2011-65 AGREEMENT BETWEEN
LAKE EMERGENCY MEDICAL SERVICES, INC.
AND
CITY OF CLERMONT
FOR
DISPATCH SERVICES
This Dispatch Services Agreement, hereinafter the "Agreement," is made by and between
Lake Emergency Medical Services, Inc., a not - for - profit corporation authorized to do business in
the State of Florida, hereinafter "LEMS," and the City of Clermont, a municipal corporation
organized under the laws of the State of Florida, hereinafter the "CITY ".
WITNESSETH:
WHEREAS, the CITY has sought to maintain a high level of professional fire
telecommunication services for the benefit of the citizens located within the municipal limits;
and
WHEREAS, the CITY recognizes the continued escalation of costs to the CITY for the
provision of such services and wishes to continue to minimize the cost of government for the
benefit of the citizens located within the municipal limits; and
WHEREAS, the CITY desires to continue to maintain competent professional fire
department dispatch services in conjunction and in harmony with its program of fiscal
responsibility; and
WHEREAS, the CITY desires that LEMS provide fire department dispatch services
within the corporate limits of the CITY; and
WHEREAS, LEMS is willing to augment their telecommunications staff to provide such
services to the CITY and to the citizens located within the municipal limits.
NOW, THEREFORE, in consideration of the mutual promises, covenants and
conditions hereinafter contained, LEMS and the CITY agree as follows:
1. Recitals. The foregoing recitals are true and correct and hereby incorporated
herein by reference.
2. Dispatch Services. LEMS shall provide to the CITY competent professional fire
department dispatch services within and throughout the municipal limits of the CITY under the
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authority given LEMS by the laws of the State of Florida, by providing fire department dispatch
services each day of the year on a twenty -four (24) hour per day basis In exchange for LEMS
providing dispatch services to the CITY, the CITY shall cooperate with `LEMS by allowing
LEMS to co- locate its services with the CITY'S fire services if space is available, or by
providing other assistance as reasonably requested by LEMS.
3. Term of Agreement; Payment. This Agreement shall become effective on the
day this Agreement is executed by the last party and shall continue for a period of one (1) year.
One (1) year renewals under the same terms and conditions shall be automatic unless one of the
parties terminates this Agreement upon sixty (60) days written notice. Either party may
additionally terminate this Agreement at any time upon providing the other party sixty (60) days
written notice.
4. Appointment of Personnel. LEMS shall provide adequate and professional
services as they see fit and proper. The CITY shall not be required to assume any liability for
direct payment of any salaries, wages or other compensation, contributions to pension funds,
insurance premiums, workers compensation funds, vacation or compensatory time, sick leave
benefits, or any other amenities or employment to any personnel of LEMS performing the
services, duties and responsibilities pursuant to this Agreement for the benefit of the CITY and
its residents or any other liabilities whatsoever.
5. Performance of Services. LEMS shall have and maintain the responsibility and
control and rendering of all fire dispatch services, duties and responsibilities described and
contemplated in this Agreement. Nothing in this Agreement shall be construed to mean that the
CITY is contracting away its constitutional authority. However, LEMS shall remain responsible
for any and all damages, actions, suits, claims and demands of whatsoever kind made by or on
behalf of any person or entity which are alleged to have arisen out of, in connection with, or by
reason of any fire department dispatch services and administrative actions concerning fire
department dispatch services taken by LEMS during the term of this Agreement.
6. Sovereign Immunity. The parties agree that nothing contained herein shall in
any way waive the sovereign immunity that they presently enjoy under the Constitution and
Statutes of the State of Florida, particularly with respect to Chapter 768, Florida Statutes. The
parties agree that the CITY'S determination to provide fire dispatch services by this Agreement
is an exercise of the legislative planning function of the CITY and that at no time shall the CITY
exercise any specific operational control over the activities of any of the telecommunicators,
their supervisors, or other personnel of LEMS nor shall the CITY perform or undertake any acts
that are over and above a planning level function with regard to the administration of fire
department dispatch services within the CITY during the term of this Agreement.
7. Liability Insurance for Official Acts. The personnel appointed and employed
by LEMS shall be covered in all respects, as are other members of LEMS, either through
LEMS'S self - insurance fund or through a private company with comparable coverage.
8. Governing Law. This Agreement and all of the rights and obligations of the
parties hereto shall be governed both procedurally and substantively and construed according to
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the laws of the State of Florida The parties further agree that jurisdiction regarding the rights
and obligations of either party under this Agreement shall be in the appropriate court in the Fifth
Judicial Circuit, in and for Lake County, Florida
•
9. Notices. All notices, demands, or other writings required, made or sent in this
Agreement, or which may be given or made or sent by either party to the other, shall be deemed
to have fully been given or made or sent which in writing and addressed as follows:
Lake EMS, Inc. City
Lake EMS, Inc. City Manager
2761 W. Old Highway 441 685 West Montrose Street
,Mount Dora, Florida 32757 Clermont, Florida 34711
All notices required or which may be given hereunder shall be considered properly given if (1)
personally delivered, (2) sent by certified United States Mail, return receipt requested, or (3) sent
by Federal Express or other equivalent overnight letter delivery company.
The effective date of such notices shall be the date personally delivered, or if sent by mail, the
date of the postmark, of if sent by overnight letter delivery company, the date the notice was
picked up by the overnight letter delivery company.
The parties may designate other parties or addresses to which notice shall be sent by notifying, in
writing, the other party in the manner designated for the filing of notice hereunder.
10. Amendments. No modification, amendment, or alteration of the terms or
conditions contained herein shall be effective unless contained in a written document by the
parties with the formality and of equal dignity.
11. Entire Agreement. The document incorporates and includes all prior
negotiations, correspondence, conversations, agreements, or understandings applicable to the
matters contained herein, and the parties agree that there are no commitments, agreements or
understandings concerning the subject matter. No deviation from the terms hereof shall be
predicated upon any prior representations or agreements, whether oral or written.
12. Prior Agreements. All prior agreements between the parties related to Fire
Dispatch Services are hereby terminated upon the effective date of this Agreement.
•
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IN WITNESS WHEREOF, the parties have made and executed this Agreement on the
respective dated under each signature. The CITY, through its duly authorized representative, and
by Welton Cadwell, Chairman, Lake EMS Board of Directors, authorized to execute the same by
the Board on the c91 day of 5' a_.4,4t 4 01 1.
ATTEST: LAKE EMS, INC.
�mes A Jud: - , E. motive Director Welton G. Cadwell, as Board of Directors
Chairman, for Lake Emergency Services,
Inc.
Thi 9T w 'day of 011
Approved as to Form and Legality:
A,
San ord A. Minkoff
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Interlocal Agreement between LEMS and City of Clermont for Dispatch Services
CITY
ATTEST: CITY OF C - A ONT, FLORIDA
Tracy Ackroyd, City Clerk Harold Turville, Mayor
This 27 day of Ir, 2011.
Apt - : as to form ant legality.
1 ; f
A.
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