HomeMy WebLinkAboutAgreement_General_02/27/2012 �QACN c
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Department of Public Safety
�Iv�,�o„of En,��gm�y M,�,q�mm,c September 26, 2014
20 South Military Traii
Wes[Palm Beach,FL 33415 I Lori McWilliams, MMC
(561)712-6400 � Village Clerk/PIO
FAX:(561)712-6469 i Village of Tequesta
www.pbcgov.com 345 Tequesta Drive
Tequesta, Florida 33469
■ Re: Communicator NXT(formely Dialogic)agreement
I
� Dear Mrs. McWilliams:
Palm Beach Coanty
soua or co��cy We are in receipt of your letter dated August 28, 2014 requesting our aproval for
c°"""�s`�°""� the Village of Tequesta to opt-out of the above referenced-agreement.
Prisciila A.Taylor.Mayor
Paulette Burdick,Vice Mayor Please be advised your request is hereby approved.
Hal R.Valeche We appreciate and thank you for the contractual relationship and support we have
Shelley Vana had with the Village of Tequesta regarding this communication service. Should
Steven L.Abrams the Village of Tequesta be in need of this service again, please do not hesitate to
contact us.
Mary I.ou Berger
Jess R.Santamaria Sincerel/y, ��'�
/.-
County AdminlstraWr Oscar Alvarez
Robert Weisman Emergency Program Coordinator
"rin Equaf Opportunity
AfJirman ve Action Empfoyer"
INTERLOCAL AGREEMENT
This Interlocal Agreement("Agreement"), made and entered into this�day of
�lf%!� 2012, by and between PALM BEACH COUNTY, a political subdivision of the
State of Florida("COLJNTY") and the VILLAGE OF TEQUESTA, Florida, a Municipal
Corporation("the MUNICIPALITY") each constituting a public agency as defined in Part I of
Chapter 163, Florida Statutes.
WITNESSETH:
WHEREAS Section 163.01 of the Florida Statutes, known as the Florida Interlocal
Cooperation Act of 1969, authorizes local governmental units to make the most efficient use of
their powers by enabling them to cooperate with other localities on a basis of mutual advantage
and thereby to provide services and facilities in a manner and pursuant to forms of governmental
organization that will accard best with geographic, economic, population and other factors
influencing the needs and development of local communities, and
WHEREAS the COUNTY and the MLTNICIPALITY are continually identifying more
effective service delivery methods which result in overall savings to the taxpayers of the
COUNTY and the MLTNICIPALITY; and
WHEREAS the COUNTY has committed to purchase, install and operate a Dialogic
Geographic-based Alert and Notification System ("the System")that meets the needs of Palm
Beach County Emergency Management and various Palm Beach County general government
agencies and municipalities ; and
WHEREAS the COUNTY and the MiJNICIPALITY have determined that the ability to
provide consistent, timely geographic-based alerts and notifications to residents and visitors is
critical to the effective and efficient provision of public safety and general government services;
and
WHEREAS it has been determined to be mutually beneficial to all Parties to execute this
Agreement which sets forth the parameters under which the MLJNICIPALITY can directly
access the COUNTY's System, providing the taxpayers of both the COUN'TY and the
Municipality the public safety benefit of consistent and timely geographic-based alerts and
notifications; and
WHEREAS Section 163.01, Florida Statutes, permits public agencies to enter into
interlocal agreements with each other to jointly exercise any power, privilege or authority which
such agencies share in common and which each might exercise separately.
NOW THEREFORE in conjunction with the mutual covenants, promises and
representations contained herein, the parties hereto agree as follows:
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SECTION 1:PURPOSE
1.01 The purpose of this Agreement is to set forth the parameters under which the COLTNTY
will make access to its System available to the MUNICII'ALITY. This Agreement
identifies the conditions of use,the cost of access and on-going use,and the ability of the
MUNICIPALITY to participate in the operational decisions relating to the System.
1.02 Definitions
1.021 Dialogic Alert: A Geographic-based callout to alert citizens and visitors of an
imminent threat to life or property,or an instruction to take immediate protective
action. An example of a Dialogic Alert would be an evacuation order.
1.022 Dialo�ic Notification: A Geographic-based callout to notify citizens and visitors
of important or useful information. An example of a Dialogic Notification would
be a call notifying a citizen of a license expiration.
1.023 Svstem: The Dialogic Geographic-based Alert and Notifica.tion System funded,
pur�hased,insta.11ed,maintained,and owned by the COiJNTY. The system
includes a computer server,the GeoCast web software,an ArcIMS license,the
Dialogic Communicator NXT 9.2 server, 58 telephone lines, and geocoded maps.
1.024 Svstem Administrator: An employee with the Emergency Management Division
of the COLINTY's Depaxtrnent of Public Safety responsible for day to day
administration and management of the System and the COL7NTY's designated
contact person pursuant to various sections of this Agreement.
1.025 Agreement: This Agreement, including any amendments or supplements hereto,
executed and delivered in accordance with the terms hereof.
SECTION 2: ADMINISTRATION OF THE COUNTY'S SYSTEM AND USE
PROCEDURES
2.01 The Palm Beach COUNTY Division of Emergency Management is responsible for
administering the System. Within the Emergency Management Division a position
entitled"911 Specialist/Dialogic System Administrator"will be the MIJNICIPALITY's
da.y to day contact and can be reached at 561-712-6327. The Division of Emergency
Management is staffed from 8:OOam to S:OOpm,Monday through Friday, excluding
COUNI'Y holidays. After hours emergency contact will be made through the Emergency
Management Division's COLJNTY Warning Point at 561-712-6428 and the COUNTY
Warning Point will notify the on-call Emergency Management Division personnel.
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2.02 The MUNICIPALITY shall follow all policies,procedures,and standard operating
procedures in place at the time of this Agreement, as well as those developed in the future
and issued to the MUNICIPALITY by the System Administrator. The MUNICIPALITY
agrees to comply with any enforcement actions required by these policies and procedures
for misuse or abuse of the System.
SECTION 3: DIALOGIC GEOGRAPffiC-BASED ALERT AND NOTIFTCATION
DIALOGIC SYSTEM MAINTENANCE PROGRAM
3.01 The System consists of a computer server,the GeoCast web software, an ArcIMS license,
the Dialogic Communicator 9.2 server, 58 telephone lines,and geocoded maps.
3.02 The COUNTY will perform and coordinate routine and preventative maintenance on the
Dialogic System according to its established procedures. This maintenance includes
trouble shooting and making all repairs on a 24/7/365 basis as well as performing
preventative maintenance on the entire System including,but not limited to,server
equipment, GIS maps and da.tabases associated with the System,but not including the
MLINICIPALITY'S equipment. The COUNTY will coordinate with Dialogic Corp.,the
equipment and software System proprietary entity,the maintenance and troubleshooting
beyond the COLJNTY's control and within the control of the Dialogic Corp.as per the
COUNTY/Dialogic Corp.maintenance agreement.
SECTION 4: MiTNICIPALITY'S RESPONSIBILITIES AND EQUIPMENT
4.01 The MUNICIPALITY'S equipment will consist of a designated computerts)connected to
the Internet,each equipped with a web browser. The MUNICIPALITY sha11 be required
to mainta.in its equipment in proper operating condition and ensure a functioning Internet
connection to access the System. The MUNICIPALITY shall be solely responsible for
maintenance of its computers,web browsers, and Internet-connectivity.
4.02 Within 15 c�ays of the execution of this Agreement,the MUNICIPALITY shall provide
the COLTNTY with the name of a single MUNICIPAL Representative in writing who
shall be the MLTNICIl'ALITY's single point of contact for matters relating to this
Agreement.
4.03 Within 15 days of the execution of this Ageement,the MLTNICIl'ALITY shall provide
the COUNTY in writing a list of person/positions who are authorized to utilize the
System on behalf of the MUNICIPALITY,under the authority of the MUNICIPALITY
Representa.tive.
4.04 The MUNICIl'ALITY shall receive certain access codes to the COUNTY's System and
shall be responsible for safe guarding the code information from release to unauthorized
parties. The MUNICIl'ALITY shall be responsible for notifying the System
Administrator prior to,or within 2 hours of terminating employees or commercial service
providers which had knowledge of the access codes so that the access codes can be
modified and the System secured.
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4.041 Service staff directly employed by the MUNICIPALITY shall be considered
authorized to receive access codes for maintenance of the MUNICIPALITY's
connection to the Dialogic system.
4.042 Commercial service providers are not considered authorized to receive access
codes for the System. Municipalities that plan to use commercial services for
subscriber maintenance must include confidentiality requirements in their
contracts with the commercial service providers. These requirements must be
reviewed and approved(which approval will not unreasonably be withheld)by
the System Administrator and the COLJNTY Attorney's Office prior to the
MLTNICIPALITY executing its contract with a commercial System provider.
4.05 The MLTNICIPALITY is solely responsible for the performance and operation of the
MUlVICIPALITY's equipment and any damages or liability resulting from the use
thereof. Should the COiJNTY identify malfunctioning MUNICIl'AL-owned equipment,
the COiJNTY will notify the MUNICIPAL Representa.tive and the MUNICIPALITY
shall discontinue use of the specific equipment until repairs are completed. The
COUNTY may, after proper notification,disable the connection of the equipment to the
System after properly notifying the MLJNICIPALITY in writing if the equipment is
causing problems with the System.
4.06 Nothing in this Agreement shall represent a commitment by the COLTNTY or shall be
construed as intent by the COiJNTY to fund any portion of the MLINICIPALITY's
Equipment or Internet connectivity.
SECTION 5: DIALOGIC SYSTEM,ACCESS AND USAGE CHARGE
5.01 The MUNICIl'ALITY will be assessed an annual access and usage charge in the amount
of$1,500(One Thousand Five Hundred Dollars). The annual access and usage charge
may be reviewed every three(3)years beginning October 1,2015 and adjusted for the
following fiscal year by notice to the MUNICIPALITY by the COLTNTY's Division of
Emergency Management by April 1 of the applicable fiscal year. This adjusted fee will
be applicable for the upcoming fiscal year and will automatically become part of this
Agreement on October lst of the applicable year.
5.02 If the effective date of this Agreement is between October 15th and September 30th,the
MUNICIPALITY will be charged pursuant to section 5.01. This charge will not be
prorated.
5.03 The MLJNICIPALITY agrees that in the event of any termination of the Agreement,the
annual access and usage charge shall not be reimbursed.
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SECTION 6: BILLING SCHEDULE
6.01 Each November 15�',the COLJNTY will invoice the MUNICIPALITY for the annual
access and usage charge, in the amount of the charge described in Section 5.01.
6.02 Upon receipt of any invoice,the MLTNICIPALITY will immediately review same and
report any discrepancies to the COLJNTY within 10 days of receipt Payment will be due
to the COLJNTY within 30 days of receipt of the invoice. Payrnents shall be sent to:
Public Safety Department
Finance Director
20 S.Militaxy Trail
West Palm Beach,FL 33415
Attn: Alert and Notification Interlocal Agreement# ,Invoice#
SECTION 7: COUNTY RESPONSIBILITIES
7.01 The COLJNTY shall be responsible for the maintenance and operation of the Dialogic
system. The COLINTY shall notify the MUNICIl'AL Representative in advance of
scheduled maintenance which impacts the users of the Dialogic System and sha11 respond
to emergencies in the time frames and according to the procedures identified.
7.02 The COLJNTY shall be responsible for a11 costs and fees associated with the operation of
the System.
7.03 The COLJNTY shall be responsible for the management of all payments made pursuant to
Section 5.01.
7.04 The COiJNTY shall maintain access to the System throughout the term of this
Agreement except for times of scheduled preventative maintenance,where it will be
required to disable access to the System for a pre-determined length of time or during
times of System failures.
7.05 The COUNTY will provide notification of System problems and time for System
restoration to the MUNICIl'AL Representa.tive or designee if access to the System will be
inaccessible for more than two hours.
SECTION 8: IlVIDEMNIFICATION AND LIABILITY
8.01 Governmenta.l Agencies:
Both the COLTNTY,through its PUBLIC SAFETY DEPARTMENT, and the
MLTNICIPALITY,as state agencies or subdivisions of the state,as defined in Section
768.28,F.S.agree to be fully responsible to the limits set forth in Section 768.28,F.S. for
their own negligent acts which result in claims or suits against each party respectively
and both agree to be liable to the limits set forth in Section 768.28,F.S., for any damages
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caused by said acts. Nothing herein shall be construed as a waiver of sovereign immunity
by either the COUNTY,through its PUBLIC SAFETY DEPART'MENT or the
MLJNICIl'ALITY.
8.02 The COiJNTY makes no representations about the design and capabilities of the System.
The MiJNICIPALITY has decided to enter into this Agreement and use the System based
on its review of the System design, System capability, manufacturing and installation
details conta.ined in the COUNTY's contract with Dialogic Communications Corpora.tion
and subsequent testing data.that may exist. The COLINTY agrees to use its best efforts to
provide the MUNICIl'ALITY with the use of the System described in this Agreement,
but makes no guarantee as to the continual,uninterrupted use of the System, or its fitness
for the alert and notification needs of the MCJNICIPALITY.
8.03 Neither the COLTNTY nor the MCINICIPALITY shall be liable to each other or for any
third party claim,which may arise out of the services provided hereunder or of the
System itself, its operation or use,or its failure to operate as anticipated,upon whatever
cause of action any claim is based. The System is designed to assist qualified
governmental and emergency service professionals. It is not intended to be a substitute
for the exercise of judgment or supervision of those professionals.
8.04 The terms and conditions of this Agreement incorporate all the rights,responsibilities, and
obligations of the parties to each other. The remedies provided herein are exclusive. The
COUNTY and the MIJNICIPALITY waive all remedies, including,but not limited to,
consequential and incidental damages.
SECTION 9: OWNERSHIP OF ASSETS
All assets and services maintained under Section 4 of this Agreement will remain assets
of the MUNICIPALITY at all times. Parts incorporated into assets owned by the
MUNICIPALITY will immediately become a part of the asset and will be the property of
the MUNICIPALITY. All other assets involved in the System will remain the
COUNTY's,despite the MUNICIPALITY's financial contribution to their maintenance,
renewal and replacement.
SECTION 10: TERMS OF AGREEMENT AND AUTOMATIC RENEWAL
The initial term of this Agreement is for three(3)years and shall commence upon the
date the Agreement is filed with the Clerk of the Circuit Court as provided in Sec.l7.
Herein,after execution by all entities joining in the Agreement and the Board of
COUNTY Commissioners. The Agreement will be automatically renewed for
increments of three(3)year terms thereafter unless otherwise notified by the
MUNICIPALITY and/or the COiJNTY.
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SECTION 11: AMENDMENTS TO THIS AGREEMENT
This Agreement may be amended from time to time,but only by written amendment
executed by the COiJNTY and the MLJNI�CIPALITY.
SECTION 12: TERIVIINATION
This Agreement may be terminated by either party with or without cause. Any
termination shall be effective only on October l�of any given year and shall be
conditioned upon a minimum of six months notice.
SECTION 13: ANNUAL BUDGET APPROPRIATIONS
The COUNTY and MUNICIPALITY's performance and obligations for payment
pursuant to this Agreement are contingent upon annual appropriations for this purpose by
both the COUNTY and the MiJNICIPALITY.
SECTION 14: NOTICES
Any notice given pursuant to the terms of this Agreement shall be in writing and via
Certified Mail,Return Receipt Requested. The effective date of such notice sha11 be the
date of receipt as evidenced by the Return Receipt. All notices shall be addressed to the ,
following:
As to the COUNTY:
COLJNTY Administrator
341 North Olive Avenue
West Palm Beach,FL 33401
Director,Public Safety Department
20 S.Military Trail
West Palm Beach,FL 33415
With copy to:
Dialogic System Administrator
20 S.Military Trail
West Palm Bea.ch,FL 33415
COLJNTY Attorney's Office
301 North Olive Avenue
West Palm Beach,FL 33401
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As to the MUNICIl'ALITY:
Michael Couzzo(Village Manager) Donald Ricciardi(Municipal Representa.tive)
345 Tequesta Drive 345 Tequesta.Drive
Tequesta, Florida 33469 Tequesta,Florida 33469
SECTION 15: APPLICABLE LAW
This Agreement shall be governed by the laws of the State of Florida.
SECTION 16: EQUAL OPPORTITIVITY PROVISION
The COUNTY and the MUNICIPALITY agree that no person shall,on the grounds of
ra.ce,color,sex,national origin,disability,religion,ancestry,marital or familial status,
gender identity and expression or se�cual orientation be excluded from the benefits of,or
be subjected to,any form of discrimination under any activity carried out by the
performance of this Agreement.
SECTION 17: FILING
An executed copy of this Agreement shall be filed with the Clerk of the Circuit Court in
and for Palm Beach COUNTY,Florida.
SECTION 18: ENTIRE AGREEMENT
This Agreement and any Exhibits attached hereto and forming a part thereof as if fully set
forth herein, constitute all agreements,conditions,and understandings between the
COLTNTY and MUNICIPALITY concerning the System. All representations,either oral
or written, shall be deemed to be merged into this Agreement. Except as herein
otherwise provided,no subsequent alteration,waiver,change or addition to this
Agreement shall be binding upon COiJNTY or MUNICIPALITY unless reduced to
writing and signed by them.
SECTION 19: DELEGATION OF DUTY
Nothing contained herein shall be deemed to authorize the delegation of the
Constitutional or Statutory duties of COUNTY or MLJNICIl'AL officers.
SECTION 20: ACCESS AND AUDITS
The MUNICIPALITY shall maintain adequate records to justify all charges, expenses,
and costs incurred in estimating and performing the work for at least three (3) years after
completion or termination of this Contract. The COLTNTY shall have access to such books,
records, and documents as required in this section for the purpose of inspection or audit during
normal business hours,at the MUNICIPALITY'S place of business.
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Palm Beach County has established the Office of the Inspector General in Palm Beach County
Code, Section 2-421 - 2-440, as may be amended. The Inspector General's authoriTy includes
but is not limited to the power to review past, present and proposed County contracts,
transactions, accounts and records, to require the production of records, and to audit, investigate,
monitor, and inspect the activities of the MUNICIl'ALITY, its officers, agents, employees, and
lobbyists in order to ensure compliance with contract requirements and detect corruption and
fraud.
Failure to cooperate with the Inspector General or interfering with or impeding any investigation
shall be in violation of Palm Beach County Code, Section 2-421 - 2-440, and punished pursuant
to Section 125.69,Florida Statutes, in the same manner as a second degree misdemeanor.
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IN WITNESS WHEREOF,the parties have caused this Agreement to be executed on the day
and year first above written.
APPROVE AS TO FORM AND APPROVE�'AS TO TERMS AND
LEG SUFFICIENCY CON IT�ONS
; ,
�
By: � �'� �'� By:
County A rney Vince .Bonvento
� Assistant County Administrator
and Director of Public Safety
ATTEST: VILLAGE OF TEQUESTA
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Lori McWilliamsz � �'�.�'�s,
Village Clerk =C��� °� 9��,��
CT:.� �� �:T= By_ I �_
:rp����r'— .��'�~�' Michael Couzzo
�''-.,�ip••. � �y��:' City Manager
'�����'��►������d�y S`��``�
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