HomeMy WebLinkAboutReso 27-2020 (20-42)City of South San Francisco P.O. Box 711 (City Hall,
400 Grand Avenue)
South San Francisco, CA
City Council
Resolution: RES 27-2020
File Number: 20-42 Enactment Number: RES 27-2020
RESOLUTION APPROVING AN AMENDMENT TO THE
SERVICE AGREEMENT BETWEEN THE CITY OF SOUTH SAN
FRANCISCO AND THE TOWN OF COLMA FOR POLICE
COMMUNICATION SERVICES AND AUTHORIZING THE CITY
MANAGER TO EXECUTE THE AGREEMENT.
WHEREAS, the City of South San Francisco Police Department has been providing police
communication services to Colma for the past thirty-two (32) years; and
WHEREAS, the current agreement between the City of South San Francisco ("City") and the Town of
Colma ("Colma") is due for renewal; and
WHEREAS, staff recommends that the City Council adopt a resolution authorizing the Police
Department to enter into an agreement amendment with Colma in order to continue to provide police
communication services to Colma; and
WHEREAS, adequate funding and staffing for these services is presently allocated in the Police
Department's current operating budget and no modification are required.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco that
the City Council approves an amendment to the service agreement with the Town of Colma, attached to
this resolution as Exhibit A, in order to continue to provide Colma with police communication services.
BE IT FURTHER RESOLVED, that the City Manager of the City of South San Francisco, or his
designee, is hereby authorized and directed to execute the amendment to the Agreement on behalf of the
City of South San Francisco, subject to approval as to form by the City Attorney, and to take any other
action consistent with the intent of this Resolution.
At a meeting of the City Council on 3/11/2020, a motion was made by Vice Mayor Addiego, seconded by
Councilmember Nicolas, that this Resolution be approved. The motion passed.
Yes: 5 Mayor Garbarino, Vice Mayor Addiego, Councilmember Nagales, Councilmember
Nicolas, and Councilmember Matsumoto
Attest by
Rosa Govea Acosta, City Clerk
City of South San Francisco Page 1
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AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND
THE TOWN OF COLMA FOR POLICE COMMUNICATIONS SERVICES
This Police Communications Services Agreement (“Agreement”) is entered into on
July 1, 2020, by and between the CITY OF SOUTH SAN FRANCISCO, hereinafter
referred to as "SSF" and the TOWN OF COLMA, hereinafter referred to as "COLMA." (together
sometimes referred to as the “Parties”)
RECITALS
WHEREAS, SSF desires to furnish police communications services to COLMA through
the utilization of SSF facilities and staff; and
WHEREAS, SSF is willing to furnish said services to COLMA for a mutually agreed cost;
and
WHEREAS, the Parties to this Agreement have determined that the computer-aided
dispatch and records management systems belonging to the Parties are compatible and will be
an effective method of communications and record keeping for both Parties; and
WHEREAS, it is necessary and desirable that the parties enter into this Agreement as
set forth below;
NOW, THEREFORE, in consideration of the recitals and mutual obligations contained
herein, SSF and COLMA agree as follows:
1. Description of Services
(a) SOUTH SAN FRANCISCO will provide to COLMA basic police dispatch services
on a daily basis from 0000 hours to 0800 hours and for two one-hour breaks
during the time of 0800 hours to 2359 hours, for 24 hours on Thanksgiving Day,
Christmas Day and New Year’s Day, and provide basic police dispatch services
under extenuating emergency situations after all other means of filling the
position have been exhausted, and at other times as agreed upon by the
Communications Services Manager. Dispatch services will include answering
emergency telephone calls, dispatching police units by radio, telephone
notification of key personnel, providing record keeping activities associated with
police dispatch and participating in a quality control and incident critique.
(b) SSF shall cause all emergency and non-emergency telephone calls and two-way
radio traffic related to COLMA to be recorded. The recordings shall be retained by
SSF for a minimum of one hundred (100) days following the date of the call or
message. SSF shall provide excerpts of these recordings to COLMA upon
request.
(c) SSF shall provide and maintain computer hardware and system software at the
SSF communications center to support COLMA computer aided dispatching and
automated records management. COLMA, at its own expense, shall procure the
necessary compatible application software for computer aided dispatching and
automated records management. Further, COLMA shall be responsible for paying
any and all recurring software maintenance fees for all software that it has
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purchased and/or licensed in connection with this Agreement.
(d) SSF shall provide and maintain sufficient telephone equipment to accommodate
the COLMA E911, 7-digit emergency telephone lines, and administrative
business lines.
(e) COLMA shall be responsible for the non-recurring and recurring cost of its
telephone lines and any equipment required to extend its telephone lines to the
SSF police communications center.
(f) SSF shall provide and maintain radio console equipment within the SSF police
communications center to effect radio transmissions to and from the SSF police
communications center to the COLMA field units.
(g) SSF shall provide recording equipment to log and record incoming and outgoing
radio and telephone transmissions related to this Agreement.
(h) SSF shall make the services of its telecommunications engineering and police
technology team available to design the radio and telephone systems required to
provide the services identified herein. In the event that the telecommunications
engineering and police technology team costs increase during this Agreement,
the Parties will meet to agree upon an additional amount to be paid by COLMA
sufficient to cover the increased costs.
(i) COLMA and SSF shall jointly maintain and update a computerized geographic
information file, with each party focusing on streets and premise data in its own
jurisdiction.
2. Operational Responsibilities
(a) The SSF Communications Center shall be under the direction and management
control of SSF’s Chief of Police. Matters concerning communications
procedures, operations, complaints, requests for changes and/or similar
operational matters provided for under this Agreement and specifically related to
COLMA shall be approved by COLMA’s Chief of Police and submitted to the SSF
Chief of Police or his/her designee for consideration.
(b) SSF shall provide sufficient working space and facilities at the SSF police
communications center for SSF personnel and equipment to provide the services
described in this Agreement. SSF, in its sole discretion, shall determine the
quantity and classification of employees required to provide the services to
COLMA contemplated under this Agreement.
3. Compensation for Services
(a) COLMA shall pay SSF the amounts detailed below as compensation for services
provided during each fiscal year beginning July 1, 2020 and ending on June 30,
2023. SSF shall invoice COLMA in advance on a quarterly basis beginning on
July 1, 2020 in an amount equal to ¼ of annual amount due. COLMA shall remit
in full within 45 days of receiving an invoice from SSF.
2020-2021 2021-2022 2022-2023
$97,418 $99,366 $101,353
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(b) In the event SSF and COLMA agree that additional employees must be hired by
SSF in order to implement this Agreement and SSF and COLMA have agreed on
the costs associated with those additional hires, COLMA shall pay SSF an
amount equal to the cost of the additional employees hired by SSF to fulfill its
obligations under this Agreement.
(c) Upon mutual agreement, COLMA may request SSF to provide additional police
communications services for special events at the rate of $85 per hour per
employee with a minimum of four (4) hours per event. COLMA must schedule
special events with SSF at least thirty (30) days in advance of the event date.
4. Term
SSF shall furnish the agreed-upon services as set forth above for a period of three (3)
years, commencing July 1, 2020 and expiring June 30, 2023. This Agreement may be
extended for up to a three (3) year period if mutually agreed by SSF and COLMA in
writing.
5. Waiver/Immunities
(a) Waiver.
COLMA is responsible for damages to or loss of its property and waives its right to sue SSF
for any damages to or loss of its property or injury to its personnel that may occur in
responding to communication services pursuant to this Agreement, except for loss of
COLMA’S property or injury to COLMA’S personnel that is caused by the gross negligence
or willful misconduct of SSF.
(b) Immunities.
By entering into this Agreement, neither Party waives any of the immunities provided by the
California Government Code or other applicable provisions of law.
6. Termination of Agreement
This Agreement may be terminated in accordance with the following:
(a) Termination without Cause
Notwithstanding any other provision of this Agreement, at any time and without cause, the
Parties to this Agreement shall have the right, in their sole discretion, to terminate this
Agreement by giving one hundred eighty (180) days' written notice to the other Party.
(b) Termination for Cause
Notwithstanding any other provision of this Agreement, if either Party fails to perform or cure
any of its obligations hereunder, within the time and in the manner herein provided, or
otherwise violates any of the terms of this Agreement, the other Party may immediately
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terminate this Agreement by giving written notice of such termination, stating the reason for
the termination.
(c) Ability to Cure
In the event of any alleged failure to perform any terms or conditions of this Agreement, the
Party alleging such breach shall give the other Party notice in writing specifying the nature of
the breach and the manner in which said breach or default may be satisfactorily cured, and
the Party in breach shall have thirty (30) days following such notice ("Cure Period") to cure
such breach. During the Cure Period, the Party charged shall not be considered in default
for purposes of termination or institution of legal proceedings. The failure of any Party to
give notice of any breach shall not be deemed to be a waiver of that Party's right to allege
any other breach at any other time.
(d) Payment Upon Termination
Upon termination of this Agreement, COLMA shall, within thirty (30) days of termination, pay
SSF any outstanding balance for services or materials provided by SSF.
7. Notices
All notices, demands, requests, consents, approvals, waivers, or communications
("Notices") that either party desires or is required to give to the other party or any other
person shall be in writing and either personally served or sent by prepaid postage, first
class mail. Notices shall be addressed as appears below for each party except if either
party gives notice of a change of name or address, notices to the giver of that Notice
shall thereafter be given as demanded in that Notice.
SSF: City of South San Francisco
City Manager
400 Grand Avenue
South San Francisco, CA 94080
COLMA: Town of Colma
City Manager
1188 El Camino Real
Colma, CA 94014
8. Relationship of Parties
Both parties agree and understand that the services performed under this Agreement are
performed as an independent contractor, and that neither party’s employees acquire any
of the rights, privileges, powers, or advantages of the other party’s employees. No
pension rights of COLMA or SSF employees will be affected by this Agreement.
9. Confidential Law Enforcement Information
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COLMA shall provide SSF with proof of eligibility to access State and Federal automated
criminal justice databases. COLMA shall provide to SSF identifying information on its
employees that require access to said databases to facilitate SSF maintaining
computerized security tables that allow or prohibit access. SSF may restrict access from
view by COLMA if SSF deems it necessary to protect security of its employee
information. SSF and COLMA shall be individually responsible for complying with State
and Federal training requirements for employees related to criminal justice databases.
COLMA shall be responsible for proper use of criminal justice information disseminated
to it by SSF. COLMA agrees to indemnify and hold harmless SSF in the event of misuse
of confidential information by COLMA users.
10. Hold Harmless, Indemnification
(a) COLMA shall defend, save harmless and indemnify SSF, its officers and
employees from any and all claims which arise out of the terms and conditions of
this Agreement and which result from the negligent acts or omissions of COLMA,
its officers, employees and contractors.
(b) SSF shall defend, save harmless, and indemnify COLMA, its officers and
employees from any and all claims for injuries or damage to persons and/or
property which arise out of the terms and conditions of this Agreement and which
result from the negligent acts or omissions of SSF, its officers, employees and
contractors.
(c) In the event of concurrent negligence of SSF, its officers and/or employees, and
COLMA, its officers and/or employees, then the liability for any and all claims for
injuries or damage to persons and/or property which arise out of terms and
conditions of this Agreement shall be apportioned according to the California
theory of comparative negligence.
(d) This section shall include, without limitation, any actions, claims, suits, demands,
and liability of every name, kind, and description brought for, or on account of
injuries to or death of any person, including COLMA or SSF, or damage to
property of any kind whatsoever and to whomsoever belonging.
(e) The duty to indemnify and hold harmless as set forth herein shall include the duty
to defend as set forth in Civil Code Section 2778.
11. Radio Systems
COLMA shall own and operate its police radio system and be solely responsible for its
procurement, maintenance and replacement. This includes receivers, transmitters,
voter/comparators and associated equipment. COLMA shall maintain its radio
equipment in a manner that will allow clear reception that is free from static and
interference.
SSF shall own and operate its police communications dispatch equipment and be solely
responsible for its procurement, maintenance and replacement. This includes dispatch
console electronic equipment, logging recorder, computer servers and associated
equipment. SSF shall use this equipment to provide radio dispatch service to COLMA.
12. Ownership of Computerized Data
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Both parties acknowledge that automated law enforcement records information for SSF
and COLMA will be comingled in a single computer database owned and managed by
SSF. SSF agrees to allow COLMA to electronically copy its records for the purpose of
maintaining its own archive without additional cost to COLMA.
13. Assignability and Subcontracting
Neither party may assign the benefits nor delegate the duties set forth in this Agreement.
14. Insurance
Both parties shall maintain sufficient insurance, self-insurance or a combination thereof
to comply with the following requirements, and, if requested, each party shall furnish the
other party with certificates of insurance evidencing the required coverage. Thirty (30)
days' notice must be given, in writing as set forth in this agreement of any pending
change in the limits of liability or of any cancellation or modification of the policy.
a) Worker's Compensation and Employer's Liability Insurance. Both parties
shall have in effect during the entire life of this Agreement Worker’s
Compensation and Employer's Liability Insurance, or an acceptable program of
self-insurance providing full statutory coverage. In signing this Agreement, parties
certify, as required by Section 1861 of the California Labor Code, that they are
aware of the provisions of Section 3700 of the California Labor Code which
requires every employer to be insured against liability for Worker's Compensation
or to undertake self-insurance in accordance with the provisions of the Code, and
parties will comply with such provisions before commencing the performance of
the work of this Agreement.
b) Liability Insurance. COLMA and SSF shall take out and maintain during the life
of this Agreement such Bodily Injury Liability and Property Damage Liability
Insurance as shall protect it while performing work covered by this Agreement
from any and all claims for damages for bodily injury, including accidental death,
as well as any and all claims for property damage which may arise from COLMA’s
and SSF’s operations under this Agreement, whether such operation be by itself
or by any subcontractor or by anyone directly or indirectly employed by either of
them. Such insurance shall be combined single limit bodily injury and property
damage for each occurrence and shall be not less than:
1. Comprehensive General Liability . . . . . . . . . . . . . . . $ 2,000,000
2. Motor Vehicle Liability Insurance . . . . . . . . . . . . . . . $ 2,000,000
15. Non-Discrimination
No person shall, on the grounds of race, color, religion, ancestry, gender, age (over 40),
national origin, medical condition (cancer), physical or mental disability, sexual
orientation, pregnancy, child birth or related medical condition, marital status, or political
affiliation be denied any benefits or subject to discrimination under this Agreement.
COLMA and SSF shall ensure equal employment opportunity based on objective
standards of recruitment, classification, selection, promotion, compensation,
performance evaluation, and management relations for all employees under this
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Agreement. COLMA’s and SSF’s equal employment policies shall be made available to
either party upon request.
16. Retention of Records
Each party agrees to provide to the other party, to any federal or state department having
monitoring or reviewing authority, to SSF’s or COLMA’s authorized representatives
and/or their appropriate audit agencies upon reasonable notice, access to and the right
to examine and audit records and documents necessary to determine compliance with
relevant federal, state, and local statutes, rules, and regulations, and this Agreement,
and to evaluate the quality, appropriateness and timeliness of services performed.
COLMA shall maintain and preserve all records relating to this Agreement for a period of
five (5) years from the termination date of this Agreement, or until audit findings are
resolved, whichever is greater. SSF shall maintain and preserve all records relating to
this Agreement in accordance with SSF’s adopted records retention schedule.
17. Response to Public Records Act Requests, Subpoenas, and DOJ Audits
COLMA and SSF shall be individually responsible for complying with requests for records
under the California Public Records Act. SSF shall provide technical assistance to COLMA
if the request involves incident records contained in SSF’s computer aided dispatch system.
The Parties agree for purposes of section 6254.5 of the California Government Code that
any and all information exchanged between SSF and COLMA pursuant to this Agreement
will be treated as confidential, that only persons authorized in writing by the SSF City
Manager or the COLMA City Manager or their delegees shall be permitted to obtain such
information, subject to all applicable laws and regulations, and that any and all information
exchanged between SSF and COLMA pursuant to this Agreement will only be used for
purposes consistent with existing law.
COLMA and SSF shall be individually responsible for responding to California Department of
Justice audits related to the California Law Enforcement Telecommunications System
(CLETS) and the Department of Justice Criminal Justice Information System (CJIS)
databases. SSF shall provide technical assistance to COLMA to extract the necessary
information from the computer aided dispatch and records management systems when
requested.
18. Merger Clause
This Agreement, including any Exhibit(s) hereto constitutes the sole Agreement of the
parties hereto and correctly states the rights, duties, and obligations of each party as of
this document's date. Any prior agreement, promises, negotiations, or representations
between the parties not expressly stated in this document are not binding. All subsequent
modifications shall be in writing and signed by the parties.
19. Controlling Law
The validity of this Agreement and of its terms or provisions, as well as the rights and
duties of the parties hereunder, the interpretation, and performance of this Agreement
shall be governed by the laws of the State of California.
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20. Amendment
This Agreement may be amended at any time upon the written mutual approval of the
Parties.
21. Severability
If any provision of this Agreement shall be held to be invalid, void or unenforceable, the
validity, legality or enforceability of the remaining portions hereof shall not in any way be
affected or impaired thereby.
22. Waiver
A waiver by either Party of the performance of any covenant or condition herein shall not
invalidate this Agreement nor shall it be considered a waiver of any other covenant or
condition, nor shall the delay or forbearance by either Party in exercising any remedy or right
be considered a waiver of, or an estoppel against, the later exercise of such remedy or right.
23. Remedies Cumulative
Except as otherwise expressly stated in this Agreement, the rights and remedies of the
Parties hereunder are cumulative, and the exercise or failure to exercise one or more of
such rights or remedies by either Party shall not preclude the exercise by it, at the same time
or different times, of any right or remedy for the same default or any other default. Upon the
occurrence of an event of default, the Parties may pursue all remedies at law or in equity
which are not otherwise provided for in this Agreement, expressly including the remedy of
specific performance of this Agreement.
24. Binding Effect
This Agreement shall be binding upon and inure to the benefit of the heirs, administrators,
executors, successors in interest and assigns of each of the Parties hereto. Any reference
in this Agreement to a specifically named Party shall be deemed to apply to any successor,
heir, administrator, executor or assign of such Party who has acquired an interest in
compliance with the terms of this Agreement, or under law.
25. Attorneys' Fees
In any action at law or in equity, arbitration or other proceeding arising in connection with this
Agreement, the prevailing party shall recover attorneys' fees and other costs, including, but
not limited to court costs and expert and consultants' fees incurred in connection with such
action, in addition to any other relief awarded, and such attorneys' fees and costs shall be
included in any judgment in such action.
26. Captions; Interpretation
The captions used in this Agreement are for convenience only and are not intended to affect
the interpretation or construction of the provisions herein contained. The Parties
acknowledge that this Agreement is the product of negotiation and compromise on the part
of both Parties, and the Parties agree, that since both Parties have participated in the
negotiation and drafting of this Agreement, this Agreement shall not be construed as if
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prepared by one of the Parties, but rather according to its fair meaning as a whole, as if both
Parties had prepared it.
27. Disputes
If a dispute arises between the Parties regarding performance of either Party under this
Agreement, the Parties shall attempt to resolve such dispute informally by a meeting with
representatives of each Party. If, after a good faith attempt by both Parties to resolve the
dispute informally no resolution can be reached, the Parties may, at their sole and mutual
discretion, agree to engage in mediation, the costs of which shall be divided equally between
the Parties, unless otherwise agreed.
28. Counterparts
This Agreement may be executed in multiple counterparts, each of which shall be an original
and all of which together shall constitute one agreement.
29. Further Assurances
The Parties agree to execute, acknowledge and deliver to the other such other documents
and instruments, and to undertake such actions, as either shall reasonably request or as
may be necessary to carry out the intent of this Agreement.
30. Time is of the Essence
Time is of the essence and is a material term for all conditions and provisions contained in
this Agreement.
31. Authority
Each person executing this Agreement on behalf of one of the Parties represents that he or
she is duly authorized to sign and deliver the Agreement on behalf of such Party and that
this Agreement is binding on such Party in accordance with its terms.
IN WITNESS WHEREOF, the parties hereto by their duly authorized representatives have
affixed their hands on the day and year in this Agreement first above written.
__________________________ ___________________________________
City Manager City Manager
City of South San Francisco Town of Colma
ATTEST By:
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COLMA
_______________________________ ___________________________________
Dated City Attorney
Approved as to form:
SOUTH SAN FRANCISCO
___________________________ _________________________________
Dated City Attorney
Approved as to form:
1665866.1