MANATEE COUNTY EMERGENCY MEDICAL SERVICES AUXILIARY AGREEMENT
WHEREAS, on February 23, 1982, the Manatee County Commission
(hereinafter "County") authorized providing uniforms to help
support a new volunteer organization, which is now known as the
Manatee County Emergency Medical Services Auxiliary, Inc.
(hereinafter "Auxiliary"); and
WHEREAS, the Auxiliary is an independent Florida non-profit
corporation, incorporated under the laws of Florida and governed by
a private board of directors; and
WHEREAS, on July 7, 1992, the County and the Auxiliary entered into
an agreement which set forth how the EMS Division and the Auxiliary
would interact, and provided added support to be provided by the
County; and
WHEREAS, on January 9, 1996 and again on May 6, 2003, the County
and the Auxiliary revised this agreement, renewing and revising
their beneficial relationship; and
WHEREAS, the Auxiliary has supported the Manatee County EMS
Division's mission over the years with thousands of hours of
volunteer work as well as material assistance due to fund raising
efforts, thereby substantially benefitting the citizens of Manatee
County; and
WHEREAS, the Manatee County Board of County Commissioners finds
that it is in the best interests of the County and its EMS Division
and the citizens and visitors it protects, to restate, revise and
renew its agreement with the Auxiliary.
NOW, THEREFORE, the Parties hereto agree as follows:
ARTICLE 1: SUPPORT PROVIDED BY AUXILIARY.
A: The Auxiliary will coordinate its volunteer members to provide
the following volunteer staffing support:
1. Voluntarily providing first responders, state certified
emergency medical technicians (EMTs), and paramedics to assist EMS
crews with medical treatment, search and rescue, and related
duties.
2. Voluntarily providing non-transport basic life support coverage
for special events and large gatherings, and transport services
during disaster operations when resources are available.
3. Voluntarily participating in public service projects, CPR
training, public education classes and demonstrations.
4. Voluntarily participating in fund-raising projects and receiving
donations.
~IN OPEN SESSION
1. Voluntarily purchasing miscellaneous equipment, supplies,
furniture, or training materials for the County's EMS Division as
possible given available funds.
2. Donating funds raised to Manatee County to support the
operational needs of the EMS Division.
ARTICLE 2: DUTIES OF AUXILIARY.
A: To ensure the Auxiliary remains a respected and reliable partner
for the County's EMS Division, the Auxiliary shall:
1. Regularly provide a current membership roster to the County
showing members are fully qualified to perform the volunteer EMS
duties they may volunteer to perform through the Auxiliary.
2. Provide to the County a copy of its current articles of
incorporation, by laws, minutes, and such other documents,
certifications, applications, audits, or other records as requested
by the County from time to time, and permit the EMS Chief or
designee to attend/observe its board meetings.
3. Submit a financial audit by auditors deemed by the County to be
qualified to conduct such audits in such intervals as the County
deems appropriate.
4. Not represent itself as an agent of the County, and instruct its
members that as volunteers, they are not the agents or employees of
the County. This prohibition applies to interactions with any
person, governmental unit or corporate entity, including during
fund raising initiatives.
5. Conduct its operations in accordance with the provisions of
Florida Statutes Chapters 617 and 496, Florida Statutes § 205.192,
Section 501 of the Internal Revenue Code, and such other laws,
rules and ordinances which may, from time to time, apply to the
Auxiliary and its activities.
6. Not grant membership which may result in a volunteer assignment
for Manatee County to any person who is a current paid employee of
the County's EMS Division, or who has been terminated from Manatee
County Emergency Medical Services Division. Nothing herein shall be
interpreted as prohibiting such persons from becoming members of
the Auxiliary for other purposes, such as assisting the Auxiliary
with fundraising activities, book keeping, or such other similar
activities as the Auxiliary may find beneficial.
2
B. To ensure the County only accepts services from Auxiliary
volunteers who are suitably qualified to perform such services, the
Auxiliary shall:
1. Ensure its volunteer members sign an Auxiliary Service
Agreement, in a form reviewed by the County, and provide the
original document to the EMS Chief prior to any volunteer services
being performed. The EMS Chief may decline to accept volunteer
services from any Auxiliary member if, in that official's judgment,
such service would not be in the County's best interests.
2. Require all members to have a thorough knowledge of and comply
with all statutes, rules, regulations, procedures, code of ethics
and general orders of the Auxiliary, Manatee County Emergency
Medical Services, the Department of Public Safety and the County,
and all related state and federal laws.
3. Ensure its members comply with all state and County laws,
ordinances and administrative regulations concerning registration,
certification and recertification to perform EMS services on
members ofthe public.
ARTICLE 3: DUTIES OF COUNTY EMS DIVISION.
A: To help support the mission ofthe Auxiliary, the EMS Division
will:
1. Permit the utilization of county equipment, supplies, storage
areas, utilities, furniture, fuel, or any other County property
(when available), which is needed to carry out missions or projects
the EMS Division asks the Auxiliary to perform.
2. Permit Auxiliary volunteers to operate EMS vehicles or other
equipment to the extent County policies and procedures and relevant
state law allow, and as the ranking EMS officer determines is
appropriate and necessary.
3. Permit the Auxiliary to use, in limited fashion, record storage
space, meeting/conference rooms, and similar office areas within
the Public Safety Department's headquarters, but only to the extent
such use is feasible given the Department's needs, and only in
accordance with all applicable security and other regulations.
Notwithstanding the foregoing, while the Auxiliary may use and list
an approved County facility as its place of business and mailing
address, the Auxiliary agrees that the County shall not be the
custodian of or be responsible for processing Auxiliary mail.
4. Facilitate the assessment of the ability of Auxiliary volunteers
to function as EMTs or Paramedics by the Manatee County Emergency
Medical Services' Medical Director, who must approve of all such
service.
3
B: Duties Regarding Volunteers ofthe Auxiliary:
1. Provide liability coverage for Auxiliary members who function on
behalf of EMS in an official capacity and perform duties under EMS
Division's direction and to benefit the County. Such coverage shall
be that which is set forth in the Manatee County Self-Insurance
Ordinance.
2. Furnish members of the Auxiliary with uniforms, badges, rank
insignia, and other equipment and supplies as funds and resources
are available and approved by the Public Safety Director. These
items shall remain property of the County, not be used or worn for
any reason outside of performing volunteer services for the County,
and shall be returned to the County upon leaving Auxiliary
membership or as otherwise requested by the County.
3. Provide members of the Auxiliary with in-service and other
training opportunities and materials when available, and assist the
members in recertification requirements if resources are
available.
4. Prohibit any member of the Auxiliary from performing any
volunteer service for the County or accessing any County facility
where the Public Safety Director, EMS Chief, or ranking on-scene
commanding officer determines the best interests of the County
require such action.
ARTICLE 4: TERM, TERMINATION AND RENEWAL.
A: Term and Renewal: Notwithstanding the actual dates of execution
by the Parties' agents, to coordinate with the County's fiscal
year, the initial term of this Agreement shall be Monday, March 5,
2012 through midnight on September 30, 2012. Thereafter, this
Agreement shall automatically renew for successive one (l) year
periods beginning on October 1 of each year, unless either Party
shall notify the other of its intention to terminate as outlined
below.
B: Termination: Either Party may terminate this Agreement for any
reason and at any time upon written notice to the Party's chief
administrative officer given at least thirty (30) days before the
intended date of termination. Upon termination, the Parties shall
promptly ensure the payment or return of all funds or property
between the Parties where required.
ARTICLE 5: RECORDS AND AUDITS.
A: AUDIT. The Manatee Clerk of the Circuit Court, who is not a
Party to this Agreement but who nevertheless has for many years
performed periodic audits ofthe Auxiliary's books and records, has
informed the Parties that the Clerk's Internal Audit Department
will perform a bi-annual audit of the Auxiliary. The Auxiliary
understands that as an independent constitutional officer not a
party to this Agreement, the Clerk reserves the right to cease
performing such audits, or to change their schedule as the Clerk
deems is in the public's interest.
4
B: COOPERATION WITH AUDIT; MAINTENANCE OF RECORDS. The Auxiliary
agrees that it will fully comply with any audit performed on it as
provided for in this Agreement. It further agrees that its books
and records shall be kept according to accounting procedures
approved by the Clerk's Office, and shall be made available for
inspection by the County, the Clerk's auditors, or by any other
party as required by law. In satisfying this requirement, the
Auxiliary shall endeavor to recruit a person or persons with
suitable legal and financial background to serve on its board of
directors to ensure the record-keeping requirements set forth
herein are adhered to.
ARTICLE 6: COMPLIANCE WITH LAWS; NON-DISCRIMINATION. The
performance of this Agreement shall be in compliance with all
applicable local, state and federal laws and regulations, including
but not limited to the federal Health Insurance Portability and
Accountability Act. The Parties agree to execute HIPAA business
partner agreements separately, as may be required by law.
Additionally, the Auxiliary agrees that when performing under this
Agreement it and its agents shall refrain from discriminating
against any person on the grounds of race, religion, color,
disability, national origin, gender, age or marital status.
ARTICLE 7: GOVERNANCE OF AUXILIARY. The Auxiliary understands and
agrees that since it has a contractual relationship with Manatee
County, it shall refrain from recruiting the County Administrator,
any employee of the Public Safety Department, or members of the
Manatee County Commission, for service on the Auxiliary's board of
directors, as this service may, under Florida's ethics laws, create
a prohibited conflict of interest or cause such persons to be doing
business with their agency. Nothing herein shall be interpreted as
prohibiting the attendance of any of these officials at Auxiliary
board meetings in an observational or informational role.
ARTICLE 8: LICENSES. The Auxiliary must, by the effective date of
this Agreement, possess any licenses required to hold its
non-profit status, and shall maintain same. in good standing during
the term of this Agreement.
ARTICLE 9: APPLICABLE LAW, VENUE. The construction or validity of
this Agreement and of any of its terms and conditions, as well as
the rights and duties of the Parties hereunder, shall be
interpreted and enforced pursuant to and in accordance with the
laws of the State of Florida. Venue for any action or proceeding
arising hereunder or in connection herewith, including for
enforcement or interpretation of this Agreement, shall be
exclusively within Manatee County, Florida, with respect to any
state claim, and the Middle District of Florida, Tampa Division,
for any claims or defenses raised in federal court.
ARTICLE 10: ATTORNEYS' FEES. In any action brought between the
Parties to enforce or construe the terms of this Agreement, each
Party shall bear its own attorneys' fees and costs, including any
incurred on appeal, regardless of the resolution of the case or
appeal(s).
ARTICLE 11: AMENDMENTS. This Agreement may be modified, amended or
extended only by written amendment executed by authorized
representatives of both Parties.
5
ARTICLE 12: HEADINGS. All articles and descriptive headings of
paragraphs in this Agreement are inserted for convenience only and
shall not affect the meaning, construction or interpretation of the
Agreement's terms.
ARTICLE 13: SEVERABILITY. In the event that any term of this
Agreement is adjudged by a court of competent jurisdiction to be
invalid, such adjudication shall not affect or nullify the
remaining terms thereof, nor shall it result in the failure of the
Agreement unless the court finds that the remainder of the
Agreement cannot be enforced absent the stricken term.
ARTICLE 14: NO THIRD-PARTY BENEFICIARY. This Agreement is for the
sole benefit of the Parties thereto and their respective successors
and permitted assigns. The Parties expressly represent that they do
not intend to benefit any other person or party by entering this
Agreement.
ARTICLE 15: AUTHORITY TO EXECUTE. Each Party hereto covenants to
the other Party that it has lawful authority to enter into this
Agreement and that the Party's representative executing same is
authorized to do so on behalf of the Party.
The Parties hereto have caused this Agreement to be duly executed
by their authorized
representatives this/{)~ day of -_.pril , 2012.
MANATEE COUNTY EMERGENCY MEDICAL SERVICES AUXILIARY, INC.
oar as authorized representative
ounty Administrator as authorizea representative
From: Robin Liberty To: "
[email protected]" Subject: BCC
4/10: Item 25: EMS Auxiliary Agreement Date: Wednesday, April 11,
2012 10:02:00 AM Attachments: BC20120410DOCA25.pdf
Good Morning, Attached is an executed Agreement with EMS Auxiliary
and the agenda package, approved by the County Commission on
4/10/12. Robin Robin Liberty Board Records
For R.B. "Chips" Shore
Manatee County Clerk of the Circuit Court & Comptroller
www.manateeclerk.com
[email protected], ext. 4179
"Pride in Service with a Vision to the Future"
Subject Emergency Medical Services Auxiliary Agreement--update to
existing agreement Briefings None Contact and/or Presenter
Information Ronald J. Koper, Jr., Acting Deputy Director ext 3563
Action Requested Motion to approve the updated agreement between
the County and the Manatee County EMS Auxiliary, and to authorize
the County Administrator or designee to execute same.
Enabling/Regulating Authority The Auxiliary was authorized by the
Board of County Commissioners, February 23, 1982. Part VI, Chapter
125 defines volunteer, Chapter 768 Florida Volunteer Protection
Act, Florida State Statute 401.30, Part III. Chapter 1, Section
2-Purpose: page 1-11 of the Manatee County Comprehensive Plan:
Protect the public health, safety and welfare. Background
Discussion
The Manatee County Emergency Medical Services Auxiliary was
initially authorized by the Board of County Commissioners on
February 23, 1982. On July 7, 1992 the Board adopted the Emergency
Medical Services Auxiliary Agreement, then on January 9,1996, and
on May 6, 2003 the County and the Auxiliary entered into an Amended
Agreement.
At the request of the Public Safety Department significant changes
have occurred in how the County and the Auxiliary operate, and the
operational needs of the EMS Division require a substantially new
agreement.
The Auxiliary provides a substantial benefit to the citizens of
Manatee County by providing thousands of hours of volunteer work
and material assistance to the EMS Division.
County Attorney Review Formal Written Review (Opinion memo must be
attached) Explanation of Other Reviewing Attorney RME Instructions
to Board Records
Manatee County Government Administrative Center Commission
Chambers
April 10, 2012 - 9:00 a.m.
Please forward two executed copies to the Department of Public
Safety.
[email protected]
Cost and Funds Source Account Number and Name n/a Amount and
Frequency of Recurring Costs n/a Attachment: auxiliary rls response
from county attorney.pdf Attachment: auxiliary new
agreement.pdf
Manatee County Government Administrative Center Commission
Chambers
April 10, 2012 - 9:00 a.m.
Subject Emergency Medical Services Auxiliary Agreement--update to
existing agreement Briefings None Contact and/or Presenter
Information Ronald J. Koper, Jr., Acting Deputy Director ext 3563
Action Requested Motion to approve the updated agreement between
the County and the Manatee County EMS Auxiliary, and to authorize
the County Administrator or designee to execute same.
Enabling/Regulating Authority The Auxiliary was authorized by the
Board of County Commissioners, February 23, 1982. Part VI, Chapter
125 defines volunteer, Chapter 768 Florida Volunteer Protection
Act, Florida State Statute 401.30, Part III. Chapter 1, Section
2-Purpose: page 1-11 of the Manatee County Comprehensive Plan:
Protect the public health, safety and welfare. Background
Discussion
The Manatee County Emergency Medical Services Auxiliary was
initially authorized by the Board of County Commissioners on
February 23, 1982. On July 7, 1992 the Board adopted the Emergency
Medical Services Auxiliary Agreement, then on January 9,1996, and
on May 6, 2003 the County and the Auxiliary entered into an Amended
Agreement.
At the request of the Public Safety Department significant changes
have occurred in how the County and the Auxiliary operate, and the
operational needs of the EMS Division require a substantially new
agreement.
The Auxiliary provides a substantial benefit to the citizens of
Manatee County by providing thousands of hours of volunteer work
and material assistance to the EMS Division.
County Attorney Review Formal Written Review (Opinion memo must be
attached) Explanation of Other Reviewing Attorney RME Instructions
to Board Records
Manatee County Government Administrative Center Commission
Chambers
April 10, 2012 - 9:00 a.m.
Please forward two executed copies to the Department of Public
Safety.
[email protected]
Cost and Funds Source Account Number and Name n/a Amount and
Frequency of Recurring Costs n/a Attachment: auxiliary rls response
from county attorney.pdf Attachment: auxiliary new
agreement.pdf
Manatee County Government Administrative Center Commission
Chambers
April 10, 2012 - 9:00 a.m.
TO:
FROM:
THROUGH:
DATE:
MEMORANDUM
Tedd N. Williams-County Attorn~ tjfcj1?- j Robert Michael
Eschenfelder-Deputy County Attorni (0 30 January 2012
ATTORNEY
Jaml!ll A. Minix, Chief Deputy County Attorney Maureen S. Sikora,
Deputy County Attorney• Robert M. Eschenfelder, Deputy County
Altorney Rodney C. Wade, Deputy County Anomey• William E. Clallue,
Deputy County Attorney J11mes R. Cooney, Deputy County Attorney
Sarab A. Schenk., Deputy County A ttorney•
RE: Agreement with Manatee County EMS Auxiliary (RLS I l-245) (CAO
File: 1124-146)
In RLS 11-245, you indicate that in 1982, the County Commission
approved of providing assistance to a new group which was to become
the Manatee County Emergency Medical Services Auxiliary, Inc. In
1992, a more formal agreement for assistance was approved. You
indicate that the current agreement has not been revised for 9
years, and significant changes in both how the County and the
Auxiliary operate, and the operational needs ofthe EMS Division,
require a substantially new agreement.
Based on the terms and conditions you provided both in your RLS and
in follow up meetings, 1 have drafted the attached agreement which
should accomplish the business terms requested. Please note that
the language concerning audits by the C lerk's Office has been
reviewed and approved by Clerk's Audit Director. The agreement is
otherwise in sufficient legal form to be presented to the
Commission for its consideration. When drafting the agenda
memorandum, the form of motion may read, "Motion to approve the
agreement between the County and the Manatee County EMS Auxiliary,
and to authori7..e the County Administrator or designee to execute
same."
1 trust this adequately responds to your request for service. lfyou
have other questions, please feel free to contact me.
c: Hon. R.B. "Chips" Shore-Clerk of the Circuit Court Ed
Hunzeker-County Administrator Deputy County Administrators Bill
Hutchison- Publ ic Safety Director/Acting IT Director Millie
Blevins- Internal Audit Director James A. Minix-Chief Deputy County
Attorney
• Board Certified City, County & Local Government Law
1112 Manatee Avenue West, Suite 969, P.O. Box !000, Bradenton, FL
34206 (941) 745-3750 • Fax (941) 749-3089
MANATEE COUNTY EMERGENCY MEDICAL SERVICES AUXILIARY AGREEMENT
WHEREAS, on February 23, 1982, the Manatee County Commission
(hereinafter "County") authorized providing uniforms to help
support a new volunteer organization, which is now known as the
Manatee County Emergency Medical Services Auxiliary, Inc.
(hereinafter "Auxiliary"); and
WHEREAS, the Auxiliary is an independent Florida non-profit
corporation, incorporated under the laws of Florida and governed by
a private board of directors; and
WHEREAS, on July 7, 1992, the County and the Auxiliary entered into
an agreement which set forth how the EMS Division and the Auxiliary
would interact, and provided added support to be provided by the
County; and
WHEREAS, on January 9, 1996 and again on May 6, 2003, the County
and the Auxiliary revised this agreement, renewing and revising
their beneficial relationship; and
WHEREAS, the Auxiliary has supported the Manatee County EMS
Division's mission over the years with thousands of hours of
volunteer work as well as material assistance due to fund raising
efforts, thereby substantially benefitting the citizens of Manatee
County; and
WHEREAS, the Manatee County Board of County Commissioners finds
that it is in the best interests of the County and its EMS Division
and the citizens and visitors it protects, to restate, revise and
renew its agreement with the Auxiliary.
NOW, THEREFORE, the Parties hereto agree as follows:
ARTICLE 1: SUPPORT PROVIDED BY AUXILIARY.
A: The Auxiliary will coordinate its volunteer members to provide
the following volunteer staffing support:
1. Voluntarily providing first responders, state certified
emergency medical technicians (EMTs), and paramedics to assist EMS
crews with medical treatment, search and rescue, and related
duties.
2. Voluntarily providing non-transport basic life support coverage
for special during disaster
4.
1. Voluntarily purchasing miscellaneous equipment, supplies,
furniture, or training materials for the County's EMS Division as
possible given available funds.
2. Donating funds raised to Manatee County to support the
operational needs of the EMS Division.
ARTICLE 2: DUTIES OF AUXILIARY.
A: To ensure the Auxiliary remains a respected and reliable partner
for the County's EMS Division, the Auxiliary shall:
1. Regularly provide a current membership roster to the County
showing members are fully qualified to perform the volunteer EMS
duties they may volunteer to perform through the Auxiliary.
2. Provide to the County a copy of its current articles of
incorporation, by laws, minutes, and such other documents,
certifications, applications, audits, or other records as requested
by the County from time to time, and permit the EMS Chief or
designee to attend/observe its board meetings.
3. Submit a financial audit by auditors deemed by the County to be
qualified to conduct such audits in such intervals as the County
deems appropriate.
4. Not represent itself as an agent of the County, and instruct its
members that as volunteers, they are not the agents or employees of
the County. This prohibition applies to interactions with any
person, governmental unit or corporate entity, including during
fund raising initiatives.
5. Conduct its operations in accordance with the provisions of
Florida Statutes Chapters 617 and 496, Florida Statutes § 205.192,
Section 501 of the Internal Revenue Code, and such other laws,
rules and ordinances which may, from time to time, apply to the
Auxiliary and its activities.
6. Not grant membership which may result in a volunteer assignment
for Manatee County to person who is a current paid employee
of
B. To ensure the County only accepts services from Auxiliary
volunteers who are suitably qualified to perform such services, the
Auxiliary shall:
1. Ensure its volunteer members sign an Auxiliary Service
Agreement, in a form reviewed by the County, and provide the
original document to the EMS Chief prior to any volunteer services
being performed. The EMS Chief may decline to accept volunteer
services from any Auxiliary member if, in that official's judgment,
such service would not be in the County's best interests.
2. Require all members to have a thorough knowledge of and comply
with all statutes, rules, regulations, procedures, code of ethics
and general orders of the Auxiliary, Manatee County Emergency
Medical Services, the Department of Public Safety and the County,
and all related state and federal laws.
3. Ensure its members comply with all state and County laws,
ordinances and administrative regulations concerning registration,
certification and recertification to perform EMS services on
members of the public.
ARTICLE 3: DUTIES OF COUNTY EMS DIVISION.
A: To help support the mission of the Auxiliary, the EMS Division
will:
1. Permit the utilization of county equipment, supplies, storage
areas, utilities, furniture, fuel, or any other County property
(when available), which is needed to carry out missions or projects
the EMS Division asks the Auxiliary to perform.
2. Permit Auxiliary volunteers to operate EMS vehicles or other
equipment to the extent County policies and procedures and relevant
state law allow, and as the ranking EMS officer determines is
appropriate and necessary.
3. Permit the Auxiliary to use, in limited fashion, record storage
space, meeting/conference rooms, and similar office areas within
the Public Safety Department's headquarters, but only to the extent
such use is feasible given the Department's needs, and only in
accordance with all applicable security and other regulations.
Notwithstanding the foregoing, while the Auxiliary use and an
approved facility as its
B: Duties Regarding Volunteers ofthe Auxiliary:
1. Provide liability coverage for Auxiliary members who function on
behalf of EMS in an official capacity and perfurm duties under EMS
Division's direction and to benefit the County. Such coverage shall
be that which is set forth in the Manatee County Self-Insurance
Ordinance.
2. Furnish members of the Auxiliary with uniforms, badges, rank
insignia, and other equipment and supplies as funds and resources
are available and approved by the Public Safety Director. These
items shall remain property of the County, not be used or worn for
any reason outside of performing volunteer services for the County,
and shall be returned to the County upon leaving Auxiliary
membership or as otherwise requested by the County.
3. Provide members of the Auxiliary with in-service and other
trammg opportunities and materials when available, and assist the
members in recertification requirements if resources are
available.
4. Prohibit any member of the Auxiliary from performing any
volunteer service for the County or accessing any County facility
where the Public Safety Director, EMS Chief, or ranking on-scene
commanding officer determines the best interests of the County
require such action.
ARTICLE 4: TERM, TERMINATION AND RENEWAL.
A: Term and Renewal: Notwithstanding the actual dates of execution
by the Parties' agents, to coordinate with the County's fiscal
year, the initial term of this Agreement shall be Monday, March 5,
2012 through midnight on September 30, 2012. Thereafter, this
Agreement shall automatically renew for successive one ( 1) year
periods beginning on October 1 of each year, unless either Party
shall notify the other of its intention to terminate as outlined
below.
B: Termination: Either Party may terminate this Agreement for any
reason and at any time upon written notice to the Party's chief
administrative officer given at least thirty (30) days before the
intended date of termination. Upon termination, the Parties shall
promptly ensure the payment or return of all funds or property
between the Parties where required.
ARTICLES:
B: COOPERATION WITH AUDIT; MAINTENANCE OF RECORDS. The Auxiliary
agrees that it will fully comply with any audit performed on it as
provided for in this Agreement. It further agrees that its books
and records shall be kept according to accounting procedures
approved by the Clerk's Office, ·and shall he triade 'available for
inspection by the County, the Clerk's auditors, or by any other
party as required by law. In satisfying this requirement, the
Auxiliary shall endeavor to recruit a person or persons with
suitable legal and financial background to serve on its board of
directors to ensure the record-keeping requirements set forth
herein are adhered to.
ARTICLE 6: COMPLIANCE WITH LAWS; NON-DISCRIMINATION. The
performance of this Agreement shall be in compliance with aU
applicable local, state and federal laws and regulations, including
but not limited to the federal Health Insurance Portability and
Accountability Act. The Parties agree to execute HIP AA business
partner agreements separately, as may be required by law.
Additionally, the Auxiliary agrees that when performing under this
Agreement it and its agents shall refrain from discriminating
against any person on the grounds ofrace, religion, color,
disability, national origin, gender, age or marital status.
ARTICLE 7: GOVERNANCE OF AUXILIARY. The Auxiliary understands and
agrees that since it has a contractual relationship with Manatee
County, it shall refrain from recruiting the County Administrator,
any employee of the Public Safety Department, or members of the
Manatee County Commission, for service on the Auxiliary's board of
directors, as this service may, under Florida's ethics laws, create
a prohibited conflict of interest or cause such persons to be doing
business with their agency. Nothing herein shall be interpreted as
prohibiting the attendance of any of these officials at Auxiliary
board meetings in an observational or informational role.
ARTICLE 8: LICENSES. The Auxiliary must, by the effective date of
this Agreement, possess any licenses required to hold its
non-profit status, and shall maintain same in good standing during
the term of this Agreement.
ARTICLE 9: APPLICABLE LAW, VENUE. The construction or validity of
this Agreement and of any of its terms and conditions, as well as
the rights and duties of the Parties hereunder, shall be
interpreted and enforced pursuant to and in accordance with the
laws of the State of Florida. Venue for any action or proceeding
arising hereunder or in connection herewith, including for
enforcement or interpretation of this Agreement, shall be
exclusively within Manatee County, Florida, with respect to any
state claim, and the Middle District of Florida, Tampa Division,
for any claims or defenses raised in federal court.
ARTl LE 10: ATTORNEY ' FEES. In any action brought between the
Parties to enforce or construe terms of this Agreement, each Party
shall bear own attorneys ' fees and costs, including any incurred
on appeal, regardless of the resolution of the case or
appeal(s).
ARTICLE 11: AMENDMENTS. This Agreement may be modified, amended or
extended only by written amendment executed by authorized
representatives of both Parties.
5
ARTICLE 12: HEADINGS. All articles and descriptive headings of
paragraphs in this Agreement are inserted for convenience only and
shall not affect the meaning, construction or interpretation ofthe
Agreement's terms.
ARTICLE 13: SEVERABILITY. In the event that any term of this
Agreement is adjudged by a court of competent jurisdiction to be
invalid, such adjudication shall not affect or nullify the
remaining terms thereof, nor shall it result in the failure of the
Agreement unless the court finds that the remainder of the
Agreement cannot be enforced absent the stricken term.
ARTICLE 14: NO THIRD-PARTY BENEFICIARY. This Agreement is for the
sole benefit of the Parties thereto and their respective successors
and permitted assigns. The Parties expressly represent that they do
not intend to benefit any other person or party by entering this
Agreement.
ARTICLE 15: AUTHORITY TO EXECUTE. Each Party hereto covenants to
the other Party that it has lawful authority to enter into this
Agreement and that the Party's representative executing same is
authorized to do so on behalf of the Party.
The Parties hereto have caused this Agreement to be duly executed
by their authorized
representatives this_ day of February, 2012.
MANATEE COUNTY EMERGENCY MEDICAL SERVICES AUXILIARY, INC.
By: ------------------------- President of the Board as authorized
representative
MANATEE COUNTY
Ed Hunzeker, County Administrator as authorized
representative
MANATEE COUNTY EMERGENCY MEDICAL SERVICES AUXILIARY AGREEMENT
WHEREAS, on February 23, 1982, the Manatee County Commission
(hereinafter "County") authorized providing uniforms to help
support a new volunteer organization, which is now known as the
Manatee County Emergency Medical Services Auxiliary, Inc.
(hereinafter "Auxiliary"); and
WHEREAS, the Auxiliary is an independent Florida non-profit
corporation, incorporated under the laws of Florida and governed by
a private board of directors; and
WHEREAS, on July 7, 1992, the County and the Auxiliary entered into
an agreement which set forth how the EMS Division and the Auxiliary
would interact, and provided added support to be provided by the
County; and
WHEREAS, on January 9, 1996 and again on May 6, 2003, the County
and the Auxiliary revised this agreement, renewing and revising
their beneficial relationship; and
WHEREAS, the Auxiliary has supported the Manatee County EMS
Division's mission over the years with thousands of hours of
volunteer work as well as material assistance due to fund raising
efforts, thereby substantially benefitting the citizens of Manatee
County; and
WHEREAS, the Manatee County Board of County Commissioners finds
that it is in the best interests of the County and its EMS Division
and the citizens and visitors it protects, to restate, revise and
renew its agreement with the Auxiliary.
NOW, THEREFORE, the Parties hereto agree as follows:
ARTICLE 1: SUPPORT PROVIDED BY AUXILIARY.
A: The Auxiliary will coordinate its volunteer members to provide
the following volunteer staffing support:
1. Voluntarily providing first responders, state certified
emergency medical technicians (EMTs), and paramedics to assist EMS
crews with medical treatment, search and rescue, and related
duties.
Voluntarily providing non-transport
1. Voluntarily purchasing miscellaneous equipment, supplies,
furniture, or training materials for the County's EMS Division as
possible given available funds.
2. Donating funds raised to Manatee County to support the
operational needs of the EMS Division.
ARTICLE 2: DUTIES OF AUXILIARY.
A: To ensure the Auxiliary remains a respected and reliable partner
for the County's EMS Division, the Auxiliary shall:
1. Regularly provide a current membership roster to the County
showing members are fully qualified to perform the volunteer EMS
duties they may volunteer to perform through the Auxiliary.
2. Provide to the County a copy of its current articles of
incorporation, by laws, minutes, and such other documents,
certifications, applications, audits, or other records as requested
by the County from time to time, and permit the EMS Chief or
designee to attend/observe its board meetings.
3. Submit a financial audit by auditors deemed by the County to be
qualified to conduct such audits in such intervals as the County
deems appropriate.
4. Not represent itself as an agent of the County, and instruct its
members that as volunteers, they are not the agents or employees of
the County. This prohibition applies to interactions with any
person, governmental unit or corporate entity, including during
fund raising initiatives.
5. Conduct its operations in accordance with the provisions of
Florida Statutes Chapters 617 and 496, Florida Statutes § 205.192,
Section 501 of the Internal Revenue Code, and such other laws,
rules and ordinances which may, from time to time, apply to the
Auxiliary and its activities.
B. To ensure the County only accepts services from Auxiliary
volunteers who are suitably qualified to perform such services, the
Auxiliary shall:
1. Ensure its volunteer members sign an Auxiliary Service
Agreement, in a form reviewed by the County, and provide the
original document to the EMS Chief prior to any volunteer services
being performed. The EMS Chief may decline to accept volunteer
services from any Auxiliary member if, in that official's judgment,
such service would not be in the County's best interests.
2. Require all members to have a thorough knowledge of and comply
with all statutes, rules, regulations, procedures, code of ethics
and general orders of the Auxiliary, Manatee County Emergency
Medical Services, the Department of Public Safety and the County,
and all related state and federal laws.
3. Ensure its members comply with all state and County laws,
ordinances and administrative regulations concerning registration,
certification and recertification to perform EMS services on
members of the public.
ARTICLE 3: DUTIES OF COUNTY EMS DIVISION.
A: To help support the mission ofthe Auxiliary, the EMS Division
will:
1. Permit the utilization of county equipment, supplies, storage
areas, utilities, furniture, fuel, or any other County property
(when available), which is needed to carry out missions or projects
the EMS Division asks the Auxiliary to perform.
2. Permit Auxiliary volunteers to operate EMS vehicles or other
equipment to the extent County policies and procedures and relevant
state law allow, and as the ranking EMS officer determines is
appropriate and necessary.
3. Permit the Auxiliary to use, in limited fashion, record storage
space, meeting/conference rooms, and similar office areas within
the Public Safety Department's headquarters, but only to the extent
such use is feasible given the Department's needs, and only in
accordance with all applicable other
B: Duties Regarding Volunteers of the Auxiliary:
1. Provide liability coverage for Auxiliary members who function on
behalf of EMS in an official capacity and perform duties under EMS
Division s direction and to benefit the County. Such coverage sbaJI
be that which is set forth in the Manatee County Self-Insurance
Ordinance.
2. Furnish members of the Auxiliary with uniforms badges, rank
insignia, and other equipment and supplies as funds and resources
are available and approved by the Public Safety Diiector. These
items shall remain property of the County, not be used or worn for
any reason outside of perfonning volunteer services for the County,
and shall be returned to the County upon leaving Auxiliary
membership or as otherwise requested by the County.
3. Provide members of the Auxiliary with in-service and other
training opportunities and materials when available, and assist the
members in recertification requirements if resources are
available.
4. Prohibit any member of the Auxiliary from performing any
volunteer service for the County or accessing any County facility
where the Public Safety Director, EMS Chief, or ranking on-scene
commanding officer determines the best interests of the County
require such action.
ARTICLE 4: TERM, TERMINATION AND RENEWAL.
A: Term and Renewal: Notwithstanding the actual dates of execution
by the Parties' agents, to coordinate with the County's fiscal
year, the initial term of this Agreement shall be Monday, March 5,
2012 through midnight on September 30, 2012. Thereafter, this
Agreement shall automatically renew for successive one ( l) year
periods beginning on October 1 of each year, unless either Party
shall notify the other of its intention to terminate as outlined
below.
B: Termination: Either Party may terminate this Agreement for any
reason and at any time upon written notice to the Party' s chief
administrative officer given at least thirty (30) days before the
intended date of termination. Upon termination, the Parties shall
promptly ensure the payment or return of all funds or property
between the Parties where required.
ARTICLE 5: RECORDS AND AUDITS.
A: AUDIT. The Manatee Clerk of the Circuit Court, who is not a
Party to this Agreement but who nevertheless has for many years
performed periodic audits of the Auxiliary's books and records, has
informed the Parties that the Clerk 's Internal Audit Department
will perform a bi-annual audit of the Auxiliary. The Auxiliary
understands that as an independent constitutional officer not a
party to this Agreement, the Clerk reserves the right to cease
performing such audits, or to change their schedule as the Clerk
deems is in the public's interest.
4
B: COOPERATION WITH AUDIT; MAINTENANCE OF RECORDS. The Auxiliary
agrees that it will fully comply with any audit performed on it as
provided for in this Agreement. It further agrees that its books
and records shall be kept according to accounting procedures
approved by the Clerk's Office, and shall be made available for
inspection by the County, the Clerk's auditors, or by any other
party as required by law. In satisfying this requirement, the
Auxiliary shall endeavor to recruit a person or persons with
suitable legal and financial background to serve on its board of
directors to ensure the record-keeping requirements set forth
herein are adhered to.
ARTICLE 6: COMPLIANCE WITH LAWS; NON-DISCRIMINATION. The
performance of this Agreement shall be in compliance with all
applicable local, state and federal laws and regulations, including
but not limited to the federal Health Insurance Portability and
Accountability Act. The Parties agree to execute HIP AA business
partner agreements separately, as may be required by law.
Additionally, the Auxiliary agrees that when performing under this
Agreement it and its agents shall refrain from discriminating
against any person on the grounds of race, religion, color,
disability, national origin, gender, age or marital status.
ARTICLE 7: GOVERNANCE OF AUXILIARY. The Auxiliary understands and
agrees that since it has a contractual relationship with Manatee
County, it shall refrain from recruiting the County Administrator,
any employee of the Public Safety Department, or members of the
Manatee County Commission, for service on the Auxiliary's board of
directors, as this service may, under Florida's ethics laws, create
a prohibited conflict of interest or cause such persons to be doing
business with their agency. Nothing herein shall be interpreted as
prohibiting the attendance of any of these officials at Auxiliary
board meetings in an observational or informational role.
ARTICLE 8: LICENSES. The Auxiliary must, by the effective date of
this Agreement, possess any licenses required to hold its
non-profit status, and shall maintain same in good standing during
the term of this Agreement.
ARTICLE 9: APPLICABLE LAW, VENUE. The construction or validity of
this Agreement and of any of its terms and conditions, as well as
the rights and duties of the Parties hereunder, shall be
interpreted and enforced pursuant to and in accordance with the
laws of the State of Florida. Venue for any action or proceeding
arising hereunder or in connection herewith, including for
enforcement or interpretation of this Agreement, shall be
exclusively within Manatee County, Florida, with respect to any
state claim, and the Middle District of Florida,
for or court.
ARTICLE 12: HEADINGS. All articles and descriptive headings of
paragraphs in this Agreement are inserted for convenience only and
shall not affect the meaning, construction or interpretation of the
Agreement's terms.
ARTICLE 13: SEVERABILITY. In the event that any term of this
Agreement is adjudged by a court of competent jurisdiction to be
invalid, such adjudication shall not affect or nullify the
remaining terms thereof, nor shall it result in the failure of the
Agreement unless the court finds that the remainder of the
Agreement cannot be enforced absent the stricken term.
ARTICLE 14: NO THIRD-PARTY BENEFICIARY. This Agreement is for the
sole benefit of the Parties thereto and their respective successors
and permitted assigns. The Parties expressly represent that they do
not intend to benefit any other person or party by entering this
Agreement.
ARTICLE 15: AUTHORITY TO EXECUTE. Each Party hereto covenants to
the other Party that it has lawful authority to enter into this
Agreement and that the Party's representative executing same is
authorized to do so on behalf of the Party.
The Parties hereto have caused this Agreement to be duly executed
by their authorized
representatives this_ day of April , 2012.
MANATEE COUNTY EMERGENCY MEDICAL SERVICES AUXILIARY, INC.
By: