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3286 To authorize an agreement with the County of Norfolk for the provision of a : Dispatch Service. :THE CORPORATION OF THE TOWN OF TILLSONBURG BY-LAW NUMBER 3286 A BY-LAW to authorize an agreement with the County of Norfolk for the provision of a Dispatch Service. WHEREAS The Town of Tillsonburg is desirous of entering into an agreement with the County of Norfolk for the provision of a Dispatch Service; THEREFORE the Council of the Town of Tillsonburg enacts as follows: 1. THAT Schedulc "A" attached hereto forms part of this by-law; 2. THAT the Mayor and Clerk be hereby authorized to execute the attached agreement narked as Schedule "A" on behalf of the Corporation of the Town of Tillsonburg. READ A FIRST AND SECOND TIME THIS 9th DAY OF October, 2007. READ A TH AND FINAL TIME AND PASSED THIS 22nd DAY OF October, 2007. MAYOR -Stephens Molnar CLERK -Michael Graves "I'111S . "I' lEI':ME'N'1', chat this dity OI* ( )cto bcr, 2007 1111: "1' NV 1':11 N 'i'I 1E C'ORPOR.�."1'IOi�T Ol� '1'I -I1" TOWN OF "1'ILLSOi 'III TR(G (licrcinaltcr "the "1'own Ol-'fillsoli sur ) "I'I 11% CORI'O112Vl,ION OF NORFOLK CO[ TN'I'Y (lici-cinaltcr "N(jr101k C(1111tN7") NVI I1, R1JAS 1. Pursuant to the provisions of the Municipal Act, S.O. 199 1, c. 25, as amended, the parties have enacted By-laws to authorize an agreement between the parties; 2. The P h -e Protection and Prevention Act, S.O. 19973 c. 4, as amended, authorizes a municipality to provide and/or receive fire protection services to or from other munic;ipalitic;s; 3. The Town of Tillsonburg operates fire protection services and holds fire protection assets including fire communications personnel and equipment suitable to sleet municipal responsibilities required by the Pit*e Pi4otection and PreiVentlon Act, through a fire department situated within the Town of Tillsonburg; and 4. The Town of Tillsonburg has agreed to provide such Fire Communications services to Norfolk County. NOW THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties agree as follows: Services Provided: 5. The Town of Tillsonburg shall supply fire cornmunications services to Norfolk County, the particulars of which are as described in Schedule "A" to this agreement. 6. The fire communications services provided by the Town of Tillsonburg shall comply with the Standard Opel^ating Guidelines which regulate the operation and maintenance of the "T'illsonburg Fire & Rescue Services Fire Communications, and Pages 2 of 11 any additional guidelines which niaybe requested by the Norfolk County Fire and Rescue Services aizd agreed upon by the parties. Consideration: 7. Norfolk County shall pay fees to the Town of Tillsonburg as described in Schedule "B" to this agreement. Term: 8. This agreement shall remain effective for a period of five years from the date of signature. If not expressly renewed in writing or supplanted by a succeeding agreement, this Agreement shall be deemed to have been automatically renewed for a period of indefinite duration unless and until one of the parties provides written notice of termination as contemplated in paragraph nine below. 9. Notwithstanding the provisions of paragraph eight above, either party may withdraw from this Agreement upon providing twelve months written notice to the other party. 10. In the event that notice of withdrawal from this Agreement is provided by Norfolk County, the Town of Tillsonburg shall continue to provide the services described in Schedule "A" to Norfolk County until the expiry of the twelve month notice period, unless the provision of these services is waived by Norfolk County. l 1. In the event that notice of termination is provided by Norfolk County, Norfolk County shall remain liable to pay to the Town of Tillsonburg the consideration described in Schedule "B" until the expiry of the twelve month notice period. Service Commencement Date: 12. The Town of Tillsonburg shall begin providing fire communications services on 23 September, 2007. rl'llls 1wrillits N()rI()Ik to request ('()nij)Iia11(-C Nvith additl( ial guldcli11C'S9 but i'C(11111'LS tllilt S�1111C I)C �1' _CCill)IC to rj,11ISO111)111'(;. Pages 3 of 11 13. In the event that the Town of Tillsonburg identifies any technological limitations arising from the transfer of fire communications responsibility from the current service provider, upon reasonable written notice to Norfolk County, the commencement date for the fire communications services may be delayed for a reasonable period pending rectification of the problem. The Town of Tillsonburg shall identify the problem to Noi.folk County and propose a time f •ante to rectify the problem. 14. The parties acknowledge that a delay may arise as a result of the procedure in assigning of the dispatch channel from the current service provider to the Town of Tillsonburg. This delay would be at the discretion of Industry Canada, and the commencement date for the fire communications services may be delayed for a reasonable period pending issuing of an interim letter of authorization and/or final approval from Industry Canada. 15. The parties may agree to delay the commencement date for the fire communications services.3 Indemnity and Limitation of Liability_: 16. The parties agree to indemnify and save each other hannless, along with their respective councilors, officers, employees and agents from any liability, action, claim, loss, damage, payment, cost, fine, tine surcharge, recovery or expense, including assessable legal fees arising out of the performance of their respective obligations under this Agreement, save and except in respect of any liability, action, claim, loss, damage, payment, cost, fine, fine surcharge, recovery or expense, including assessable legal fees, directly attributable to, arising from, or caused by the negligence or breach of contractual obligation hereunder by any party hereto. 17. Notwithstanding that set forth in paragraph sixteen above, the parties agree that no party or parties shall be held responsible for damages caused by delay or failure to perform its or their undertakings under the terns of the agreement when the delay 1 Slight Illo(lljl(at1011 to Nol-1OIk=s 1)1'OI)OSc(1 «'OT(llllr; to claril)' that the tliiic ll'Mlic 1s to I)C I-illlt 1-C'('tlll(':lt1011 ()F the 1)1.OI)IC1I1. N(.)1.1OIk lids askc(1 that tills 1)1-ON"isioll 1)c delated. III it sllO111(1 be C:xj ressly C1cal' that the part cs Illay itt.;1-CC to dclay the cOI11111C11('clllcllt datc. 'I'ilat N'Nray, 011c pearty caiillOt rcasOliably say that dclays It'C'1-C ll()( cmi(C111platc(19 (lllls gm7ilhg r(';)rllll(Is tO rc lltC the agp-ccil1CIlt. Pages 4 of 11 or failure is due to fires, strikes, floods, acts of God of the Queen's enemies, lawful acts of public authorities, or delays or defaults caused by common carriers which cannot reasonably be foreseen or provided against. 1 S. Notwithstanding any other provision in this contract or any applicable statutory provisions, the parties~ shall not be liable to each other for special or consequential damages or damages for loss of use arising directly or indirectly from any bleach of this contract, fundamental or otherwise, or from any tortuous acts or omissions of their respective employees or agents, save and except when such damages or losses are directly attributable to, arise from, or are caused by the breach of contractual obligation, fundamental or otherwise, or from any tortuous acts, including negligence, by any party or parties hereto, including its or their respective employees or agents. Without limiting the generality of the foregoing, the parties specifically agree that the Town of Tillsonburg shall not be liable for any damages arising as a result of'atzy injury or damage caused or sustained by personnel, apparatus, or equipment of the f re department of Not f olk County while engaged in the provision of f re protection services in Norfolk County save and except when such damages or losses are directly attributed to, arise front, or are caused by the breach of a contractual obligation under this Agreement, fundamental or otherwise, or frons any torturous acts, including negligence by Tillsonburg, its o, ff iters, employees and/or agents, in the provision of services by the Town of Tillsonburg as set out in Schedule "A " to this Agreement. Nothing in this provision shall be interpreted to affect or inter fere with the right of any of the parties to take action to enforce the terms of ' th is Agreement. S A mPndmont- 19. The parties may amend this agreement fi-om time to time by further written memorandum. 20. Should any of the parties wish to amend the terms of this agreement, it shall provide a i-ninirnum of thirty days written notice to the other party of the proposed terms of amendment. ` I11 this sclltcllc'c, I havc a(loptc(1 NO1'101h=s Nvordiii , which is c'lcarcr dull was 1111110. I havc redraltc(l tills provision tO Cilstirc that Tillsolibill'o;= pOtclltial liability is 111111(cd tO scrvic•cs 1)1-ON71(lcd iln(lcr this : gi-cclllclit. NO1'1Olk=s 11'O1'(llll 111ils i1 bit vi1g;11.c on tills poillt, SO .l tl�;lltcnc(1 it 111). Pages 5 of l 1 Dispute Resolution: 21. In the event that a dispute arises or disputes arise between the parties which cannot be resolved, the parties shall submit the dispute or disputes to arbitration using the procedure set out in the 11%lunicipal Arbitrations Act, R.S.O. 1990, c. M - 48, as amended. 22. In the event that a dispute or disputes is submitted for arbitration, the decision or decisions of the arbitrator shall be final and binding upon the parties to this agreement. 23. In the event that arbitration cannot be conducted using the procedure set out in the 1i unicipal Arbitrations Act, the parties shall select a single arbitrator, and in the absence of agreement on an arbitrator, the arbitrator shall be nominated by a justice of the Superior Court of Justice of the Ontario Courts under the procedure set out in the Arbitration Act, S.O. 1991, c. 17, as amended. General Provisions: 24. This agreement is not assignable without the written consent of the parties. Any attcinpt to assign any of the rights, duties or obligations of this agreement without written consent is void. 25. This agreement shall take effect upon its execution by the authorized representative or representatives of the Town of Tillsonburg and Norfolk County. 26. Any notice under this agreement shall be sufficiently given by personal delivery or by registered letter, postage prepaid and mailed in a Canadian post office, addressed, in the case of notice to the Town of Tillsonburg, to the municipal offices of the Corporation of the Town of Tillsonburg and, in the case of notice to Norfolk County, to the municipal offices of Norfolk County, or to any other address as may be designated in writing by the parties, and the date of receipt of any notice by mailing shall be deemed conclusively to be ten days after the mailing. 27. No change or modification of this agreement (including the schedules to this agreement) shall be valid unless it be in writing and signed by each party. Pages C of I I 28. The Town of Tillsonburg and Norfolk County agree that no representation, statement or agreement, other than those set out in this agreement, shall be binding upon the parties unless expressed in writing, signed by an authorized representative or by authorized representatives of each and purporting to be expressed in modification of this agreement. 29. The parties agree that each of them shall, upon reasonable written request of the other., do or cause to be done all further lawful acts, deeds and assurances whatever for the better performance of the terms and conditions of this agreement.6 30. It is intended that all provisions of this agreement shall be fully binding and effective between the parties, but in the event that any particular provision or provisions or a part of one is found to be void, voidable or unenforceable for any reason whatever, then the particular provision or provisions or part of the provision shall be deemed severed from the remainder of this agreement and all other provisions shall remain in full force. 31. This agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and of Canada applicable therein.7 32. Subject to the restrictions on transfer and assignment, this agreement shall ensure to the benefit of and be binding on the parties and their respective successors and assigns. IN NVFFN 1,d,SS \V1 I ElZ14 )F the panics licrcto) have illilxc•(l (heir corl mutc Scills iittcstc(1 by the hands (1 dicir 1)1'Oj)cl- (Afiiccrs and lllrthcr tills agi-ecilicllt shall be sighed lll cmlilt cl-part with the parties liallicd bclmv and it ('OI)}' O1 Cach cmilltcl-part shall I-Cillalll attached to alld [oi-III pill't (A tills agi,eCllicllt. ��' or101h stilt-gcstcd (ills j)i-ON'lsioii A%7as rc(Itilldant els 11 s�ll(1 the sallle 111111 els paritgol-aph 20. 1 disagn-cc. Para ritph 20 cilslires b(All partics arc clear (hat they call alllclid the agol-cciliellt. '1'llls pillagn-app pr(wi(ICs that ailicildilleilts lutist bc 111 Writlll,g. 'I,llis awmis sltllatimis NN111cl-C twO (AIR-lills discuss a chilli C and OI1C (A (llelll ( modules that the discussimis cmistitutc all anicl dinciit to the Agwcnicnt. 'Or1(Ak i-c(picst this C'11angC to 1ndildc rel,ci-clicc to the limes of c llicad 1. I SCC im prO1)1C111 Nvith it. Pages 7 of I I 'll IE4 CO IWO RATI ON- OF NORFOLK ("()t TNT'I"Y Mayor Date Clcrll.-,'Maml "cColilicil Sci-viCCS .www .wwww-w�wr r www IT "I'l I ld CO RPOR.I.VYION OFTI IF'jT(.AVN OF TILLSO IN III i jr Nbvor CAO D.11c Pages 8 of 11 SCHEDULE"A" '1'llc'1'c vil of'Flllsoliblin slbill providc tlic lt�11mviil�; scrvic•cs Ariel Eacilitic�s: 1. A 24 hour, seven days a week, 365 days a year answering service, alert paging service and base radio communications dispatch service fully integrated with a Computer Aided Dispatch (CAD) system. 2. A base station manufactured and installed to industry standards complete with the Norfolk County Dispatch frequency. The Town of Tillsonburg shall operate and maintain these services and facilities from two primary public safety. communications consoles located in a municipally owned building at 80 Concession Street, East, Tillsonburg. The building shall be equipped with an automatic transfer emergency generator. In the event of system maintenance and/or upgrades, all parties affected shall be granted prior notification when possible. 3. An emergency (third) backup base station manufactured and installed to industry standards complete with the Norfolk County Dispatch frequency. The Town of Tillsonburg shall operate and maintain these services and facilities from a public safety communications console located in a municipally owned building at 10 Lisgar Ave, Tillsonburg. The building shall be equipped with an automatic transfer emergency generator. In the event of system maintenance and/or upgrades all parties affected shall be granted prior notification when possible. 4. Answering, alerting and radio communications dispatch equipment shall be staffed continuously by personnel trained to the core competencies outlined in Ontario Fire Service Communicators Standard. This standard meets in principle National Fire Protection Association (NEPA) 1061 Standard for Professional Qualificationsjbr Public Safety Telecom municators. 5. Transmission of information shall be seamless from when the information is received from the Public Safety Answering Point (PSAP) until the time an emergency is terminated by the Incident Commander and shall be provided in accordance with the time targets specified within NFPA 1221. Seamless is defined to mean without interruption and continuously from the initial call until the satisfactory resolution of the incident. 6. All emergency incident information shall be logged on the CAD system by the Pages 9 of I I communicator and all telecommunications shall be captured on a digital voice recorder. At the completion of the event a detailed incident report shall be collated and forwarded to Norfolk County via ernail or other means as arranged between the parties within four hours of termination of command. All audio transmissions shall be recorded from licensed dispatch channels and dedicated phone lines and shall be available to Norfolk County upon request as arranged between the parties. Recordings shall be made on non - interruptible, non -erasable media. All records including digital voice recordings shall be maintained in accordance with Norfolk County By-law 2002-244, Records Management Schedule, Records Retention, for a period of two years. 7. Upon the request of the Incident Commander for any additional resources or to relay emergent messaging to other persons, the fire communicator shall relay such requests in a prioritized fashion via telecommunications equipment and shall report confirmation of same to the Incident Commander. 8. Testing of paging system equipment shall be provided as arranged by the parties. 9. Norfolk County shall provide the following without cost to the Town of Tillsonburg: a. All GIS mapping for its protection area / response zone boundaries. b. All radio transmitting and receiving equipment, licensing and maintenance of same external to the boundary of the Town of Tillsonburg. C. Routing of Emergency 911 telecommunications from the Public Safety Answering Point (PSAP) and the Central Ambulance Communications Center (CACC) as required to meet the approved fire protection services provided by the Elgin Municipalities for its fire protection area / response zone boundaries inclusive of all required ANI/ALI, GIS mapping and all site location information so that it is seamlessly transmitted to the Secondary Public Safety Answering Point (SPSAP) serving the Tillsonburg Fire Communications Division. d. The Town of Tillsonburg assumes no responsibility with respect to quality of the data received in sections 9.a., 9.b. and 9.c. e. The Town of Tillsonburg shall be responsible for accurate use of data provided allowing for rarnping up of staff for coverage of imminent weather forecasts and for major emergencies. f. The Town of Tillsonburg shall abide by the proposal as submitted on 8 May, 2007 and any addenda, as attached, and Pages 10 of 11 forming Schedule C to this Agreement, unless superseded by the provisions of this Agreement.8 1�1T( l'Olk i'c(picstc(1 (lie additl()il ()t tl1CSC pi-mlISIMIS. I haw no kilo)wlc(lg;c (44hat (C) C'litails, but pi'CS11111C that r1"1l1SU111)11r can 11vC' NVltll 1t. I haw not 1)cci1 privy to t11C'. j)1'oj)(>Sal I11Cllt1O11C'(l 111 (l), but j)1'c'ti11I11C it ('O111 11115 I1011llllg) t11at ,l,illtio)11l)tli' ; O1))c('IS to. Pages 11 of 11 SCHEDULE"B" I' 'S "1'O BE PAID BY NORFOLK CM 1i FY ryO ryl I1'; rl'( AKIN ( )1; ryII.I„S()N13t'lZ( 1. The Fee Structure contained within this Agreement is predicated upon the contractual participation of'Norfolk County for a period of not less than five years.9 2. Norfolk County shall pay to the Town of Tillsonburg an annual fee of $2.00 plus GST per resident person residing within the municipal boundaries of Norfolk County to a maximum number of 915 emergency response alarms annually. Quantification shall be based upon the most current Canada census report at the time of execution of this agreement. Norfolk County shall pay to the Town of Tillsonburg a fee of $ 100.00 plus GST for each ernergency response alarm over and above 915 alarms annually. 10 3. Norfolk County shall pay an annual adjustment of said fee based on the Consumer Price Index (CPI) prior to food and energy costs for Canada on the anniversary date consolidllted annually at the end of the previous calendar year calculation prior to food and energy costs for Canada as published by Statistics Canada. 4. Norfolk County shall tender payment" to the Town of Tillsonburg in quarterly installments, to be invoiced by the Town of Tillsonburg four (4) times each year to Norfolk County. " NOi-iOIk leas l-c(tllcstcd 1-c1110 val els 1-c(hindallt. Pcl-haps this is 11'110, but wllcn ewe did this 1O1.114glil NwC �Vaiitc d It to I)c (-Icilr tll;lt tllc anio unt (-Il;u-gc(1 wvas bascd on spreadill the 1)1.1('C ON'Ci- 11\'C Will -s. I 1 avc ;l(lopwd NO1-lOIk=s ►� I liavC tivCAcd t11C NwOl'(I111()_ O1 t1111, rl,O tCll(l(.1_ llwa 1S tO (1C111'CI- 1MY111clit. It is it VCH). Ol-1(>lk= s �v()rdlihr llscd Atcii(IC1'@ ;ls all -1(l'Cct*vC, �-%rlth resllltino lack Of Clarity.