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R-07-05-24-11F2 - 5/24/2007 RESOLUTION NO. R-07-05-24-11F2 WHEREAS, Chapter 791 of the Texas Government Code, V.T. C.A. , authorizes local governments and agencies of the state to enter into agreements with one another to perform governmental functions and services, and WHEREAS, the City of Round Rock wishes to enter into an Interlocal Agreement with Williamson County Emergency Services District No. 9 for fire protection and emergency services, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Interlocal Agreement with Williamson County Emergency Services District No. 9, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 24th day of May, 20 o z. EL Mayor City of Round Rock, Texas A ST: !1 CHRISTINE R. MARTINEZ, City Sec tary 0:\wdox\RESOLUTI\R70524F2.WPD/—c THE STATE OF TEXAS § § KNOW ALL BY THESE PRESENTS: COUNTY OF WILLIAMSON § INTERLOCAL AGREEMENT FOR FIRE PROTECTION AND EMERGENCY SERVICES BETWEEN THE CITY OF ROUND ROCK, TEXAS AND WILLIAMSON COUNTY EMERGENCY SERVICES DISTRICT NO. 9 This Interlocal Agreement (the "Agreement") is made and entered into by and between the CITY OF ROUND ROCK, TEXAS (the "City"), a home-rule municipal corporation of the State of Texas, and WILLIAMSON COUNTY EMERGENCY SERVICES DISTRICT NO. 9 (the "District"), a political subdivision of the State of Texas. The City and the District are herein referred to as "the Parties." WHEREAS, at an election held May 13, 2006, the voters within the boundaries of the District voted to establish the Williamson County Emergency Services District No. 9,pursuant to Chapter 775 of the Texas Health and Safety Code, to provide fire protection and other emergency services to the residences and businesses within the District; and WHEREAS,Texas Health and Safety Code, Chapter 775, Section 775.03 1(a)(9), Section 775.033, and other applicable law authorizes the District to enter into contracts with municipalities for making emergency services available to the District; and WHEREAS, Texas Government Code, Chapter 791, Texas Interlocal Cooperation Act, Sections 791.003(3)(B), and 791.003(4)(A) allow local governments, including special districts, to contract with one another to perform governmental functions and services, including fire protection; and WHEREAS, the Board of Emergency Services Commissioners of the District desires to contract with the City to provide certain fire protection and emergency services to the residences and businesses located within the confines of the Williamson County Emergency Services District No. 9; and WHEREAS, entry into this Agreement would be mutually beneficial and not detrimental to the City; and WHEREAS, entry into this Agreement would be mutually beneficial and not detrimental to the District: NOW, THERFORE, for and in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows: "HIBIT 'W' 00114418/jkg/0122.0702 Last revised JK 05.17.07 I. PURPOSE The purpose of this Agreement is to provide for certain fire protection, emergency medical first responder services, and other enumerated related services to the residences and businesses located within the District. Exhibit "A", attached hereto and incorporated herein by reference for all purposes, shall describe and establish the Designated Area with Williamson County Emergency Services District No. 9 for which the City, by virtue of this Agreement, has primary responsibility for the provision of services as defined herein and in attachments hereto. II. DEFINITIONS For purposes of this Agreement, the following terms shall have the meanings set forth herein: EMS Services: Emergency medical first responder services pursuant to the Williamson County Emergency Medical Services First Responder program. Fire Services: Fire suppression, prevention of firespread, hazardous materials control, rescue, and other emergency services to the public as necessary and as dispatched. III. TERM The term of this Agreement shall be for the twenty-one(2 1)months beginning January 1, 2007 through September 30, 2008 ("Initial Term"). Unless otherwise terminated hereunder, or if a new agreement is entered into by the parties hereto, this Agreement shall automatically renew after the Initial Term for successive one (1) year terms. It is understood and expressly agreed that the Parties cannot commit funds for any future fiscal year after the Initial Term, and that this Agreement does not commit the Parties to renew this Agreement after the Initial Term unless approved by future action of their respective governing bodies. IV. OBLIGATIONS OF THE CITY The City shall provide the Fire Services and EMS Services set forth herein to the District on a 24-hour per day, 7-day per week basis, such services being provided at the level of response described in Exhibit `B" attached hereto and incorporated herein by reference for all purposes. The City shall treat a dispatch to the Designated Area in the same manner it does to the City, except to the extent modified by Exhibit`B." V. OBLIGATIONS OF THE DISTRICT The Parties expressly acknowledge that services have actually been provided by the City to the District from January 1, 2007. 2 The District shall pay the City, in return for and in consideration of the services and agreements contained herein, the following: Payment for Period January 1,2007 through September 30 2007: Beginning January 1, 2007 and continuing through September 30, 2007, compensation paid by the District for the services provided by the City shall be $66,242.00 per month for each month of service. Payments for each calendar quarter (a three-month period of service) shall be summed and paid in advance by the District to the City. From the date a quarterly payment becomes due, the District shall have thirty(30)days in which to pay same. Beginning on the date of execution of the following: a. an emergency services contract between the District and the Sam Bass Volunteer Fire Department Inc. for service to Williamson County MUD#9, and b. the contemporaneous execution of an automatic aid agreement between the City and the Sam Bass Volunteer Fire Department Inc. for service to Williamson County MUD #9 (and contingent upon the fact that services to Williamson County MUD #9 are actually being provided by the Sam Bass Volunteer Fire Department Inc.), and continuing through September 30, 2007, compensation paid by the District for the services provided by the City shall be adjusted to $56,210.00 per month for each month of service. Payments for each calendar quarter (a three-month period of service) shall be summed and paid in advance by the District to the City. From the date a quarterly payment becomes due, the District shall have thirty(30) days in which to pay same. Payment for Period October 1, 2007 through September 30,2008: Contingent upon the fact that services to Williamson County MUD #9 are actually being provided by the Sam Bass Volunteer Fire Department Inc., beginning October 1, 2007 and continuing through September 30, 2008, compensation paid by the District for the services provided by the City shall be calculated as follows: For that portion of the District that excludes Williamson County MUD #9: $0.09 per $100.00 of taxable value times 100% of the Certified Taxable Value by Williamson Central Appraisal District; plus $0.09 per $100.00 of taxable value times 80% of the Taxable Value Under Review by Williamson Central Appraisal District;plus For that portion of the District that is Williamson County MUD #9: $0.02 per $100.00 of taxable value times 100% of the Certified Taxable Value by Williamson Central Appraisal District; plus $0.02 per $100.00 of taxable value times 80% of the Taxable Value Under Review by Williamson Central Appraisal District. 3 Payments for each calendar quarter (a three-month period of service) shall be summed and paid in advance by the District to the City. From the date a quarterly payment becomes due, the District shall have thirty(30)days in which to pay same. True-Up Provision: It is expressly understood and agreed by the Parties that the Total Taxable Value (the certified taxable value plus adjustments to the tax roll) will fluctuate during the fiscal year as taxable values are adjusted by the Williamson Central Appraisal District. Accordingly, the Parties agree that, within sixty(60) days following the close of each fiscal year, payments by the District to the City made during that year will be adjusted to reflect adjustments to the Total Taxable Value by the Williamson Central Appraisal District during the year so that: a. during the service period prior to an automatic aid agreement with the Sam Bass Volunteer Fire Department Inc., the City is paid at least $0.09 per$100.00 taxable value on the Total Taxable Value of the ESD #9 (prorated for the applicable service period); and b. during the service period in which an automatic aid agreement with the Sam Bass Volunteer Fire Department Inc. is in effect, the City is paid at least (i) $0.09 per$100.00 taxable value on the Total Taxable Value of the ESD#9 minus the Total Taxable Value of Williamson County MUD#9,plus (ii) $0.02 per $100.00 taxable value on the Total Taxable Value of the Williamson County MUD#9, (prorated for the applicable service period). In making the end-of-year adjustments, the District shall provide the City with official documentation from the Williamson Central Appraisal District to support the adjustment. Pass-Through of Designated Funds: The Parties expressly acknowledge and agree that collection rates and total taxable values can and do vary from time to time. Funds collected by the District above the compensation rates delineated in this Agreement, such funds being designated by the District for emergency services, shall be passed through to the City in the manner established in this Agreement. Such funds shall be allocated to the service providers on a pro-rated basis within sixty (60) days of each of the end of the District's fiscal years. The audited financial statements and budget of the District shall be made available, upon request, to the service providers in order to support the year-end funds distribution. All payments due and owing at any time by the District to the City shall be timely made to the following address: Attention: Finance Director, City of Round Rock, 221 East Main Street, Round Rock, Texas 78664. 4 The District, in making all payments pursuant to this Agreement for governmental functions and services, shall make such payments from current revenues of the District. VI. EQUIPMENT AND PERSONNEL The City shall be responsible for provision of all necessary equipment, including firefighting equipment, and personnel necessary to accomplish the services required hereunder. The City shall remain responsible for registration, licensing, inspection, repair, maintenance, and operation of such equipment, and for any damages resulting from the use of such equipment, including motor vehicles. Further, the City shall remain responsible for the payment of all salaries, benefits, insurance or other funds necessary for the personnel who provide services hereunder, as well as the certification, licensing, or other actions required by any governmental or regulatory authority, specifically including but not limited to the Texas Commission on Fire Protection and/or the Texas Department of State Health Services, for the services provided hereunder. The Parties expressly acknowledge and agree that the District shall not accrue or acquire any equity or ownership interest in any such equipment or personnel. The Parties expressly acknowledge and agree that nothing in this Agreement shall be construed so as to make the other Party a partner,joint venturer,joint investor, or insurer of the other Party or its operations hereunder. VII. REPORTS The City shall use reasonable efforts to maintain accurate run reports of each incident to which it responds. Such reports, or a summary thereof, shall be provided to the District within twenty(20) days of request. The City shall provide a monthly report to the District detailing numbers and types of responses to which the City responded in the Designated Area during the previous month and any other pertinent information related to the City's performance under this Agreement. Anticipating possible subsequent yearly service by the City to the District, the Parties agree to meet during the term hereof to discuss growth projections for the Designated Area. VIII. LIABILITY The Parties expressly acknowledge and agree that the District has no power to control or supervise the manner and means chosen by the City to carry out the services specified in this Agreement, and that the District shall have no liability for any intentional acts of the City, through its Fire Department. The City further agrees to indemnify the District for any loss or 5 expense(including but not limited to attorney's fees) incurred as a result of any claim against the District by any person or entity, should such claim be based upon any intentional act or omission by the City which is not related to the provision of the services specified in this Agreement. Specifically citing Texas Government Code Section 791.006(a-1), the City shall fully indemnify and hold the District, as well as its commissioners, officials, agents, volunteers, and employees, harmless from any and all civil liability or other claims of any type or nature whatsoever, specifically including but not limited to negligence, gross negligence, or intentional acts or omissions, and all attorney's fees and related costs, made on account of any loss or damages through personal injuries, deaths, property, or other damages, arising directly or indirectly out of the sole negligence, gross negligence, or the intentional acts or omissions of the City or its officials, agents, employees, or representatives, in performing the services required under this Agreement. The Parties expressly agree that, in the execution of this Agreement,neither Party waives, nor shall be deemed hereby to waive, any immunity or defense that would otherwise be available to it against claims arising in the exercise of its powers or functions or pursuant to the Texas Tort Claims Act or other applicable statutes, laws, rules, or regulations. IX. TERMINATION; DEFAULT Termination. Either Party has the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon one hundred eighty (180) days' written notice to the other Party. Default by the Parties. In the event of default by either of the Parties, the non- defaulting Party has the right to terminate this Agreement, in whole or in part, for cause if the non-defaulting Party provides the defaulting Party with written notice of such default and the defaulting Party fails to cure such default to the satisfaction of the non-defaulting Party within sixty (60) business days of receipt of such notice (or a greater time if permitted by the non- defaulting Party). The termination of this Agreement for default shall extinguish all rights, duties, and obligations of the Parties to each other hereunder. Termination under this section shall not relieve the District of its obligation to pay for services which occurred prior to termination, on a pro-rated basis to the date of termination. The allegation of default shall not relieve either Party from its respective obligations hereunder until such time as this Agreement has been actually terminated as set forth herein. X. NOTICE All notices, demands and requests, including invoices which may be given or which are required to be given by either Party to the other, and any exercise of a right of termination provided by this Agreement, shall be in writing and shall be deemed effective when: (i) personally delivered to the intended recipient; (ii) three (3) days after being sent, by certified or registered mail, return receipt requested, addressed to the intended recipient at the address specified below; (iii) delivered in person to the address set forth below for the Party to whom the notice was given; (iv) deposited into the custody of a recognized overnight delivery service such 6 as Federal Express Corporation, Emery, or Lone Star Overnight, addressed to such Party at the address specified below; or(v) sent by facsimile,telegram or telex, provided that receipt for such facsimile, telegram or telex is verified by the sender and followed by a notice sent in accordance with one of the other provisions set forth above. For purposes of this section, the addresses of the Parties for all notices are as follows (unless changed by similar notice in writing given by the particular person whose address is to be changed): City of Round Rock Attention: City Manager 221 East Main Street Round Rock, Texas 78664 and to: Attention: City Attorney 309 East Main Street Round Rock, Texas 78664 and to: Attention: Fire Chief 203 Commerce Boulevard Round Rock, Texas 78664 Williamson County Emergency Services District No. 9 Attention: President Williamson County Emergency Services District No. 9 402A West Palm Valley Boulevard, Suite PMB371 Round Rock, Texas 78664 and to: Attention: Secretary Williamson County Emergency Services District No. 9 402A West Palm Valley Boulevard, Suite PMB371 Round Rock, Texas 78664 and to: Ken Campbell Burns Anderson Jury&Brenner, L.L.P. Post Office Box 26300 Austin,Texas 78755-6300 7 XI. DISPUTE RESOLUTION If a dispute arises under this Agreement, the Parties agree to first try to resolve the dispute by referring same to the City Manager of Round Rock and to the President of Williamson County Emergency Services District No. 9. The Parties hereby expressly agree that no claims or disputes between the Parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act(9 USC Section 1-14) or any applicable state arbitration statute. XII. MISCELLANEOUS PROVISIONS No Third Party Beneficiaries. No term or provision of this Agreement is intended to, or shall, create any rights in any person, firm, corporation, or other entity not a party hereto, and no such person or entity shall have any cause of action hereunder. No Other Relationship. No term or provision in this Agreement is intended to create a partnership,joint venture, or agency arrangement between and of the Parties. Current Revenues. Pursuant to Section 791.011(d)(3) of the Texas Government Code, each Party performing services or furnishing aid pursuant to this Agreement shall do so with funds available from current revenues of the Party. No Party shall have any liability for the failure to expend funds to provide aid hereunder. No Waiver of Defenses. No Party to this Agreement waives or relinquishes any immunity or defense on behalf of itself, its officers, employees, and agents as a result of the execution of this Agreement and the performance of the covenants contained within. Amendment. Amendment of this Agreement may only be by mutual written consent of the Parties. Governing Law and Venue. The Parties agree that this Agreement and all disputes arising thereunder shall be governed by the laws of the State of Texas, and that exclusive venue for any action arising under this Agreement shall be in Williamson County,Texas. Force Majeure. Notwithstanding any other provisions of this Agreement to the contrary, no failure, delay or default in performance of any obligation hereunder shall constitute an event of default or a breach of this Agreement if such failure to perform, delay or default arises out of causes beyond the control and without the fault or negligence of the Party otherwise chargeable with failure, delay or default; including but not limited to acts of God, acts of public enemy, civil war, insurrection, riots, fires, floods, explosion, theft, earthquakes, natural disasters or other casualties, strikes or other labor troubles, which in any way restrict the performance under this Agreement by the Parties. 8 Entire Agreement. This Agreement constitutes the entire agreement of the Parties regarding the subject matter contained herein. The Parties may not modify or amend this Agreement, except by written agreement approved by the governing bodies of each Party and duly executed by both Parties. Approval. This Agreement has been duly and properly approved by each Party's governing body and constitutes a binding obligation on each Party. Assiggment. Except as otherwise provided in this Agreement, a Party may not assign this Agreement or subcontract the performance of services without first obtaining the written consent of the other Party. Non-Appropriation and Fiscal Funding. The obligations of the Parties under this Agreement do not constitute a general obligation or indebtedness of either Party for which such Party is obligated to levy, pledge, or collect any form of taxation, and such obligations may be terminated at the end of a Party's fiscal year if the governing body of such Party does not appropriate sufficient funds to continue the services provided under this Agreement. Non-Waiver. A Party's failure or delay to exercise a right or remedy does not constitute a waiver of the right or remedy. An exercise of a right or remedy under this Agreement does not preclude the exercise of another right or remedy. Rights and remedies under this Agreement are cumulative and are not exclusive of other rights or remedies provided by law. Paragraph Headings. The various paragraph headings are inserted for convenience of reference only, and shall not affect the meaning or interpretation of this Agreement or any section thereof. Severability. The Parties agree that in the event any provision of this Agreement is declared invalid by a court of competent jurisdiction that part of the Agreement is severable and the decree shall not affect the remainder of the Agreement. The remainder of the Agreement shall be and continue in full force and effect. Open Meetings Act. The Parties hereby represent and affirm that this Agreement was adopted in an open meeting held in compliance with the Texas Open Meetings Act (Tex. Gov. Code, Ch. 551), as amended. Counterparts. This Agreement may be executed in multiple counterparts which, when taken together, shall be considered as one original. Effective Date. This Agreement is made to be effective on the latest date accompanying the signatures below. APPROVED by the City Council, City of Round Rock, Texas, in its meeting held on the day of , 2007, and executed by its authorized representative. 9 CITY OF ROUND ROCK,TEXAS By: NYLE MAXWELL, Mayor Date Signed: ATTEST: FOR CITY, APPROVED AS TO FORM: CHRISTINE R. MARTINEZ, City Secretary STEPHAN L. SHEETS, City Attorney APPROVED by the Williamson County Emergency Services District No. 9 in its meeting held on the day of , 2007, and executed by its authorized representative. WILLIAMSON COUNTY EMERGENCY SERVICES DISTRICT NO. 9 By: ALAN FORSTER, President Date Signed: ATTEST: MIKE GARCIA, Secretary FOR ESD NO. 9, APPROVED AS TO FORM: KEN CAMPBELL,District's Attorney 10 A, s ESD 9 i r N f _....... (� � U•1j - ?� - v. +ti r - City Of d`�'-1\`R ✓� del i t�` a J�Roundaoc , -' NN 7 2-`" y. y � t - Wllllamson '� y Qa - 1 County v d° tP 3 ✓' _ m • 11 � 3!i4 Travis county r eg� t ` 1 � ' MEMMLM_ Cq �. yf�ra w� i w —LOR Mlllamson k County is ' ergp a Legend 4 y� t,5 k � ,3; / f City of Ramd Roek i �/ ? t Mie k. h I �7 W ' Travis y Count f IXOFW MP DATE:tpo6lCpi MMAIRlgq;gkhwe 6enele ESD 9 Map EXHIBIT MUCONTACT Williamson County, Texas fgre«Melib el,PUgMW SW The beam MdM .b geeeWA7eFAr eeey ftnMr 1nwmkfteWmm yr.neen CeaeymebeneMmnett 3M REAM �ift106 �i nr 'Mr en mwMren.b1ti iM a,w hr w�'i hmM:b mwww NWe O1M�b -w Mebd.~pwV—. ii All sW w' b dmeeee MenYMM.bnA�iM but nM Intoe b Y�WMnhleeneepMY r rr,N„/amts..rMq w Ner w aY=ieMIY b ur Mr in•hrYMr r/aM MN L"1 F-6129{1148/ - �rnPbOn4e.ae EXHIBIT "B" The following exhibit describes the Levels of Response for Emergency Services District #9 (ESD #9). Response Levels for Vista Oaks and Chandler Creek are described separately from the rest of the ESD. ESD Alarm ESD ALARM means an alarm that is in ESD #9. When dispatched to an ESD Alarm, except in Vista Oaks and Chandler Creek, the Round Rock Fire Department will respond as follows: 1. ESD STILL ALARM means an alarm that is mitigated by one (1) apparatus. Examples of ESD STILL ALARMS are patient critical emergency medical calls, dumpster fires, small grass fires, vehicle fires and accidents where no extrication or rescue is needed, an outside gas leak, smoke detector calls where no smoke is present, and carbon monoxide detector calls. Smoke and carbon monoxide alarm activations, where there is no other indication of the presence of smoke and/or carbon monoxide, merit a warn response. Ambulance assist calls, if authorized by the shift commander,merit a cold response. 2. ESD RESCUE ALARM means alarms where extrication or rescues are confirmed and possible pin-in and cave-in. The two (2) closest apparatus to the incident scene are to be dispatched hot to ESD RESCUE ALARMS. 3. ESD AUTOMATIC FIRE ALARM means an alarm reported to Fire Dispatch solely by a remote monitoring company. The closest apparatus to the location will respond with a warm response to all ESD AUTOMATIC FIRE ALARMS. 4. ESD STRUCTURE FIRE ALARM means a structure fire reported to Fire Dispatch by a means other than a remote monitoring company. A hot response to an ESD STRUCTURE FIRE ALARM is three (3) Apparatus (i.e., Engine/Truck/Quint), one (1) Rescue, and one (1) chief officer or a minimum of twelve (12) personnel. An exception would be where a Truck/Quint is stationed with a Rescue, and then the Truck/Quint and Rescue would be dispatched simultaneously. Additional resources are to be secured through Automatic Aid Agreements and Mutual Aid requests. 5. ESD STRUCTURE GAS LEAK ALARM means a gas leak in a structure. A hot response to an ESD STRUCTURE GAS LEAK ALARM is two (2) Apparatus (i.e., Engines/Truck/Quint), and one (1) chief officer or a minimum of seven (7) personnel. An exception would be where the first due apparatus is a Truck/Quint stationed with a Rescue, and then the Truck/Quint and Rescue would be dispatched simultaneously and counted as one (1) apparatus. Where a Truck/Quint is not first due but dispatched, the Rescue would not be dispatched. Additional resources are to be secured through responses of Automatic Aid Agreements and Mutual Aid requests. 00115837/jkg 019.21268/ESD Exhibit B EXHIBIT B Page 1 of 2 VISTA OAKS ALARMS Pursuant to an Interlocal Agreement between the City of Round Rock and Sam Bass Volunteer Fire Department, Inc., approved by the Board of Williamson County ESD #2 and the Board of Williamson County ESD #9 and the Round Rock City Council, the Round Rock Fire Department provides automatic aid responses to Vista Oaks as follows: The Round Rock Fire Department responds to structure fires only within the Automatic Aid Area of Vista Oaks pursuant to an Interlocal Agreement between the City of Round Rock and Sam Bass Volunteer Fire Department, Inc. Upon notification of a structure fire in Vista Oaks, Round Rock will dispatch one (1) Engine Company provided that resources are then available for such response. For second alarm structure fires in the Automatic Aid Area of Vista Oaks, Round Rock will dispatch a second Engine Company provided that resources are then available for such response. If resources are not available to respond, then Round Rock Dispatch shall immediately notify Sam Bass. CHANDLER CREEK ALARMS When a call for assistance is received from Chandler Creek, due to its location and for other practical reasons, the level of response shall be the same as within the City limits. EXHIBIT B Page 2 of 2 DATE: May 17, 2007 SUBJECT: City Council Meeting - May 24, 2007 ITEM: 11F2. Consider a resolution authorizing the Mayor to execute an agreement for fire protection and emergency services with the Williamson County Emergency Services District No. 9. Department: Fire Department Staff Person: Larry Hodge, Fire Chief Justification: This agreement is a contract for fire protection and emergency services; it states what the compensation is and when ESD No. 9 shall pay the City. Staff recommends the approval of this agreement between City of Round Rock, Texas and the Williamson County Emergency Services District No. 9, (ESD No. 9). Funding: Cost: N/A Source of funds: N/A Outside Resources: N/A Background Information: This agreement has been review by all parties concerned and is ready for the required signatures. Public Comment: N/A EXECUTED DOCUMENT FOLLOWS THE STATE OF TEXAS § COUNTY OF WILLIAMSON § KNOW ALL BY THESE PRESENTS: § INTERLOCAL AGREEMENT FOR FIRE PROTECTION AND EMERGENCY SERVICES BETWEEN THE CITY OF ROUND ROCK,TEXAS AND WILLIAMSON COUNTY EMERGENCY SERVICES DISTRICT No.9 This Interlocal Agreement (the "Agreement") is made and entered into by and between the CITY OF ROUND ROCK, TEXAS (the "City"), a home-rule municipal corporation of the State of Texas, and WILLIAMSON COUNTY EMERGENCY SERVICES DISTRICT NO. 9 (the"District"), a political subdivision of the State of Texas. The City and the District are herein referred to as"the Parties." WHEREAS, at an election held May 13, 2006, the voters within the boundaries of the District voted to establish the Williamson County Emergency Services District No. 9,pursuant to Chapter 775 of the Texas Health and Safety Code, to provide fire protection and other emergency services to the residences and businesses within the District; and WHEREAS,Texas Health and Safety Code, Chapter 775, Section 775.03 1(a)(9), Section 775.033, and other applicable law authorizes the District to enter into contracts with municipalities for making emergency services available to the District; and WHEREAS, Texas Government Code, Chapter 791, Texas Interlocal Cooperation Act, Sections 791.003(3)(B), and 791.003(4)(A) allow local governments, including special districts, to contract with one another to perform governmental functions and services, including fire protection; and WHEREAS, the Board of Emergency Services Commissioners of the District desires to contract with the City to provide certain fire protection and emergency services to the residences and businesses located within the confines of the Williamson County Emergency Services District No. 9; and WHEREAS,entry into this Agreement would be mutually beneficial and not detrimental to the City, and WHEREAS, entry into this Agreement would be mutually beneficial and not detrimental to the District: NOW, THERFORE, for and in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows: 00114418/jkg/0122.0702 Last revised JK 05.17.07 I. PURPOSE The purpose of this Agreement is to provide for certain fire protection, emergency medical first responder services, and other enumerated related services to the residences and businesses located within the District. Exhibit "A", attached hereto and incorporated herein by reference for all purposes, shall describe and establish the Designated Area with Williamson County Emergency Services District No. 9 for which the City, by virtue of this Agreement, has primary responsibility for the provision of services as defined herein and in attachments hereto. II. DEFINITIONS herein: For purposes of this Agreement, the following terms shall have the meanings set forth EMS Services: Emergency medical first responder services pursuant to the Williamson County Emergency Medical Services First Responder program. Fire Services: Fire suppression, prevention of firespread, hazardous materials control, rescue, and other emergency services to the public as necessary and as dispatched. III. TERM The term of this Agreement shall be for the twenty-one(2 1)months beginning January 1, 2007 through September 30,2008 ("Initial Term"). Unless otherwise terminated hereunder,or if a new agreement is entered into by the parties hereto, this Agreement shall automatically renew after the Initial Term for successive one (1) year terms. It is understood and expressly agreed that the Parties cannot commit funds for any future fiscal year after the Initial Tenn, and that this Agreement does not commit the Parties to renew this Agreement after the Initial Term unless approved by future action of their respective governing bodies. IV. OBLIGATIONS OF THE CITY The City shall provide the Fire Services and EMS Services set forth herein to the District on a 24-hour per day, 7-day per week basis, such services being provided at the level of response described in Exhibit "B" attached hereto and incorporated herein by reference for all purposes. The City shall treat a dispatch to the Designated Area in the same manner it does to the City, except to the extent modified by Exhibit`B." V. OBLIGATIONS OF THE DISTRICT The Parties expressly acknowledge that services have actually been provided by the City to the District from January 1,2007. 2 The District shall pay the City, in return for and in consideration of the services and agreements contained herein,the following: Payment for Period January 1 2007 throw September 30.2007• Beginning January 1, 2007 and continuing through September 30, 2007, compensation paid by the District for the services provided by the City shall be $66,242.00 per month for each month of service. Payments for each calendar quarter(a three-month period of service) shall be summed and paid in advance by the District to the City. From the date a quarterly payment becomes due,the District shall have thirty(30)days in which to pay same. Beginning on the date of execution of the following: a. an emergency services contract between the District and the Sam Bass Volunteer Fire Department Inc. for service to Williamson County MUD#9, and b. the contemporaneous execution of an automatic aid agreement between the City and the Sam Bass Volunteer Fire Department Inc. for service to Williamson County MUD #9 (and contingent upon the fact that services to Williamson County MUD #9 are actually being provided by the Sam Bass Volunteer Fire Department Inc.), and continuing through September 30, 2007, compensation paid by the District for the services provided by the City shall be adjusted to $56,210.00 per month for each month of service. Payments for each calendar quarter(a three-month period of service) shall be summed and paid in advance by the District to the City. From the date a quarterly payment becomes due, the District shall have thirty(30)days in which to pay same. Payment for Period October 1.2007 throuElh September 30.2008• Contingent upon the fact that services to Williamson County MUD #9 are actually being provided by the Sam Bass Volunteer Fire Department Inc., beginning October 1, 2007 and continuing through September 30, 2008, compensation paid by the District for the services provided by the City shall be calculated as follows: For that portion of the District that excludes Williamson County MUD#9: $0.09 per $100.00 of taxable value times 100% of the Certified Taxable Value by Williamson Central Appraisal District; plus $0.09 per $100.00 of taxable value times 80% of the Taxable Value Under Review by Williamson Central Appraisal District;plus For that portion of the District that is Williamson County MUD #9: $0.02 per $100.00 of taxable value times 100% of the Certified Taxable Value by Williamson Central Appraisal District; plus $0.02 per $100.00 of taxable value times 80% of the Taxable Value Under Review by Williamson Central Appraisal District. 3 Payments for each calendar quarter (a three-month period of service) shall be summed and paid in advance by the District to the City. From the date a quarterly payment becomes due, the District shall have thirty(30)days in which to pay same. True-Up Provision: It is expressly understood and agreed by the Parties that the Total Taxable Value (the certified taxable value plus adjustments to the tax roll) will fluctuate during the fiscal year as taxable values are adjusted by the Williamson Central Appraisal District. Accordingly, the Parties agree that, within sixty(60)days following the close of each fiscal year,payments by the District to the City made during that year will be adjusted to reflect adjustments to the Total Taxable Value by the Williamson Central Appraisal District during the year so that: a. during the service period prior to an automatic aid agreement with the Sam Bass Volunteer Fire Department Inc., the City is paid at least$0.09 per$100.00 taxable value on the Total Taxable Value of the ESD #9 (prorated for the applicable service period); and b. during the service period in which an automatic aid agreement with the Sam Bass Volunteer Fire Department Inc. is in effect,the City is paid at least (i) $0.09 per$100.00 taxable value on the Total Taxable Value of the ESD#9 minus the Total Taxable Value of Williamson County MUD#9,plus (ii) $0.02 per $100.00 taxable value on the Total Taxable Value of the Williamson County MUD#9, (prorated for the applicable service period). In making the end-of-year adjustments, the District shall provide the City with official documentation from the Williamson Central Appraisal District to support the adjustment. Pass-Through of Designated Funds: The Parties expressly acknowledge and agree that collection rates and total taxable values can and do vary from time to time. Funds collected by the District above the compensation rates delineated in this Agreement, such funds being designated by the District for emergency services, shall be passed through to the City in the manner established in this Agreement. Such funds shall be allocated to the service providers on a pro-rated basis within sixty (60) days of each of the end of the District's fiscal years. The audited financial statements and budget of the District shall be made available, upon request, to the service providers in order to support the year-end funds distribution. All payments due and owing at any time by the District to the City shall be timely made to the following address: Attention: Finance Director, City of Round Rock, 221 East Main Street,Round Rock,Texas 78664. 4 The District, in making all payments pursuant to this Agreement for governmental functions and services, shall make such payments from current revenues of the District. VI. EQUIPMENT AND PERSONNEL The City shall be responsible for provision of all necessary equipment, including firefighting equipment, and personnel necessary to accomplish the services required hereunder. The City shall remain responsible for registration, licensing, inspection, repair, maintenance, and operation of such equipment, and for any damages resulting from the use of such equipment, including motor vehicles. Further, the City shall remain responsible for the payment of all salaries, benefits, insurance or other funds necessary for the personnel who provide services hereunder, as well as the certification, licensing, or other actions required by any governmental or regulatory authority, specifically including but not limited to the Texas Commission on Fire Protection and/or the Texas Department of State Health Services, for the services provided hereunder. The Parties expressly acknowledge and agree that the District shall not accrue or acquire any equity or ownership interest in any such equipment or personnel. The Parties expressly acknowledge and agree that nothing in this Agreement shall be construed so as to make the other Party a partner,joint venturer,joint investor, or insurer of the other Party or its operations hereunder. VII. REPORTS The City shall use reasonable efforts to maintain accurate run reports of each incident to which it responds. Such reports, or a summary thereof, shall be provided to the District within twenty(20)days of request. The City shall provide a monthly report to the District detailing numbers and types of responses to which the City responded in the Designated Area during the previous month and any other pertinent information related to the City's performance under this Agreement. Anticipating possible subsequent yearly service by the City to the District, the Parties agree to meet during the term hereof to discuss growth projections for the Designated Area. VIII. LIABILITY The Parties expressly acknowledge and agree that the District has no power to control or supervise the manner and means chosen by the City to carry out the services specified in this Agreement, and that the District shall have no liability for any intentional acts of the City, through its Fire Department. The City finther agrees to indemnify the District for any loss or 5 expense(including but not limited to attorney's fees) incurred as a result of any claim against the District by any person or entity, should such claim be based upon any intentional act or omission by the City which is not related to the provision of the services specified in this Agreement. Specifically citing Texas Government Code Section 791.006(a-1), the City shall fully indemnify and hold the District, as well as its commissioners, officials, agents, volunteers, and employees, harmless from any and all civil liability or other claims of any type or nature whatsoever, specifically including but not limited to negligence, gross negligence, or intentional acts or omissions, and all attorney's fees and related costs, made on account of any loss or damages through personal injuries, deaths, property, or other damages, arising directly or indirectly out of the sole negligence, gross negligence, or the intentional acts or omissions of the City or its officials, agents, employees, or representatives, in performing the services required under this Agreement. The Parties expressly agree that, in the execution of this Agreement,neither Party waives, nor shall be deemed hereby to waive, any immunity or defense that would otherwise be available to it against claims arising in the exercise of its powers or functions or pursuant to the Texas Tort Claims Act or other applicable statutes, laws,rules,or regulations. IX. TERMINATION; DEFAULT Termination. Either Party has the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon one hundred eighty (180) days' written notice to the other Party. Default by the Parties. In the event of default by either of the Parties, the non- defaulting Party has the right to terminate this Agreement, in whole or in part, for cause if the non-defaulting Party provides the defaulting Party with written notice of such default and the defaulting Party fails to cure such default to the satisfaction of the non-defaulting Party within sixty (60) business days of receipt of such notice (or a greater time if permitted by the non- defaulting Party). The termination of this Agreement for default shall extinguish all rights, duties, and obligations of the Parties to each other hereunder. Termination under this section shall not relieve the District of its obligation to pay for services which occurred prior to termination, on a pro-rated basis to the date of termination. The allegation of default shall not relieve either Party from its respective obligations hereunder until such time as this Agreement has been actually terminated as set forth herein. X. NOTICE All notices, demands and requests, including invoices which may be given or which are required to be given by either Party to the other, and any exercise of a right of termination provided by this Agreement, shall be in writing and shall be deemed effective when: (i) personally delivered to the intended recipient; (ii) three (3) days after being sent,by certified or registered mail, return receipt requested, addressed to the mended recipient at the address specified below; (iii)delivered in person to the address set forth below for the Party to whom the notice was given; (iv) deposited into the custody of a recognized overnight delivery service such 6 as Federal Express Corporation, Emery, or Lone Star Overnight, addressed to such Party at the address specified below; or(v)sent by facsimile, telegram or telex,provided that receipt for such facsimile, telegram or telex is verified by the sender and followed by a notice sent in accordance with one of the other provisions set forth above. For purposes of this section, the addresses of the Parties for all notices are as follows (unless changed by similar notice in writing given by the particular person whose address is to be changed): City of Round Rock Attention: City Manager 221 East Main Street Round Rock,Texas 78664 and to: Attention: City Attorney 309 East Main Street Round Rock,Texas 78664 and to: Attention: Fire Chief 203 Commerce Boulevard Round Rock,Texas 78664 Williamson County Emergency Services District No.9 Attention: President Williamson County Emergency Services District No. 9 402A West Palm Valley Boulevard, Suite PMB371 Round Rock,Texas 78664 and to: Attention: Secretary Williamson County Emergency Services District No. 9 402A West Palm Valley Boulevard, Suite PMB371 Round Rock,Texas 78664 and to: Ken Campbell Burns Anderson Jury&Brenner, L.L.P. Post Office Box 26300 Austin,Texas 78755-6300 7 XI. DISPUTE RESOLUTION If a dispute arises under this Agreement, the Parties agree to first try to resolve the dispute by referring same to the City Manager of Round Rock and to the President of Williamson County Emergency Services District No. 9. The Parties hereby expressly agree that no claims or disputes between the Parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act(9 USC Section 1-14)or any applicable state arbitration statute. XII. MISCELLANEOUS PROVISIONS No Third Party Beneficiaries. No term or provision of this Agreement is intended to, or shall, create any rights in any person, firm, corporation, or other entity not a party hereto, and no such person or entity shall have any cause of action hereunder. No Other Relationship. No term or provision in this Agreement is intended to create a partnership,joint venture, or agency arrangement between and of the Parties. Current Revenues. Pursuant to Section 791.01 l(d)(3) of the Texas Government Code, each Party performing services or fiunishing aid pursuant to this Agreement shall do so with funds available from current revenues of the Party. No Party shall have any liability for the failure to expend funds to provide aid hereunder. No Waiver of Defenses. No Party to this Agreement waives or relinquishes any immunity or defense on behalf of itself, its officers, employees, and agents as a result of the execution of this Agreement and the performance of the covenants contained within. Amendment. Amendment of this Agreement may only be by mutual written consent of the Parties. Governing Law and Venue. The Parties agree that this Agreement and all disputes arising thereunder shall be governed by the laws of the State of Texas, and that exclusive venue for any action arising under this Agreement shall be in Williamson County,Texas. Force Majeure. Notwithstanding any other provisions of this Agreement to the contrary, no failure, delay or default in performance of any obligation hereunder shall constitute an event of default or a breach of this Agreement if such failure to perform, delay or default arises out of causes beyond the control and without the fault or negligence of the Party otherwise chargeable with failure, delay or default; including but not limited to acts of God, acts of public enemy, civil war, insurrection, riots, fires, floods, explosion, theft, earthquakes, natural disasters or other casualties, strikes or other labor troubles, which in any way restrict the performance under this Agreement by the Parties. 8 Entire Agreement. This Agreement constitutes the entire agreement of the Parties regarding the subject matter contained herein. The Parties may not modify or amend this Agreement, except by written agreement approved by the governing bodies of each Party and duly executed by both Parties. Approval. This Agreement has been duly and properly approved by each Party's governing body and constitutes a binding obligation on each Party. Assignment. Except as otherwise provided in this Agreement, a Party may not assign this Agreement or subcontract the performance of services without first obtaining the written consent of the other Party. Non-Annronriation and Fiscal Funding. The obligations of the Parties under this Agreement do not constitute a general obligation or indebtedness of either Party for which such Party is obligated to levy, pledge, or collect any form of taxation, and such obligations may be terminated at the end of a Party's fiscal year if the governing body of such Party does not appropriate sufficient funds to continue the services provided under this Agreement. Non-Waiver. A Party's failure or delay to exercise a right or remedy does not constitute a waiver of the right or remedy. An exercise of a right or remedy under this Agreement does not preclude the exercise of another right or remedy. Rights and remedies under this Agreement are cumulative and are not exclusive of other rights or remedies provided by law. Paragraph Headings. The various paragraph headings are inserted for convenience of reference only, and shall not affect the meaning or interpretation of this Agreement or any section thereof. Severability. The Parties agree that in the event any provision of this Agreement is declared invalid by a court of competent jurisdiction that part of the Agreement is severable and the decree shall not affect the remainder of the Agreement. The remainder of the Agreement shall be and continue in full force and effect. Open Meetings Act The Parties hereby represent and affirm that this Agreement was adopted in an open meeting held in compliance with the Texas Open Meetings Act (Tex. Gov. Code, Ch. 551), as amended. Counterparts. This Agreement may be executed in multiple counterparts which, when taken together, shall be considered as one original. Effective Date. This Agreement is made to be effective on the latest date accompanying the signatures below. Li APPROVIED by the City Council, City of Round Rock, Texas, in its meeting held on the day of ) 2007,and executed by its authorized representative. 9 CITY OF R ' !XAS By: LL,Mayo Date Signed: — r TTEST: FOR C TY, APPR O D AS TO FORM: J� R. n CHRISTINE R.MARTINEZ, City Secretary STEP AN L.SHEETS,City Attorney APPROVED by the Williamson County Emergency Services District No. 9 in its meeting held on the day of , 2007, and executed by its authorized representative. WILLIAMSON COUNTY EMERGENCY SERVICES DISTRICT NO.9 By: ALAN FORSTER,President Date Signed: ATTEST: MIKE GARCIA, Secretary FOR ESD NO. 9,APPROVED AS TO FORM: KEN CAMPBELL, District's Attorney 10 CITY OF ROUND ROCK,TEXAS By: NYLE MAXWELL, Mayor Date Signed: ATTEST: FOR CITY,APPROVED AS TO FORM: CHRISTINE R. MARTINEZ, City Secretary STEPHAN L. SHEETS, City Attorney APPROVED by the Williamson County Emergency Services District No. 9 in its meeting held on the I CMday of CE—MCf=Q , 2006 and executed by its authorized representative. WILL$ed: ftAq' OUNTY E RGENCY SERVICES DISTRICT NO. 9 By: STER, esident Date Si '?,l S'r, ATTES IKE G C , Secre FO NO. 9 APPROVED AS TO FORM: kg� ELL,District's Attorney 10 r r m f{ n lv � C a` ; t�s � � �r• qua s� s � It c- rfaft County peolwoft s e � } KWUwaon Py w l a$ Count ' > > x n > vs, ala whom As EXHIBff ESO 9 Map WHIlamson Coutft Tens .� ��� ww�a �n r .. �.a^aaq+m�is��nnramaea�ru "All �rm+� ,w ,a �r+a�xrt �n,w.wna � rat��uro�Wmaa+� w�v , X% S � � 9 8 1 (v v Legend Firs Stations oeparenent ( Samom woo $w8MVFDPrima ( Rom ROCK FO ( R0UNV*OCKFOPMpMd i i Round Rock Area Fire Stations ar and Emergenc ► Services District #9 �� EXHIBIT"B" The following exhibit describes the Levels of Response for Emergency Services District #9 (ESD #9). Response Levels for Vista Oaks and Chandler Creek are described separately from the rest of the ESD. ESD Alarm ESD ALARM means an alarm that is in ESD #9. When dispatched to an ESD Alarm, except in Vista Oaks and Chandler Creek,the Round Rock Fire Department will respond as follows: 1. ESD STILL ALARM means an alarm that is mitigated by one (1) apparatus. Examples of ESD STILL ALARMS are patient critical emergency medical calls, dumpster fires, small grass fires, vehicle fires and accidents where no extrication or rescue is needed, an outside gas leak, smoke detector calls where no smoke is present, and carbon monoxide detector calls. Smoke and carbon monoxide alarm activations, where there is no other indication of the presence of smoke and/or carbon monoxide, merit a warm response. Ambulance assist calls, if authorized by the shift commander,merit a cold response. 2. ESD RESCUE ALARM means alarms where extrication or rescues are confirmed and possible pin-in and cave-in. The two (2) closest apparatus to the incident scene are to be dispatched hot to ESD RESCUE ALARMS. 3. ESD AUTOMATIC FIRE ALARM means an alarm reported to Fire Dispatch solely by a remote monitoring company. The closest apparatus to the location will respond with a warm response to all ESD AUTOMATIC FIRE ALARMS. 4. ESD STRUCTURE FIRE ALARM means a structure fire reported to Fire Dispatch by a means other than a remote monitoring company. A hot response to an ESD STRUCTURE FIRE ALARM is three (3) Apparatus (i.e., Engine/Truck/Quint), one (1) Rescue, and one(1) chief officer or a minimum of twelve (12)personnel. An exception would be where a Truck/Quint is stationed with a Rescue, and then the Truck/Quint and Rescue would be dispatched simultaneously. Additional resources are to be secured through Automatic Aid Agreements and Mutual Aid requests. 5. ESD STRUCTURE GAS LEAK ALARM means a gas leak in a structure. A hot response to an ESD STRUCTURE GAS .LEAK ALARM is two (2) Apparatus (i.e., Engines/Truck/Quint), and one (1) chief officer or a minimum of seven (7) personnel. An exception would be where the first due apparatus is a Truck/Quint stationed with a Rescue, and then the Truck/Quint and Rescue would be dispatched simultaneously and counted as one (1) apparatus. Where a Truck/Quint is not first due but dispatched, the Rescue would not be dispatched. Additional resources are to be secured through responses of Automatic Aid Agreements and Mutual Aid requests. 00115837/jkg 019.2126&/ESD Exhibit B EXHIBIT B Page 1 of 2 VISTA OAKS ALARMS Pursuant to an Interlocal Agreement between the City of Round Rock and Sam Bass Volunteer Fire Department, Inc., approved by the Board of Williamson County ESD #2 and the Board of Williamson County ESD#9 and the Round Rock City Council, the Round Rock Fire Department provides automatic aid responses to Vista Oaks as follows: The Round Rock Fire Department responds to structure fires only within the Automatic Aid Area of Vista Oaks pursuant to an Interlocal Agreement between the City of Round Rock and Sam Bass Volunteer Fire Department, Inc. Upon notification of a structure fire in Vista Oaks, Round Rock will dispatch one (1) Engine Company provided that resources are then available for such response. For second alarm structure fires in the Automatic Aid Area of Vista Oaks, Round Rock will dispatch a second Engine Company provided that resources are then available for such response. If resources are not available to respond,then Round Rock Dispatch shall immediately notify Sam Bass. CHANDLER CREEK ALARMS When a call for assistance is received from Chandler Creek, due to its location and for other practical reasons,the level of response shall be the same as within the City limits. EXH1131'T B Page 2 of 2