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HomeMy WebLinkAboutItem 7.2 East Bay Regional Comm CITY CLERK File # D~[Q][Q]-@[(i] AGENDA STATEMENT CITY COUNCIL MEETING DATE: July 17, 2007 SUBJECT: Joint Exercise of Powers of Agreement (JEPA) for the East Bay Regional Communications Systems (EBRCS) Report Prepared by Joni Pattillo, Assistant City Manager 1) Resolution with Attachment A - Joint Exercise of Powers Agreement (JEP A) for the East Bay Regional Communications Systems (EBRCS) 2) Staff Report from the June 5, 2007 City Council Meeting (Report Only) RECOMMENDATI~O: pprove th,E resolution that conceptually approves the Joint Exercise of Powers of Agreement for the East Bay Regional Communications \. Systems and authorize the City Manager to execute the final agreement. ATTACHMENTS: FINANCIAL STATEMENT: DESCRIPTION: Project costs associated with being part of the JEP A for the EBRCS are not known at this time. There are three components of cost that must be considered in order to participate in the system. 1) Infrastructure. The build out of the EBRCS infrastructure is expected to cost in the neighborhood of $60 million. Grant funds are anticipated to fund significant elements ofthe build out. While grant funding has been available, it is not expected to cover the entire cost of the build out. It is expected that local jurisdictions that participate will be responsible for paying a proportionate share of the remaining build out costs. 2) Cost associated with purchasing new radios to use on the new system. Each jurisdiction will be responsible for the radios they plan to use on the system. Every effort will be made to use the purchasing power of the EBRCS to obtain the lowest possible price for the radios. 3) There will be a cost associated with the maintenance, technological upgrades and system reserve for the replacement of the system. At the June 5, 2007, City Council meeting, the Council approved a Letter of Intent and good faith payment of $1 0,800 to support the formation of the East Bay Regional Communication System (EBRCS). The COPY TO: Page 1 of2 ITEM NO. L.2 LVI City Manager was authorized to sign the letter and send the good faith payment on behalf of the City and has done so. There was one outstanding follow-up item as it relates to the EBRCS, which was to bring the Joint Powers Agreement back to the City Council for approval because at the time the Letter of Intent was presented to Council in June, the document was still being revised. According to Alameda County Staff, who is leading this effort, it appears that Alameda County and all but three cities (Berkeley, Oakland, and Piedmont) in Alameda County have approved or will be approving the JEP A for the EBRCS by the end of the month. Contra Costa County has already agreed to the JEP A and all cities within the County have signed Letters of Intent and a majority of Contra Costa cities have approved on the JEP A. The current version of the agreement is missing a number of details, but the parties are hoping to have the Authority up and running in August. Accordingly, staff is recommending that, rather than authorizing the City Manager to sign the agreement in its current form, the Council conceptually approve the agreement and authorize the City Manager to execute the agreement in its final form. Recommendation Staff recommends that the City Council approve the resolution that conceptually approves the Joint Exercise of Powers of Agreement for the East Bay Regional Communications Systems and authorize the City Manager to execute the final agreement. ~ 1; 6t. If{;(b RESOLUTION NO. XX - 07 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN ********* CONCEPTUALLY APPROVING A JOINT POWERS AGREEMENT AMONG THE COUNTIES OF ALAMEDA AND CONTRA COSTA AND VARIOUS CITIES LOCATED WITHIN THOSE COUNTIES FORMING THE EAST BAY REGIONAL COMMUNICATIONS SYSTEM AUTHORITY WHEREAS, the City Council has reviewed the proposed joint powers agreement among the Counties of Alameda and Contra Costa and the cities located within those Counties, forming the East Bay Regional Communications System Authority (the "Agreement"); and WHEREAS, the City Council concurs in the recitals of the Agreement; and WHEREAS, the City Council desires to conceptually approve the Agreement forming the East Bay Regional Communications System Authority (the "Authority"); and WHEREAS, the approval of the Agreement has been reviewed in accordance with the provisions of the California Environmental Quality Act (CEQA) and has been found to be categorically exempt pursuant to CEQA Guidelines Section 15320 relating to changes in the organization of local agencies. NOW, THEREFORE, BE IT RESOLVED by the City Council ofthe City of Dublin as follows: The Agreement forming the Authority, attached hereto as Exhibit A, is hereby conceptually approved conceptually and the City Manager is hereby authorized to execute the agreement in its final form on behalf of the City. PASSED, APPROVED AND ADOPTED this 17th day of July, 2007, by the following vote: AYES: NOES: ABSENT: ABSTAIN: Mayor ATTEST: City Clerk l-l1-0"1 f,t;2.. ATTACHMENT 1 ~ 1J Ho JOINT EXERCISE OF POWERS AGREEMENT FOR THE EAST BAY REGIONAL COMMUNICATIONS SYSTEM AUTHORITY THIS JOINT EXERCISE OF POWERS AGREEMENT FOR THE EAST BAY REGIONAL COMMUNICATIONS SYSTEM AUTHORITY (the "Agreemenf') is entered into as of the _ day of , 2007, by and among the . (hereinafter collectively referred to as "Members" and individually as "Member"). RECITALS A. WHEREAS, Chapter 5 of Division 7 of Title 1 of the Califomia Government Code authorizes the Members to enter into an agreement for the joint exercise of any power common to them; and B. WHEREAS, the Members have the common powers, under their respective sovereign and police powers, to acquire real, personal and intangible property and to plan, design, finance, construct, operate, and maintain public safety radio communication systems, faciltties and related structures, and appurtenances and incidental improvements thereto; and C. WHEREAS, the Members have determined that the public interest will be served by the joint exercise of these common powers through thi& Agreement and the creation of a joint powers authority to acquire, plan, design, finance, construct, operate and maintain a P25 compliant or equivalent (as defined herein) communications system serving Alameda and Contra Costa Counties and individual political jurisdictions therein; and D. WHEREAS, the Members have further determined that such an East Bay Regional Communications System Project (the "EBRCS Projecf'), to which Members and non-members may subscribe (the "Subscribers") subject to the provisions set forth herein, should be undertaken in order to meet public safety communication needs of the Members, and that the EBRCS Project will have regional consequences beyond the Members' geographical jurisdictions, thus encouraging participation by other govemmental 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 Members agree as follows: AGREEMENT 1. Authority and Purpose. This Agreement is made under the authority of and pursuant to the Joint Exercise of Powers Act, Chapter 5 of Division 7 of Title 1 of the Califomia Government Code (commencing with Section 6500 et seq.) (the "Acf'), relative to the joint exercise of powers common to the Members and as otherwise granted by the Act. The purpose of this Agreement is to provide for the acquisition of real, personal and intangible property; and the planning, design, financing, regulation, permitting, environmental evaluation, publiC outreach, construction, operation, and maintenance of the EBRCS Project, or any identifiable portion of the EBRCS Project. Notwithstanding anything in this Agreement to the contrary, each Member also reserves all of its rights and powers to proceed Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page 1 of 11 EXHIBIT A 31J 1lo separately within its jurisdictional boundaries on any compatible public safety communications projects anticipated to become part of the EBRCS Project; provided, however, that the planning, design, and construction of such projects should be consistent with the Functional Specifications for the EBRCS Project dated (the "Functional Specifications") or as subsequently amended by the Authority's Board of Directors and incorporated herein by this reference. The general specifications and performance standards for the EBRCS Project are as follows: The EBRCS Project is designed as a P25 digital trunking system operating in the BOOMhzf100Mhz frequency spectrum. The system solution is a wide area, two county, IP.tlased architecture communications system that is compliant with the ANSlIEIAlTIA-102 suite of standards. The EBRCS Project will utilize sites strategically located throughout, but not limited to, Member jurisdictions. The EBRCS Project is also expected to meet typical public safety requirements of a Grade of Service of two percent busies during the busy hour with an estimated 90 percent of busy calls queued within 2.5 seconds. For purposes of this Agreement, P25 compliant or equivalent means a common set of standards for first-responders that allows the highest level of interoperable communications in a digital mode. 2. Creation of Authority and Jurisdiction. Pursuant to the Act, the Members hereby create the East Bay Regional Communications System Authority (the "Authority''), a public entity separate and distinct from each of the Members. The jurisdiction of the Authority shall be all territory within the geographic boundaries of the Members, however the Authority may undertake any action outside such geographic boundaries as is necessary and incidental to the accomplishment of its purpose and the EBRCS Project. 3. 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 1 of this Agreement is fully accomplished, or until terminated by the vote of a majorlty of the goveming bodies of the Members; provided, however, that this Agreement may not be terminated, and no Member may withdraw its membership, until (a) all bonds or other instruments of indebtedness issued by the Authority 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 Authority have been paid in full or provision has been made for payment in full, except as set forth in Section 13. 4. Powers of the Authoritv. a. Powers. The Authority shall have all powers necessary or reasonably convenient to carry out the purposes stated in Section 1 of this Agreement, including, but not limited to, the following; (1) To secure administrative offICe space and furnishings; (2) To make and enter into contracts including other joint powers agreements and Subscriber agreements; (3) To contract for, or employ, administrative, technical, legal and support staff, and consultants and contractors of any kind; Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page2of11 40ZJ 1(p (4) To acquire and maintain insurance of all types; (5) To lease or sublease real, persona~ and intangible property; (6) 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 only with the consent of the governing body of such Member; (7) To own, lease, sublease, acquire, operate, maintain and dispose of materials, supplies, and equipment of all types including, but not limited to intangible property such as radio frequencies; (8) To plan, and to conduct environmental evaluation and other analyses in connection therewith, and design buildings, facilities or communications improvements of any kind; (9) 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 Authority shall provide appropriate public notice of proposed action, but shall be exempt from aI/local/and use and zoning regulations; and (ii) for new buildings, facilities or communications improvements located on private property, the Authority shall apply for and receive appropriate approvals under the applicable local land use and zoning regulations; (10) To accept, hold, invest (pursuant to the Act, including, without limitation, Section 6509.5 thereon. manage, and expend monies; (11 ) To obtain and secure funding from any and all available public and private sources including local, state, and federal govemment, including but not limited to, bond issuances, lease purchase agreements, public grants, public and private contributions, public and private Joans, and other funds; ( 12) 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 Members, either jointly or severally. (13) 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; (14) 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 Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page3of11 5Vb1to 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 (Govemment Code Section 6584 et seq.); (15) 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: (16) To negotiate and enter into reimbursement agreements when monies to construct project improvements are advanced; (17) Subject to applicable legal authority, to cause taxes, assessments, fees or charges to be levied in accordance with applicable State and Federal law, and in a manner to accomplish the purposes of the Authority; (18)To issue bonds and sell or lease any facilities for purposes of debt financing; (19) To carry on technical and other investigations of all kinds necessary to further the purposes of the Authority; (20)To sue and be sued; (21)To amend the Functional Specifications; and (22)To exercise all powers incidental to the foregoing including, but not limited to, contracting for services from Members, reimbursing Directors for expenses incurred as permitted by law and adopting personnel rules and regulations. b. Limitation of ImpOsition of Powers. The provisions of subsection a. notwithstanding, the Board of Directors shall have no power to impose taxes, assessments, fees or charges within any Member's jurisdiction unless the Member's governing body adopts a resolution approving the tax, assessment, fee or charge. c. Additional Powers to be Exercised. In addition to those powers common to each of the members, the Authority shall have those powers that may be conferred upon it by subsequently enacted legislation. d. Restriction on Exercise of Powers. Pursuant to Section 6509 of the Act, the County of Alameda is designated as the Member for determination of the restrictions upon the Members in exercising the powers set forth in this Agreement. e. Debts. Liabilities and ObliQations. The debts, liabilities, and obligations of the Authority shall not constitute debts, liabilities, or obligations of the Members, either jointly or severally. 5. Duties. The Authority shall have the duty to do the following within the times specified or, if no time is specified, within a reasonable time: Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page4of11 to DQ rUr> a. To retain legal counsel for all Authority business, including litigation; b. To evaluate the need for, and acquire and maintain if necessary, liability, errors and omissions, or other insurance; c. To conduct an annual audit as required by the provisions of Subsection 6.d(3); and d. To use its best efforts to develop and adopt within six (6) months of execution of this Agreement (i) a Capital Plan specifying a means or formula for determining the timing and sequencing of construction of the EBRCS Project consistent with the Functional Specifications referenced in Section 1 of this Agreement and (ii) a funding plan specifying a means or formula for funding the Authority's operations and any EBRCS Project phases that are the responsibility of the Authority (the "Funding Plan"), which Funding Plan will include an allocation of costs among the Members, Subscribers to the EBRCS Project and other funding sources. e . To administer the EBRCS Project in accordance with the purposes set forth in Section 1. f. To establish within six (6) months of the execution of this Agreement ad hoc operational and technical committees as necessary to consider and recommend to the Board of Directors system implementation issues. 9 . To encourage other governmental and quasi-governmental agencies including but not limited to the State and Federal government, and special districts to participate as Subscribers in the EBRCS Project. h, To establish system participation pricing including start-up costs, and ongoing SubscriberlMember unit pricing to cover system operations, technical upgrades, and system replacement reserves. i. To establish policies and procedures for the voluntary transfer and/or lease of assets from Member jurisdictions including but not limited to frequencies, transmitter sites and associated equipment. j. To enter into agreements with Members, or, in the event that a particular skill or service is unavailable from Members, with outside vendors to perform maintenance of the system. k. To provide yearly performance review of the EBRCS Project and to report thereon as directed by the Board of Directors. 6. Administration. a. GoverninQ Board - Membership. The Authority shall be administered by a Board of Directors (the "Board") consisting of twenty-three (23) Directors and their respective alternates. Directors and alternates shall be appointed as follows and, at the time of such Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page 5 of 11 appointment and for the duration of such service, shall be employees or officers of Member agencies: (1) Alameda County Board of Supervisors (1) Contra Costa County Board of Supervisors (1) Alameda County Police Chiefs Association (to be selected by the Association) (1) Contra Costa County Police Chiefs Association (to be selected by the Association) (1) Alameda County Fire Chiefs Association (to be selected by the Association) (1) Contra Costa County Rre Chiefs Association (to be selected by the Association) (1) Special District (to be selected by the Association) (1) Alameda County, County Administrator (1) Contra Costa County, County Administrator (1) Alameda County Sheriff (1) Contra Costa County Sheriff (3) Contra Costa County City Managers (to be selected by the Association) (3) Alameda County City Managers (to be selected by the Association) (3) Contra Costa County Elected Officials (to be selected by the Mayor's Conference) (3) Alameda County Elected Officials (to be selected by the Mayor's Conference) Alternates shall serve as Directors in the absence of their respective Directors and shall exercise all rights and privileges thereof. Each Director and each altemate for such Director shall serve at the pleasure of the appointing entity and may be removed at any time without notice. b. Meetings. (1) ReQular MeetinQs. The Board 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 the Board shall meet at least once every year. (2) Special MeetinQs. Special meetings of the Board may be called in accordance with the provisions of the Ralph M. Brown Act (Govemment Code Section 54950 et seq.). (3) Conduct of Meetings. All meetings of the Board shall be held in accordance with the . Ralph M. Brown Act (Govemment Code Section 54950 et seq.). (4) Minutes. The Secretary of the Authority shall cause minutes of all meetings of the Board 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 Members, and other parties upon request. (5) Quorum. Twelve (12) Directors of the Board shall constitute a quorum for the transaction of business. Except as provided in Section 7 below, actions of the Board shall require the affirmative vote of a majority of the entire Board (i.e" twelve (12) affirmative votes). c. Procedures. Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page 6 of 11 '00 10 (1) The Board shall elect annually a Chair from among its membership to preside at meetings and shall select a Secretary who may, but need not, be a Director. The Board may, from time to time, elect such other officers as the Board shall deem necessary or convenient to conduct the affairs of the Authority. (2) The Board may adopt by resolution rules of procedure, not inconsistent with the provisions of this Agreement, to govem 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.). (3) Directors of the Board and designated offICials and employees, if any, shall comply with the Political Reform Act of 1974, Title 9 of the Califomia Government Code (commencing with Section 81000 et seq.). d. Fiscal Matters. (1) Treasurer and Auditor. (A) Except as provided in Subsection (C), below, the treasurer and auditor of County, respectively, are designated the Treasurer and Auditor of the Authority with the powers, duties, and responsibilities specified in the Act, including, without limitation, Sections 6505 and 6505.5 thereof. (B) The Board 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. (C) Notwithstanding Subsection (A) above, the Board may at any time appoint one or more of the Authority's officers or employees to either or both of the positions of Treasurer or Auditor as provided in the Act. (2) Custodian of Property. The Treasurer and Auditor of the Authority shall be the public offICers who have charge of, handle, and have access to, the Authority's property and shall file with the Authority an official bond in the amount set by the Board. (3) Accounts and Reports. The Board shall establish and maintain such funds and accounts as may be required by generally accepted public accounting practice. The books and records of the Authority shall be open to inspection at all reasonable times to the Members and their respective representatives. The accounts shall be prepared and maintained by the Treasurer and Auditor of the Authority. The Authority 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 certified public accountant employed by the Authority in accordance with Government CodetSection 6505. The Authority shall promptly deliver copies of the audit report to each member of the Board and the Members. Joi nt Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page 7 of 11 'Zero lto Ciao l <0 (4) Budqet The Board shall adopt a budget no later than one hundred twenty (120) days after the first meeting of the Board and no later than June 30th of each year thereafter. (5) Contributions. Within 90 days of execution of this Agreement, the Board will establish by two-thirds (213) vote of the Boaltl the amount of start-up funds to be contributed to the Authority by each Member. Additional contributions shall be specified in the Funding Plan to be adopted by two-thirds (213) vote of the Board, in accordance with Section 5.d. and Section 7.a. (6) Fiscal Year. The fiscal year of the Authority shall be the period from July 1st of each year to and including the following June 30th. 7. Voting. Each member of the Board shall have one vote. The Board may take action by the affirmative vote of the majority of the entire Board. However, the following actions may only be taken with the affirmative vote of at least sixteen (16) Directors. a. Establish start-up contributions from Members, as referenced in Section B.d.(5) of this Agreement and adopt a Funding Plan, as referenced in Sections 6.d.(5) and 5.d.; b. Levy and collect, or cause to be collected, communication impact fees on new residential, commercial, and industrial development, as authorized by local, state, and federal law; C. Form a special assessment district 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.), and the Improvement Bond Act of 1915 (Streets & Highways Code Section 8500 et seq.), as authorized by local, state, and federal law; d. Form a special tax district 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; e. Cause taxes, assessments, fees or charges to be levied as authorized by local, state, and federal law, and in a manner to accomplish the purposes of the Authority; 1. Issue bonds or other forms of debt; and g. Exercise the power of eminent domain. 8. Reserved. 9. Indemnification. The Authority shall acquire such insurance protection as is necessary to protect the interest of the Authority and its Members. The Authority shall assume the defense of and indemnify and save harmless the Members and their governing bodies, officers, agents, and employees from all claims, losse~, 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 Authority or the activities undertaken pursuant to this Agreement. Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page 8 of 11 {aD()l~ 10. Liability of Board. Officers and Employees. a. The Directors, officers, and employees of the Authority 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 Members 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 Authority's funds, or failure to invest the same. b. To the extent authorized by California law, no Director, officer, or employee of the Authority shall be responsible for any action made, taken, or omitted, by any other member of the Board, officer, or employee. No member of the Soard, officer, or employee of the Authority 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). c. The funds of the Authority shall be used to defend, indemnify, and hold harmless the Authority and Director, officer, or employee of the Authority for actions taken in good faith and within the scope of his or her authority. Nothing herein shall limit the right of the Authority to purchase insurance to provide coverage for the foregoing indemnity. 11. Rules. The Board may adopt, from time to time, such policies, procedures, bylaws, rules and regulations for the conduct of the Authority's affairs as the Board deems necessary and appropriate. 12. DisDOsition of Property upon Termination. In the event of termination of the Authority pursuant to Section 3 herein and where there will be a successor public entity which will carry on the functions of the Authority and assume its assets and liabilities, the assets of the Authority shall be transferred to the successor public entity. If upon termination pursuant to Section 3, there is no successor public entity which will carry on the functions of the Authority and assume its assets, the assets shall be returned to the Members 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 Authority, and (b) all other assets shall be divided among the Members in proportion to their respective contributions during the term of this Agreement. If upon termination pursuant to Section 3, there is a successor publiC entity which will carry on some of the functions of the Authority and assume some of the assets, the Authority's Board shall allocate the assets between the successor public entity and the Members. 13. New Parties and Termination and Withdrawal of ExistinQ Parties. The Board shall have plenary authority to establish rules, standards and charges for the admission of new parties to this Agreement and for the termination and withdrawal of existing parties to this Agreement, subject to the provisions set forth in this Agreement. Admission of a new member shall not require amendment to this Agreement. New parties may become members on any conditions prescribed by the Board including payment of special fees and charges. The Board shall further have plenary authority to establish conditions for non-member Subscribers to the EBRCS Project whether such non-member Subscribers are or are not public entities. In the event that a Member seeks to withdraw from the from the Authority prior to issuance of bonds or other instruments of indebtedness, the withdrawing Member shall be charged an amount which shall represent a fair and equitable pro rata share of the costs, expenses and Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page 9 of 11 \ \~lkJ obligations incurred by the Authority at that time, as determined by the Board. 14. Successors: Assignment. This Agreement shall be binding upon and shall inure to the benefit of the successors of the Members. No Member may assign any rights or obligations hereunder without the unanimous consent of the goveming bodies of the other Members; provided, further, that no such assignment may be made if it would materially and adversely affect (a) the rating of bonds issued by the Authority, or (b) bondholders holding such bonds. 15. Amendments. This Agreement may be amended only by the mutual agreement of all the goveming bodies of the Members. So long as any bonds of the Authority are outstanding and unpaid, or funds are not otherwise set aside for the payment or redemption thereof in accordance with the terms of the bonds 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 issued by the Authority, or (2) bondholders holding such bonds, or (b) limit or reduce the obligations of the Members to make, in the aggregate, the payments under the Funding Plan which are for the benefit of the owners of the bonds. 16. Notices. Any notices to Members required by this Agreement shall be delivered or mailed, U.S. first class, postage prepaid, addressed as follows: 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 may amend its address for notice by notifying the other Members pursuant to this Section. 17. 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. 18. Liberal Construction. The provisions of this Agreement shall be liberally construed as necessary or reasonably convenient to achieve the purposes of the Authority. 19. Headings. The headings used in this Agreement are for convenience only and have no effect on the content, construction, or interpretation of the Agreement. 20. Counterparts. This Agreement may be executed in any number of counterparts, and by Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page 10of11 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. 21. AQreement 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. IN WITNESS WHEREOF, the Members have entered into this Agreement effective on the date first above written. [signature pages to follow] 942861_5; 1191.002 Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority Final Agreement: May 22, 2007 Page 11 of 11 I~ l5() l (p CITY CLERK File # D~[Q][Q]-~OJ 13D[) I ro AGENDA STATEMENT CITY COUNCIL MEETING DATE: June 5, 2007 SUBJECT: Letter of Intent to Participate in the East Bay Regional Communications System (EBRCS) Report Prepared by Joni Pattillo, Assistant City Manager and David Rocha, Deputy Chief, Alameda County Fire Department ATTACHMENTS: 1. Letter of Intent to Support the Formation of the East Bay Regional Communication Systems (EBRCS) Budget Change Form Draft Joint Exercise of Powers Agreement for the East Bay Regional Communications System Authority. 2. 3. RECOMMENDATION: 1. 1'IY 2. Approve the Letter of Intent and Authorize the City Manager to sign on behalf of the City. Approve the Budget Change for $10,800 for a good faith payment. . FINANCIAL STATEMENT: A good faith payment of $10,800 which is based on $100 per radio multiplied by 108 radios for the City of Dublin (Sheriffs and Public Works). This gpod faith payment signifies the City of Dublin's intent to join the East Bay Regional Communications System (EBRCS). The good faith payment does not financially bind the City beyond the good faith payment. DESCRIPTION: In the wake of radio interoperability failures associated with September 11th and Hurricane Katrina, there is regional interest in creating a radio system that will allow all of the jurisdictions in the East Bay to communicate during emergencies. To this end, it has been proposed that an East Bay Regional Communications System (EBRCS) Joint Powers Authority be formed that will, in turn, purchase, install and oversee a new comprehensive radio . . system that will serve jurisdictions in Alameda County and Contra Costa County. To judge interest from local communities in participating in such a program, the Task Force has requested that each jurisdiction's governing board take action to support the formation of the EBRCS joint powers authority by: · Adhering to the EBRCS Task Force timeframes for'presentation and consideration --------------------------------------- COPY TO: Sheldon D. Gilbert, Fire Chief, ACFD Page 1 of 4 C:\Documenls and Settings~onip\Local Settings\Temporary Internet Files\OLK81\as JPA Radio,doc ] A TT ACHMENT 2 · Supporting the proposed JP A structure I Lf-n1-. Uo . Establishing an accurate radio count v U · Authorizing the City Manager to sign the Letter of Intent (Attachment 1) and contribute a good faith contribution of$IOO per radio that would be held by each ofthe Cities' respective County in a Trust Account until the Joint Exercise of Powers Agreement for EBRCS is formally in place. The City of Dublin's good faith contribution would be based on the 108 radios that are currently assigned to the Sheriffs Department personnel assigned to Dublin and the City's Public Works Department. (The radios that support the City of Dublin Fire Services have already been accounted for in the Alameda County Fire Department Budget). · Providing a technical point of contact to work with operational committees on system implementation issues. It is believed that such a system would improve unified response, provide for a centralized m~agement of resources, reduce duplication, provide the opportunity for "economies of scale" to be achieved, cost cont~nment; as well as, the retention of local control. BACKGROUND: The Bay Area is no stranger to disasters, and the need for a coordinated communications system is the key to the successful response and mitigation of any type of disaster that could impact the bay region. The public has seen firsthand the total breakdown that can occur when communications systems fail as evidenced through our most recent experiences with the September 11 th and Hurricane Katrina disasters. The Counties of Alameda and Contra Costa face the same challenges as other metropolitan areas with communications systems that have developed .over time utilizing different spectrum and proprietary technologies. The incompatibility of these systems makes seamless communications extremely difficult and in many cases not possible without incorporating technology patches that are extremely inefficient and complicated to set up and operate. The situation is compounded by the fact that most of the systems in use today are nearing the end of useful lives and need replacing. The two counties have been working together over the last three years as part of the federally sponsored Urban Area Security Initiative (UASI) to establish priorities for homeland security funding. Through the assistance of the federally funded USA!, a group of technical advisors from the Interoperable Communications Technical Assistance Program (ICTAP) worked to evaluate the status of our communications systems and develop different alternatives to achieve the goal of interoperability for the two counties. It is clear from the work ICT AP completed that the most cost effective and technically superior solution for both Counties is to construct a shared two county regional communications system. Interoperability and funding the build out of a two county communications system has become the highest priority for the UAS!. Committees with representatives from both Counties have been working over the last two years to develop the technical parameters for the system, establish a governance model, and obtain political support from the jurisdictions within the two Counties. Current Communications System: Currently the radio system utilized in the City of Dublin is an 800 MHz trunked system owned by Alameda County and used by Alameda County and the Cities of Alameda, Dublin, San Leandro, Fremont, Newark and Union City. The existing radio systems used by other jurisdictions throughout Alameda County are fragmented. While some agencies utilize the 800 MHz system, others use VHFIUHF systems and Low Band systems. All systems in use are nearing the end of their useful lives. Replacement of these autonomous s~tems is (SOb 110 not cost effective and will not provide interoperability between jurisdictions and responding agencIes. In 2006, it was determined that the City of Dublin had 108 radios utilized by police and other City departments. System Desien: A system design has been completed. The system will cover both Counties from 31 sites strategically located throughout the region, with an estimated infrastructure cost of around $60 million. The system will be a Project 25 compliant system providing interoperable communications among all the agencies that subscribe to the system. Federal Homeland security funding has been allocated over the past three years to begin to build out the system. Significant progress has been made towards completing a digital microwave system linking sites in both Counties, purchase of the master site controller which will operate the system, and finally the purchase of equipment to build out 10 of the proposed sites. The future EBRCS joint powers authority will continue to work to secure federal grants to support the build out of the infrastructure and are very optimistic that this project will continue to receive support in the future. System Governance: In order to manage the system, a govemance model was created that will manage ,the overall system implementation and operations while providing all users a voice in the management of the system. There are several working models throughout the United States where large regional areas have formed regional communication systems, with shared governance. A task force of elected officials and public safety representatives from both Counties has developed a governance model, the East Bay Regional Communications System (EBRCS) joint powers authority which consists of a board of directors of 23 members as listed below: (2) Alameda/Contra Costa County Police Chiefs Assn. (1 to be selected by each Association) (2) Alameda/Contra Costa County Fire Chiefs Assn. (1 to be selected by each Association) (1) Special District (to be selected by the Association) (1) Alameda County, County Administrator (1) Contra Costa County, County Administrator (1) Alameda County Sheriff (1) Contra Costa County Sheriff (3) Contra Costa County City Managers (to be selected by the Association) (3) Alameda County City Managers (to be selected by the Association) (3) Contra Costa County Elected Officials (to be selected by the Mayor's Conference) (3) Alameda County Elected Officials (to be selected by the Mayor's Conference) (1) Alameda County Board of Supervisors (1) Contra Costa County Board of Supervisors The Board will oversee the financial, technical, and operations of the two county communications system. The Board will appoint technical and operational committees as necessary to workout system implementation issues. Financial Impacts: There are three components of cost that must be considered in order to participate in the system. The build out of the infrastructure is expected to cost in the neighborhood of $60 million, currently grant funds are funding elements of the build out. While grant funding has been available it is not expected to cover the entire cost of the build out. It is expected that local jurisdictions that participate will be responsible to. pay a proportionate share of the remaining build out costs. The second component is the cost associated with (to D6llo purchasing new radios to use oil the new system. Each jurisdiction will be responsible for the radios they plan to use with the system. Every effort will be made to use the purchasing power of the EBRCS to obtain the lowest possible price for the radios. Lastly, there will be a cost associated with the maintenance, technological upgrades and system reserve for the replacement of the system. It has been agreed that the fairest way to allocate costs to each jurisdiction would be based on a proportional share of the radios that each jurisdiction uses on the system. Each jurisdiction will be responsible for a proportionate share of the infrastructure costs and an ongoing subscriber fee will be charged for each radio used on the system. Subscriber pricing will be determined by the Board of Directors, and adjusted as necessary as new users come on to the system. It is also anticipated that once the system is operational there will be opportunities to increase revenue by attracting new users. Proposed Next Steps: The Counties of Alameda and Contra Costa have already approved the Draft of the Joint Exercise of Powers Agreement for the East Bay Regional Communication Authority (Attachment 3). The City of Hayward authorized its City Manager to negotiate and execute an agreement with the EBRCS and approved the good faith payment. The Cities of San Leandro and Union City have been authorized to move forward with the Letter of Intent and good faith payment. The remaining Cities and Special Districts are still in the process of getting approval for a Letter of Intent. Once the agencies that intend to participate have approved the Letter of Intent, the Joint Exercise of Powers Agreement for the EBRCS will then be brought back to the City of Dublin Council for final approval. Recommendation Staff recommends that the City Council approve the Letter of Intent and authorize the City Manager to sign on behalf of the City and approve the Budget Change for $10,800 for a good faith payment.