Loading...
HomeMy Public PortalAboutDelray Beach - Fire & EMS AgmtINTERLOCAL SERVICE AGREEMENT BETWEEN THE CITY OF DELRAY BEACH AND THE TOWN OF GULF STREAM THIS AGREEMENT entered into on this day of� &-' 2009 by and between the CITY OF DELRAY BEACH, FLORIDA, a FI ida municipal corporation, and the TOWN OF GULF STREAM, FLORIDA, a Florida municipal corporation. WITNESSETH: WHEREAS, the Town of Gulf Stream presently does not maintain a Fire and Emergency Medical Services Department with fire fighting and emergency medical equipment and personnel; and, WHEREAS, the City of Delray Beach does presently maintain such a Fire and Emergency Medical services Department with fire fighting and emergency medical equipment and personnel; and, WHEREAS, in order to protect the health, safety and welfare of all residents of the Town of Gulf Stream and the City of Delray Beach who may be in the jurisdictional boundaries of the Town of Gulf Stream, it is deemed mutually advantageous to enter into this Agreement, providing for fire and emergency medical services by the City of Delray Beach within the municipal boundaries of the Town of Gulf Stream; and, WHEREAS, Florida Statutes 163.01 authorizes execution of interlocal agreements to provide for such aid and assistance. WHEREAS, the Town of Gulf Stream acknowledges that it is familiar with the facilities and equipment of the City of Delray Beach and has informed itself as to the scope and capabilities of facilities and equipment available, and does hereby accept these services and facilities as being adequate and capable for emergency and other related purposes within the incorporated area of the Town of Gulf Stream. NOW THEREFORE, it is hereby agreed by and between the parties hereto as follows: 1. The City of Delray Beach, during the term of this agreement shall provide the following services to the Town of Gulf Stream through the Delray Beach Fire Department and its officers and personnel responding from City of Delray Beach Fire Stations and administrative facilities. A. Fire Suppression. B. Heavy Rescue and Associated Extrication. C. Basic and Advanced Life Support Pre -Hospital Emergency Medical Services, and emergency transportation to medical facilities. This service will be provided under the same terms and conditions as provided to the residents of the City. The residents of the Town will be responsible for payment of such services under the same terms and conditions, as are residents of the City. The City shall provide Emergency Medical Transport Services for the Town as long as the City possesses a Certificate of Public Convenience and Necessity. If for any reason the City no longer possesses a valid Certificate of Public Convenience and Necessity it shall cease to provide Emergency Medical Transport Services to the Town. D. Public Fire Safety Education E. Fire Prevention and Life Safety Inspections in all occupancies other than one and two family residences. F. Fire code and Life Safety plans examination and review for building permits for occupancies and structures other than one and two family dwellings. G. Initial Hazardous Materials Incident Response and Scene Control. 2. Initial Hazardous Materials Incident Response and scene Control. In the event the City of Delray Beach is notified by the appropriate officials in the Town of Gulf Stream, or by the public through the Police -Fire Communication Center of the City of Delray Beach, of the existence of a fire or other emergency including the need for emergency medical services within the municipal boundaries of the Town of Gulf Stream the City of Delray Beach shall supply such emergency equipment and personnel as are then reasonably available to the City of Delray Beach In the same manner as provided to the citizens of Delray Beach. 3. The final and ultimate determination as to whether a particular notification gives rise to a life-threatening or emergency situation shall solely be the policy determination of the personnel of the City of Delray Beach. 4. This Agreement shall not be construed to impose any obligation, duty or responsibility whatsoever on the City of Delray Beach to provide any specific types, kinds, or numbers of emergency personnel or apparatus at any fire station of the City of Delray Beach, or at any emergency scene within the Town of Gulf Stream within a specific time frame. The City of Delray Beach will dispatch and assign the closest, appropriately staffed and available vehicle(s) to emergencies within the Town of Gulf Stream. 2 The City will endeavor to maintain a dispatch to arrival time within seven (7) minutes. 5. The Town of Gulf Stream acknowledges its responsibility under Section 633.025, Florida Statutes, 2008, concerning minimum Fire Safety Standards. The City of Delray Beach, through its Fire Department, will conduct all necessary or mandatory fire safety inspections and inform the Town Manager of the Town of Gulf Stream of any fire safety matters which require correction. The Town of Gulf Stream shall enforce all applicable fire safety standards in a timely manner and shall report the abatement and disposition of the reported violations to the City of Delray Beach. The City of Delray Beach, through its Fire Department, will provide all necessary technical assistance to the Town of Gulf Stream in order to facilitate this process. 6. The Fire Chief of the City of Delray Beach shall have full and complete authority through the normal chain of command over the operation of Delray Beach Fire department personnel, vehicles and equipment while in the Town of Gulf Stream. 7. The Town of Gulf Stream officials and employees and citizens and residents shall not interfere with the direction, management and deployment of the Delray Beach Fire Department, its personnel or equipment at any time during fire fighting or other emergency situations. 8. All suggestions or complaints concerning services provided under this agreement shall be directed to the attention of the Fire Chief of Delray Beach, in writing, for proper administrative remedy and/or response, as the case may be. In the event the Town of Gulf Stream has a dispute with respect to the City of Delray Beach's performance hereunder, the Town of Gulf Stream, by its governing body, Mayor, Manager or other appropriate municipal official shall forward to the Chief of the Fire Department for the City of Delray Beach, the disputed matter. In the event that the disputed matter is not addressed in a manner suitable to the Town of Gulf Stream, the town shall request of the Chief of the Fire Department for the City of Delray Beach, Florida, that the disputed matter be resolved by the City Manager of the City of Delray Beach. If the disputed matter cannot be resolved by the City Manager of the City of Delray Beach, the disputed matter shall be scheduled on the next available Delray Beach City Commission meeting or workshop as the City Manager deems appropriate. 9. The parties hereto further understand and agree that a possibility exists that the Delray Beach Fire Department may receive simultaneous calls for separate accidents, fires and other public safety problems. In the event of a simultaneous occurrence of emergencies in the City of Delray Beach 3 and the Town of Gulf Stream, the judgment of the Fire Chief of the City of Delray Beach, or the senior Fire Department Officer on duty at the time, as to which call should receive first priority response, shall be binding upon the parties hereto and shall control actions of both parties hereto. If the City of Delray Beach can not respond to a call for assistance from the Town of Gulf Stream due to multiple calls and/or alarms in progress the caller from the Town of Gulf Stream will be so advised and all reasonable efforts will then be made by the City of Delray Beach to arrange for a suitable response from another agency or jurisdiction cooperating with the City of Delray Beach through various mutual aid agreements in effect at the time. At the time of the execution of this agreement the City of Delray Beach has Mutual Aid Agreements in effect with the Cities of Boynton Beach, Boca Raton, Palm Beach County and is a participant in the Fire - Rescue Interlocal Agreement for Governmental Agencies in Palm Beach County and the interlocal agreement for Regional Hazardous Materials Response Services. The City of Delray Beach will endeavor to notify the Town of Gulf Stream of any changes in these agreements. 10. The Town of Gulf Stream shall inspect annually all fire hydrants within its corporate limits to verify their satisfactory operation and function and agrees to repair or cause to be repaired all fire hydrants, branch valves, and sectional valves within the municipal water distribution system which could affect fire suppression operations. It is further understood that all fire hydrant threads shall conform with those used by the Delray Beach Fire Department or non -conforming threads, if any, shall be changed without delay at the expense of the Town of Gulf Stream. Inoperative fire hydrants, valves, etc. within the municipal distribution system shall be repaired without delay, but in no case later that thirty (30) days following discovery of any deficiency. Fire hydrants which are placed out of service shall be immediately reported to the City of Delray Beach Fire Department. Immediate notice shall also be given when said fire hydrants are returned to service. 11. The Town of Gulf Stream shall report all street and road closures and openings immediately to the City of Delray Beach Fire Department. 12. All exemptions from ordinance and rules, and all pension, insurance, disability, workers compensation, salary, death, and other benefits which apply to the activity of such officers, agents, or employees of the City of Delray Beach, when performing their respective functions within the territorial limits of the City of Delray Beach, Florida shall apply to them to the same degree, manner, and extent while engaged in the performance of any of their functions and duties within the Town of Gulf Stream. 13. During the term of this agreement, the City of Delray Beach shall be the sole provider of the services enumerated within the Town of Gulf Stream. 4 14. The Town of Gulf Stream agrees to pay the City of Delray Beach, during the term of this Agreement, a service fee for the emergency and administrative services enumerated above. The service fee is based on the annual operating budget of the City of Delray Beach for the provision of Fire Prevention, Fire Suppression, Emergency Medical Services, and related services; the population of the City of Delray Beach; and the population of the Town of Gulf Stream. This fee entitles the Town of Gulf Stream and its residents access to the previously enumerated fire department services and programs. Extraordinary events or unusual demands for services requiring personnel and/or equipment to be stationed within the corporate limits shall be billed separately by the City of Delray Beach to the Town of Gulf Stream based on the actual costs to provide these services. In the case of hazardous materials abatement and/or mitigation, these extraordinary costs shall be paid directly to the vendors or, outside contractors involved as directed by the City of Delray Beach. 15. Beginning on the effective date of this agreement, the Town of Gulf Stream shall pay to the City of Delray Beach an annual service fee of $286,250. One twelfth of this amount will be due and payable on or before the first business day of each month. The Finance Department of the City of Delray Beach shall bill the Town of Gulf Stream for this amount on or before the 15th day of the preceding month. In the event payment is not made timely, a late charge equal to the then prevailing legal rate of interest shall be added to the Town of Gulf Stream's liability to the City of Delray Beach, Florida. Interest shall be compounded daily commencing with the first business day of each month. If payment is not received for two successive months, then upon thirty (30) days notice the City of Delray Beach, Florida, may terminate its responsibilities as provided herein. The parties agree that the annual service fee may be adjusted to offset increased costs of providing the enumerated services and programs due to extraordinary unfunded mandates of the Federal, State or County governments. 16. The Town of Gulf Stream and the City of Delray Beach agree that the service fee shall be adjusted annually based on the "All Urban Consumers - United States" April Consumer Price Index (CPI) or an increase of five percent (5.0%), whichever is greater. The projected annual service fee adjustment will be reported to the Town Manager of the Town of Gulf Stream on or before July 15th of each year and will become effective on October 1 st. 5 17. All notifications of claims shall be provided in writing to the respective Town Manager and City Manager of the parties hereto. This does not apply to notifications of necessity for supplying of emergency services which are the subject of this Agreement. 18. This Agreement represents the entire Agreement between the parties and supersedes all prior negotiations, representations, or agreements either written or oral, including the 1983 "Emergency Medical Services Agreement". This agreement may only be amended or modified in writing and executed by all parties to this Agreement, except as previously provided above with the annual service fee. 19. The term of this Agreement shall be for ten (10) years beginning October 1, 2009 and extending through midnight on September 30, 2019 with options to renew for additional periods of five (5) years each upon the mutual agreement of both parties hereto in writing. 20. This agreement may be terminated for good cause only in the event of breach of its terms or in the event of the inability of the City of Delray Beach to provide the services specified herein. In the event that either party desires to terminate this agreement for good cause resulting from the breach of its terms, the party alleging the breach shall give notice of its intent to terminate this agreement at the end of a contract year upon submission to the other party. Said notice shall be in writing and shall be given at least six (6) months prior to the end of any twelve month period which commences on October 1st and terminates on September 30th of the subsequent year. If an impasse arises as to whether either party has breached this agreement, each party shall select an independent party to act as an arbitrator, and the two arbitrators selected by the parties shall select a third arbitrator and the arbitrators by majority vote shall decide whether the party has breached this agreement and shall also decide any other dispute arising hereunder. Said arbitrators shall act in accordance with the rules of the American Arbitration Association and the parties hereby agree that they shall be bound by the decision of the arbitrators. In the event of termination for cause resulting from the inability of the City of Delray Beach to provide the services specified pursuant to the terms of this agreement, the City of Delray Beach shall provide the Town of Gulf Stream at least six (6) months notice prior to the end of any twelve month period which commences on October 1st and terminates on September 30th of the subsequent year. Any inability to provide the services specified in this agreement shall be substantiated only upon a clear showing by the City of Delray Beach of a similar inability to provide said services for the residents of the City of Delray Beach. 21. Any cost of expenses (including reasonable attorney's fees) associated with litigation concerning the terms and conditions of this agreement shall 10 be borne by the non -prevailing party, provided however, that this clause pertains only to the parties of this agreement. IN WITNESS WHEREOF, the parties heretohave caused these presents to be signed by their duly authorized officers on this\� day of 2009. ATTEST: MM BY�.�` City Clerk Approved as to form: By: V,_ City Attorney ATTEST By: ( L City Clerk Approved as to form: 0 City Attorney 7 CITI( OF 4ELRAY E By: Mayor JONES FOSTER JOHNSTON & STUBBS, P.A. Attorneys and Counselors John C. Randolph, Esquire Direct Dial: 561-650-0458 Direct Fax: 561-650-0435 E -Mail: jrandolph@jones-foster.com July 13, 2009 Flagler Center Tower, Suite 1100 505 South Flagler Drive West Palm Beach, Florida 33401 Telephone (561) 659-3000 Mr. William H. Thrasher, Town Manager Town of Gulf Stream 100 Sea Road Gulf Stream Florida 33483 VIA FAX: 737-0188 Re: Town of Gulf Stream Interlocal Service Agreement with City of Delray Beach Our File No. 13147.1 Dear Bill: Mailing Address Post Office Box 3475 West Palm Beach, Florida 33402-3475 I have reviewed the Interlocal Service Agreement between the City of Delray Beach and the Town of Gulf Stream and hereby approve same as to legal form and sufficiency. There are only two issues worth commenting on which I do not believe the Town will want to make an issue of in light of the fact that Delray has already approved this Agreement. At paragraph 1 C at the top of page 2, it indicates that the City shall provide emergency medical transport services as long as the City possesses a Certificate of Public Convenience and Necessity and allows the City to cease to provide those services to the Town in the event it no longer possess such a Certificate. There is no reduction in the cost to the Town in the event those services can no longer be provided. It seems to me, however, that this provision is of little moment as I cannot image that the City will lose its Certificate of Public Convenience and Necessity. The only other issue is that there is no opt out provision for the Town other than for breach of the Agreement or for good cause shown. The Town, therefore, will be bound to the Agreement for the ten year term. Please do not hesitate to contact me if you have any comments or questions. Sincerely, JONES, FOSTER, JOHNSTON & STUBBS, P.A. i6:A' ry John C. Randolph JCR/ssm www.jones foster.com AMENDMENT NO. 1 TO INTERLOCAL SERVICE AGREEMENT DATED JULY 14, 2009, BETWEEN THE TOWN OF GULF STREAM AND THE CITY OF DELRAY BEACH FOR THE PROVISION OF FIRE AND EMERGENCY MEDICAL SERVICES THIS AMENDMENT NO. 1 to the Interlocal Agreement is entered into by and between the CITY OF DELRAY BEACH, FLORIDA, ("City") and THE TOWN OF GULF STREAM, FLORIDA ("Town") on this day of -August, 2011. WITNESSETH WHEREAS, the parties desire to amend the Interlocal Agreement entered into on July 14, 2009 in order to provide for a change in the service fee charged due to the annexation of the area, depicted on Exhibit "A", by the Town; and WHEREAS, due to the fact that the increase in the ad valorem taxes received by the Town will not be realized until December 2012, the parties will allow the increase in the service fee due to the annexation, for the time period, March 15, 2011 to September 30, 2012, to be paid in arrears so the onetime payment will be made prior to December 31, 2012. NOW, THEREFORE, in consideration of the mutual covenants, stipulations and agreements herein contained, the parties agree as follows: 1. The recitations referred to above are hereby incorporated herein. 2. The parties desire to amend the Agreement to provide that effective October 1, 2012 the base rate that the Town will pay to the City is $353,321.00 plus 5% for a total amount of $370,987.05 for the base fee beginning on October 1, 2012. By December 31, 2012 the Town will make a onetime payment to the City in the amount of $57,210, which covers the increase in the service fee as a result of the annexed area for time period of March 15, 2011 to September 30, 2012. 3. All other terms and conditions of the Interlocal Agreement of July 14, 2009 not in conflict with this Amendment shall remain in full force and effect and are incorporated herein. IN WITNESS WHEREOF, the parties hereto have set their hands, the day and year first above written. ATTEST: City Clerk Approved as to legal form And sufficiency: n City Attorney Date: SQA A\ a,N ATTEST: Town Clerk Approved as to legal form Pscy Date: 7 Cll LIM TOW OF ULF STREAM, F RIDA By: rl_�ztit l.� Mayor Page 1 of 1 Rita Taylor From: Harden, David [Harden@mydeiraybeach.com] Sent: Wednesday, August 10, 2011 5:47 PM To: Bill Thrasher Cc: Shutt, Brian Subject: Amendment to Fire Service Agreement Attachments: Amendment #1 to ILA with gulfstream on fire service 8-11.doc Bill, The amendment to our Fire Service Agreement with the Town of Gulf Stream is attached as directed by our City Commission. You may attach Exhibit "A", as I would just pull it out of your annexation study. The increase for FY 2012 was calculated as follows: $315,580 X 880/786 = $353,321. Then $353,321— $315,580 = $37,741 For the current fiscal year the calculation is: $300,550 X 880/786 = $336,493. Then $336,493 - $300,550 = $35,943, and $35,943 X 6.5/12 = $19,469. $37,741 + $19,469 = $57,210, which is the extra amount to be paid by December of 2012 after Gulf Stream begins receiving property tax from the annexed area. 8/11/2011 74A ? ,ittle Club Rd;'—: o �A o 1 :� ,1 —� Gulf Stream Limits 5 ` 07" r i- 0 I miexaf on Asea J Town Hall Town of Gulf Stream 4b; Annexation Map L LEGEND A - B.Ardrews Club Tennis Com, B 4450 N. QeaB Boulevard C -V,oa Villa, D - Gullnream V lla, E - Guirweam Vlla,Soull, F - Sea Ridge G -Sea Hoke H - Polo Binge I CHermilage i-Ballaooae K - Bellamar 1 GoBst ra.nn htuu++ urban design INTERLOCAL SERVICE AGREEMENT BETWEEN THE CITY OF DELRAY BEACH AND THE TOWN OF GULF STREAM THIS AGREEMENT entered into on this day of 2009 by and between the CITY OF DELRAY BEACH, FLORIDA, a Florida municipal corporation, and the TOWN OF GULF STREAM, FLORIDA, a Florida municipal corporation. WITNESSETH: WHEREAS, the Town of Gulf Stream presently does not maintain a Fire and Emergency Medical Services Department with fire fighting and emergency medical equipment and personnel; and, WHEREAS, the City of Delray Beach does presently maintain such a Fire and Emergency Medical services Department with fire fighting and emergency medical equipment and personnel; and, WHEREAS, in order to protect the health, safety and welfare of all residents of the Town of Gulf Stream and the City of Delray Beach who may be in the jurisdictional boundaries of the Town of Gulf Stream, it is deemed mutually advantageous to enter into this Agreement, providing for fire and emergency medical services by the City of Delray Beach within the municipal boundaries of the Town of Gulf Stream; and, WHEREAS, Florida Statutes 163.01 authorizes execution of interlocal agreements to provide for such aid and assistance. WHEREAS, the Town of Gulf Stream acknowledges that it is familiar with the facilities and equipment of the City of Delray Beach and has informed itself as to the scope and capabilities of facilities and equipment available, and does hereby accept these services and facilities as being adequate and capable for emergency and other related purposes within the incorporated area of the Town of Gulf Stream. NOW THEREFORE, it is hereby agreed by and between the parties hereto as follows: 1. The City of Delray Beach, during the term of this agreement shall provide the following services to the Town of Gulf Stream through the Delray Beach Fire Department and its officers and personnel responding from City of Delray Beach Fire Stations and administrative facilities. A. Fire Suppression. r '7104 1� B. Heavy Rescue and Associated Extrication. • _ A C. Basic and Advanced Life Support Pre -Hospital Emergency Medical Services, and emergency transportation to medical facilities. This service will be provided under the same terms and conditions as provided to the residents of the City. The residents of the Town will be responsible for payment of such services under the same terms and conditions, as are residents of the City. The City shall provide Emergency Medical Transport Services for the Town as long as the City possesses a Certificate of Public Convenience and Necessity. If for any reason the City no longer possesses a valid Certificate of Public Convenience and Necessity it shall cease to provide Emergency Medical Transport Services to the Town. D. Public Fire Safety Education E. Fire Prevention and Life Safety Inspections in all occupancies other than one and two family residences. F. Fire code and Life Safety plans examination and review for building permits for occupancies and structures other than one and two family dwellings. G. Initial Hazardous Materials Incident Response and Scene Control. 2. Initial Hazardous Materials Incident Response and scene Control. In the event the City of Delray Beach is notified by the appropriate officials in the Town of Gulf Stream, or by the public through the Police -Fire Communication Center of the City of Delray Beach, of the existence of a fire or other emergency including the need for emergency medical services within the municipal boundaries of the Town of Gulf Stream the City of Delray Beach shall supply such emergency equipment and personnel as are then reasonably available to the City of Delray Beach In the same manner as provided to the citizens of Delray Beach. 3. The final and ultimate determination as to whether a particular notification gives rise to a life-threatening or emergency situation shall solely be the policy determination of the personnel of the City of Delray Beach. 4. This Agreement shall not be construed to impose any obligation, duty or responsibility whatsoever on the City of Delray Beach to provide any specific types, kinds, or numbers of emergency personnel or apparatus at any fire station of the City of Delray Beach, or at any emergency scene within the Town of Gulf Stream within a specific time frame. The City of Delray Beach will dispatch and assign the closest, appropriately staffed and available vehicle(s) to emergencies within the Town of Gulf Stream. z The City will endeavor to maintain a dispatch to arrival time within seven (7) minutes. 5. The Town of Gulf Stream acknowledges its responsibility under Section 633.025, Florida Statutes, 2008, concerning minimum Fire Safety Standards. The City of Delray Beach, through its Fire Department, will conduct all necessary or mandatory fire safety inspections and inform the Town Manager of the Town of Gulf Stream of any fire safety matters which require correction. The Town of Gulf Stream shall enforce all applicable fire safety standards in a timely manner and shall report the abatement and disposition of the reported violations to the City of Delray Beach. The City of Delray Beach, through its Fire Department, will provide all necessary technical assistance to the Town of Gulf Stream in order to facilitate this process. 6. The Fire Chief of the City of Delray Beach shall have full and complete authority through the normal chain of command over the operation of Delray Beach Fire department personnel, vehicles and equipment while in the Town of Gulf Stream. 7. The Town of Gulf Stream officials and employees and citizens and residents shall not interfere with the direction, management and deployment of the Delray Beach Fire Department, its personnel or equipment at any time during fire fighting or other emergency situations. 8. All suggestions or complaints concerning services provided under this agreement shall be directed to the attention of the Fire Chief of Delray Beach, in writing, for proper administrative remedy and/or response, as the case may be. In the event the Town of Gulf Stream has a dispute with respect to the City of Delray Beach's performance hereunder, the Town of Gulf Stream, by its governing body, Mayor, Manager or other appropriate municipal official shall forward to the Chief of the Fire Department for the City of Delray Beach, the disputed matter. In the event that the disputed matter is not addressed in a manner suitable to the Town of Gulf Stream, the town shall request of the Chief of the Fire Department for the City of Delray Beach, Florida, that the disputed matter be resolved by the City Manager of the City of Delray Beach. If the disputed matter cannot be resolved by the City Manager of the City of Delray Beach, the disputed matter shall be scheduled on the next available Delray Beach City Commission meeting or workshop as the City Manager deems appropriate. 9. The parties hereto further understand and agree that a possibility exists that the Delray Beach Fire Department may receive simultaneous calls for separate accidents, fires and other public safety problems. In the event of a simultaneous occurrence of emergencies in the City of Delray Beach 111 and the Town of Gulf Stream, the judgment of the Fire Chief of the City of Delray Beach, or the senior Fire Department Officer on duty at the time, as to which call should receive first priority response, shall be binding upon the parties hereto and shall control actions of both parties hereto. If the City of Delray Beach can not respond to a call for assistance from the Town of Gulf Stream due to multiple calls and/or alarms in progress the caller from the Town of Gulf Stream will be so advised and all reasonable efforts will then be made by the City of Delray Beach to arrange for a suitable response from another agency or jurisdiction cooperating with the City of Delray Beach through various mutual aid agreements in effect at the time. At the time of the execution of this agreement the City of Delray Beach has Mutual Aid Agreements in effect with the Cities of Boynton Beach, Boca Raton, Palm Beach County and is a participant in the Fire - Rescue Interlocal Agreement for Governmental Agencies in Palm Beach County and the interlocal agreement for Regional Hazardous Materials Response Services. The City of Delray Beach will endeavor to notify the Town of Gulf Stream of any changes in these agreements. 10. The Town of Gulf Stream shall inspect annually all fire hydrants within its corporate limits to verify their satisfactory operation and function and agrees to repair or cause to be repaired all fire hydrants, branch valves, and sectional valves within the municipal water distribution system which could affect fire suppression operations. It is further understood that all fire hydrant threads shall conform with those used by the Delray Beach Fire Department or non -conforming threads, if any, shall be changed without delay at the expense of the Town of Gulf Stream. Inoperative fire hydrants, valves, etc. within the municipal distribution system shall be repaired without delay, but in no case later that thirty (30) days following discovery of any deficiency. Fire hydrants which are placed out of service shall be immediately reported to the City of Delray Beach Fire Department. Immediate notice shall also be given when said fire hydrants are returned to service. 11. The Town of Gulf Stream shall report all street and road closures and openings immediately to the City of Delray Beach Fire Department. 12. All exemptions from ordinance and rules, and all pension, insurance, disability, workers compensation, salary, death, and other benefits which apply to the activity of such officers, agents, or employees of the City of Delray Beach, when performing their respective functions within the territorial limits of the City of Delray Beach, Florida shall apply to them to the same degree, manner, and extent while engaged in the performance of any of their functions and duties within the Town of Gulf Stream. 13. During the term of this agreement, the City of Delray Beach shall be the sole provider of the services enumerated within the Town of Gulf Stream. 4 14. The Town of Gulf Stream agrees to pay the City of Delray Beach, during the term of this Agreement, a service fee for the emergency and administrative services enumerated above. The service fee is based on the annual operating budget of the City of Delray Beach for the provision of Fire Prevention, Fire Suppression, Emergency Medical Services, and related services; the population of the City of Delray Beach; and the population of the Town of Gulf Stream. This fee entitles the Town of Gulf Stream and its residents access to the previously enumerated fire department services and programs. Extraordinary events or unusual demands for services requiring personnel and/or equipment to be stationed within the corporate limits shall be billed separately by the City of Delray Beach to the Town of Gulf Stream based on the actual costs to provide these services. In the case of hazardous materials abatement and/or mitigation, these extraordinary costs shall be paid directly to the vendors or, outside contractors involved as directed by the City of Delray Beach. 15. Beginning on the effective date of this agreement, the Town of Gulf Stream shall pay to the City of Delray Beach an annual service fee of $229,000. One twelfth of this amount will be due and payable on or before the first business day of each month. The Finance Department of the City of Delray Beach shall bill the Town of Gulf Stream for this amount on or before the 15th day of the preceding month. In the event payment is not made timely, a late charge equal to the then prevailing legal rate of interest shall be added to the Town of Gulf Stream's liability to the City of Delray Beach, Florida. Interest shall be compounded daily commencing with the first business day of each month. If payment is not received for two successive months, then upon thirty (30) days notice the City of Delray Beach, Florida, may terminate its responsibilities as provided herein. The parties agree that the annual service fee may be adjusted to offset increased costs of providing the enumerated services and programs due to extraordinary unfunded mandates of the Federal, State or County governments. The parties also agree that when the City of Delray Beach increases staffing of its Station 2, the primary response station for calls originating in Gulf Stream, to five personnel, the annual service fee shall be adjusted to reflect Gulf Stream's pro rata share of the cost of increased staffing. 16. The Town of Gulf Stream and the City of Delray Beach agree that the service fee shall be adjusted annually based on the "All Urban Consumers - United States" April Consumer Price Index (CPI) or an increase of five percent (5.0%), whichever is greater. The projected annual service fee adjustment will be reported to the Town Manager of the Town of Gulf 5 Stream on or before July 15th of each year and will become effective on October 1st. 17. All notifications of claims shall be provided in writing to the respective Town Manager and City Manager of the parties hereto. This does not apply to notifications of necessity for supplying of emergency services which are the subject of this Agreement. 18. This Agreement represents the entire Agreement between the parties and supersedes all prior negotiations, representations, or agreements either written or oral, including the 1983 "Emergency Medical Services Agreement'. This agreement may only be amended or modified in writing and executed by all parties to this Agreement, except as previously provided above with the annual service fee. 19. The term of this Agreement shall be for ten (10) years beginning October 1, 2009 and extending through midnight on September 30, 2019 with options to renew for additional periods of five (5) years each upon the mutual agreement of both parties hereto in writing. 20. This agreement may be terminated for good cause only in the event of breach of its terms or in the event of the inability of the City of Delray Beach to provide the services specified herein. In the event that either party desires to terminate this agreement for good cause resulting from the breach of its terms, the party alleging the breach shall give notice of its intent to terminate this agreement at the end of a contract year upon submission to the other party. Said notice shall be in writing and shall be given at least six (6) months prior to the end of any twelve month period which commences on October 1st and terminates on September 30th of the subsequent year. If an impasse arises as to whether either party has breached this agreement, each party shall select an independent party to act as an arbitrator, and the two arbitrators selected by the parties shall select a third arbitrator and the arbitrators by majority vote shall decide whether the party has breached this agreement and shall also decide any other dispute arising hereunder. Said arbitrators shall act in accordance with the rules of the American Arbitration Association and the parties hereby agree that they shall be bound by the decision of the arbitrators. In the event of termination for cause resulting from the inability of the City of Delray Beach to provide the services specified pursuant to the terms of this agreement, the City of Delray Beach shall provide the Town of Gulf Stream at least six (6) months notice prior to the end of any twelve month period which commences on October 1st and terminates on September 30th of the subsequent year. Any inability to provide the services specified in this agreement shall be substantiated only upon a clear showing by the City of Delray Beach of a similar inability to provide said services for the residents of the City of Delray Beach. 2 21. Any cost of expenses (including reasonable attorney's fees) associated with litigation concerning the terms and conditions of this agreement shall be borne by the non -prevailing party, provided however, that this clause pertains only to the parties of this agreement. IN WITNESS WHEREOF, the parties hereto have caused these presents to be signed by their duly authorized officers on this _ day of 2009. ATTEST: CITY OF DELRAY BEACH, FLORIDA By: By. City Clerk Approved as to form: City Attorney ATTEST: By: City Clerk Approved as to form: go City Attorney 7 Mayor TOWN UOF GU, STREAM, FLORID By: Mayor