HomeMy WebLinkAboutA5713 - EASTERN RIVERSIDE COUNTY INTEROPERABLE COMMUNICATIONS AUTHORITY (ERICA) (JOINT POWERS AUTHORITY) NOTE FOR FILES: A2893 Edom Hill Lease with Insite Towers
A5713 ERICA JPA
A6665 Sublease with ERICA for Edom Hill
RESOLUTION NO. 08-03
A RESOLUTION OF THE EASTERN RIVERSIDE COUNTY INTEROPERABLE
COMMUNICATIONS AUTHORITY AMENDING THE JOINT OF EXERCISE OF
POWERS AGREEMENT FOR THE EASTERN RIVERSIDE COUNTY
INTEROPERABLE COMMUNICATIONS AUTHORITY("ERICA")TO ADD THE
CITY OF BEAUMONT AS A MEMBER AGENCY
WHEREAS, the City of Cathedral City, City of Desert Hot Springs, City of Indio, and
City of Palm Springs have formed the Eastern Riverside County Interoperable Communications
Authority ("ERICA") pursuant to the Joint Exercise of Powers Agreement for the Eastern
Riverside County Interoperable Communications Authority, referred to as "ERICA," dated July
16,2008 (",TPA Agreement").
WHEREAS,the purpose of ERICA is to acquire, plan, design, finance, construct, operate
and maintain a regional communications system serving the Coachella Valley and individual
political jurisdictions therein.
WHEREAS, the regional communications system will generally consist of (1) a 800
MI-Iz ASTRO P25 7.4 Narrowband Voice Trunking System, which includes a two-site, eleven-
channel, linear simulcast system and system management, (2) several MCC7500 IP Dispatch
Console System, (3) conventional back up stations at all Member Agency Police Departments,
and (4) a Microwave Radio System (the `Eastern Riverside County Interoperable
Communications Authority Project" or"ERICA Project").
WHEREAS, the City of Beaumont is in the process of acquiring and constructing a
communications infrastructure that will be compatible with the ERICA project and is interested
in integrating its communication infrastructure into the ERICA. Project to expand the regional
coverage of ERICA.
WHEREAS, the City of Beaumont desires to acquire and construct its communication
infrastructure and join the ERICA JPA as a "Member Agency" with decision-making authority
over the operation and maintenance of the ERICA Project subject to the terms and conditions of
the following Amendment to the.TPA Agreement.
NOW, THEREFORE BE IT RESOLVED that the Board of Directors of ERICA hereby
amends the Joint Exercise of Powers Agreement as follows:
SECTION 1: The introductory paragraph on page I of the Agreement is revised as follows:
This Joint Exercise Of Powers Agreement for THE EASTERN RIVERSIDE
COUNTY INTEROPERABLE COMMUNICATIONS AUTHORITY (the
"Agreement") is entered into as-44he-l4ffi.. by and among the
CITY OF BEAUMONT, CITY OF CATHEDRAL CITY, CITY OF DESERT
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HOT SPRINGS, CITY OF INDIO, AND CITY OF PALM SPRINGS,
(hereinafter collectively referred to as "Member Agencies" and individually as
"Member Agency").
SECTION 2: Section 3.0, "ERICA PROJECT FUNDING," subsection 3.1, "ERICA
Implementation Costs"is hereby amended to read as follows:
The City of Indio has incurred reasonable attorneys' fees and other
technical consulting fees to facilitate the creation of ERICA and preparation of
this Agreement ("ERICA Implementation Costs"). Each Member acknowledges
that these services have benefited all of the Member Agencies. Accordingly, each
Member agrees to reimburse the City of Indio for a proportional share of the
ERICA Implementation Costs within thirty (30) days of the effective date of this
Agreement. Each Member shall be responsible for a twenty-five percent (240%)
share or nineteeathousand five hundred dollars (acro�T of the total ERICA
Implementation Costs of seventy eight thousand dollars ($78,000.00).
SECTION 3: Section 3.0, "ERICA PROJECT FUNDING," subsection 3.2,"Backbone System"
is hereby amended to read as follows:
a. Backbone System Funding: Each Member Agency, extent for the
City of Beaumont,which is subject to the requirements of subsection 3.2 (c). shall
make a financial contribution to ERICA to allow ERICA to fund the purchase and
installation of the components described in Exhibit A to this Agreement (the
"Backbone System"). Each Member Agency shall equally share in the costs of
Backbone System ("Backbone Costs") and shall be responsible for twenty-five
percent(25%) of the total Backbone System costs.
C. City of Beaumont Contribution and Funding.
I. The Member Agencies acknowledge and agree that the City
of Beaumont will incur approximately $1.1_m_illion in costs to acquire and
construct the necessary infrastructure to expand coverage of the Backbone System
("Beaumont Infrastructure"), which will be mutually beneficial to all of the
Member Agencies ("Beaumont Infrastructure Costs"). The City of Beaumont
acknow_ 1_edges and agrees that the other Member Agencies have made an initial
capital investment in the Backbone System of approximately $1.45 million and
drat the City of Beaumont's initial capital investment in the Backbone System
shall beequal to each Member Agency's investment.
2, As a condition of membership into ERICA, the City of
Beaumont shall (1) acquire and construct the infrastructure necessary to expand
the coverage of the Backbone System, and 2 make a financial contribution to
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ERICA in an amount that equals the difference between Beaumont's
Infrastructure Costs and the other Member Agencies initial ca ital investment of
1.45 million "Beaumont Financial Contribution"). Once the final amount of the
Beaumont Financial Contribution is determined the Member A enc Board of
Directors or the Technical Advisory Committee shall approve a Beaumont
funding plan that includes policies or procedures for transferrin funds from
Beaumont to ERICA in accordance with an timeframes or milestones set forth in
the plan.
3. The Cfty of Beaumont further agrees that all decision-
making responsibility regponsibility relating to the operation and management of the Beaumont
Infrastructure shall be transferred to ERICA.
SECTION 3: Section 3.0, "ERICA PROJECT FUNDING," subsection 3.3, "Operation and
Maintenance Funding"is hereby amended to read as follows:
a. Operation and Maintenance Funding. Unless otherwise
determined by the Member Agency Board of Directors, each Member Agency
shall be responsible for twenty-five percent (2-50%) of the costs of ongoing
operation and maintenance ("O&M") of the Backbone System. The O&M costs
shall include any ongoing costs to lease or purchase real property to accommodate
the Backbone System.
SECTION 4: Section 10.3, "Notices," is hereby amended to read as follows:
City of Beaumont
550 East 6th Street
Beaumont, CA 92223
Attn: City Manager
SECTION 5: This Amendment shall not become effective until and unless the City of
Beaumont City Council approves the Joint Exercise of Powers Agreement for the
Eastern Riverside County hrteroperable Communications Authority, as amended
by this Resolution, and executes a Memorandum of Execution of the JPA
Agreement, as amended.
GU7UU.1
PASSED, APPROVED AND ADOPTED by the Board of Directors on this I lth day of
December,2008, by the following vote:
AYES: WEIGEL, GILBERT, MATAS,VAS QUEZ
NOES:None
ABSTAINED: None
ABSENT:None
Weigel
Chairman, Board of Directors
A ° '@iCCa AS r up,
ozo ✓xi
61.770U I
JOINT EXERCISE OF POWERS AGREEMENT FOR TIIE
EASTERN RIVERSIDE COUNTY INTF,ROPF.RABLE COMMUNICATIONS
AUTHORITY, REFERRF,D TO AS "ERICA"
This Joint Exercise Of Powers Agreement for THE EASTERN RIVERSIDE COUNTY
INTEROPEAABLE COMMUNICATIONS AUTHORITY (the "Agreement') is entered into as
�ay of G 2008 by and among the CITY OF CATHEDRAL
of tlte&
CITY, CITY OF DESERT HOT PRINGS, CITY OF INDIO. AND CITY OF PALM
SPRINGS, (hereinafter collectively referred to as "Member Agencies" and individually as
"Member Agency").
RECITALS
A. WHEREAS, the California Joint Exercise of Powers Act (California Government
Code, "Title 1, Division 7, Chapter 5) (the "Act") authorizes the Member Agencies to enter into
an agreement for the joint exercise of any power common to them; and
B. WHEREAS, the Member Agencies have the common powers, under their
respective sovereign and police powers, to acquire real, personal and intangible property and to
plats, design, finance, construct, operate, and maintain public safety radio communication
systems, facilities and related structures, and appurtenances and incidental improvements thereto;
and
C. WHEREAS, the Member Agencies have determined that the joint exercise of
these common powers through this Agreement and the creation of a joint powers ERICA to
acquire, plan, design, finance, construct, operate and maintain a regional communications system
serving the Coachella Valley and individual political jurisdictions therein serves the public
interest; and
D. WHEREAS, the regional communications systent will generally consist of(1) a
800 MHz ASTRO P25 7.4 Narrowband Voice Trunking System, which includes a two-site,
eleven-charutel, linear simulcast system and system 1ttanagement, (2) several MCC7500 IP
Dispatch Console System, (3) conventional back up stations at all Member Agency Police
Departments, and (4) a Microwave Radio System (the "Eastern Riverside County Interoperable
Communications Authority" Project or"ERICA" Project; and
E. WIIEREAS, the ERICA Project will provide an improved and integrated
regional public safety radio system that will provide, among other things, regional emergency
dispatch functions that will be an essential element of each Member Agency's 911 emergency
response system; and
F. WHEREAS, the Member Agencies have further determined that the ERICA
Project, to which Member Agencies and non-member agencies may join ERICA subject to the
provisions set forth herein, should be undertaken in order to meet public safety communication
needs of the Member Agencies, and that the ERICA Project will have regional consequences
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beyond the Member Agencies' geographical jurisdictions, thus encouraging participation by
other governmental agencies including but not limited to the State and Federal government.
NOW THEREFORE, in consideration of the promises, terms, conditions, and covenants
contained herein, the Member Agencies agree as follows:
AGREEMENT
1. CREATION OF THE ERICA, PURPOSE AND POWERS
1.1 Creation. Pursuant to the Act, the Member Agencies hereby create the
EASTERN Riverside County Interoperable Communications Authority (the "ERICA"), a public
entity separate and distinct from each of the Member Agencies. The jurisdiction of the ERICA
shall be all territory within the geographic boundaries of the Member Agencies; however the
ERICA may undertake any action outside such geographic boundaries as is necessary and
incidental to the accomplishment of its purpose and the ERICA Project.
1.2 Purpose. The purpose of this Agreement is to provide for the acquisition of real,
personal and intangible property; and the plan ming, design, financing, regulation, permitting,
environmental evaluation, public outreach, construction, operation, and maintenance of the
ERICA Project, or any identifiable portion of the ERICA Project. Notwithstanding anything in
this Agreement to the contrary, each Member Agency also reserves all of its rights and powers to
proceed separately within its jurisdictional boundaries on any compatible public safety
communications projects anticipated to become part of the ERICA Project; provided, however,
that the planning, design, and construction of such projects should be consistent with the
functional specifications for the ERICA Projcct or as subsequently amended by the ERICA and
incorporated herein by this reference.
1.3 Powers. The ERICA shall have all powers necessary or reasonably convenient to
carry out the purposes stated in Section 1.2 of this Agreement, including, but not limited to, the
following:
a. To secure administrative office space and furnishings;
b. To make and enter into contracts including other joint powers agreements and
Non-Member Agency agreements;
c. To contract for, or employ, administrative, technical, legal and support staff, and
consultants and contractors of any kind;
d. To acquire and maintain insurance of all types;
e. To lease or sublease real, personal and intangible property;
f. To acquire, hold, or dispose of real, personal or intangible property by
negotiation, dedication or eminent domain provided, however, that the power of
eminent domain shall be used to acquire real, personal or intangible property of a
Member Agency only with the consent of the governing body of such Member
Agency;
g. To own, lease, sublease, acquire, operate, maintain and dispose of materials,
supplies, and equipment of all types including, but not limited to intangible
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property such as radio frequencies, software licenses, and technological
innovations;
h. To plan, and to conduct environmental evaluation and other analyses in
connection therewith, and design buildings, facilities or communications
improvements of any kind;
i. To construct, operate, and maintain buildings, facilities or communications
improvements of any kind, provided that (i) for new buildings, facilities or
communications improvements located on property owned by a public entity, the
ERICA shall provide appropriate public notice of proposed action, but shall be
exempt from all local land use and zoning regulations; and (ii) for new buildings,
facilities or communications improvements located on private property, the
ERICA shall apply for and receive appropriate approvals under the applicable
local land use and zoning regulations;
j. To accept, hold, invest (pursuant to the Act, including, without limitation, Section
6509.5 thereol), manage, and expend monies;
k. To obtain and secure funding from any and all available public and private
sources including local. state, and federal government, including but not limited
to, bond issuances, lease purchase agreements, certificates of participation, public
grants, public and private contributions, public and private loans, and other funds;
1. To incur debts, liabilities or obligations, subject to the provisions of this
Agreement, provided that no debt, liability, or obligation shall constitute a debt,
liability or obligation of the Member Agencies, either jointly or severally.
m. Subject to applicable legal authority, to impose, levy, collect, or cause to be
collected, or to receive and use, public safety communication impact or
development fees on new residential, commercial, and industrial development;
n_ Subject to applicable legal authority, to form one or more special assessment
districts under any legal authority that exists now or in the future, including,
without limitation, the Improvement Act of 1911 (Streets & Highways Code
Section 5000 et seq.), the Municipal Improvement Act of 1913 (Streets &
Highways Code Section 10000 et seq.), the Improvement Bond Act of 1915
(Streets & Highways Code Section 8500 et seq.), and the Marks-Roos Local Bond
Pooling Act of 1985 (Government Code Section 6584 et seq.);
o. Subject to applicable legal authority, to form one or more special tax districts
under the Mello-Roos Community Facilities District Act of 1982 (Government
Code Section 53311 et seq.) or any other authority that may exist now or in the
future;
p. To negotiate and enter into reimbursement agreements when monies to construct
project improvements are advanced;
q. Subject to applicable legal authority, to cause taxes, assessments, user fees or
charges, including a emergency response fee, to be levied in accordance with
applicable State and Federal law, and in a manner to accomplish the purposes of
the ERICA;
r. To issue bonds and certificates of participation;
s. To sell or lease any facilities for purposes of debt financing;
t. To carry on technical and other investigations of all kinds necessary to further the
purposes of the ERICA;
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u. To sue and be sued;
v. To amend the Functional Specifications; and
w. To exercise all powers incidental to the foregoing including, but not limited to,
contracting for services from Member Agencies, reimbursing Directors for
expenses incurred as permitted by law and adopting personnel rules and
regulations.
1.4 Limitation on Imposition of Property Related Fees. Notwithstanding section
1.3, the F.RICA shall have no power to impose property related fees pursuant to Proposition 218
unless each governing body of the Member Agency adopts a resolution consenting to the
property related fee prior to the Member Agency Board of Directors approval of said fee.
1.5 Additional Powers to Be Exercised. In addition to those powers common to
each of the Member Agencies, the ERICA shall have those powers that may be conferred upon it
by subsequently enacted legislation.
1.6 Restriction on Exercise of Powers. Pursuant to Section 6509 of the Act, the City
of Indio is designated as the Member Agency for determination of the restrictions upon the
Member Agencies in exercising the powers set forth in this Agreement.
1.7 Debts, Liabilities and Obligations. The debts, liabilities, and obligations of the
ERICA shall not constitute debts, liabilities, or obligations of the Member Agencies, either
jointly or severally.
1.8 Designated Agency Policies and Procedures. In the event that ERICA has not
adopted any formal policies, procedures or regulations that may be necessary to further the
purpose of the ERICA, the City of Palm Springs policies, procedures and regulations shall apply.
2.0 GOVERNANCE STRUCTURE
2.1 Member Agency Board of Directors
a. Composition. The Member Agency Board of Directors shall consist of
the one (1) official of the governing body of each Member Agency (e.g. City Council, Board of
Directors, etc.), who shall be appointed by the governing body. Notwithstanding subsection 2.1
(b), the Board member shall serve at the pleasure of the governing body and may be removed at
any time without notice. The governing body of each Member Agency shall also appoint an
alternate to serve in the absence of the appointed director. The alternate shall exercise all rights
and privileges thereof in the absence of the appointed director. Each Director and each alternate
for such Director shall serve at the pleasure of the appointing entity and may be removed and
replaced at any time without notice.
b. Term. The appointee to the Member Agency Board of Directors shall
serve a two (2) year term-
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C. Powers and Duties. The Member Agency Board of Directors shall be
authorized to exercise those powers that are described in Section 1.3 of the Agreement. In
addition, the Member Agency Board of Directors shall have the following specific powers and
duties:
1. The Member Agency Board of Directors shall adopt an annual budget for
the ERICA upon the recommendation of the Technical Advisory Conunittee no later than one
hundred twenty (120) days after the first meeting of the Member Agency Board and no later than
June 30th of each year thereafter.
2. The Member Agency Board of Directors shall approve new Participating
Agencies in accordance with Sections 6.0 and 8.0 of this Agreement and any other conditions of
admission that the Member Board of Directors may establish from time to time.
2.2 Technical Advisory Committee ("TAC")
a. Composition. The hechnical Advisory Committee ("TAC") shall consist
of the City Manager from each Member Agency. The City Manager may designate an alternate
to serve in lieu of the City Manager at any meeting of the TAC. Alternates shall serve in the
absence of the City Manager and shall exercise all rights and privileges thereof.
b. Responsibilities. The TAC shall be responsible for the operational
administration of the ERICA Project and have the following powers and duties:
1. To administer the ERICA Project in accordance with the purposes
set forth in Section 1
2. To establish within six (6) months of the execution of this
Agreement ad hoc operational, tecludcal committees or other appropriate committees as
necessary to consider and recommend system implementation issues to the Member Agency
Board of Directors and the TAC.
4. To encourage other governmental and quasi-governmental
agencies including but not limited to the State and Federal government, and special districts to
participate as Participating Agencies to the ERICA Project.
5. To establish policies and procedures for the voluntary transfer
and/or lease of assets from Member Agency jurisdictions to ERICA including but not limited to
frequencies, transmitter sites and associated equipment.
6. To enter into agreements with Member Agencies, or, in the event
that a particular skill or service is unavailable from Member Agencies, with outside vendors to
perform maintenance of the system.
7. To provide yearly performance review of the ERICA Project and
to report thereon as directed by the Member Agency Board of Directors.
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8. To recommend an annual budget to the Member Agency Board of
Directors.
9_ To recommend the addition of new participating agencies to the
Member Board of Directors.
10. To recommend the hiring of staff and retention of independent
consultants, including legal counsel, to the Member Agency Board of Directors.
2.3 ERICA Meetings
a. Regular Meetings. The Member .Agency Board of Directors and the
TAC shall by resolution establish the number of regular meetings to be held each year and the
date, hour and location at which such regular meetings shall be held; provided, that each Board
shall meet at least once every year-
b. Special Meetings. Special meetings of the Member Agency Board of
Directors and the TAC may be called in accordance with the provisions of the Ralph M. Brown
Act (Government Code Section 54950 et seq.)
C. Conduct of Meetings. All meetings of the Member Agency Board
of Directors and the TAC shall be held in accordance with the Ralph M. Brown Act
(Government Code Section 54950 et seq.).
d. Minutes. The Secretary of the ERICA shall cause minutes of all
meetings of the Member Agency Board of Directors and the TAC to be kept and shall, as soon as
possible after each meeting, cause a copy of the minutes to be forwarded to each Director, the
Member Agencies, and other parties upon request.
e. Quorum. A majority of the Member Agency Board of Directors and
the TAC shall constitute a quorum for the transaction of business.
f. Voting. The actions of the Member Agency Board of Directors and
the TAC shall require the affirmative vote of a majority of a quorum of the entire Board. A
quorum shall consist of at least three Board member,,,-
9- Officers. The Member Agency Board of Directors and the TAC shall
elect a Chair and Vice Chair from among its membership to preside at meetings and shall select a
Secretary who may, but need not, be a Director, at the first meeting of the Member Board of
Directors and the TAC and annually thereafter. The Member Agency Board of Directors and the
TAC may, from time to time, elect such other officers as each body shall deem necessary or
convenient to conduct the affairs of the ERICA.
h. Procedural Rules. The Member Agency Board of Directors and the
TAC may adopt, from time to time, such policies, procedures, bylaws, rules and regulations for
the conduct of the ERICA's affairs as the Member Agency Board of Directors and TAC deem
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necessary and appropriate. The Member Agency Board of Directors and the TAC may adopt by
resolution rules of procedure, not inconsistent with the provisions of this Agreement, to govern
the conduct of its meetings. Such rules of procedure shall be in accordance with the Ralph M.
Brown Act (Government Code Section 54950 et seq.).
i. Political Reform Act. The Member Agency Board of Directors and
the TAC and designated officials and employees, if any, shall comply with the Political Refoiln
Act of 1974, Title 9 of the California Government Code (commencing with Section 81000 et
seq.).
2.4 Liability of Board, Officers and Employees. The Directors, officers, and
employees of the ERICA shall use ordinary care and reasonable diligence in the exercise of their
powers, and in the performance of their duties pursuant to this Agreement. They shall not be
liable to the Member Agencies for any mistake of judgment or other action made, taken, or
omitted by them in good faith, nor for any action made, taken, or omitted by any agent,
employee, or independent contractor selected with reasonable care, nor for loss incurred through
the investment of the ER1CA's funds, or failure to invest the same.
To the extent authorized by California law, no Director, officer, or employee of
the ERICA shall be liable for any action made, taken, or omitted, by any other member of the
Board, officer, or employee. No member of the Board, officer, or employee of the ERICA shall
be required to give a bond or other security to guarantee the faithful performance of his or her
duties pursuant to this Agreement, except as provided in Subsection 6.d (2).
The funds of the ERICA shall be used to defend, indemnify, and hold harmless
the ERICA and Director, officer, or employee of the ERICA for actions taken within the scope of
his or her ERICA. Nothing herein shall limit the right of the ERICA to purchase insurance to
provide coverage for the foregoing indemnity.
3.0 ERICA PROJECT FUNDING
3.1 ERICA Implementation Costs
The City of Indio has incurred reasonable attorneys' fees and other technical consulting
fees to facilitate the creation of ERICA and preparation of this Agreement ("ERICA
Implementation Costs"). Each Member acknowledges that these services have benefited all of
the Member Agencies. Accordingly, each Member agrees to reimburse the City of Indio for a
proportional share of the ERICA Implementation Costs within thirty (30) days of the effective
date of this Agreement. Each Member shall be responsible for a twenty-five percent (25%) share
or nineteen-thousand five hundred dollars ($19,500) of the total ERICA Implementation Costs of
seventy-eight thousand dollars ($78,000.00).
3.2 Backbone System
a. Backbone System Funding. Each Member Agency shall make a financial
contribution to ERICA to allow ERICA to fund the purchase and installation of the components
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described in Exhibit A to this Agreement (the "Backbone System"). Each Member Agency shall
equally share in the costs of Backbone System (`Backbone Costs") and shall be responsible for
twenty-five percent (25%) of the total Backbone System costs-
b. Fundinti Plan. The Member Agency Board of Directors shall adopt a
finding plan to facilitate the voluntary transfer of funds and/or assets from each Member Agency
to ERICA to enable ERICA to timely acquire and install the Backbone System. The finding
plan shall establish the specific policies and procedures for transferring funds in accordance with
any timeframes or payment milestones that may be established pursuant to a contract with the
vendor of the Backbone System.
3.3 Operation and Maintenance Costs
a. Operation and Maintenance Funding. Unless otherwise determined by
the Member Agency Board of Directors. each Member Agency shall be responsible for twenty-
five percent(25%) of the costs of ongoing operation and maintenance ("O&M") of the Backbone
System. The O&M costs shall include any ongoing costs to lease or purchase real property to
accommodate the Backbone System.
b. O&M Budget. 'the Member Board of Directors shall approve an
annual budget for O&M costs for the Backbone System and shall identify each Member
Agency's share of the O&M costs ("O&M Costs")- F.ach Member Agency shall pay its share of
O&M Costs within thirty (30) days of the Member Agency Board's approval of the 0&M
budget.
4.0 FISCAL MATTERS
4.1 ERICA Treasurer and Auditor. The Treasurer and Auditor of the ERICA
shall be the Treasurer and Auditor of one of the Member Agencies, or a Certified Public
Accountant with the powers, duties, and responsibilities specified in the Act, including, without
limitation, Sections 6505 and 6505.5 thereof. If a Certified Public Accountant is designated the
Treasures of the ERICA, the auditor of one of the Member Agencies shall be designated the
auditor of the ERICA. If the ERICA employs officers or employees, the Member Board of
Directors may at any time appoint one or more of these officers or employees to either or both of
the positions of Treasurer or Auditor as provided in the Act.
4.2 Custodian of Property. The Treasurer and Auditor of the ERICA shall be
the public officers who shall have charge of, handle, and have access to, the ERICA's property
and shall file with the ERICA an official bond in the amount set by the Member Board of
Directors.
4.3 Independent Audit. The Member Board of Directors shall designate a certified
public accountant as the independent auditor of the Authority with the powers, duties, and
responsibilities specified in the Act, including, without limitation, Sections 6505 and 6505.5.
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4.4 Accounts and Reports. 'I he Treasurer and Auditor of the ERICA shall
establish and maintain such funds and accounts as may be required by generally accepted public
accounting practice. The books and records of the LR1CA shall be open to inspection at all
reasonable times to the Member Agencies and their respective representatives. The Auditor shall.
within one hundred twenty (120) days after the close of each fiscal year, cause an independent
audit of all financial activities for such fiscal year to be prepared by the independent auditor
designated pursuant to section 4.3 in accordance with Government Code Section 6505, The
Auditor shall promptly deliver copies of the audit report to each member of the Board and the
Member Agencies for review and consideration.
4.5 Fiscal Year. The fiscal year of the ERICA shall be the period from July 1st of
each year to and including the following June 30th.
5.0 FEDERAL COMMUNICATIONS COMMISSION LICENSES
Federal Communications Commission ("FCC") licenses held by each Member Agency
shall be co-licensed or transferred to the ERICA as the primary user in accordance with
applicable FCC rules and regulations.
6.0 NEW PARTICIPATING AGENCIES
6.1 Approval. Subject to the approval of the Member Board of Directors. any
public safety and public service agencies may participate in the ERICA ("Participating
Agency")- "Public safety and public services agencies" shall include any law enforcement, lire
service, EMS and disaster preparedness agencies, State of California Department of
Transportation ("Caltrans"), Indian Tribes, and any other public agencies whose primary
responsibility is providing citizens with services. If the governing body of each Member of the
Authority approves a New Participating Agency, the Agreement shall be amended to add the
New Participating Agency as a signatory to the Agreement_
6.2 No Board Representation. A Participating Agency shall not be entitled to
representation on the Member Board of Directors of Directors and the TAC.
6.3 Participating Agency Agreement. The Member Board of Directors shall
authorize access to the ERICA Project pursuant to appropriate terms and conditions of a
Participating Agency Agreement. The Participation Agency Agreement shall require the
Participating Agency to pay an initial one time fee to allow access to the Backbone System and a
recurring annual O&M fee ("Participating Agency Fee"). The Member Agency Board of
Directors may establish a uniform formula for Participating Agency access and O&M fees, or it
may impose the fee on a case by case basis, depending on the particular circumstances of the
Participating Agency's request to participate in ERICA.
7.0. TERM, WITHDRAWAL AND TERMINATION.
7.1 Term and Termination. This Agreement shall be effective as of the date first
above written. It shall remain in effect until the purpose stated in Section I of this Agreement is
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fully accomplished, or until terminated by the vote of a majority of the governing bodies of the
Member Agencies; provided, however, that this Agreement may not be terminated, and no
Member Agency may withdraw its membership, until (a) all bonds or other instruments of
indebtedness issued by the ERICA and the interest thereon, if any, have been paid in full or
provision has been made for payment in full and (b) all outstanding obligations and liabilities of
the ERICA have been paid in full or provision has been made for payment in full.
7.2 Withdrawal by Member Agencies. Subject to the restriction on withdrawal set
forth in Section 8.1, Member Agencies may withdraw from the ERICA by giving the following
notice: (a) Member Agencies who do not provide infrastructure to the ERICA Project shall
provide ninety (90) days advance written notice of intent to withdraw from the ERICA to the
Chairperson of the Member Agency Board of Directors; (b) Member Agencies who provide
infrastructure to the ERICA Project, shall provide twelve (12) months advance written notice of
intent to withdraw from the ERICA to the Chairperson of the Member Agency Board of
Director's.
7.3 Disposition of Property upon Termination. In the event of termination of the
ERICA pursuant to Section 8.1 herein and where there will be a successor public entity which
will carry on the functions of the ERICA and assume its assets and liabilities, the assets of the
ERICA shall be transferred to the successor public entity. If upon termination, there is no
successor public entity which will carry on the functions of the ERICA and assume its assets, the
assets shall be returned to the Member Agencies as follows: (a) all real property and any
improvements thereon shall be conveyed to the Member which owned the property prior to the
formation of the ERICA, and (b) all other assets shall be divided amon-the Member Agencies in
proportion to their respective contributions during the term of this Agreement. If upon
termination, there is a successor public entity which will carry on some of the functions of the
ERICA and assume some of the assets, the ER1CA's Member Agency Board of Directors shall
allocate the assets between the successor public entity and the Member Agencies.
8.0 AMENDMENTS; ADDITIONS OF PARTICIPATING AGENCIES
8.1 Amendment. The Member Agency Board of Directors may amend the
Agreement in writing from time to time. If any bonds or other instruments of debt of the ERICA
are outstanding and unpaid, or funds are not otherwise set aside for the payment or redemption
thereof in accordance with the terms of any bonds or other forms of debt financing and the
documentation relating thereto, this Agreement shall not be amended, modified or otherwise
revised, changed or rescinded, if such action would (a) materially and adversely affect (1) the
rating of bonds or other forms of debt financing issued by the ERICA, or (2) bondholders
holding such bonds, or (b) limit or reduce the obligations of the Member Agencies to make, in
the aggregate, the payments under the Funding Plait which are for the benefit of the owners of
the bonds
8.2 New Participating Agencies. The addition of any public safety and public
services agencies as a Participating Agency to the ERJCA shall become effective upon: (i) the
execution on behalf of such agency a separate Participating Agency Agreement and the delivery
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of such executed agreement to the TAC; and, (ii) the adoption of a resolution of the TAC
admitting that agency to the ERICA as a Non-Member Agency.
9.0 INDEMNIFICATION.
The ERICA shall acquire such insurance protection as is necessary to protect the interest
of the ERICA and its Member Agencies. The ERICA shall assume the defense of and indemnify
and hold barmless the Member Agencies and their governing bodies, officers, agents, and
employees from all claims, losses, damages, costs, injury, and liability of every kind, nature, and
description directly or indirectly arising from the performance of any of the activities of the
ERICA or the activities undertaken pursuant to this Agreement.
10.0 MISCELLANEOUS PROVISIONS
10.1 Notice of Agreement. Within thirty (30) days after this Agreement
becomes effective, the City of Indio shall file with the Secretary of State the notice of Agreement
required by Section 6503.5 of the Act.
10.2 Successors: Assignment. This Agreement shall be binding upon and shall inure
to the benefit of the successors of the Member Agencies. No Member Agency may assign any
rights or obligations hereunder without the unanimous consent of the governing bodies of the
other Member Agencies; provided, further, that no such assignment may be made if it would
materially and adversely affect (a) the rating of bonds issued by the ERICA, or (b) bondholders
holding such bonds.
10.3 Notices. Any notices to Member Agencies required by this Agreement shall be
delivered or mailed, U-S, first class, postage prepaid, addressed as follows:
City of Cathedral City
68700 Avenida Lalo Guerrero
Cathedral City, CA 92234
Attn: City Manager
City of Desert Not Springs
65-950 Pierson Blvd.
Desert Hot Springs, CA 92240
Attn: City Manager
City of Indio
100 Civic Center Mall
Indio, California 92201
Attn: City Manager
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$93167 1
City of Palm Springs
3200 EASTERN Tahquitz Canyon Way
Palm Springs, California 92262
Attn: City Manager
Notices under this Agreement shall be deemed given and received at the earlier of actual
receipt. or the second business day following deposit in the United States mail. as required
above. Any Member Agency may amend its address for notice by notifying the other Member
Agencies pursuant to this Section.
10.4 Severability. Should any part, term, or provision of this Agreement be decided
by the courts to be illegal or in conflict with any law of the State of California, or otherwise be
rendered unenforceable or ineffectual, the validity of the remaining portions or provisions shall
not be affected thereby.
10.5. Liberal Construction. The provisions of this Agreement shall be liberally
construed as necessary or reasonably convenient to achieve the purposes of the ERICA.
10.6 Headings. The headings used in this Agreement are for convenience only and
have no effect on the content, construction, or interpretation of the Agreement_
10.7 Counterparts. This Agreement may be executed in any number of counterparts,
and by different parties in separate counterparts, each of which, when executed and delivered,
shall be deemed to be an original and all of which counterparts taken together shall constitute but
one and the same instrument.
10.8 Agreement Complete. The foregoing constitutes the full and complete
Agreement of the parties. There are no oral understandings or agreements not set forth in writing
above. Any such agreements merge into this Agreement.
10.9 Arbitration. Any controversy or claim between any two or more Member
Agencies, or between any such Member Agency or Member Agencies and the ERICA, in respect
to the ) RICA's operations, or to any claims, disputes, demands, differences, controversies, or
misunderstandings arising tinder, out of, or in relation to this Agreement, shall be submitted to
and determined by arbitration. To the extent not inconsistent herewith, the rules of the American
Arbitration Association shall apply. The Member Agency desiring to initiate arbitration shall
give notice of its intention to arbitrate to every other Member Agency and the ERICA. Such
notice shall designate as "respondents" such other Member Agencies as the initiating Member
Agency intends to have bound by any award made therein. Any Member Agency not so
designated but which desires to join in the arbitration may, within ten (10) days of service upon it
of such notice, file a response indicating its intention to join in and to be bound by the results of
the arbitration, and further designating any other Parties it wishes to name as a respondent.
Within twenty (20) days of the service of the initial demand for arbitration, the American
Arbitration Association, hereinafter referred to as "AAA." shall submit simultaneously to the
initiating and to all Parties named as respondents or filing a response therein, an identical list of
names and persons chosen from AAA National Panel of Arbitrators which persons shall be, to
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5833671
the extent possible, persons first in the field of transportation as well as public law. Each
Member Agency to the dispute shall have seven (7) days from the mailing date in which to cross
off any names indicating the order of his or her preference, and return the list within such time
period, all persons named therein shall be deemed acceptable. From among the persons who have
been approved on both lists, in accordance with the designated order of mutual preference, the
AAA shall invite the acceptance of an arbitrator to serve. If the Parties fail to agree upon one of
the persons named, the acceptable arbitrator is unable to act, or if for any other reason the
appointment cannot be made from the submitted list, the AAA shall have the power to make the
appointment of the arbitrator from other members of the panel without the submission of any
additional list.
The arbitrator shall proceed to arbitrate the matter in accordance with the provisions of
Title 9 of Part 3 of the Code of Civil procedure.
IN WITNESS WHEREOF, the Member Agencies have entered into this Agreement
effective on the date first above written.
SIGNATURE PAGES TO FOLLOW
13
533367.1
CITY OF IND1O, a political subdivision of
the State of California
Dated: / 43 Q4 By:
,ube Ramos Watson
Mayor
SIGNED AND CERTIFIED THAT A COPY OF
THIS DOCUMENT HAS BEEN DELIVERED
TO THE CHAIRMAN OF THE/BOARD
(�//l ��� trc✓W L�
Ci /Clerk, Indio
County of Riverside, California
APPROVED AS TO FORM:
Edward Z. Kotkin, Esq.
City Attorney
By: -
Dated: -'�`! ( 27h`g
16
583367 1
CITY OF CATHEDRAL CITY, a political
subdivision of the State of California
Dated: By*Ma ;;
SIGNED AND CERTIFIED THAT A COPY OF
THIS DOCUMENT HAS BEEN DELIVERED
TO TIACHAIR>1AN OF THE BOARD
X�4 ✓Ir✓4'2'_ �
City Clerk, Cathedral City
County of Riverside, Cali fomia
APPROVED AS TO FORM:
Charles R. Green, Esq.
City Attorney
By:
Dated: I_ —
14
58$36]1
CITY OF DESERT HOT SPRINGS, a
political subdivision of the State of
Califomia
Dated:
xYuonne Parks
SIGNED AND CERTIFIED THAT A COPY OF 'Mayor
THIS DOCUMENT HAS BEEN DELIVERED
TO THE CHAIRMAN OF THE BOARD
J
City Clerk, Hot Springs
County of Riverside, California
APPROVED AS TO FORM:
Ruben Duran
City Attorney
By:_
Dated:
15
583367.1
CITY Or PALM SPRINGS, a political
subdivision of the State of California
Dated:
David H. Ready—,---` �
City Manager
'sli;N; D•AND CERTIFIED THAT A COPY OF
THIS DOCUMENT HAS BEEN DELIVERED
TO THE CHAIRMAN Of T14E BOARD
�y Clerk, PaIm Springs
County of Riverside, California pPPROUCp BY{CITY COUNCIL
`�•�jD•Ord JFJ P1 �
APPROVED AS TO FORM:
Douglas C. Holland, Esq.
City AttonieyA
By:
Dated:
17
583367.1
EXHIBIT A
ERICA BACKBONE SYSTEM
A. MASTER SITE AND SIMULCAST PRIME SITE (LOCATED AT INDIO PD)
• Redundant Zone Controller
♦ Core Routers
♦ LAN Switches (Redundant)
♦ GCM 8000 Comparators
♦ C,PS Time and Frequency Standard
♦ System Network Management (One SNM Located at Each City)
• Workstation Terminals
• Zone Database and User Configuration Server Licenses
• Dynamic Reports
Zone Historical Report
Basic Radio Control Manager
Zonewatch Grid and Control
Affiliation User Report
User Network Con G gurator
Zone Manager Configuration
Unified Event Manager
Security Partitioning
Alphanumeric Paging
• Core Security Management Server(CSMS)
Out-of-Band Management Terminal Server
♦ Microwave System
• Monitored Hot-Standby Microwave Radio Links
• Indio PD Site to Indio Hill Site
• Indio Hill Site to Edom Hill Site
• Edom Hill Site to Palm Springs PD Site
• Edom Hill Site to Cathedral City Site
• FarScan Microwave Network Management System Terminals
Indio PD Site
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5833671
Cathedral City PD Site
B. REMOTE SIMULCAST SITE—(LOCATED AT EDOM HILL)
Eleven Channel Remote Simulcast Site
• GTR 8000 Base Radios
• GCP 8000 Simulcast Site Controllers (Redundant)
- Site Routers (Redundant)
• LAN Switches
• GPS Time and Frequency Standard
• Receive Muhicoupler
• Transmit Six Channel Combiner
• Transmit RF Antenna Network
- Receive RF Antenna Network
• DC Power System
• Monitored IIot-Standby Microwave Radios
Microwave Link to Indio Hill
Microwave Link to Palm Springs PD
• Microwave Link to Cathedral City PD
C. REMOTE SIMULCAST SITE— (LOCATED AT INDIO HILL)
Eleven Channel Remote Simulcast Site
• GTR 8000 Base Radios
• GCP 8000 Simulcast Site Controllers (Redundant)
• Site Routers (Redundant)
LAN Switches
• GPS Time and Frequency Standard
• Receive Multicoupler
• Transmit Six Channel Combiner
• Transmit RF Antenna Network
• Receive RF Antenna Network
• DC Power System
• Monitored Hot-Standby Microwave Radios
Microwave Link to Ldom Hill
Microwave Link to Indio PD
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583367 1