Receives and responds to inquiries and requests for information, providing assistance and taking appropriate action to resolve problems.
3. The Fire Chief of each City, in consultation with the City Managers of both Cities, will have sole discretion in the assignment and responsibilities within the Shared Command Position of the two fire departments. The assignments and responsibilities of the Shared Division Chief could include, but not be limited to:
• Management and delivery of training for both Cities;
• Scheduling of EMS Continuous Education;
• Management of CICCS documentation;
• Provide oversight for promotional exams;
• Representation at Verdugo Task Force and Area C Disaster Management meetings.
2 4. Nothing in this Agreement shall alter the employment status of the employee serving as the Shared Division Chief, in that employees of San Marino and South Pasadena shall remain solely employed by their respective Cities, and shall not be deemed employees of any other City.
5. If the Dedicated Division Chiefs position of a City becomes vacant, the Shared Division Chief, if from that City, would then be reassigned to the vacant Dedicated Division Chief position for their represented City. Filling of the Shared Command Position will be accomplished by a competitive testing process that will be open to qualified employees from both Cities, subject to provision 6. In every case when there are two Division Chiefs in the Command Staff, one Dedicated Division Chief, and one Shared Division Chief from the same City, and there is a vacancy in the other City's dedicated position, then that will be filled with that represented City's personnel.
6. In the event there are no qualified candidates from either city, an open compet1t1ve testing process will be conducted. If an individual is selected and hired from the open testing process, they will become an employee of the city from which the vacancy was created. If this process is repeated and a replacement for the shared position is selected from another open testing process, the employment relationship of that individual would be switched and the individual would become an employee of the other city. Final selection for the position will be made by the Fire Chiefs of both Cities, with consultation by both City Managers. If at any time the position becomes vacant due to separation of employment during the term of this Agreement, The same process of filling the position will apply.
7. In the event the Shared Division Chief is placed off duty for an extended amount of time, the two Fire Chiefs, in consultation with the City Managers, will give consideration to back filling the position with an "acting" Shared Division Chief. Upon the processing of an approved Personnel Action Form, the cost of the "acting" Shared Division Chief, as well as the associated backfilling costs of the Captain, would be shared pursuant to section (F) of this agreement.
8. Each City will be solely responsible for the selection and filling of their own Fire Chief and non-shared Division Chief Positions.
C. Governance
I. The San Marino and South Pasadena City Councils will retain all policy-making authority for their respective Cities, including approval of the annual budget for their fire departments.
3 2. The Fire Chief of both Cities shall have all the power and authority that is vested in that position, as defined by each City in its municipal code and/or rules, regulations, and policies.
D. Policies and Procedures
I. Each City shall retain the current personnel and operational policies and procedures contained in its respective fire department policy manual, memorandums of understanding (MOU's), and personnel rules.
2. Each City shall retain sole discretion over its fire department station and company configurations and deployment strategies. The Fire Chief of each City may recommend operational modifications to their respective City; however, each City shall have the authority to make its own future budget and deployment decisions during the term of this Agreement.
3. As part of this Agreement, each City agrees to retain its current contract with the Verdugo Fire Communications Center, which shall continue to dispatch each City's respective fire units using existing policies, protocols, and contracts.
4. The Division Chiefs shall comply with all policies and procedures for both fire departments under their command.
5. The final authority for determination of merit increases, promotion, and discipline of the Shared Division Chief and other employee relation matters incidental to the performance of services by the Shared Division Chief shall remain with the employing City. In the event an employment matter causes a monetary increase or a change in the working conditions of the Shared Division Chief, the employing City Manager will consult with the City Manager from the other City.
6. Any and all property acquired under and pursuant to this Agreement by any City, whether by government grant funds or otherwise, shall be and at all times remain the property of that City without any division or distribution thereof upon termination of this Agreement, except as otherwise agreed upon in writing.
7. The Headquarters and normal housing of the Battalion 9 Chiefs will be at Fire Station
91. E. Salaries and Benefits
4 I. The Cities recognize that the salaries and benefits for the Division Chiefs Positions differ among the two fire departments. San Marino and South Pasadena will retain sole discretion over the salary and benefit schedules for their respective employees during the term of this Agreement.
F. Shared Costs of Services
I. San Marino and South Pasadena shall each be responsible for 50% of the mutually agreed upon shared costs of services for the Shared Division Chief.
2. Each City shall pay its own employee in the Shared Command Position through its normal payroll process. Additionally, each City shall provide benefits and training to its own employee in the Shared Command Position through its normal processes. I
3. Only those costs related to the Shared Command Position that are a part of the Shared Command structure shall be shared costs for services under this Agreement.
4. On a quarterly basis, commencing July 20, 2017, the City whose employee is assigned the Shared Command Position shall itemize its shared costs as defined in Section F, paragraph 5, below, and shall provide to the other City an itemized invoice for the appropriate portion of the shared costs of services. The City being billed shall provide payment of the invoiced amount within thirty (30) calendar days of receipt of the invoice.
5. The shared costs of service shall include the following:
i) Salary costs of the Shared Command Position shall include: regular salary (including extra hours worked), special assignment pay, administrative leave, vacation leave, holiday pay, uniform allowance, sick leave, longevity pay, and other personnel costs agreed to by the Cities. The Shared Division Chief position is an exempt position which is not entitled to overtime pay; additional hours worked will be compensated at straight time.
ii) Conversion of compensatory time, sick leave, or vacation leave to cash for those hours earned during the term of this Agreement, subject to personnel rules applicable to each Party.
iii) Payment to CalPERS and Medicare for compensation earned by the Shared Command Position during the quarter.
5 iv) City cafeteria plan contributions or premium payments for medical insurance, dental insurance, vision insurance, long-term disability insurance, life and accidental death or disability insurance and employee assistance coverage afforded to the employee in the shared command position during the quarter.
v) City costs for memberships, conferences, seminars, and training of the employee in the shared command position.
vi) Verdugo Dispatch fees for Battalion 9 emergency responses. vii) Vehicle maintenance and operation costs for city owned command vehicle (BC9) assigned to the Shared Division Chiefs position.
(a) Command vehicle at the current IRS rate (24hr Emergency Response). (b) Replacement of Command Vehicle: The City of San Marino will facilitate the purchase of the initial command vehicle. The City of South Pasadena will make lease payments back to San Marino at a rate of 50% of the total cost of the vehicle amortized over a five (5) year period and paid on a quarterly basis. When a subsequent replacement command vehicle is needed, South Pasadena will facilitate the purchase and San Marino will make lease payments at the identified rate.
viii) Payments made by the employing City for approved training expenses for the Shared Command Position.
ix) General liability and worker's compensation insurance coverage costs.
6. The shared costs of services shall exclude:
i) City contributions to Retirement Health Savings Plans and wellness programs. ii) Payments made to employees as monthly vehicle allowances. iii) Accrued leave upon separation of employment.
7. If any shared costs of services are reimbursed from another source, such reimbursement shall be credited to both Cities based on the agreed proportionate shares set forth in Section F, paragraph I, above.
6 8. By May I st of each year this Agreement is in effect, the Fire Chief of each City will provide to their City Manager a projected budget of the shared costs of services, as set forth in this Agreement, for the next fiscal year. This proposed budget shall be prepared in consultation with the Finance Director of each City.
9. Either City may request a comprehensive year-end audit to verify the validity of all billings for services to be shared by the Cities. The cost for the audit shall be shared equally among the Cities. A copy of the audit shall be provided to each City.
I 0. The City Managers of each City shall come together, in person or otherwise, in January and June, to discuss the performance of this Agreement and to evaluate the cost sharing as it relates to overtime and make necessary adjustments to the contract if needed.
G. Liability and Insurance Provisions
I. Each City shall obtain and maintain workers compensation coverage for its own employee serving in the Shared Command Position. Such coverage shall encompass the entire scope of duties of each employee to be performed hereunder, including shared services to be performed by any employee, as required by this Agreement. It is the intent of the Parties that both Cities secure workers compensation coverage pursuant to Labor Code Section 3602(d). Each City may self-insure to these limits of coverage.
Notwithstanding the provisions of Section G, Paragraph 5, below, each City shall indemnify, defend, and hold harmless each other City regarding any claims or suits by the first City's employees for injuries arising from the performance of services under this Agreement.
2. Each City shall obtain and maintain insurance coverage to replace or repair its own fire department equipment and facilities. Such insurance coverage shall be maintained in accordance with each City's own policies and procedures, and no City shall be responsible for any property loss of another City. Each City may self-insure to satisfy the requirements of this subsection.
3. Each City shall maintain automobile liability coverage and comprehensive general liability insurance, including employment practices coverage, in a mutually acceptable form, covering all services provided pursuant to this Agreement, with applicable single limits of at least $20,000,000 per occurrence, which policy(ies) shall name the other City, and their respective elected officials, officers, employees and volunteers, as additional insureds. Each City may self-insure to satisfy the requirements of this subsection. 7 4. Upon request, each City shall provide the other with evidence of coverage to fulfill its insurance obligations under this Agreement, and shall promptly notify each other City of any change of coverage, terms, limits or providers. Each City waives the right of subrogation against the other City.
5. To the fullest extent permitted by law, each City ("Indemnifying Party") expressly agrees to defend, indemnify and hold harmless the other City and their respective elected officials, officers, agents, employees, and volunteers ("Indemnified Party or Parties") from any and all liability, loss or damage that the Indemnified Party or Parties may suffer as a result of claims, demands, actions, or damages to any and all persons or property, or costs or judgments against the Indemnified Party or Parties which result from, arise out of, or are in any way connected to the acts or omissions of the Indemnifying Party, its elected officials, officers, employees, or volunteers, in the performance of this Agreement.
6. Each City shall promptly notify the other City of any and all claims or actions for which it seeks indemnification, defense and/or liability insurance coverage pursuant to this Agreement. The provisions of Section G, paragraph 5, above, shall survive the termination or expiration of this Agreement.
H. Representatives' Authority; Notices.
I. Each Party's representative for purposes of administration of this Agreement, including provision of consent or approval where permitted or required, shall be its City Manager and/or designee thereof. The Parties recognize that from time to time, it may be necessary to amend the operational specifics authorized by this Agreement.
2. Any notice required or permitted to be given or served pursuant to this Agreement, shall be effected by personally delivery of the same, as follows:
To South Pasadena:
City of South Pasadena
1414 Mission Street, South Pasadena, CA 91030
Attention: City Manager
To San Marino:
City of San Marino
2200 Huntington Drive, San Marino, CA 91 I 08
Attention: City Manager
8 3. Service of the notice shall be effective immediately upon delivery during normal business hours. The foregoing addresses for notice may be modified by any Party giving written notice of such modification to the other Party calling specific attention to this Agreement.
I. Employment Relationship with Parties
I. No officer or employee of either City shall for any purpose be deemed to be an employee of the other City, and no officer or employee of any City shall be entitled to participate in any insurance, medical care, vacation, sick leave or other benefits provided to the other City's officers or employees. No officer or employee of any City shall have any power to incur any debt, obligation, or liability on behalf of the other City or otherwise act on behalf of the other City as an agent, except to the extent expressly provided herein.
J. General Provisions.
I. No Effect on Mutual Aid/Response Agreements: It is expressly understood and agreed that all fire departments will also be operating under the State of California's Master Mutual Aid agreement and the Area C Unified Response agreement. This Agreement is not intended to modify the terms of those agreements in any way.
2. No Waiver: No delay or omission in exercising any right or remedy pursuant to this Agreement shall impair such right or remedy or be construed as a waiver thereof. All rights and remedies pursuant to this Agreement shall be cumulative, except with respect to any right or remedy expressly stated to be exclusive.
3. Compliance with All Laws: All Parties shall comply with all applicable local ordinances, and State and Federal statutes, laws and regulations, including, but not limited to, laws governing conflicts, at all times during their performance of this Agreement.
4. No Third Party Beneficiary: It is the Parties' intent that nothing in this Agreement shall create any third party beneficiary rights.
5. Force Majeure: No Party shall be considered to be in default in the performance of any material obligation under this Agreement when a failure of performance shall be due to a Force Majeure event. A Force Majeure event shall mean any cause beyond the reasonable control of the affected Party and which by the exercise of due diligence such Party could not reasonably have been expected to avoid and which it has been unable to overcome. No Party shall be relieved of its obligation to perform if such failure is due to 9 causes arising out of its own negligence or due to matters under its control which it fails to remedy within a reasonable time period. Any Party rendered unable to fulfill any of its obligations under this Agreement by reason of a Force Majeure event shall give prompt written notice of such fact to the other Party. During such period, all Parties shall cooperate to ensure that critical services are maintained, while the affected Party shall diligently work to restore its services required by this Agreement.
6. Severability: In the event that any clause or provision of this Agreement or any part thereof becomes or shall be declared by a court of competent jurisdiction invalid, illegal, void, or unenforceable, this Agreement shall continue in full force and effect without said provisions, provided that no such severability shall be effective if it materially changes the benefits or obligations of any Party hereunder.
7. Integrated Agreement: This Agreement, which includes the recitals and all exhibits and attachments, constitutes the entire understanding of the Parties with respect to the subject matter herein. No representation, express or implied, that is not set forth herein, shall be binding or have any force or effect.
8. Counterparts: This Agreement may be executed in one or more counterparts, each of which shall be deemed to be original, and all of which together shall constitute one and the same Agreement. A signature delivered by facsimile or electronic transmission shall be deemed to be an original signature and shall be effective upon receipt thereof by the other Party.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date set forth above.
CITY OF SAN MARINO
By: i1fou:d.fjEf J,M__
/ Ct Manager
ATTEST:
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City Clerk
10 APPRO~
City Att
CITY OF SOU~~ By:J1,?tt City Manager
ATTEST:
~,.,f C)jl~~ ~JJ:--
City Attorney
11