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HomeMy WebLinkAboutR-92-0526J-92-536 9/9/92 RESOLUTION NO. 9 2 ._ 526 A RESOLUTION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, WITH CODE 1 ASSOCIATION, INC., FOR THE PROVISION OF REHABILITATIVE RESPONSE SERVICES TO THE DEPARTMENT OF FIRE, RESCUE AND INSPECTION SERVICES' PERSONNEL ENGAGED IN COMBAT OF CODE 1 WORKING FIRES, SECOND ALARMS AND LARGER, AND AT MAJOR INCIDENTS SUCH AS HAZARDOUS MATERIAL SPILLS, BUILDING COLLAPSES, AND OTHER CATASTROPHIC DISASTERS, AT NO COST TO THE CITY OTHER THAN THE PROVISION OF "IN -KIND" SUPPORT SERVICES OF MAINTAINING AND STORING THE CODE 1 CANTEEN TRUCK READY FOR USE, AND THE PROVISION OF SUFFICIENT PAGERS AND IDENTIFICATIONS FOR CODE 1 RESPONDERS. WHEREAS, the City of Miami Department of Fire, Rescue and Inspection Services is desirous of having Code 1 Association, Inc. respond to and provide service response consisting primarily 4 t of providing fluid restoration to personnel engaged in combat of fires and other emergencies; and WHEREAS, in exchange for these volunteer and humanitarian services, to be provided at no cost to the City, the Department is willing to provide "in -kind" support services of maintaining f and storing the Code 1 Canteen Truck ready for use, and will provide sufficient pagers and identifications for Code 1 responders; ',ATTACHMENT (S)I CONTAINED CITY C014MISSION MEETING OF SEP 1 0 1992 Resolution No. 92- 526 0 U NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDAs Section 1. The recitals and findings contained in the Preamble to this Resolution are hereby adopted by reference thereto and incorporated herein as if fully set forth in this Section. Section 2. The City Manager is hereby authorized-!/ to execute an Agreement, in substantially the attached form, with Code 1 Association Inc. for the provision of rehabilitative j response services to the Department of Fire, Rescue and Inspection Services' personnel engaged in combat of Code 1 { working fires, second alarms and larger, and at major incidents #._ such as hazardous material spills, building collapses, and other catastrophic disasters, at no cost to the City, other than the provision of "in -kind" support services of maintaining and storing the Code 1 Canteen Truck ready for use, and the provision 1 i of sufficient pagers and identifications for Code 1 responders. t' Section 3. This Resolution shall become effective immediately upon its adoption. a: ` The herein authorization is further subject to compliance F` with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by r applicable City Charter and Code provisions. -2- 92- 526 PREPARED AND APPROVED BY: CARMEN i, . LEO ASSISTANT CITY AT ORNEY APPROVED AS TO FORM AND CORRECTNESS: -3- 92 526 THIS AGREEMENT is entered into this day of , 1992, by and between the CITY OF MIAMI, a mun c pal corporation of the State of Florida, hereinafter referred to as the "CITY", and the Code 1 Association, Inc., hereinafter referred to as the "PROVIDER"; WHEREAS, CITY AND PROVIDER enter into this Professional Services Agreement herein after referred to as the "AGREEMENT", with the knowledge and spirit of full cooperation of the mutual covenants and obligations herein contained, and subject to the terms and conditions hereinafter stated, the parties hereto understand and agree as follows: SCOPE OF SERVICES PROVIDER shall implement the following professional services for the City of Miami Fire Department, hereinafter referred to as the "DEPARTMENT": 1. PROVIDER will respond to and provide Rehabilitative Response Services, i.e. fluid restoration, to Department of Fire Personnel in the following types of circumstances: (a) Code 1 Working Fires (b) Second Alarms (or Larger) (c) Major Incidents (e.g. Hazardous Material Spills, Building Collapses, and other Catastrophic Disasters) COMPENSATION In exchange for these volunteer and humanitarian services to be provided at no fee to the CITY, the CITY shall provide the following: 1. "Inkind" support services of maintaining and storing the Code 1 Canteen Truck ready for use. 2. Sufficient Pagers and Identification Cards for Code 1 Responders. The AGREEMENT shall commence immediately after it is signed by the City Manager, for a one year period, and from year to year thereafter upon the approval of the City Manager, unless otherwise directed by the City Commission. 92- 526 TERMINATION CITY retains the right, upon thirty to PROVIDER, to terminate the AGREEMENT In that event, notice of termination of writing to PROVIDER. (30) days written notice without penalty to CITY. the AGREEMENT shall be in INDEPENDENT CONTRACTOR PROVIDER and its employees and agents shall be deemed to be independent contractors, not agents or employees of CITY, and shall not attain any rights or benefits under the Civil Service or Pension Ordinances of CITY or any rights generally afforded classified or unclassified employees; further they shall not be deemed entitled to Florida Worker's Compensation benefits as employees of CITY. CQHPLIANCE WITH FEDERAL. STATE AND LOCAL LAWS Both parties shall comply with all applicable laws, ordinances and codes of Federal, State and Local Governments. PROVIDER agrees that it shall not discriminate as to race, sex, color, creed, national origin or handicap in connection with its performance under the AGREEMENT. PROVIDER shall abide by Ordinance No. 10538, the Minority Procurement Ordinance of the City of Miami and the conflict of interest laws of the City of Miami (City of Miami Code Chapter 2, Article V), Dade County Florida (Dade County Code Section 2-11.1) and the State of Florida, and agrees that it will fully comply in all respects with the terms of said laws. MONITORING PROVIDER agrees to permit CITY and its authorized agents to monitor, according to applicable regulations, the Rehabilitative Response Program which is the subject of the AGREEMENT. That the obligations undertaken by PROVIDE :A AGREEMENT shall not be delegated or assigned to or firm unless CITY shall first consent in performance or assignment of such service or any another -person or firm. - 2 - R pursuant to the any other person writing to the part thereof by 92- 526 AWARD. OF. AGREEMENT PROVIDER warrants that they have not employed or retained any person employed by CITY to solicit or secure the AGREEMENT and that they have not offered to pay, paid, or agreed to pay any person employed by CITY any fee, commission percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of this AGREEMENT. A. INDEMNIFICATION PROVIDER shall indemnify and save the CITY harmless from and against any and all claims, liabilities, losses and causes of action, which may arise out of PROVIDER's activities under the AGREEMENT including all other acts or omissions to act on the part of the PROVIDER or any of them, including any person acting for or on his or their behalf, and, from and against any others, judgements or decrees which may be entered and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claims or in the investigation thereof. B. INSURANCE DEPARTMENT has expertise in the area of Fire, Rescue and Inspection Services. PROVIDER has many years of experience in providing rehabilitative response services for the Fire Services of South Florida. It is requested the PROVIDER be exempt from the regularly required insurance. The Firefighting and Rescue Divisions of DEPARTMENT will accept responsibility of monitoring all activities as it relates to PROVIDER's involvement with providing Rehabilitative Response Services. CONTINGENCY CLAUSE The provision of "Inkind" Support Services in Maintaining and Storing the Code 1 Canteen Truck, and providing Pagers and Identification Cards for the Responders is contingent on the availability of funds and continued authorization for the Rehabilitative Response Program activities and is subject to amendment or termination due to lack of funds or authorization, reduction of funds and/or change in regulations. DEFAULT PROVISION In the event that PROVIDER shall fail to comply with each and every term and condition of the AGREEMENT or fails to perform any of the terms and conditions contained herein, then CITY, at its sole option, upon written notice to PROVIDER may cancel and terminate the AGREEMENT. - 3 - 92- 526 CONSmRUCTION.OF.AGREEMENT The AGREEMENT shall be construed and enforced according to the laws of the State of Florida. ,SUCCESSORS AND_ ASSIGNS The AGREEMENT shall be binding upon the parties herein, their heirs, executors, legal representatives, successors, and assigns. ARTICLE XV NONDISCRIMINATION PROVIDER agrees that they shall not discriminate as to race, sex, color, creed, national origin or handicap in connection with their performance under this AGREEMENT. AGREEMENTS No amendments to the AGREEMENT shall be binding on either party unless in writing and signed by the parties. ENTIRE AGREEMENT This instrument and its attachments constitute the sole and only agreement of the parties hereto relating to said grant and correctly set forth the rights, duties and obligations of each to the other as of its date. Any prior agreements, promises, negotiations or representations not expressly set forth in the AGREEMENT are of no force or effect. NOTICES GENERAL CONDITIONS A. General conditions or other communications which shall or may, ,be given pursuant to the AGREEMENT shall be in writing and shall be delivered by personal service or by registered mail addressed to the other party at the address indicated herein or as"the same may be changed from time to time. Such notice shall be deemed given on the day on which personally served; or if by mail, on the fifth day after being posted or the date of actual receipts whichever is earlier. CITY OF MIAMI CQDE 1 ASSOCIATION, INC" 3500 Pan American Drive 300 Viscaya Avenue Miami, Florida 33133 Coral Gables, Florida 33146 4 92- 526 Js COPY TO: Chief of Fire 275 N.W. 2nd Street Miami, Florida 33128 B. Title and paragraph headings are for convenient reference and are not a part of the AGREEMENT. C. In the event of conflict between the terms of the AGREEMENT and any terms or conditions contained in any attached documents, the terms in the AGREEMENT shall rule. D. Should any provisions, paragraphs, sentences, words or phrases contained in the AGREEMENT be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provisions, paragraphs, sentences, words or phrases shall be deemed modified to the extent necessary in order to conform with such laws or if not modifiable to conform with such laws, then same shall be deemed severable and in either event, the remaining terms and provisions of the AGREEMENT shall remain modified and in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by the persons thereto legally authorized, this the day and year first above written. ATT STt CODE 1 ASSOCIATION, INC. 7: BY: a -'h0_j1AV4, CORPORATE SECRE Y ESI ART ATTEST: CITY CLERK APPROVED: CHIEF OF FIRE APPROVED AS TO FORM AND CORRECTNESS: CITY ATTORNEY - 5 - CITY OF MIAMI, A MUNICIPAL CORPORATION OF THE STATE OF FLORIDA BY: CITY MANAGER APPROVED AS TO INSURANCE REQUIREMENTS: DEPARTMENT OF RISK MANAGEMENT 92- 526 ■ WHEREAS, the Board of Directors of the Code 1 Association. Inc. has examined terms, conditions and obligations of the proposed contract with the City of Miami for: WHEREAS, THE Board of Directors at a duly held corporate meeting have considered the matter in accordance with the bylaws of the corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF Code 1 Association, Inc. that the President and Secretary are hereby authorized and instructed to enter into a contract in the name of, and on behalf of this corporation, with the City of Miami for The Miami Fire Department in accordance with the contract documents furnished by the City of Miami and upon the terms contained in the proposedcontract submitted by the City of Miami. IN WITNESS WHEREOF, this C23h'd day of� 19M. CORPORATE S ARY BOARD OF DIRECTORS PRESIDENT (SEAL) 92- 526 I I i CA I 1S CITY OF MIAMI, FLORIDA • INTMOFFIC9 M9MOaANDUM TO Honorable Mayor and DATE : .. FILE City Commissioners SEP 2 1992 SUBJECT : professional Services Agreement; Code 1 Association FROM : Cesar H. Od REFERENCES: City Manage ENCLOSURES: 9 TVs 4.* \ 9 .1 *R It is respectfully recommended that the City Commission adopt a Resolution authorizing an agreement between the City of Miami and the Code 1 Association, Inc., for the provision of rehabilitative response services (i.e. fluid restoration) to departmental personnel on Code 1 Working Fires, Second Alarms (and Larger), and at Major Incidents such as hazardous material spills, building collapses, and other catastrophic disasters. The Department of Fire, Rescue and Inspection Services is desirous of having the Code 1 Association respond to and provide service response consisting primarily of providing fluid restoration to personnel engaged in combat of fires and other emergencies. In exchange for these volunteer and humanitarian services,. to be provided at no cost to the City, the Department will provide "in -kind" support services of maintaining and storing, the Code 1 canteen truck ready for use, and will provide sufficient pagers and identifications for Code 1 reponders. 92- 526