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HomeMy WebLinkAboutAgenda - 02-04-20 8-i - Agreement Ratification of the Cane Creek Fire Protection District Amendment and Approval of Orange County Volunteer Fire Department Updated Agreements 1 ORANGE COUNTY BOARD OF COMMISSIONERS ACTION AGENDA ITEM ABSTRACT Meeting Date: February 4, 2020 Action Agenda Item No. 8-i SUBJECT: Agreement Ratification of the Cane Creek Fire Protection District Amendment and Approval of Orange County Volunteer Fire Department Updated Agreements DEPARTMENT: Emergency Services ATTACHMENT(S): INFORMATION CONTACT: Agreement Ratification of the Cane Dinah Jeffries, 919-245-6100 Creek Fire Protection District Jason Shepherd, 919-245-6100 Amendment Steve McCauley, 919-967-5858 Agreements for Approval: Kevin Brooks, 919-732-8941 - West Orange Fire Protection District Jeff Borland, 919-619-2566 - Cedar Grove Fire Protection District Brad Allison, 919-451-9074 - Little River Fire Protection District Charles Bowden, 919-451-9052 - New Hope Fire Protection District PURPOSE: To: 1) Ratify the County Manager's signature to approve the 2020 Agreement between Orange County and Orange Grove Fire Department; and 2) Approve 2020 Fire Protection and Emergency Services Updated Agreements with Efland Fire Department, Cedar Grove Fire Department, Caldwell Fire Department and New Hope Fire Department. BACKGROUND: In order to continue fire protection services in the Cane Creek Fire Protection district, a new agreement was completed and signed by the County Manager. The Office of the State Fire Marshal (OSFM) conducted the Insurance Service Offices (ISO) 9S rating for the Orange Grove Fire Department on January 7, 2020, and the Agreement had to be in place for the property owners to maintain the current rating of Class 6/9. The existing fire protection contract agreements with Efland, Cedar Grove, Caldwell and New Hope Fire Departments are due to be renewed. Revisions include: • The language in section 5 was changed to reflect each specific ISO rating for fire departments. • The language in section 8 was changed to reflect current state certification language for Hazardous Materials. • Language was changed (section 11 - Caldwell, Orange Grove) (section 12 - New Hope, Efland, Cedar Grove) to clarify when departments needed to submit reports and resource type information with Emergency Services Department. Additionally, the parties changed 2 response time to due diligence to respond to emergencies and changed reporting according to state law for retention. • Language was added (section 12 - Caldwell, Orange Grove) (section 13 - New Hope, Efland, Cedar Grove) in A, B and C for accountability in the audit process and to be consistent with other fire department agreements. The fire protection and emergency services agreements have been completed in coordination with and reviewed by each county fire department in conjunction with the County Attorney's Office. FINANCIAL IMPACT: The approval of this item has no financial impact on the County. This is an administrative action for fire protection and rescue service delivery only. SOCIAL JUSTICE IMPACT: The following Orange County Social Justice Goal is applicable to this item: • GOAL: CREATE A SAFE COMMUNITY The reduction of risks from vehicle/traffic accidents, childhood and senior injuries, gang activity, substance abuse and domestic violence. ENVIRONMENTAL IMPACT: There is no Orange County Environmental Responsibility Goal impact associated with this item. RECOMMENDATION(S): The Manager recommends that the Board: 1) Ratify the Manager's signature on the amended agreement to maintain the current rating or achieve a lower rating; and 2) Approve and authorize the Chair to sign the updated Orange County Fire Protection and Emergency Services Agreements with the four (4) volunteer fire departments noted above. DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 3 STATE OF NORTH CAROLINA ORANGE COUNTY FIRE PROTECTION AND EMERGENCY SERVICES AGREEMENT THIS AGREEMENT (this "Agreement'), made and entered into this 6 day of January, 2020 by and between Orange County, hereinafter referred to as the "County" and Orange Grove Fire Department, hereinafter referred to as the "Fire Department', referred to herein as "Party" and/or collectively as the "Parties". WITNESSETH: 1. County created the Cane Creek Fire Protection District (the "District') as a special tax district pursuant to Chapter 69 of the North Carolina General Statutes and desires to contract with Fire Department for fire protection and other services as set out herein. 2. Pursuant to §NCGS 69-25.4 the County agrees that it will cause to be assessed or levied a special tax of not more than Fifteen cents ($.15) per one-hundred dollar ($100) valuation of all real and personal property in the District unless otherwise limited or prohibited by law or a vote of the people, and will collect said tax as a part of the ad valorem taxes of Orange County; provided however, the amount levied annually shall be based on the needs projected in the budget estimate submitted by the Fire Department to the County as approved by the Orange County Board of Commissioners in its annual budget or as they may otherwise determine. 3. That a special or separate fund shall be maintained by the County for funds collected as a result of said special tax. 4. That from said special tax district the Board of County Commissioners will approve a Fire Protection District tax rate and Annual Budget for the Fire Department. The County agrees to remit quarterly payments, by the 15t" day of the first month of each quarter. The total quarterly payments to the fire department will equal the annual budget. 5. The Fire Department shall provide and furnish adequate fire protection services and shall provide the necessary equipment, personnel, and other resources as determined by the North Carolina Department of Insurance, Fire and Rescue Service Division, and the Insurance Service Office for all persons and property located within the District. Fire Department currently has an insurance rating of Class 6, and during the term of this Agreement will maintain at least a 9E insurance rating. Fire Department will furnish fire and rescue services free of charge to all persons and individuals within the District (excluding non-public commercial transportation). Fire Department shall strive to maintain the current ISO rating of 6 or look to achieve an ISO rating of 5 (or better). This section does not preclude the Fire Department from charging a pre-arranged nominal fee when standing by for special events. 6. That all funds paid to the Fire Department by the County shall be used exclusively by the Fire Department to provide fire protection services within the District (See Exhibit 1), and the Fire Department may also use said funds to provide Medical Responder 1 DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 4 and rescue services within the District, and to pay other legitimate fire, rescue, and Medical Responder expenses attributable to the services rendered within the District. This does not preclude mutual aid agreements. 7. The Fire Department shall provide Medical Responder Services within the District. Medical Responder Services are defined as the provision of Basic Life Support treatment as needed until such time as more highly trained personnel arrive on scene. Such Medical Responder Services may be provided through mutual aid agreements or through third party contracts 8. The Fire Department shall provide Hazardous Materials Response Services according to the North Carolina Department of Insurance North Carolina Fire Rescue Commission Haz-Mat 1 Responder level for all operational responses in the district. Hazardous Materials Response Services are defined as defensive actions necessary to protect life, property and the environment from the effects of the release. 9. The Fire Department shall provide Rescue Services to all persons and individuals within the District. Rescue Services are defined as the removal, extrication, or freeing of individuals from vehicle confinement or danger. Such Rescue Services may be provided through mutual aid agreements or through third party contracts. 10. Notwithstanding Section 6 above Fire Department may provide fire protection services outside the District subject to the following terms and conditions: A. That Fire Department is authorized to extend their primary insurance fire protection services in surrounding fire insurance districts to better serve the citizens by eliminating a class 10 area in the neighboring fire district. The fire department shall provide a notarized agreement between the fire departments submitted to the fire marshal for processing to the Board of County Commissioners. B. Fire Department shall not expend any funds or resources appropriated for the use of persons and individuals in the Cane Creek Fire District for the primary fire protection services outside the area of surrounding response districts. In the event any such expenditure occurs for primary fire protection outside of their insurance response to a neighboring district, the Fire Department shall immediately notify the County and Fire Department shall take corrective measures to rectify the expenditure and to ensure such expenditure shall not be repeated. This does not preclude fire departments in the county to expend funds toward a fire district in this county for the creation and use of a joint facility to be utilized for training in fire, rescue and other emergency services. 11. That Fire Department shall enter into an agreement with surrounding Departments in which the Fire Department provides compensation to those surrounding Departments for their availability and service providing primary fire protection services in an Orange Rural Class 10 insurance response areas. 2 DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 5 12. In providing the services contemplated herein the Fire Department shall operate in compliance with all applicable State and local laws and regulations including, but not limited to the North Carolina Fire Incident Reporting System (G.S. 58-79-45, NC Administrative Code, §.0402). The Fire Department shall submit electronic incident reports on a quarterly basis to the Office of the North Carolina State Fire Marshal. The Fire Department further agrees to notify the Orange County Fire Marshal's Office of the annual corporation meeting and provide a current list of its Board of Directors no later than 14 days after the by-laws declare new members take office. The Fire Department shall provide a copy of the certified personnel roster submitted to the N.C. State Firefighter Association to the Fire Marshal's Office at the time of submission to the association. The fire department agrees to work with Emergency Management to resource type personnel, apparatus including pump and tank size, and specialized fire suppression equipment in Salamander or other software used by Emergency Services. The fire department shall immediately notify the Fire Marshal's Office where there is a change in fire chief. The County shall have the right to inspect all books and accounts for the Fire Department at any time. Said inspection shall be conducted by the Orange County Fire Marshal and/or Orange County Finance Office and/or their designee. The following minimal performance standards are agreed upon by the County and the Fire Department and are a part of this contract: A. Response Time. Fire Department should have the goal of having a response time that exercises due diligence to responding to all emergencies when notified of the emergency. B. Personnel on Scene. Fire Department should have adopted standard operating guidelines that address the appropriate number of firefighters needed on all type fire calls. The National Incident Management System shall be used at all incidents to manage personnel. C. Training. Fire Department shall have the minimum standard training requirements set forth by the State of North Carolina and NC Department of Labor for providing fire and emergency services provided by the Fire Department. For purposes of this agreement emergency services includes both Medical Responder services, hazardous materials services, and rescue services. D. Fire Investigations. The Fire Department officer in charge at all fire scenes shall attempt to determine the cause and origin of every fire. When the officer in charge cannot determine the cause and origin of the fire, or if the cause is suspected to be of an incendiary nature, the officer in charge may request assistance from the Orange County Fire Marshal's Office. E. Reports. Fire Department shall keep all records according to state law for retention. All State and county required reports and rosters shall be submitted by the applicable deadlines. F. Fire Hydrants. The Fire Department should report any malfunctions or damage to hydrants to the owner of the water distribution system. 3 DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 6 G. Emergency/Disaster Response. Fire Department shall follow the Orange County Emergency Operation Framework (EOF) Policy when responding to an emergency or disaster. H. State of Emergency. County requests that Fire Department, when available, assist with the following services, but not limited to, before, during, and following times of emergency/disaster: 1) Debris Clearance; 2) Traffic Control; 3) Alert and Warning; 4) Search and Rescue; 5) Evacuation Notification and Coordination; and 6) other life-saving and property protection measures as necessary. All operations shall be in accordance with the Orange County Orange County Emergency Operation Framework (EOF) Policy. I. Medical Responder Services. When Fire Department provides Medical Responder Services assistance, it shall be done in accordance with the rules set forth by the Orange County Medical Director. 13. The Fire Department shall submit to an audit by a Certified Public Accountant, which will be paid for by the County, and shall be in conformity with General Accepted Accounting Principles. If an audit has already been performed by a certified entity, the Fire Department shall present the County with a copy of that audit. Such audit to be provided on or before December 31s' of each year, and to be in conformity with the most recent audit policies of the County and the North Carolina Local Government Commission. Further, the fire department agrees to comply with County budgeting procedures including a mid-year financial statement and other procedures provided for by State Law and agree to submit budget estimates to the Board of Commissioners on the standard forms used by County departments. The Fire Department also agrees to use standard line items for accounting as requested by the County Finance Department. A. In the event that the audit reveals any reportable and/or material issue(s) with regard to compliance with generally accepted accounting principles, or any material weakness or significant deficiencies, the fire department shall provide a written statement to the county that contains an explanation of each issue and an action plan (with implementation timetable) for resolving each such issue, weakness and/or deficiency, and shall provide periodic reports to the county on progress made in resolution of each issue, weakness and/or deficiency. If resolution of such issues, weakness or deficiencies requires professional advice on the part of that fire department's (or county's) auditor, the fire department shall bear the cost of such advice. B. Should the fire department fail to submit its audit report to the county within the above time period, the county will suspend all funds immediately until the audit is delivered as set forth above, except that the county's Chief Financial Officer may grant a reasonable submittal extension if the department is unable to deliver the audit for reasons beyond the control of the fire department or the auditor. C. The fire department agrees that if its financial records are judged to be un-auditable for purposes of an audit or establishment of a budget by the county's chief financial officer or the independent audit firm, or 4 DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 7 if a regular or special audit by a certified public accountant reveals competent evidence of reckless or willful financial mismanagement practices or intentional or criminal wrongdoing, the fire department's Board of Directors will be notified by the county. At that time, the county and Board of Directors may jointly name a trustee who will assume responsibility for management and financial decision-making for the fire department until such time as the county and fire department's Board of Directors agree that the fire department's finances have been stabilized to the extent required to satisfy the financial management provisions of this contract. 14. The Fire Department shall comply with the County budgeting procedures, and shall submit annual budget estimates in accordance with established County budget timetables. A supporting letter of request for the proposed tax rate shall be signed by the Fire Department's president upon approval of its Board of Directors. The County will provide the Fire Department with standard forms for budget submission and the Fire Department shall use such standard forms. 15. The Fire Department shall comply with the State of North Carolina purchasing procedures for local governments as identified in Attachment #1, as well as other procedures provided for by state law. 16. The Fire Department shall file with the County Fire Marshal a true copy of its Articles of Incorporation, Bylaws, and shall furnish any changes made thereto not less than thirty (30) days prior to their effective dates. Further, the Fire Department agrees to amend its Articles of Incorporation and Bylaws as necessary to meet all minimum legal requirements for a North Carolina nonprofit corporation, as required by the provisions of Chapter 55A of the General Statutes of North Carolina. Should Fire Department be notified that it has failed to meet all minimum legal requirements for a North Carolina nonprofit corporation and/or failed to maintain its federal, state, or local tax-exempt status the Fire Department shall, within thirty (30) days of such notification, begin taking appropriate steps to remedy said failure. Should said failure not be appropriately remedied within ninety (90) days after such notification the County may withhold special district tax revenues until such time as the Fire Department meets all minimum legal requirements of Chapter 55A of the General Statutes of North Carolina and/or until such time as the Fire Department's tax- exempt status is restored. 17. In the event the Fire Department dissolves then the Fire Department shall deliver, release, and convey to the County all its equipment, cash, or other assets to be used by the County exclusively for the provision of fire protection services, rescue services, or Medical Responder services within the District. Any such dissolution shall comply with applicable laws of North Carolina. If Fire Department ceases to provide either fire protection services, rescue services, or Medical Responder services within the District Fire Department shall deliver, release, and convey to County all of its equipment, cash, or other assets used for those specific services the Fire Department has ceased to provide, to be used by the County exclusively for the provision of fire protection services, rescues services, or Medical Responder services within the District. Should the terms of this paragraph conflict with Fire Department's Articles of Incorporation the Articles of Incorporation shall control. 5 DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 8 18. The Fire Department agrees to hold harmless and indemnify the County from and against any and all liability and expenses including attorney fees, court costs and other costs incurred by the County caused by any act or omission of the Fire Department, its agents and employees. The Department shall purchase and maintain, during the term of this Agreement, and any extension hereof, at least the following insurance coverage: A. Comprehensive Automobile Liability Insurance with combined single limits of at least one million dollars ($1,000,000) per occurrence. Coverage shall be provided under a symbol 1". Coverage shall apply, on an excess basis for hired, borrowed and non-owned vehicles. Coverage shall apply, on a primary basis, for commandeered vehicles. Volunteers or employees shall be considered insureds and volunteers and employees shall have coverage in excess of their personal auto liability limits when they are using their vehicles on behalf of the Fire Department. Fellow member liability shall be provided. Auto pollution liability shall be included in the coverage. B. Auto physical damage shall be provided on an agreed value basis. Coverage shall be included for hire, borrowed or commandeered vehicles without a limit of liability. Coverage shall be provided to bring replacement vehicle up to the most current national standards, such as NFPA or DOT. C. Comprehensive General Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) aggregate. The aggregate shall apply per named insured and per insured location. The policy shall include the following coverage: Volunteers or employees as insureds, Medical Malpractice, Good Samaritan Liability Coverage, Intentional Acts Coverage for both bodily injury and or property damage, Fellow Member Liability, Non-owned Watercraft, Fire Damage Legal Liability with limits of one million dollars ($1,000,000), Pollution Liability arising out of emergency operations, training activities or equipment wash downs. D. Directors and Officers Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence with two million dollars ($2,000,000) aggregate. This policy shall include coverage for prior acts. The insureds shall include current volunteers and employees, former volunteers and employees, and any persons or organizations providing service to the Department under a mutual aid or similar agreement. Coverage shall include civil rights type suits such as discrimination and sexual harassment; liability arising out of the administration of benefit plans for employees or volunteers and employment related practice suites. Coverage shall include claims made for future compensation and benefits lost from wrongful termination of an employee. E. Umbrella Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and one million dollars ($1,000,000) aggregate. The umbrella policy shall provide excess coverage over the Auto Liability Policy, General Liability Policy, and the Employer's Liability 6 DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 9 Section of the Workers' Compensation Policy. Volunteers and employees shall be included as insureds. F. The Department shall maintain Property Insurance protecting against the risk of direct physical loss or damage. The policy covering the building shall be written on a Guaranteed Replacement Cost Basis, with coverage included for Building Ordinance, Flood, and Earthquake. Coverage shall include Commandeered Property in the amount of two-hundred fifty thousand dollars ($250,000). Contents coverage shall be provided on a replacement cost basis. Coinsurance penalties shall not apply. G. Portable Equipment Coverage shall be provided protecting against the risk of direct physical loss or damage, including electrical surges. Coverage shall be provided on a Guaranteed Replacement Cost Basis. H. The Automobile Liability Policy, General Liability Policy, Umbrella Liability Policy and Management Liability Policy shall name the County as an additional insured. The Department shall furnish the County with Certificates of Insurance showing the type of policy, limits of liability, name of insurance companies, policy numbers, effective dates and expiration dates of policies. I. Workers' Compensation Insurance covering all volunteers and salaries firefighters meeting statutory limits in compliance with applicable State and Federal Laws. J. Each policy shall also contain a ten (10) day notice to the County in the event of cancellation or modification of any stipulated insurance coverage. 19. In connection with the performance of this Agreement, the Fire Department agrees not to discriminate against any employee, member, or applicant for employment or membership because of race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. Employees, members and applicants must be competent and capable to perform the requirements of the job. The Fire Department agrees to take all reasonable measures to insure that applicants are employed, and that employees are treated appropriately, during their employment, without regard to their race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. 20. Term. This Agreement shall continue for a term of five (5) years unless terminated as hereinafter provided. This Agreement may be renewed for two additional five- year terms upon mutual agreement of the Parties. The Parties shall acknowledge their intent to renew this Agreement for an additional five year term in a writing signed by both Parties no later than six month before the end of the Term. Either Party may terminate this Agreement effective at the end of any fiscal year by giving the other Party notice at least one (1) year in advance of the end of the fiscal year that the Agreement is to terminate. 21. This Agreement sets forth the entire understanding of the parties and supersedes any and all prior agreements, arrangements, and understandings related to the 7 DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 10 subject matter hereto. This Agreement may not be changed or terminated except in writing and as provided herein, and no notice shall be effective unless evidenced by a written instrument duly executed by the Party or Parties, hereto. 22. Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address identified on the signature page of this Agreement and delivered either in person, by email, by facsimile, by registered or certified mail, or by commercial courier service. All notices shall be effective upon the date of receipt. 23. Any provision or part of this Agreement held to be void or unenforceable under any Laws or Regulations shall be deemed stricken and all remaining provisions shall continue to be valid and binding upon the Parties. The Parties agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 24. That this Agreement shall be binding upon and inure to the benefit of the parties and their respective successors, legal representatives and assigns, but this Agreement may not be assigned by either party without prior written consent of the other party, which may be withheld in the sole discretion of a party. 25. No act or failure to act by the County or the Fire Department shall constitute a waiver of any right or duty granted to the Parties by the terms of this Agreement. Nor shall any act or failure to act constitute any approval except as specifically agreed to in writing. 26. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Fire Department affirms that Fire Department is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Fire Department certifies that Fire Department has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Fire Department certifies that they have not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. 27. Fire Department shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. 8 DocuSign Envelope ID: EF1A27D5-6E05-446B-85BE-8D776770BDC6 11 28. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. IN WITNESS WHEREOF, the County has caused this instrument to be executed by the Chairperson of the Board of County Commissioners and attested by the Clerk to the Board of County Commissioners, and the Fire Department has caused this instrument to be signed in its corporate name by its President, attested by its Secretary, and its corporate seal hereto affixed, all by order of its Board of Directors. Acknowledged and agreed to the day and date first above recorded. ORANGE COUNTY FIRE DEPARTMENT GocuSigned by: ocuSigned by: / / BY:1�6' hft�#.YS 1/7/2020 BY: B7186154CC9B42F fa i 4M, 1 6 2020 379946755E477. .,i iaii President Address: Address: Contact Person: Contact Person: ATTEST: ,"T GocuSigned by: �� U+ 2020 &d134d55SCB44B2. Clerk Board of Commissioners Secretary (County Seal) (Corporate Seal) Attachment 1 9 DocuSign Envelope ID: EF1A27D5-6EO5-446B-85BE-8D77677OBDC6 12 Dollar Thresholds in North Carolina LJNC Public Contracting Statutes Mar limits and statutory authomycu rrent asof November 1,A15 Fonnnol bidding lffanatedcast of Dogma[ Construction Dr repairmntracts $5R000 andabove G R 143.129 Purchwe of apparatus,suppl ies,materials,and B*ipment $KOO4 andabove G R 143-129 Innbnnnrol bidding {awnI ontrart) ConstnKlimffr napairooauaM $30AU4 tofarmal limit G.S_143-131 Purcha9eof appambis,suplal materials,am1eq ipmeat 53 OW tGformol limit fist 143-131 Comstn Ktka rrtethodsauthortxedfor butldhtg pre" Ov4r S3KOOO GS.143-128fal: Separate Prime leaimated cost dpr i&t Single Prime Dual&riding Construction Management at Risk fiss r4�42n Design-B uild and Design-Build Ekidging(4'rl tIGa W-178.I'm PubIK Private Partnership(l�1G-5.143-I28LPQ HistoricallyUnd@MIULLd Business[HUB)requirements &iiding construction or repai r projects -Projectswith state funding l4w&bfeto%gmr rogtosdP S100,DDDerrnam GK143-128.2(a: -LDrallyfuniedpro)ects{fiamrd�HOrgtrirerr W S31)O,OOOornwm GR143.128_2j'- -Projectsirinformalbiddingrange6hhr aalkfiXrega*vnimW S3D,OU4to-$5WWor" GK143-13ub1 %ftFornrarf,V.YrWAfternarrbshaard5ee6edAWhnforrrraYX5rd?VoKiSoosrWktweens3W0XaridfS AW limit on use of own forces(Far€eacfouutxDffM fnormaxeed) G.S.743-135 ConstructI or repairprajects $51 ,GO4{tot projeet�ost�flr S20,6OO P—o*-st] l3ld bonndor ftoW Cocistructionor reFiroonUa IS Wleast5%ofWarnatm0 Nnrn bids{S5+VW9andabowPl &R1434299(N Purcha9e min eacts %ot ref used Pm%rrrwnciYl%yrnerrt bonds Constructionur repair contracts I'Mabdantractawano E&::h c tractai-w MO00af G R 143.Wc); project costing aver 5300,DDD C,K 44A-25 Purchasemneacts Not requied General contraMrrs license required S30,D00 andabove G3.97-1 Exemption Force account work 6eeo691fflt Owner-buldrraffidavrt%K"red Farce accountwark(smabowt G.S_8T-14(al(II Use of licensed architect or engI Weer requl" NNIUtrsrcturai Wad SIDG4I!)40 aadabove G.S_133F1-1(4 Structural rgair,additians,ar new construction S135,000andubow IEepair►Mork affecting I ife safety systems S100,01D0 and obm Selectlon of archkeM engineer,sutvtgw,construcdon manager at rlsk or design-build counw1or `Qualifi€atian-Based5elecrtian'prDcedureMEGI All wn ractsunlassexerrpt=d &5.143-64.31 Exemption authorized Only projects where es-i mated fi5.143-64.32 fee is less than$5D,O40 From A�Maf G riir ro Aschasmgand Coniinxi rg far Alorth Cau iw Wail C,avemments brd ed.,by Fiaycla S.Elluestein, 9 20M by the Sd col of GmMemment,The Univmity of North Card na at Chapel Hil L All rights rserved- 10 13 STATE OF NORTH CAROLINA ORANGE COUNTY FIRE PROTECTION AND EMERGENCY SERVICES AGREEMENT THIS AGREEMENT (this "Agreement"), made and entered into this day of 20 by and between Orange County, hereinafter referred to as the "County" and Efland Fire Department, hereinafter referred to as the "Fire Department", referred to herein as "Party" and/or collectively as the "Parties". WITNESSETH: 1. County created the West Orange Fire Protection District (the "District") as a special tax district pursuant to Chapter 69 of the North Carolina General Statutes and desires to contract with Fire Department for fire protection and other services as set out herein. 2. Pursuant to §NCGS 69-25.4 the County agrees that it will cause to be assessed or levied a special tax of not more than Fifteen cents ($.15) per one-hundred dollar ($100) valuation of all real and personal property in the District unless otherwise limited or prohibited by law or a vote of the people, and will collect said tax as a part of the ad valorem taxes of Orange County; provided however, the amount levied annually shall be based on the needs projected in the budget estimate submitted by the Fire Department to the County as approved by the Orange County Board of Commissioners in its annual budget or as they may otherwise determine. 3. That a special or separate fund shall be maintained by the County for funds collected as a result of said special tax. 4. That from said special tax district the Board of County Commissioners will approve a Fire Protection District tax rate and Annual Budget for the Fire Department. The County agrees to remit quarterly payments, by the 151" day of the first month of each quarter. The total quarterly payments to the fire department will equal the annual budget. 5. The Fire Department shall provide and furnish adequate fire protection services and shall provide the necessary equipment, personnel, and other resources as determined by the North Carolina Department of Insurance, Fire and Rescue Service Division, and the Insurance Service Office for all persons and property located within the District. Fire Department currently has an insurance rating of Class 6, and during the term of this Agreement will maintain at least a 9E insurance rating. Fire Department will furnish fire and rescue services free of charge to all persons and individuals within the District (excluding non-public commercial transportation). Fire Department shall strive to maintain the current ISO rating of 6 or look to achieve an ISO rating of 5 (or better). This section does not preclude the Fire Department from charging a pre-arranged nominal fee when standing by for special events. 6. That all funds paid to the Fire Department by the County shall be used exclusively by the Fire Department to provide fire protection services within the District (See Exhibit 1), and the Fire Department may also use said funds to provide Medical Responder 1 14 and rescue services within the District, and to pay other legitimate fire, rescue, and Medical Responder expenses attributable to the services rendered within the District. This does not preclude mutual aid agreements. 7. The Fire Department shall provide Medical Responder Services within the District. Medical Responder Services are defined as the provision of Basic Life Support treatment as needed until such time as more highly trained personnel arrive on scene. Such Medical Responder Services may be provided through mutual aid agreements or through third party contracts 8. The Fire Department shall provide Hazardous Materials Response Services according to the North Carolina Department of Insurance North Carolina Fire Rescue Commission Haz-Mat 1 Responder level for all operational responses in the district. Hazardous Materials Response Services are defined as defensive actions necessary to protect life, property and the environment from the effects of the release. 9. The Fire Department shall provide Rescue Services to all persons and individuals within the District. Rescue Services are defined as the removal, extrication, or freeing of individuals from vehicle confinement or danger. Fire Department shall maintain any current rescue certifications through the Rescue Association. Such Rescue Services may be provided through mutual aid agreements or through third party contracts. 10. Notwithstanding Section 6 above Fire Department may provide fire protection services outside the District subject to the following terms and conditions: A. That Fire Department is authorized to extend their primary insurance fire protection services in surrounding fire insurance districts to better serve the citizens by eliminating a class 10 area in the neighboring fire district. The fire department shall provide a notarized agreement between the fire departments submitted to the fire marshal for processing to the Board of County Commissioners. B. Fire Department shall not expend any funds or resources appropriated for the use of persons and individuals in the Cane Creek Fire District for the primary fire protection services outside the area of surrounding response districts. In the event any such expenditure occurs for primary fire protection outside of their insurance response to a neighboring district, the Fire Department shall immediately notify the County and Fire Department shall take corrective measures to rectify the expenditure and to ensure such expenditure shall not be repeated. This does not preclude fire departments in the county to expend funds toward a fire district in this county for the creation and use of a joint facility to be utilized for training in fire, rescue and other emergency services. 11. That Fire Department shall enter into an agreement with surrounding Departments in which the Fire Department provides compensation to those surrounding Departments for their availability and service providing primary fire protection services in an Orange Rural Class 10 insurance response areas. 2 15 12. In providing the services contemplated herein the Fire Department shall operate in compliance with all applicable State and local laws and regulations including, but not limited to the North Carolina Fire Incident Reporting System (G.S. 58-79-45, NC Administrative Code, §.0402). The Fire Department shall submit electronic incident reports on a quarterly basis to the Office of the North Carolina State Fire Marshal. The Fire Department further agrees to notify the Orange County Fire Marshal's Office of the annual corporation meeting and provide a current list of its Board of Directors no later than 14 days after the by-laws declare new members take office. The Fire Department shall provide a copy of the certified personnel roster submitted to the N.C. State Firefighter Association to the Fire Marshal's Office at the time of submission to the association. The fire department agrees to work with Emergency Management to resource type personnel, apparatus including pump and tank size, and specialized fire suppression equipment in Salamander or other software used by Emergency Services. The fire department shall immediately notify the Fire Marshal's Office where there is a change in fire chief. The County shall have the right to inspect all books and accounts for the Fire Department at any time. Said inspection shall be conducted by the Orange County Fire Marshal and/or Orange County Finance Office and/or their designee. The following minimal performance standards are agreed upon by the County and the Fire Department and are a part of this contract: A. Response Time. Fire Department should have the goal of having a response time that exercises due diligence to responding to all emergencies when notified of the emergency. B. Personnel on Scene. Fire Department should have adopted standard operating guidelines that address the appropriate number of firefighters needed on all type fire calls. The National Incident Management System shall be used at all incidents to manage personnel. C. Training. Fire Department shall have the minimum standard training requirements set forth by the State of North Carolina and NC Department of Labor for providing fire and emergency services provided by the Fire Department. For purposes of this agreement emergency services includes both Medical Responder services, hazardous materials services, and rescue services. D. Fire Investigations. The Fire Department officer in charge at all fire scenes shall attempt to determine the cause and origin of every fire. When the officer in charge cannot determine the cause and origin of the fire, or if the cause is suspected to be of an incendiary nature, the officer in charge may request assistance from the Orange County Fire Marshal's Office. E. Reports. Fire Department shall keep all records according to state law for retention. All State and county required reports and rosters shall be submitted by the applicable deadlines. F. Fire Hydrants. The Fire Department should report any malfunctions or damage to hydrants to the owner of the water distribution system. 3 16 G. Emergency/Disaster Response. Fire Department shall follow the Orange County Emergency Operation Framework (EOF) Policy when responding to an emergency or disaster. H. State of Emergency. County requests that Fire Department, when available, assist with the following services, but not limited to, before, during, and following times of emergency/disaster: 1) Debris Clearance; 2) Traffic Control; 3) Alert and Warning; 4) Search and Rescue; 5) Evacuation Notification and Coordination; and 6) other life-saving and property protection measures as necessary. All operations shall be in accordance with the Orange County Orange County Emergency Operation Framework (EOF) Policy. I. Medical Responder Services. When Fire Department provides Medical Responder Services assistance, it shall be done in accordance with the rules set forth by the Orange County Medical Director. 13. The Fire Department shall submit to an audit by a Certified Public Accountant, which will be paid for by the County, and shall be in conformity with General Accepted Accounting Principles. If an audit has already been performed by a certified entity, the Fire Department shall present the County with a copy of that audit. Such audit to be provided on or before December 31 sc of each year, and to be in conformity with the most recent audit policies of the County and the North Carolina Local Government Commission. Further, the fire department agrees to comply with County budgeting procedures including a mid-year financial statement and other procedures provided for by State Law and agree to submit budget estimates to the Board of Commissioners on the standard forms used by County departments. The Fire Department also agrees to use standard line items for accounting as requested by the County Finance Department. A. In the event that the audit reveals any reportable and/or material issue(s) with regard to compliance with generally accepted accounting principles, or any material weakness or significant deficiencies, the fire department shall provide a written statement to the county that contains an explanation of each issue and an action plan (with implementation timetable) for resolving each such issue, weakness and/or deficiency, and shall provide periodic reports to the county on progress made in resolution of each issue, weakness and/or deficiency. If resolution of such issues, weakness or deficiencies requires professional advice on the part of that fire department's (or county's) auditor, the fire department shall bear the cost of such advice. B. Should the fire department fail to submit its audit report to the county within the above time period, the county will suspend all funds immediately until the audit is delivered as set forth above, except that the county's Chief Financial Officer may grant a reasonable submittal extension if the department is unable to deliver the audit for reasons beyond the control of the fire department or the auditor. C. The fire department agrees that if its financial records are judged to be un-auditable for purposes of an audit or establishment of a budget by the county's chief financial officer or the independent audit firm, or 4 17 if a regular or special audit by a certified public accountant reveals competent evidence of reckless or willful financial mismanagement practices or intentional or criminal wrongdoing, the fire department's Board of Directors will be notified by the county. At that time, the county and Board of Directors may jointly name a trustee who will assume responsibility for management and financial decision-making for the fire department until such time as the county and fire department's Board of Directors agree that the fire department's finances have been stabilized to the extent required to satisfy the financial management provisions of this contract. 14. The Fire Department shall comply with the County budgeting procedures, and shall submit annual budget estimates in accordance with established County budget timetables. A supporting letter of request for the proposed tax rate shall be signed by the Fire Department's president upon approval of its Board of Directors. The County will provide the Fire Department with standard forms for budget submission and the Fire Department shall use such standard forms. 15. The Fire Department shall comply with the State of North Carolina purchasing procedures for local governments as identified in Attachment #1, as well as other procedures provided for by state law. 16. The Fire Department shall file with the County Fire Marshal a true copy of its Articles of Incorporation, Bylaws, and shall furnish any changes made thereto not less than thirty (30) days prior to their effective dates. Further, the Fire Department agrees to amend its Articles of Incorporation and Bylaws as necessary to meet all minimum legal requirements for a North Carolina nonprofit corporation, as required by the provisions of Chapter 55A of the General Statutes of North Carolina. Should Fire Department be notified that it has failed to meet all minimum legal requirements for a North Carolina nonprofit corporation and/or failed to maintain its federal, state, or local tax-exempt status the Fire Department shall, within thirty (30) days of such notification, begin taking appropriate steps to remedy said failure. Should said failure not be appropriately remedied within ninety (90) days after such notification the County may withhold special district tax revenues until such time as the Fire Department meets all minimum legal requirements of Chapter 55A of the General Statutes of North Carolina and/or until such time as the Fire Department's tax- exempt status is restored. 17. In the event the Fire Department dissolves then the Fire Department shall deliver, release, and convey to the County all its equipment, cash, or other assets to be used by the County exclusively for the provision of fire protection services, rescue services, or Medical Responder services within the District. Any such dissolution shall comply with applicable laws of North Carolina. If Fire Department ceases to provide either fire protection services, rescue services, or Medical Responder services within the District Fire Department shall deliver, release, and convey to County all of its equipment, cash, or other assets used for those specific services the Fire Department has ceased to provide, to be used by the County exclusively for the provision of fire protection services, rescues services, or Medical Responder services within the District. Should the terms of this paragraph conflict with Fire Department's Articles of Incorporation the Articles of Incorporation shall control. 5 18 18. The Fire Department agrees to hold harmless and indemnify the County from and against any and all liability and expenses including attorney fees, court costs and other costs incurred by the County caused by any act or omission of the Fire Department, its agents and employees. The Department shall purchase and maintain, during the term of this Agreement, and any extension hereof, at least the following insurance coverage: A. Comprehensive Automobile Liability Insurance with combined single limits of at least one million dollars ($1,000,000) per occurrence. Coverage shall be provided under a symbol 1". Coverage shall apply, on an excess basis for hired, borrowed and non-owned vehicles. Coverage shall apply, on a primary basis, for commandeered vehicles. Volunteers or employees shall be considered insureds and volunteers and employees shall have coverage in excess of their personal auto liability limits when they are using their vehicles on behalf of the Fire Department. Fellow member liability shall be provided. Auto pollution liability shall be included in the coverage. B. Auto physical damage shall be provided on an agreed value basis. Coverage shall be included for hire, borrowed or commandeered vehicles without a limit of liability. Coverage shall be provided to bring replacement vehicle up to the most current national standards, such as NFPA or DOT. C. Comprehensive General Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) aggregate. The aggregate shall apply per named insured and per insured location. The policy shall include the following coverage: Volunteers or employees as insureds, Medical Malpractice, Good Samaritan Liability Coverage, Intentional Acts Coverage for both bodily injury and or property damage, Fellow Member Liability, Non-owned Watercraft, Fire Damage Legal Liability with limits of one million dollars ($1,000,000), Pollution Liability arising out of emergency operations, training activities or equipment wash downs. D. Directors and Officers Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence with two million dollars ($2,000,000) aggregate. This policy shall include coverage for prior acts. The insureds shall include current volunteers and employees, former volunteers and employees, and any persons or organizations providing service to the Department under a mutual aid or similar agreement. Coverage shall include civil rights type suits such as discrimination and sexual harassment; liability arising out of the administration of benefit plans for employees or volunteers and employment related practice suites. Coverage shall include claims made for future compensation and benefits lost from wrongful termination of an employee. E. Umbrella Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and one million dollars ($1,000,000) aggregate. The umbrella policy shall provide excess coverage over the Auto Liability Policy, General Liability Policy, and the Employer's Liability 6 19 Section of the Workers' Compensation Policy. Volunteers and employees shall be included as insureds. F. The Department shall maintain Property Insurance protecting against the risk of direct physical loss or damage. The policy covering the building shall be written on a Guaranteed Replacement Cost Basis, with coverage included for Building Ordinance, Flood, and Earthquake. Coverage shall include Commandeered Property in the amount of two-hundred fifty thousand dollars ($250,000). Contents coverage shall be provided on a replacement cost basis. Coinsurance penalties shall not apply. G. Portable Equipment Coverage shall be provided protecting against the risk of direct physical loss or damage, including electrical surges. Coverage shall be provided on a Guaranteed Replacement Cost Basis. H. The Automobile Liability Policy, General Liability Policy, Umbrella Liability Policy and Management Liability Policy shall name the County as an additional insured. The Department shall furnish the County with Certificates of Insurance showing the type of policy, limits of liability, name of insurance companies, policy numbers, effective dates and expiration dates of policies. I. Workers' Compensation Insurance covering all volunteers and salaries firefighters meeting statutory limits in compliance with applicable State and Federal Laws. J. Each policy shall also contain a ten (10) day notice to the County in the event of cancellation or modification of any stipulated insurance coverage. 19. In connection with the performance of this Agreement, the Fire Department agrees not to discriminate against any employee, member, or applicant for employment or membership because of race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. Employees, members and applicants must be competent and capable to perform the requirements of the job. The Fire Department agrees to take all reasonable measures to insure that applicants are employed, and that employees are treated appropriately, during their employment, without regard to their race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. 20. Term. This Agreement shall continue for a term of five (5) years unless terminated as hereinafter provided. This Agreement may be renewed for two additional five- year terms upon mutual agreement of the Parties. The Parties shall acknowledge their intent to renew this Agreement for an additional five year term in a writing signed by both Parties no later than six month before the end of the Term. Either Party may terminate this Agreement effective at the end of any fiscal year by giving the other Party notice at least one (1) year in advance of the end of the fiscal year that the Agreement is to terminate. 21. This Agreement sets forth the entire understanding of the parties and supersedes any and all prior agreements, arrangements, and understandings related to the 7 20 subject matter hereto. This Agreement may not be changed or terminated except in writing and as provided herein, and no notice shall be effective unless evidenced by a written instrument duly executed by the Party or Parties, hereto. 22. Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address identified on the signature page of this Agreement and delivered either in person, by email, by facsimile, by registered or certified mail, or by commercial courier service. All notices shall be effective upon the date of receipt. 23. Any provision or part of this Agreement held to be void or unenforceable under any Laws or Regulations shall be deemed stricken and all remaining provisions shall continue to be valid and binding upon the Parties. The Parties agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 24. That this Agreement shall be binding upon and inure to the benefit of the parties and their respective successors, legal representatives and assigns, but this Agreement may not be assigned by either party without prior written consent of the other party, which may be withheld in the sole discretion of a party. 25. No act or failure to act by the County or the Fire Department shall constitute a waiver of any right or duty granted to the Parties by the terms of this Agreement. Nor shall any act or failure to act constitute any approval except as specifically agreed to in writing. 26. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Fire Department affirms that Fire Department is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Fire Department certifies that Fire Department has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Fire Department certifies that they have not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. 27. Fire Department shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountVnc.gov/departments/purchasing division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. 8 21 28. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. IN WITNESS WHEREOF, the County has caused this instrument to be executed by the Chairperson of the Board of County Commissioners and attested by the Clerk to the Board of County Commissioners, and the Fire Department has caused this instrument to be signed in its corporate name by its President, attested by its Secretary, and its corporate seal hereto affixed, all by order of its Board of Directors. Acknowledged and agreed to the day and date first above recorded. ORANGE COUNTY FIRE DEPARTMENT BY: BY: Chair President Address: Address: Contact Person: Contact Person: ATTEST: ATTEST: Clerk Board of Commissioners Secretary (County Seal) (Corporate Seal) 9 22 Attachment 1 10 23 Dollar Thresholds in North Carolina Public Contracting statutes 0JIvOFDollu Ilmfts and statutory autftortty current as of November 1,2015 FormM Mddhq (estinotedcost ofawroct) Construction or repair contracts $S00,000 and above G-S.143-129 Purdhaw of apparatus,supplies,materials,and equipment S90,000 and above G5.143-129 Infortnal bidding ( um9costafrnntract) Construction Of repair contracts $30,000 to formal unit GS.143-131 Purchase of apparatus,supplies,materials,and equiprr.ent $30,000 to formal limit GS 143-131 Constructlort methods authorized for building projects Over$300,000 GS 143-128(a1; Separate Prime festmatedcost ofproyect) Single Prime Dual Bidding Construction Management at Risk iGS.143-128.1) Design-Build and Design-$wild Bridging(ES 143-128.1A;G.S.143-128,18) Public Private Partnership(P3)(G-S. 14342R iQ Historically Underutilized Business(HUB)requirements Budding construction or repair projects —Projects with state funding kyA mole 10%godreiquire:0 $100,000 ormore G.5.143.128.2(a) —Locally funded projects domed NUB requirements) S300,000 ornsore GS 143-128-20) --Projects in informal bidding range(nforrrwl HUB requirwwnts) $30,000 to$500,0D0' GS 143.131(b) 'Note Format HA,®requirements shardd be used for AnibmuRy bid prgletits o%MV betwem S.MOWand SSOtf,00b Um t on use of own forces(Force account work] (not to ezceeO G5.743-13S Construction or repair projects SS0 OW(total profectCost)ait $200,000(krbaro*cost) Bid bond or deposit Construction or repair contracts(at least 5%o(bidarrrount) Forma)bids(S50R,0W and above) G_5.143-129(b) Purchase contracts Not required Per fonnanaefPsyntent bonds Construction or repair contracts(100%dcantruct omount) Each contract over$50,000 of G.S.143-129(cl; project costing over S300,DD0 G_S.44A-26 Purchase contacts Not required General contractor's license required 53 AO and above GS.87-1 Exemption Force account work(see above) Owner-builder affidavit requirea Force account work(see abowl G.5.87-14M1I Use of licensed archltect or engineer required Nonstructural work $300,000 and above GS 133.1.1(a) Structural repair,additions or new construction $13S,000"above Repair work affecting We safety systems S100,000 and above S@lectbn of ar Mtect,engineer,surv@M,eonshucflon manager at rbk,or ded"Ild contractor 'Qualification-Based Selection'procedure(QBS) Al contracts uniesseartvpted G_S.143-64,31 Exemption authorized Only projects where estimated G5-14344.32 flee is less than S50,000 From A Lego f Guide to Aadvamig and Controc oN for North Cam&x Local Gownrnents end ed.,by Frayda S.Bluestein, a 2w4 by the Sdrool of Government,The University of North[aroma at Chapel Hill AD n is reserved. 11 24 STATE OF NORTH CAROLINA ORANGE COUNTY FIRE PROTECTION AND EMERGENCY SERVICES AGREEMENT THIS AGREEMENT (this "Agreement"), made and entered into this day of , 20 by and between Orange County, hereinafter referred to as the "County" and Cedar Grove Fire Department, hereinafter referred to as the "Fire Department", referred to herein as "Party" and/or collectively as the "Parties". WITNESSETH: 1. County created the Cedar Grove Fire Protection District (the "District") as a special tax district pursuant to Chapter 69 of the North Carolina General Statutes and desires to contract with Fire Department for fire protection and other services as set out herein. 2. Pursuant to §NCGS 69-25.4 the County agrees that it will cause to be assessed or levied a special tax of not more than Fifteen cents ($.15) per one-hundred dollar ($100) valuation of all real and personal property in the District unless otherwise limited or prohibited by law or a vote of the people, and will collect said tax as a part of the ad valorem taxes of Orange County; provided however, the amount levied annually shall be based on the needs projected in the budget estimate submitted by the Fire Department to the County as approved by the Orange County Board of Commissioners in its annual budget or as they may otherwise determine. 3. That a special or separate fund shall be maintained by the County for funds collected as a result of said special tax. 4. That from said special tax district the Board of County Commissioners will approve a Fire Protection District tax rate and Annual Budget for the Fire Department. The County agrees to remit quarterly payments, by the 151" day of the first month of each quarter. The total quarterly payments to the fire department will equal the annual budget. 5. The Fire Department shall provide and furnish adequate fire protection services and shall provide the necessary equipment, personnel, and other resources as determined by the North Carolina Department of Insurance, Fire and Rescue Service Division, and the Insurance Service Office for all persons and property located within the District. Fire Department currently has an insurance rating of Class , and during the term of this Agreement will maintain at least a 9E insurance rating. Fire Department will furnish fire and rescue services free of charge to all persons and individuals within the District (excluding non-public commercial transportation). Fire Department shall strive to maintain the current ISO rating of or look to achieve an ISO rating of (or better). This section does not preclude the Fire Department from charging a pre-arranged nominal fee when standing by for special events. 6. That all funds paid to the Fire Department by the County shall be used exclusively by the Fire Department to provide fire protection services within the District (See Exhibit 1 25 1), and the Fire Department may also use said funds to provide Medical Responder and rescue services within the District, and to pay other legitimate fire, rescue, and Medical Responder expenses attributable to the services rendered within the District. This does not preclude mutual aid agreements. 7. The Fire Department shall provide Medical Responder Services within the District. Medical Responder Services are defined as the provision of Basic Life Support treatment as needed until such time as more highly trained personnel arrive on scene. Such Medical Responder Services may be provided through mutual aid agreements or through third party contracts 8. The Fire Department shall provide Hazardous Materials Response Services according to the North Carolina Department of Insurance North Carolina Fire Rescue Commission Haz-Mat 1 Responder level for all operational responses in the district. Hazardous Materials Response Services are defined as defensive actions necessary to protect life, property and the environment from the effects of the release. 9. The Fire Department shall provide Rescue Services to all persons and individuals within the District. Rescue Services are defined as the removal, extrication, or freeing of individuals from vehicle confinement or danger. Fire Department shall maintain any current rescue certifications through the Rescue Association. Such Rescue Services may be provided through mutual aid agreements or through third party contracts. 10. Notwithstanding Section 6 above Fire Department may provide fire protection services outside the District subject to the following terms and conditions: A. That Fire Department is authorized to extend their primary insurance fire protection services in surrounding fire insurance districts to better serve the citizens by eliminating a class 10 area in the neighboring fire district. The fire department shall provide a notarized agreement between the fire departments submitted to the fire marshal for processing to the Board of County Commissioners. B. Fire Department shall not expend any funds or resources appropriated for the use of persons and individuals in the Cane Creek Fire District for the primary fire protection services outside the area of surrounding response districts. In the event any such expenditure occurs for primary fire protection outside of their insurance response to a neighboring district, the Fire Department shall immediately notify the County and Fire Department shall take corrective measures to rectify the expenditure and to ensure such expenditure shall not be repeated. This does not preclude fire departments in the county to expend funds toward a fire district in this county for the creation and use of a joint facility to be utilized for training in fire, rescue and other emergency services. 11. That Fire Department shall enter into an agreement with surrounding Departments in which the Fire Department provides compensation to those surrounding Departments for their availability and service providing primary fire protection services in an Orange Rural Class 10 insurance response areas. 2 26 12. In providing the services contemplated herein the Fire Department shall operate in compliance with all applicable State and local laws and regulations including, but not limited to the North Carolina Fire Incident Reporting System (G.S. 58-79-45, NC Administrative Code, §.0402). The Fire Department shall submit electronic incident reports on a quarterly basis to the Office of the North Carolina State Fire Marshal. The Fire Department further agrees to notify the Orange County Fire Marshal's Office of the annual corporation meeting and provide a current list of its Board of Directors no later than 14 days after the by-laws declare new members take office. The Fire Department shall provide a copy of the certified personnel roster submitted to the N.C. State Firefighter Association to the Fire Marshal's Office at the time of submission to the association. The fire department agrees to work with Emergency Management to resource type personnel, apparatus including pump and tank size, and specialized fire suppression equipment in Salamander or other software used by Emergency Services. The fire department shall immediately notify the Fire Marshal's Office where there is a change in fire chief. The County shall have the right to inspect all books and accounts for the Fire Department at any time. Said inspection shall be conducted by the Orange County Fire Marshal and/or Orange County Finance Office and/or their designee. The following minimal performance standards are agreed upon by the County and the Fire Department and are a part of this contract: A. Response Time. Fire Department should have the goal of having a response time that exercises due diligence to responding to all emergencies when notified of the emergency. B. Personnel on Scene. Fire Department should have adopted standard operating guidelines that address the appropriate number of firefighters needed on all type fire calls. The National Incident Management System shall be used at all incidents to manage personnel. C. Training. Fire Department shall have the minimum standard training requirements set forth by the State of North Carolina and NC Department of Labor for providing fire and emergency services provided by the Fire Department. For purposes of this agreement emergency services includes both Medical Responder services, hazardous materials services, and rescue services. D. Fire Investigations. The Fire Department officer in charge at all fire scenes shall attempt to determine the cause and origin of every fire. When the officer in charge cannot determine the cause and origin of the fire, or if the cause is suspected to be of an incendiary nature, the officer in charge may request assistance from the Orange County Fire Marshal's Office. E. Reports. Fire Department shall keep all records according to state law for retention. All State and county required reports and rosters shall be submitted by the applicable deadlines. F. Fire Hydrants. The Fire Department should report any malfunctions or damage to hydrants to the owner of the water distribution system. 3 27 G. Emergency/Disaster Response. Fire Department shall follow the Orange County Emergency Operation Framework (EOF) Policy when responding to an emergency or disaster. H. State of Emergency. County requests that Fire Department, when available, assist with the following services, but not limited to, before, during, and following times of emergency/disaster: 1) Debris Clearance; 2) Traffic Control; 3) Alert and Warning; 4) Search and Rescue; 5) Evacuation Notification and Coordination; and 6) other life-saving and property protection measures as necessary. All operations shall be in accordance with the Orange County Orange County Emergency Operation Framework (EOF) Policy. I. Medical Responder Services. When Fire Department provides Medical Responder Services assistance, it shall be done in accordance with the rules set forth by the Orange County Medical Director. 13. The Fire Department shall submit to an audit by a Certified Public Accountant, which will be paid for by the County, and shall be in conformity with General Accepted Accounting Principles. If an audit has already been performed by a certified entity, the Fire Department shall present the County with a copy of that audit. Such audit to be provided on or before December 31 st of each year, and to be in conformity with the most recent audit policies of the County and the North Carolina Local Government Commission. Further, the fire department agrees to comply with County budgeting procedures including a mid-year financial statement and other procedures provided for by State Law and agree to submit budget estimates to the Board of Commissioners on the standard forms used by County departments. The Fire Department also agrees to use standard line items for accounting as requested by the County Finance Department. A. In the event that the audit reveals any reportable and/or material issue(s) with regard to compliance with generally accepted accounting principles, or any material weakness or significant deficiencies, the fire department shall provide a written statement to the county that contains an explanation of each issue and an action plan (with implementation timetable) for resolving each such issue, weakness and/or deficiency, and shall provide periodic reports to the county on progress made in resolution of each issue, weakness and/or deficiency. If resolution of such issues, weakness or deficiencies requires professional advice on the part of that fire department's (or county's) auditor, the fire department shall bear the cost of such advice. B. Should the fire department fail to submit its audit report to the county within the above time period, the county will suspend all funds immediately until the audit is delivered as set forth above, except that the county's Chief Financial Officer may grant a reasonable submittal extension if the department is unable to deliver the audit for reasons beyond the control of the fire department or the auditor. C. The fire department agrees that if its financial records are judged to be un-auditable for purposes of an audit or establishment of a budget 4 28 by the county's chief financial officer or the independent audit firm, or if a regular or special audit by a certified public accountant reveals competent evidence of reckless or willful financial mismanagement practices or intentional or criminal wrongdoing, the fire department's Board of Directors will be notified by the county. At that time, the county and Board of Directors may jointly name a trustee who will assume responsibility for management and financial decision-making for the fire department until such time as the county and fire department's Board of Directors agree that the fire department's finances have been stabilized to the extent required to satisfy the financial management provisions of this contract. 14. The Fire Department shall comply with the County budgeting procedures, and shall submit annual budget estimates in accordance with established County budget timetables. A supporting letter of request for the proposed tax rate shall be signed by the Fire Department's president upon approval of its Board of Directors. The County will provide the Fire Department with standard forms for budget submission and the Fire Department shall use such standard forms. 15. The Fire Department shall comply with the State of North Carolina purchasing procedures for local governments as identified in Attachment #1, as well as other procedures provided for by state law. 16. The Fire Department shall file with the County Fire Marshal a true copy of its Articles of Incorporation, Bylaws, and shall furnish any changes made thereto not less than thirty (30) days prior to their effective dates. Further, the Fire Department agrees to amend its Articles of Incorporation and Bylaws as necessary to meet all minimum legal requirements for a North Carolina nonprofit corporation, as required by the provisions of Chapter 55A of the General Statutes of North Carolina. Should Fire Department be notified that it has failed to meet all minimum legal requirements for a North Carolina nonprofit corporation and/or failed to maintain its federal, state, or local tax-exempt status the Fire Department shall, within thirty (30) days of such notification, begin taking appropriate steps to remedy said failure. Should said failure not be appropriately remedied within ninety (90) days after such notification the County may withhold special district tax revenues until such time as the Fire Department meets all minimum legal requirements of Chapter 55A of the General Statutes of North Carolina and/or until such time as the Fire Department's tax- exempt status is restored. 17. In the event the Fire Department dissolves then the Fire Department shall deliver, release, and convey to the County all its equipment, cash, or other assets to be used by the County exclusively for the provision of fire protection services, rescue services, or Medical Responder services within the District. Any such dissolution shall comply with applicable laws of North Carolina. If Fire Department ceases to provide either fire protection services, rescue services, or Medical Responder services within the District Fire Department shall deliver, release, and convey to County all of its equipment, cash, or other assets used for those specific services the Fire Department has ceased to provide, to be used by the County exclusively for the provision of fire protection services, rescues services, or Medical Responder 5 29 services within the District. Should the terms of this paragraph conflict with Fire Department's Articles of Incorporation the Articles of Incorporation shall control. 18. The Fire Department agrees to hold harmless and indemnify the County from and against any and all liability and expenses including attorney fees, court costs and other costs incurred by the County caused by any act or omission of the Fire Department, its agents and employees. The Department shall purchase and maintain, during the term of this Agreement, and any extension hereof, at least the following insurance coverage: A. Comprehensive Automobile Liability Insurance with combined single limits of at least one million dollars ($1,000,000) per occurrence. Coverage shall be provided under a symbol 1". Coverage shall apply, on an excess basis for hired, borrowed and non-owned vehicles. Coverage shall apply, on a primary basis, for commandeered vehicles. Volunteers or employees shall be considered insureds and volunteers and employees shall have coverage in excess of their personal auto liability limits when they are using their vehicles on behalf of the Fire Department. Fellow member liability shall be provided. Auto pollution liability shall be included in the coverage. B. Auto physical damage shall be provided on an agreed value basis. Coverage shall be included for hire, borrowed or commandeered vehicles without a limit of liability. Coverage shall be provided to bring replacement vehicle up to the most current national standards, such as NFPA or DOT. C. Comprehensive General Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) aggregate. The aggregate shall apply per named insured and per insured location. The policy shall include the following coverage: Volunteers or employees as insureds, Medical Malpractice, Good Samaritan Liability Coverage, Intentional Acts Coverage for both bodily injury and or property damage, Fellow Member Liability, Non-owned Watercraft, Fire Damage Legal Liability with limits of one million dollars ($1,000,000), Pollution Liability arising out of emergency operations, training activities or equipment wash downs. D. Directors and Officers Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence with two million dollars ($2,000,000) aggregate. This policy shall include coverage for prior acts. The insureds shall include current volunteers and employees, former volunteers and employees, and any persons or organizations providing service to the Department under a mutual aid or similar agreement. Coverage shall include civil rights type suits such as discrimination and sexual harassment; liability arising out of the administration of benefit plans for employees or volunteers and employment related practice suites. Coverage shall include claims made for future compensation and benefits lost from wrongful termination of an employee. E. Umbrella Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and one million dollars ($1,000,000) 6 30 aggregate. The umbrella policy shall provide excess coverage over the Auto Liability Policy, General Liability Policy, and the Employer's Liability Section of the Workers' Compensation Policy. Volunteers and employees shall be included as insureds. F. The Department shall maintain Property Insurance protecting against the risk of direct physical loss or damage. The policy covering the building shall be written on a Guaranteed Replacement Cost Basis, with coverage included for Building Ordinance, Flood, and Earthquake. Coverage shall include Commandeered Property in the amount of two-hundred fifty thousand dollars ($250,000). Contents coverage shall be provided on a replacement cost basis. Coinsurance penalties shall not apply. G. Portable Equipment Coverage shall be provided protecting against the risk of direct physical loss or damage, including electrical surges. Coverage shall be provided on a Guaranteed Replacement Cost Basis. H. The Automobile Liability Policy, General Liability Policy, Umbrella Liability Policy and Management Liability Policy shall name the County as an additional insured. The Department shall furnish the County with Certificates of Insurance showing the type of policy, limits of liability, name of insurance companies, policy numbers, effective dates and expiration dates of policies. I. Workers' Compensation Insurance covering all volunteers and salaries firefighters meeting statutory limits in compliance with applicable State and Federal Laws. J. Each policy shall also contain a ten (10) day notice to the County in the event of cancellation or modification of any stipulated insurance coverage. 19. In connection with the performance of this Agreement, the Fire Department agrees not to discriminate against any employee, member, or applicant for employment or membership because of race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. Employees, members and applicants must be competent and capable to perform the requirements of the job. The Fire Department agrees to take all reasonable measures to insure that applicants are employed, and that employees are treated appropriately, during their employment, without regard to their race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. 20. Term. This Agreement shall continue for a term of five (5) years unless terminated as hereinafter provided. This Agreement may be renewed for two additional five- year terms upon mutual agreement of the Parties. The Parties shall acknowledge their intent to renew this Agreement for an additional five year term in a writing signed by both Parties no later than six month before the end of the Term. Either Party may terminate this Agreement effective at the end of any fiscal year by giving the other Party notice at least one (1) year in advance of the end of the fiscal year that the Agreement is to terminate. 7 31 21. This Agreement sets forth the entire understanding of the parties and supersedes any and all prior agreements, arrangements, and understandings related to the subject matter hereto. This Agreement may not be changed or terminated except in writing and as provided herein, and no notice shall be effective unless evidenced by a written instrument duly executed by the Party or Parties, hereto. 22. Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address identified on the signature page of this Agreement and delivered either in person, by email, by facsimile, by registered or certified mail, or by commercial courier service. All notices shall be effective upon the date of receipt. 23. Any provision or part of this Agreement held to be void or unenforceable under any Laws or Regulations shall be deemed stricken and all remaining provisions shall continue to be valid and binding upon the Parties. The Parties agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 24. That this Agreement shall be binding upon and inure to the benefit of the parties and their respective successors, legal representatives and assigns, but this Agreement may not be assigned by either party without prior written consent of the other party, which may be withheld in the sole discretion of a party. 25. No act or failure to act by the County or the Fire Department shall constitute a waiver of any right or duty granted to the Parties by the terms of this Agreement. Nor shall any act or failure to act constitute any approval except as specifically agreed to in writing. 26. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Fire Department affirms that Fire Department is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Fire Department certifies that Fire Department has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Fire Department certifies that they have not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. 27. Fire Department shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. 8 32 28. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. IN WITNESS WHEREOF, the County has caused this instrument to be executed by the Chairperson of the Board of County Commissioners and attested by the Clerk to the Board of County Commissioners, and the Fire Department has caused this instrument to be signed in its corporate name by its President, attested by its Secretary, and its corporate seal hereto affixed, all by order of its Board of Directors. Acknowledged and agreed to the day and date first above recorded. ORANGE COUNTY FIRE DEPARTMENT BY: BY: Chair President Address: Address: Contact Person: Contact Person: ATTEST: ATTEST: Clerk Board of Commissioners Secretary (County Seal) (Corporate Seal) 9 33 Attachment 1 10 34 Dollar Thresholds in North Carolina Public Contracting statutes 0JIvOFDollu Ilmfts and statutory autftortty current as of November 1,2015 FormM Mddhq (estinotedcost ofawroct) Construction or repair contracts $S00,000 and above G-S.143-129 Purdhaw of apparatus,supplies,materials,and equipment S90,000 and above G5.143-129 Infortnal bidding ( um9costafrnntract) Construction Of repair contracts $30,000 to formal unit GS.143-131 Purchase of apparatus,supplies,materials,and equiprr.ent $30,000 to formal limit GS 143-131 Constructlort methods authorized for building projects Over$300,000 GS 143-128(a1; Separate Prime festmatedcost ofproyect) Single Prime Dual Bidding Construction Management at Risk iGS.143-128.1) Design-Build and Design-$wild Bridging(ES 143-128.1A;G.S.143-128,18) Public Private Partnership(P3)(G-S. 14342R IQ Historically Underutilized Business(HUB)requirements Budding construction or repair projects —Projects with state funding kyA mole 10%godreiquire:0 $100,000 ormore G.5.143.128.2(a) —Locally funded projects domed NUB requirements) S300,000 ornsore GS 143-128-20) --Projects in informal bidding range(nforrrwl HUB requirwwnts) $30,000 to$500,0D0' GS 143.131(b) 'Note Format HA,®requirements shardd be used for AnibmuRy bid prgletits o%MV betwem S.MOWand SSOtf,00b Um t on use of own forces(Force account work] (not to ezceeO G5.743-13S Construction or repair projects SS0 OW(total profectCost)ait $200,000(krbaro*cost) Bid bond or deposit Construction or repair contracts(at least 5%o(bidarrrount) Forma)bids(S50R,0W and above) G_5.143-129(b) Purchase contracts Not required Per fonnanaefPsyntent bonds Construction or repair contracts(100%dcantruct omount) Each contract over$50,000 of G.S.143-129(cl; project costing over S300,DD0 G_S.44A-26 Purchase contacts Not required General contractor's license required 53 AO and above GS.87-1 Exemption Force account work(see above) Owner-builder affidavit requirea Force account work(see abowl G.5.87-14M1I Use of licensed archltect or engineer required Nonstructural work $300,000 and above GS 133.1.1(a) Structural repair,additions or new construction $13S,000"above Repair work affecting We safety systems S100,000 and above S@lectbn of ar Mtect,engineer,surv@M,eonshucflon manager at rbk,or ded"Ild contractor 'Qualification-Based Selection'procedure(QBS) Al contracts uniesseartvpted G_S.143-64,31 Exemption authorized Only projects where estimated G5-14344.32 flee is less than S50,000 From A Lego f Guide to Aadvamig and Controc oN for North Cam&x Local Gownrnents end ed.,by Frayda S.Bluestein, a 2w4 by the Sdrool of Government,The University of North[aroma at Chapel Hill AD n is reserved. 11 35 STATE OF NORTH CAROLINA ORANGE COUNTY FIRE PROTECTION AND EMERGENCY SERVICES AGREEMENT THIS AGREEMENT (this "Agreement"), made and entered into this day of 20 by and between Orange County, hereinafter referred to as the "County" and Caldwell Fire Department, hereinafter referred to as the "Fire Department', referred to herein as "Party" and/or collectively as the "Parties". WITNESSETH: 1. County created the Little River Fire Protection District (the "District') as a special tax district pursuant to Chapter 69 of the North Carolina General Statutes and desires to contract with Fire Department for fire protection and other services as set out herein. 2. Pursuant to §NCGS 69-25.4 the County agrees that it will cause to be assessed or levied a special tax of not more than Fifteen cents ($.15) per one-hundred dollar ($100) valuation of all real and personal property in the District unless otherwise limited or prohibited by law or a vote of the people, and will collect said tax as a part of the ad valorem taxes of Orange County; provided however, the amount levied annually shall be based on the needs projected in the budget estimate submitted by the Fire Department to the County as approved by the Orange County Board of Commissioners in its annual budget or as they may otherwise determine. 3. That a special or separate fund shall be maintained by the County for funds collected as a result of said special tax. 4. That from said special tax district the Board of County Commissioners will approve a Fire Protection District tax rate and Annual Budget for the Fire Department. The County agrees to remit quarterly payments, by the 15t" day of the first month of each quarter. The total quarterly payments to the fire department will equal the annual budget. 5. The Fire Department shall provide and furnish adequate fire protection services and shall provide the necessary equipment, personnel, and other resources as determined by the North Carolina Department of Insurance, Fire and Rescue Service Division, and the Insurance Service Office for all persons and property located within the District. Fire Department currently has an insurance rating of Class 5, and during the term of this Agreement will maintain at least a 9E insurance rating. Fire Department will furnish fire and rescue services free of charge to all persons and individuals within the District (excluding non-public commercial transportation). Fire Department shall strive to maintain the current ISO rating of 5 or look to achieve an ISO rating of 4 (or better). This section does not preclude the Fire Department from charging a pre-arranged nominal fee when standing by for special events. 6. That all funds paid to the Fire Department by the County shall be used exclusively by the Fire Department to provide fire protection services within the District (See Exhibit 1), and the Fire Department may also use said funds to provide Medical Responder and rescue services within the District, and to pay other legitimate fire, rescue, and 1 36 Medical Responder expenses attributable to the services rendered within the District. This does not preclude mutual aid agreements. 7. The Fire Department shall provide Medical Responder Services within the District. Medical Responder Services are defined as the provision of Basic Life Support treatment as needed until such time as more highly trained personnel arrive on scene. Such Medical Responder Services may be provided through mutual aid agreements or through third party contracts 8. The Fire Department shall provide Hazardous Materials Response Services according to the North Carolina Department of Insurance North Carolina Fire Rescue Commission Haz-Mat 1 Responder level for all operational responses in the district. Hazardous Materials Response Services are defined as defensive actions necessary to protect life, property and the environment from the effects of the release. 9. The Fire Department shall provide Rescue Services to all persons and individuals within the District. Rescue Services are defined as the removal, extrication, or freeing of individuals from vehicle confinement or danger. Fire Department shall maintain any current rescue certifications through the Rescue Association. Such Rescue Services may be provided through mutual aid agreements or through third party contracts. 10. Notwithstanding Section 6 above Fire Department may provide fire protection services outside the District subject to the following terms and conditions: A. That Fire Department is authorized to extend their primary insurance fire protection services in surrounding fire insurance districts to better serve the citizens by eliminating a class 10 area in the neighboring fire district. The fire department shall provide a notarized agreement between the fire departments submitted to the fire marshal for processing to the Board of County Commissioners. B. Fire Department shall not expend any funds or resources appropriated for the use of persons and individuals in the Cane Creek Fire District for the primary fire protection services outside the area of surrounding response districts. In the event any such expenditure occurs for primary fire protection outside of their insurance response to a neighboring district, the Fire Department shall immediately notify the County and Fire Department shall take corrective measures to rectify the expenditure and to ensure such expenditure shall not be repeated. This does not preclude fire departments in the county to expend funds toward a fire district in this county for the creation and use of a joint facility to be utilized for training in fire, rescue and other emergency services. 11. That Fire Department shall enter into an agreement with surrounding Departments in which the Fire Department provides compensation to those surrounding Departments for their availability and service providing primary fire protection services in an Orange Rural Class 10 insurance response areas. 2 37 12. In providing the services contemplated herein the Fire Department shall operate in compliance with all applicable State and local laws and regulations including, but not limited to the North Carolina Fire Incident Reporting System (G.S. 58-79-45, NC Administrative Code, §.0402). The Fire Department shall submit electronic incident reports on a quarterly basis to the Office of the North Carolina State Fire Marshal. The Fire Department further agrees to notify the Orange County Fire Marshal's Office of the annual corporation meeting and provide a current list of its Board of Directors no later than 14 days after the by-laws declare new members take office. The Fire Department shall provide a copy of the certified personnel roster submitted to the N.C. State Firefighter Association to the Fire Marshal's Office at the time of submission to the association. The fire department agrees to work with Emergency Management to resource type personnel, apparatus including pump and tank size, and specialized fire suppression equipment in Salamander or other software used by Emergency Services. The fire department shall immediately notify the Fire Marshal's Office where there is a change in fire chief. The County shall have the right to inspect all books and accounts for the Fire Department at any time. Said inspection shall be conducted by the Orange County Fire Marshal and/or Orange County Finance Office and/or their designee. The following minimal performance standards are agreed upon by the County and the Fire Department and are a part of this contract: A. Response Time. Fire Department should have the goal of having a response time that exercises due diligence to responding to all emergencies when notified of the emergency. B. Personnel on Scene. Fire Department should have adopted standard operating guidelines that address the appropriate number of firefighters needed on all type fire calls. The National Incident Management System shall be used at all incidents to manage personnel. C. Training. Fire Department shall have the minimum standard training requirements set forth by the State of North Carolina and NC Department of Labor for providing fire and emergency services provided by the Fire Department. For purposes of this agreement emergency services includes both Medical Responder services, hazardous materials services, and rescue services. D. Fire Investigations. The Fire Department officer in charge at all fire scenes shall attempt to determine the cause and origin of every fire. When the officer in charge cannot determine the cause and origin of the fire, or if the cause is suspected to be of an incendiary nature, the officer in charge may request assistance from the Orange County Fire Marshal's Office. E. Reports. Fire Department shall keep all records according to state law for retention. All State and county required reports and rosters shall be submitted by the applicable deadlines. F. Fire Hydrants. The Fire Department should report any malfunctions or damage to hydrants to the owner of the water distribution system. 3 38 G. Emergency/Disaster Response. Fire Department shall follow the Orange County Emergency Operation Framework (EOF) Policy when responding to an emergency or disaster. H. State of Emergency. County requests that Fire Department, when available, assist with the following services, but not limited to, before, during, and following times of emergency/disaster: 1) Debris Clearance; 2) Traffic Control; 3) Alert and Warning; 4) Search and Rescue; 5) Evacuation Notification and Coordination; and 6) other life-saving and property protection measures as necessary. All operations shall be in accordance with the Orange County Orange County Emergency Operation Framework (EOF) Policy. I. Medical Responder Services. When Fire Department provides Medical Responder Services assistance, it shall be done in accordance with the rules set forth by the Orange County Medical Director. 13. The Fire Department shall submit to an audit by a Certified Public Accountant, which will be paid for by the County, and shall be in conformity with General Accepted Accounting Principles. If an audit has already been performed by a certified entity, the Fire Department shall present the County with a copy of that audit. Such audit to be provided on or before December 31 sc of each year, and to be in conformity with the most recent audit policies of the County and the North Carolina Local Government Commission. Further, the fire department agrees to comply with County budgeting procedures including a mid-year financial statement and other procedures provided for by State Law and agree to submit budget estimates to the Board of Commissioners on the standard forms used by County departments. The Fire Department also agrees to use standard line items for accounting as requested by the County Finance Department. A. In the event that the audit reveals any reportable and/or material issue(s) with regard to compliance with generally accepted accounting principles, or any material weakness or significant deficiencies, the fire department shall provide a written statement to the county that contains an explanation of each issue and an action plan (with implementation timetable) for resolving each such issue, weakness and/or deficiency, and shall provide periodic reports to the county on progress made in resolution of each issue, weakness and/or deficiency. If resolution of such issues, weakness or deficiencies requires professional advice on the part of that fire department's (or county's) auditor, the fire department shall bear the cost of such advice. B. Should the fire department fail to submit its audit report to the county within the above time period, the county will suspend all funds immediately until the audit is delivered as set forth above, except that the county's Chief Financial Officer may grant a reasonable submittal extension if the department is unable to deliver the audit for reasons beyond the control of the fire department or the auditor. C. The fire department agrees that if its financial records are judged to be un-auditable for purposes of an audit or establishment of a budget by the county's chief financial officer or the independent audit firm, or 4 39 if a regular or special audit by a certified public accountant reveals competent evidence of reckless or willful financial mismanagement practices or intentional or criminal wrongdoing, the fire department's Board of Directors will be notified by the county. At that time, the county and Board of Directors may jointly name a trustee who will assume responsibility for management and financial decision-making for the fire department until such time as the county and fire department's Board of Directors agree that the fire department's finances have been stabilized to the extent required to satisfy the financial management provisions of this contract. 14. The Fire Department shall comply with the County budgeting procedures, and shall submit annual budget estimates in accordance with established County budget timetables. A supporting letter of request for the proposed tax rate shall be signed by the Fire Department's president upon approval of its Board of Directors. The County will provide the Fire Department with standard forms for budget submission and the Fire Department shall use such standard forms. 15. The Fire Department shall comply with the State of North Carolina purchasing procedures for local governments as identified in Attachment #1, as well as other procedures provided for by state law. 16. The Fire Department shall file with the County Fire Marshal a true copy of its Articles of Incorporation, Bylaws, and shall furnish any changes made thereto not less than thirty (30) days prior to their effective dates. Further, the Fire Department agrees to amend its Articles of Incorporation and Bylaws as necessary to meet all minimum legal requirements for a North Carolina nonprofit corporation, as required by the provisions of Chapter 55A of the General Statutes of North Carolina. Should Fire Department be notified that it has failed to meet all minimum legal requirements for a North Carolina nonprofit corporation and/or failed to maintain its federal, state, or local tax-exempt status the Fire Department shall, within thirty (30) days of such notification, begin taking appropriate steps to remedy said failure. Should said failure not be appropriately remedied within ninety (90) days after such notification the County may withhold special district tax revenues until such time as the Fire Department meets all minimum legal requirements of Chapter 55A of the General Statutes of North Carolina and/or until such time as the Fire Department's tax- exempt status is restored. 17. In the event the Fire Department dissolves then the Fire Department shall deliver, release, and convey to the County all its equipment, cash, or other assets to be used by the County exclusively for the provision of fire protection services, rescue services, or Medical Responder services within the District. Any such dissolution shall comply with applicable laws of North Carolina. If Fire Department ceases to provide either fire protection services, rescue services, or Medical Responder services within the District Fire Department shall deliver, release, and convey to County all of its equipment, cash, or other assets used for those specific services the Fire Department has ceased to provide, to be used by the County exclusively for the provision of fire protection services, rescues services, or Medical Responder services within the District. Should the terms of this paragraph conflict with Fire Department's Articles of Incorporation the Articles of Incorporation shall control. 5 40 18. The Fire Department agrees to hold harmless and indemnify the County from and against any and all liability and expenses including attorney fees, court costs and other costs incurred by the County caused by any act or omission of the Fire Department, its agents and employees. The Department shall purchase and maintain, during the term of this Agreement, and any extension hereof, at least the following insurance coverage: A. Comprehensive Automobile Liability Insurance with combined single limits of at least one million dollars ($1,000,000) per occurrence. Coverage shall be provided under a symbol 1". Coverage shall apply, on an excess basis for hired, borrowed and non-owned vehicles. Coverage shall apply, on a primary basis, for commandeered vehicles. Volunteers or employees shall be considered insureds and volunteers and employees shall have coverage in excess of their personal auto liability limits when they are using their vehicles on behalf of the Fire Department. Fellow member liability shall be provided. Auto pollution liability shall be included in the coverage. B. Auto physical damage shall be provided on an agreed value basis. Coverage shall be included for hire, borrowed or commandeered vehicles without a limit of liability. Coverage shall be provided to bring replacement vehicle up to the most current national standards, such as NFPA or DOT. C. Comprehensive General Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) aggregate. The aggregate shall apply per named insured and per insured location. The policy shall include the following coverage: Volunteers or employees as insureds, Medical Malpractice, Good Samaritan Liability Coverage, Intentional Acts Coverage for both bodily injury and or property damage, Fellow Member Liability, Non-owned Watercraft, Fire Damage Legal Liability with limits of one million dollars ($1,000,000), Pollution Liability arising out of emergency operations, training activities or equipment wash downs. D. Directors and Officers Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence with two million dollars ($2,000,000) aggregate. This policy shall include coverage for prior acts. The insureds shall include current volunteers and employees, former volunteers and employees, and any persons or organizations providing service to the Department under a mutual aid or similar agreement. Coverage shall include civil rights type suits such as discrimination and sexual harassment; liability arising out of the administration of benefit plans for employees or volunteers and employment related practice suites. Coverage shall include claims made for future compensation and benefits lost from wrongful termination of an employee. E. Umbrella Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and one million dollars ($1,000,000) aggregate. The umbrella policy shall provide excess coverage over the Auto Liability Policy, General Liability Policy, and the Employer's Liability 6 41 Section of the Workers' Compensation Policy. Volunteers and employees shall be included as insureds. F. The Department shall maintain Property Insurance protecting against the risk of direct physical loss or damage. The policy covering the building shall be written on a Guaranteed Replacement Cost Basis, with coverage included for Building Ordinance, Flood, and Earthquake. Coverage shall include Commandeered Property in the amount of two-hundred fifty thousand dollars ($250,000). Contents coverage shall be provided on a replacement cost basis. Coinsurance penalties shall not apply. G. Portable Equipment Coverage shall be provided protecting against the risk of direct physical loss or damage, including electrical surges. Coverage shall be provided on a Guaranteed Replacement Cost Basis. H. The Automobile Liability Policy, General Liability Policy, Umbrella Liability Policy and Management Liability Policy shall name the County as an additional insured. The Department shall furnish the County with Certificates of Insurance showing the type of policy, limits of liability, name of insurance companies, policy numbers, effective dates and expiration dates of policies. I. Workers' Compensation Insurance covering all volunteers and salaries firefighters meeting statutory limits in compliance with applicable State and Federal Laws. J. Each policy shall also contain a ten (10) day notice to the County in the event of cancellation or modification of any stipulated insurance coverage. 19. In connection with the performance of this Agreement, the Fire Department agrees not to discriminate against any employee, member, or applicant for employment or membership because of race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. Employees, members and applicants must be competent and capable to perform the requirements of the job. The Fire Department agrees to take all reasonable measures to insure that applicants are employed, and that employees are treated appropriately, during their employment, without regard to their race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. 20. Term. This Agreement shall continue for a term of five (5) years unless terminated as hereinafter provided. This Agreement may be renewed for two additional five- year terms upon mutual agreement of the Parties. The Parties shall acknowledge their intent to renew this Agreement for an additional five year term in a writing signed by both Parties no later than six month before the end of the Term. Either Party may terminate this Agreement effective at the end of any fiscal year by giving the other Party notice at least one (1) year in advance of the end of the fiscal year that the Agreement is to terminate. 21. This Agreement sets forth the entire understanding of the parties and supersedes any and all prior agreements, arrangements, and understandings related to the 7 42 subject matter hereto. This Agreement may not be changed or terminated except in writing and as provided herein, and no notice shall be effective unless evidenced by a written instrument duly executed by the Party or Parties, hereto. 22. Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address identified on the signature page of this Agreement and delivered either in person, by email, by facsimile, by registered or certified mail, or by commercial courier service. All notices shall be effective upon the date of receipt. 23. Any provision or part of this Agreement held to be void or unenforceable under any Laws or Regulations shall be deemed stricken and all remaining provisions shall continue to be valid and binding upon the Parties. The Parties agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 24. That this Agreement shall be binding upon and inure to the benefit of the parties and their respective successors, legal representatives and assigns, but this Agreement may not be assigned by either party without prior written consent of the other party, which may be withheld in the sole discretion of a party. 25. No act or failure to act by the County or the Fire Department shall constitute a waiver of any right or duty granted to the Parties by the terms of this Agreement. Nor shall any act or failure to act constitute any approval except as specifically agreed to in writing. 26. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Fire Department affirms that Fire Department is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Fire Department certifies that Fire Department has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Fire Department certifies that they have not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. 27. Fire Department shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. 8 43 28. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. IN WITNESS WHEREOF, the County has caused this instrument to be executed by the Chairperson of the Board of County Commissioners and attested by the Clerk to the Board of County Commissioners, and the Fire Department has caused this instrument to be signed in its corporate name by its President, attested by its Secretary, and its corporate seal hereto affixed, all by order of its Board of Directors. Acknowledged and agreed to the day and date first above recorded. ORANGE COUNTY FIRE DEPARTMENT BY: BY: Chair President Address: Address: Contact Person: Contact Person: ATTEST: ATTEST: Clerk Board of Commissioners Secretary (County Seal) (Corporate Seal) 9 44 Attachment 1 10 45 Dollar Thresholds in North Carolina Public Contracting statutes 0JIvOFDollu Ilmfts and statutory autftortty current as of November 1,2015 FormM Mddhq (estinotedcost ofawroct) Construction or repair contracts $S00,000 and above G-S.143-129 Purdhaw of apparatus,supplies,materials,and equipment S90,000 and above G5.143-129 Infortnal bidding ( um9costafrnntract) Construction Of repair contracts $30,000 to formal unit GS.143-131 Purchase of apparatus,supplies,materials,and equiprr.ent $30,000 to formal limit GS 143-131 Constructlort methods authorized for building projects Over$300,000 GS 143-128(a1; Separate Prime festmatedcost ofproyect) Single Prime Dual Bidding Construction Management at Risk iGS.143-128.1) Design-Build and Design-$wild Bridging(ES 143-128.1A;G.S.143-128,18) Public Private Partnership(P3)(G-S. 14342R IQ Historically Underutilized Business(HUB)requirements Budding construction or repair projects —Projects with state funding kyA mole 10%godreiquire:0 $100,000 ormore G.5.143.128.2(a) —Locally funded projects domed NUB requirements) S300,000 ornsore GS 143-128-20) --Projects in informal bidding range(nforrrwl HUB requirwwnts) $30,000 to$500,0D0' GS 143.131(b) 'Note Format HA,®requirements shardd be used for AnibmuRy bid prgletits o%MV betwem S.MOWand SSOtf,00b Um t on use of own forces(Force account work] (not to ezceeO G5.743-13S Construction or repair projects SS0 OW(total profectCost)ait $200,000(krbaro*cost) Bid bond or deposit Construction or repair contracts(at least 5%o(bidarrrount) Forma)bids(S50R,0W and above) G_5.143-129(b) Purchase contracts Not required Per fonnanaefPsyntent bonds Construction or repair contracts(100%dcantruct omount) Each contract over$50,000 of G.S.143-129(cl; project costing over S300,DD0 G_S.44A-26 Purchase contacts Not required General contractor's license required 53 AO and above GS.87-1 Exemption Force account work(see above) Owner-builder affidavit requirea Force account work(see abowl G.5.87-14M1I Use of licensed archltect or engineer required Nonstructural work $300,000 and above GS 133.1.1(a) Structural repair,additions or new construction $13S,000"above Repair work affecting We safety systems S100,000 and above S@lectbn of ar Mtect,engineer,surv@M,eonshucflon manager at rbk,or ded"Ild contractor 'Qualification-Based Selection'procedure(QBS) Al contracts uniesseartvpted G_S.143-64,31 Exemption authorized Only projects where estimated G5-14344.32 flee is less than S50,000 From A Lego f Guide to Aadvamig and Controc oN for North Cam&x Local Gownrnents end ed.,by Frayda S.Bluestein, a 2w4 by the Sdrool of Government,The University of North[aroma at Chapel Hill AD n is reserved. 11 46 STATE OF NORTH CAROLINA ORANGE COUNTY FIRE PROTECTION AND EMERGENCY SERVICES AGREEMENT THIS AGREEMENT (this "Agreement"), made and entered into this day of , 20 by and between Orange County, hereinafter referred to as the "County" and New Hope Fire Department, hereinafter referred to as the "Fire Department", referred to herein as "Party" and/or collectively as the "Parties". WITNESSETH: 1. County created the New Hope Fire Protection District (the "District") as a special tax district pursuant to Chapter 69 of the North Carolina General Statutes and desires to contract with Fire Department for fire protection and other services as set out herein. 2. Pursuant to §NCGS 69-25.4 the County agrees that it will cause to be assessed or levied a special tax of not more than Fifteen cents ($.15) per one-hundred dollar ($100) valuation of all real and personal property in the District unless otherwise limited or prohibited by law or a vote of the people, and will collect said tax as a part of the ad valorem taxes of Orange County; provided however, the amount levied annually shall be based on the needs projected in the budget estimate submitted by the Fire Department to the County as approved by the Orange County Board of Commissioners in its annual budget or as they may otherwise determine. 3. That a special or separate fund shall be maintained by the County for funds collected as a result of said special tax. 4. That from said special tax district the Board of County Commissioners will approve a Fire Protection District tax rate and Annual Budget for the Fire Department. The County agrees to remit quarterly payments, by the 15t" day of the first month of each quarter. The total quarterly payments to the fire department will equal the annual budget. 5. The Fire Department shall provide and furnish adequate fire protection services and shall provide the necessary equipment, personnel, and other resources as determined by the North Carolina Department of Insurance, Fire and Rescue Service Division, and the Insurance Service Office for all persons and property located within the District. Fire Department currently has an insurance rating of Class , and during the term of this Agreement will maintain at least a 9E insurance rating. Fire Department will furnish fire and rescue services free of charge to all persons and individuals within the District (excluding non-public commercial transportation). Fire Department shall strive to maintain the current ISO rating of or look to achieve an ISO rating of (or better). This section does not preclude the Fire Department from charging a pre-arranged nominal fee when standing by for special events. 6. That all funds paid to the Fire Department by the County shall be used exclusively by the Fire Department to provide fire protection services within the District (See Exhibit 1), and the Fire Department may also use said funds to provide Medical Responder 1 47 and rescue services within the District, and to pay other legitimate fire, rescue, and Medical Responder expenses attributable to the services rendered within the District. This does not preclude mutual aid agreements. 7. The Fire Department shall provide Medical Responder Services within the District. Medical Responder Services are defined as the provision of Basic Life Support treatment as needed until such time as more highly trained personnel arrive on scene. Such Medical Responder Services may be provided through mutual aid agreements or through third party contracts 8. The Fire Department shall provide Hazardous Materials Response Services according to the North Carolina Department of Insurance North Carolina Fire Rescue Commission Haz-Mat 1 Responder level for all operational responses in the district. Hazardous Materials Response Services are defined as defensive actions necessary to protect life, property and the environment from the effects of the release. 9. The Fire Department shall provide Rescue Services to all persons and individuals within the District. Rescue Services are defined as the removal, extrication, or freeing of individuals from vehicle confinement or danger. Fire Department shall maintain any current rescue certifications through the Rescue Association. Such Rescue Services may be provided through mutual aid agreements or through third party contracts. 10. Notwithstanding Section 6 above Fire Department may provide fire protection services outside the District subject to the following terms and conditions: A. That Fire Department is authorized to extend their primary insurance fire protection services in surrounding fire insurance districts to better serve the citizens by eliminating a class 10 area in the neighboring fire district. The fire department shall provide a notarized agreement between the fire departments submitted to the fire marshal for processing to the Board of County Commissioners. B. Fire Department shall not expend any funds or resources appropriated for the use of persons and individuals in the Cane Creek Fire District for the primary fire protection services outside the area of surrounding response districts. In the event any such expenditure occurs for primary fire protection outside of their insurance response to a neighboring district, the Fire Department shall immediately notify the County and Fire Department shall take corrective measures to rectify the expenditure and to ensure such expenditure shall not be repeated. This does not preclude fire departments in the county to expend funds toward a fire district in this county for the creation and use of a joint facility to be utilized for training in fire, rescue and other emergency services. 11. That Fire Department shall enter into an agreement with surrounding Departments in which the Fire Department provides compensation to those surrounding Departments for their availability and service providing primary fire protection services in an Orange Rural Class 10 insurance response areas. 2 48 12. In providing the services contemplated herein the Fire Department shall operate in compliance with all applicable State and local laws and regulations including, but not limited to the North Carolina Fire Incident Reporting System (G.S. 58-79-45, NC Administrative Code, §.0402). The Fire Department shall submit electronic incident reports on a quarterly basis to the Office of the North Carolina State Fire Marshal. The Fire Department further agrees to notify the Orange County Fire Marshal's Office of the annual corporation meeting and provide a current list of its Board of Directors no later than 14 days after the by-laws declare new members take office. The Fire Department shall provide a copy of the certified personnel roster submitted to the N.C. State Firefighter Association to the Fire Marshal's Office at the time of submission to the association. The fire department agrees to work with Emergency Management to resource type personnel, apparatus including pump and tank size, and specialized fire suppression equipment in Salamander or other software used by Emergency Services. The fire department shall immediately notify the Fire Marshal's Office where there is a change in fire chief. The County shall have the right to inspect all books and accounts for the Fire Department at any time. Said inspection shall be conducted by the Orange County Fire Marshal and/or Orange County Finance Office and/or their designee. The following minimal performance standards are agreed upon by the County and the Fire Department and are a part of this contract: A. Response Time. Fire Department should have the goal of having a response time that exercises due diligence to responding to all emergencies when notified of the emergency. B. Personnel on Scene. Fire Department should have adopted standard operating guidelines that address the appropriate number of firefighters needed on all type fire calls. The National Incident Management System shall be used at all incidents to manage personnel. C. Training. Fire Department shall have the minimum standard training requirements set forth by the State of North Carolina and NC Department of Labor for providing fire and emergency services provided by the Fire Department. For purposes of this agreement emergency services includes both Medical Responder services, hazardous materials services, and rescue services. D. Fire Investigations. The Fire Department officer in charge at all fire scenes shall attempt to determine the cause and origin of every fire. When the officer in charge cannot determine the cause and origin of the fire, or if the cause is suspected to be of an incendiary nature, the officer in charge may request assistance from the Orange County Fire Marshal's Office. E. Reports. Fire Department shall keep all records according to state law for retention. All State and county required reports and rosters shall be submitted by the applicable deadlines. F. Fire Hydrants. The Fire Department should report any malfunctions or damage to hydrants to the owner of the water distribution system. 3 49 G. Emergency/Disaster Response. Fire Department shall follow the Orange County Emergency Operation Framework (EOF) Policy when responding to an emergency or disaster. H. State of Emergency. County requests that Fire Department, when available, assist with the following services, but not limited to, before, during, and following times of emergency/disaster: 1) Debris Clearance; 2) Traffic Control; 3) Alert and Warning; 4) Search and Rescue; 5) Evacuation Notification and Coordination; and 6) other life-saving and property protection measures as necessary. All operations shall be in accordance with the Orange County Orange County Emergency Operation Framework (EOF) Policy. I. Medical Responder Services. When Fire Department provides Medical Responder Services assistance, it shall be done in accordance with the rules set forth by the Orange County Medical Director. 13. The Fire Department shall submit to an audit by a Certified Public Accountant, which will be paid for by the County, and shall be in conformity with General Accepted Accounting Principles. If an audit has already been performed by a certified entity, the Fire Department shall present the County with a copy of that audit. Such audit to be provided on or before December 31 sc of each year, and to be in conformity with the most recent audit policies of the County and the North Carolina Local Government Commission. Further, the fire department agrees to comply with County budgeting procedures including a mid-year financial statement and other procedures provided for by State Law and agree to submit budget estimates to the Board of Commissioners on the standard forms used by County departments. The Fire Department also agrees to use standard line items for accounting as requested by the County Finance Department. A. In the event that the audit reveals any reportable and/or material issue(s) with regard to compliance with generally accepted accounting principles, or any material weakness or significant deficiencies, the fire department shall provide a written statement to the county that contains an explanation of each issue and an action plan (with implementation timetable) for resolving each such issue, weakness and/or deficiency, and shall provide periodic reports to the county on progress made in resolution of each issue, weakness and/or deficiency. If resolution of such issues, weakness or deficiencies requires professional advice on the part of that fire department's (or county's) auditor, the fire department shall bear the cost of such advice. B. Should the fire department fail to submit its audit report to the county within the above time period, the county will suspend all funds immediately until the audit is delivered as set forth above, except that the county's Chief Financial Officer may grant a reasonable submittal extension if the department is unable to deliver the audit for reasons beyond the control of the fire department or the auditor. C. The fire department agrees that if its financial records are judged to be un-auditable for purposes of an audit or establishment of a budget by the county's chief financial officer or the independent audit firm, or 4 50 if a regular or special audit by a certified public accountant reveals competent evidence of reckless or willful financial mismanagement practices or intentional or criminal wrongdoing, the fire department's Board of Directors will be notified by the county. At that time, the county and Board of Directors may jointly name a trustee who will assume responsibility for management and financial decision-making for the fire department until such time as the county and fire department's Board of Directors agree that the fire department's finances have been stabilized to the extent required to satisfy the financial management provisions of this contract. 14. The Fire Department shall comply with the County budgeting procedures, and shall submit annual budget estimates in accordance with established County budget timetables. A supporting letter of request for the proposed tax rate shall be signed by the Fire Department's president upon approval of its Board of Directors. The County will provide the Fire Department with standard forms for budget submission and the Fire Department shall use such standard forms. 15. The Fire Department shall comply with the State of North Carolina purchasing procedures for local governments as identified in Attachment #1, as well as other procedures provided for by state law. 16. The Fire Department shall file with the County Fire Marshal a true copy of its Articles of Incorporation, Bylaws, and shall furnish any changes made thereto not less than thirty (30) days prior to their effective dates. Further, the Fire Department agrees to amend its Articles of Incorporation and Bylaws as necessary to meet all minimum legal requirements for a North Carolina nonprofit corporation, as required by the provisions of Chapter 55A of the General Statutes of North Carolina. Should Fire Department be notified that it has failed to meet all minimum legal requirements for a North Carolina nonprofit corporation and/or failed to maintain its federal, state, or local tax-exempt status the Fire Department shall, within thirty (30) days of such notification, begin taking appropriate steps to remedy said failure. Should said failure not be appropriately remedied within ninety (90) days after such notification the County may withhold special district tax revenues until such time as the Fire Department meets all minimum legal requirements of Chapter 55A of the General Statutes of North Carolina and/or until such time as the Fire Department's tax- exempt status is restored. 17. In the event the Fire Department dissolves then the Fire Department shall deliver, release, and convey to the County all its equipment, cash, or other assets to be used by the County exclusively for the provision of fire protection services, rescue services, or Medical Responder services within the District. Any such dissolution shall comply with applicable laws of North Carolina. If Fire Department ceases to provide either fire protection services, rescue services, or Medical Responder services within the District Fire Department shall deliver, release, and convey to County all of its equipment, cash, or other assets used for those specific services the Fire Department has ceased to provide, to be used by the County exclusively for the provision of fire protection services, rescues services, or Medical Responder services within the District. Should the terms of this paragraph conflict with Fire Department's Articles of Incorporation the Articles of Incorporation shall control. 5 51 18. The Fire Department agrees to hold harmless and indemnify the County from and against any and all liability and expenses including attorney fees, court costs and other costs incurred by the County caused by any act or omission of the Fire Department, its agents and employees. The Department shall purchase and maintain, during the term of this Agreement, and any extension hereof, at least the following insurance coverage: A. Comprehensive Automobile Liability Insurance with combined single limits of at least one million dollars ($1,000,000) per occurrence. Coverage shall be provided under a symbol 1". Coverage shall apply, on an excess basis for hired, borrowed and non-owned vehicles. Coverage shall apply, on a primary basis, for commandeered vehicles. Volunteers or employees shall be considered insureds and volunteers and employees shall have coverage in excess of their personal auto liability limits when they are using their vehicles on behalf of the Fire Department. Fellow member liability shall be provided. Auto pollution liability shall be included in the coverage. B. Auto physical damage shall be provided on an agreed value basis. Coverage shall be included for hire, borrowed or commandeered vehicles without a limit of liability. Coverage shall be provided to bring replacement vehicle up to the most current national standards, such as NFPA or DOT. C. Comprehensive General Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) aggregate. The aggregate shall apply per named insured and per insured location. The policy shall include the following coverage: Volunteers or employees as insureds, Medical Malpractice, Good Samaritan Liability Coverage, Intentional Acts Coverage for both bodily injury and or property damage, Fellow Member Liability, Non-owned Watercraft, Fire Damage Legal Liability with limits of one million dollars ($1,000,000), Pollution Liability arising out of emergency operations, training activities or equipment wash downs. D. Directors and Officers Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence with two million dollars ($2,000,000) aggregate. This policy shall include coverage for prior acts. The insureds shall include current volunteers and employees, former volunteers and employees, and any persons or organizations providing service to the Department under a mutual aid or similar agreement. Coverage shall include civil rights type suits such as discrimination and sexual harassment; liability arising out of the administration of benefit plans for employees or volunteers and employment related practice suites. Coverage shall include claims made for future compensation and benefits lost from wrongful termination of an employee. E. Umbrella Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence and one million dollars ($1,000,000) aggregate. The umbrella policy shall provide excess coverage over the Auto Liability Policy, General Liability Policy, and the Employer's Liability 6 52 Section of the Workers' Compensation Policy. Volunteers and employees shall be included as insureds. F. The Department shall maintain Property Insurance protecting against the risk of direct physical loss or damage. The policy covering the building shall be written on a Guaranteed Replacement Cost Basis, with coverage included for Building Ordinance, Flood, and Earthquake. Coverage shall include Commandeered Property in the amount of two-hundred fifty thousand dollars ($250,000). Contents coverage shall be provided on a replacement cost basis. Coinsurance penalties shall not apply. G. Portable Equipment Coverage shall be provided protecting against the risk of direct physical loss or damage, including electrical surges. Coverage shall be provided on a Guaranteed Replacement Cost Basis. H. The Automobile Liability Policy, General Liability Policy, Umbrella Liability Policy and Management Liability Policy shall name the County as an additional insured. The Department shall furnish the County with Certificates of Insurance showing the type of policy, limits of liability, name of insurance companies, policy numbers, effective dates and expiration dates of policies. I. Workers' Compensation Insurance covering all volunteers and salaries firefighters meeting statutory limits in compliance with applicable State and Federal Laws. J. Each policy shall also contain a ten (10) day notice to the County in the event of cancellation or modification of any stipulated insurance coverage. 19. In connection with the performance of this Agreement, the Fire Department agrees not to discriminate against any employee, member, or applicant for employment or membership because of race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. Employees, members and applicants must be competent and capable to perform the requirements of the job. The Fire Department agrees to take all reasonable measures to insure that applicants are employed, and that employees are treated appropriately, during their employment, without regard to their race, color, national origin, religion, creed, ethnicity, sex, sexual orientation, age, disability, political affiliation, and Vietnam-Era or disabled veteran status. 20. Term. This Agreement shall continue for a term of five (5) years unless terminated as hereinafter provided. This Agreement may be renewed for two additional five- year terms upon mutual agreement of the Parties. The Parties shall acknowledge their intent to renew this Agreement for an additional five year term in a writing signed by both Parties no later than six month before the end of the Term. Either Party may terminate this Agreement effective at the end of any fiscal year by giving the other Party notice at least one (1) year in advance of the end of the fiscal year that the Agreement is to terminate. 21. This Agreement sets forth the entire understanding of the parties and supersedes any and all prior agreements, arrangements, and understandings related to the 7 53 subject matter hereto. This Agreement may not be changed or terminated except in writing and as provided herein, and no notice shall be effective unless evidenced by a written instrument duly executed by the Party or Parties, hereto. 22. Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address identified on the signature page of this Agreement and delivered either in person, by email, by facsimile, by registered or certified mail, or by commercial courier service. All notices shall be effective upon the date of receipt. 23. Any provision or part of this Agreement held to be void or unenforceable under any Laws or Regulations shall be deemed stricken and all remaining provisions shall continue to be valid and binding upon the Parties. The Parties agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 24. That this Agreement shall be binding upon and inure to the benefit of the parties and their respective successors, legal representatives and assigns, but this Agreement may not be assigned by either party without prior written consent of the other party, which may be withheld in the sole discretion of a party. 25. No act or failure to act by the County or the Fire Department shall constitute a waiver of any right or duty granted to the Parties by the terms of this Agreement. Nor shall any act or failure to act constitute any approval except as specifically agreed to in writing. 26. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Fire Department affirms that Fire Department is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Fire Department certifies that Fire Department has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Fire Department certifies that they have not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. 27. Fire Department shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. 8 54 28. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. IN WITNESS WHEREOF, the County has caused this instrument to be executed by the Chairperson of the Board of County Commissioners and attested by the Clerk to the Board of County Commissioners, and the Fire Department has caused this instrument to be signed in its corporate name by its President, attested by its Secretary, and its corporate seal hereto affixed, all by order of its Board of Directors. Acknowledged and agreed to the day and date first above recorded. ORANGE COUNTY FIRE DEPARTMENT BY: BY: Chair President Address: Address: Contact Person: Contact Person: ATTEST: ATTEST: Clerk Board of Commissioners Secretary (County Seal) (Corporate Seal) 9 55 Attachment 1 10 56 Dollar Thresholds in North Carolina Public Contracting statutes 0JIvOFDollu Ilmfts and statutory autftortty current as of November 1,2015 FormM Mddhq (estinotedcost ofawroct) Construction or repair contracts $S00,000 and above G-S.143-129 Purdhaw of apparatus,supplies,materials,and equipment S90,000 and above G5.143-129 Infortnal bidding ( um9costafrnntract) Construction Of repair contracts $30,000 to formal unit GS.143-131 Purchase of apparatus,supplies,materials,and equiprr.ent $30,000 to formal limit GS 143-131 Constructlort methods authorized for building projects Over$300,000 GS 143-128(a1; Separate Prime festmatedcost ofproyect) Single Prime Dual Bidding Construction Management at Risk iGS.143-128.1) Design-Build and Design-$wild Bridging(ES 143-128.1A;G.S.143-128,18) Public Private Partnership(P3)(G-S. 14342R iQ Historically Underutilized Business(HUB)requirements Budding construction or repair projects —Projects with state funding kyA mole 10%godreiquire:0 $100,000 ormore G.5.143.128.2(a) —Locally funded projects domed NUB requirements) S300,000 ornsore GS 143-128-20) --Projects in informal bidding range(nforrrwl HUB requirwwnts) $30,000 to$500,0D0' GS 143.131(b) 'Note Format HA,®requirements shardd be used for AnibmuRy bid prgletits o%MV betwem S.MOWand SSOtf,00b Um t on use of own forces(Force account work] (not to ezceeO G5.743-13S Construction or repair projects SS0 OW(total profectCost)ait $200,000(krbaro*cost) Bid bond or deposit Construction or repair contracts(at least 5%o(bidarrrount) Forma)bids(S50R,0W and above) G_5.143-129(b) Purchase contracts Not required Per fonnanaefPsyntent bonds Construction or repair contracts(100%dcantruct omount) Each contract over$50,000 of G.S.143-129(cl; project costing over S300,DD0 G_S.44A-26 Purchase contacts Not required General contractor's license required 53 AO and above GS.87-1 Exemption Force account work(see above) Owner-builder affidavit requirea Force account work(see abowl G.5.87-14M1I Use of licensed archltect or engineer required Nonstructural work $300,000 and above GS 133.1.1(a) Structural repair,additions or new construction $13S,000"above Repair work affecting We safety systems S100,000 and above S@lectbn of ar Mtect,engineer,surv@M,eonshucflon manager at rbk,or ded"Ild contractor 'Qualification-Based Selection'procedure(QBS) Al contracts uniesseartvpted G_S.143-64,31 Exemption authorized Only projects where estimated G5-14344.32 flee is less than S50,000 From A Lego f Guide to Aadvamig and Controc oN for North Cam&x Local Gownrnents end ed.,by Frayda S.Bluestein, a 2w4 by the Sdrool of Government,The University of North[aroma at Chapel Hill AD n is reserved. 11