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2015-116 Authorize Agreement between Township and Toronto Organizing Committee for 2015 Pan American Games and Parapan American GamesThe Corporation of the Township of Oro-Medonte By -Law No. 2015-116 A By-law to Authorize the Execution of an Agreement between The Corporation of the Township of Oro-Medonte and The Toronto Organizing Committee for the 2015 Pan American and Parapan American Games (TO2015) Whereas Section 5(3) of the Municipal Act, 2001, S.O. 2001, c.25, as amended, provides that a municipal power, including a municipality's capacity, rights, powers and privileges under Section 9, shall be exercised by by-law unless the municipality is specifically authorized to do otherwise. And Whereas Section 9 of the Municipal Act, 2001, S.O. 2001, c.25, as amended, provides a municipalitythe capacity, rights, powers and privileges of a natural person for the purpose of exercising its authority under this or any other Act. And Whereas Section 224 of the Municipal Act, 2001, S.O. 2001, c.25, as amended, provides that it is the role of Council to ensure that administrative practices and procedures are in place to implement the decisions of Council. And Whereas Council deems expedient to enter into a Letter Agreement between The Township of Oro-Medonte and TO2015. Now Therefore the Council of the Township of Oro-Medonte hereby enacts as follows: 1. That the Mayor be authorized to execute the Letter Agreement between The Township of Oro-Medonte and TO2015 attached hereto as Schedule "A" and forming part of this by-law; 2. This by-law shall take effect on the final passing thereof. By -Law Read a First, Second and Third time, and Passed this 25th day of June, 2015. The Corporation of the Township of Oro-Medonte April 6, 2015 ("Effective Date") Township of Oro-Medonte 148 Line 7 South Oro-Medonte, ON LOL 2E0 Attn: Mr. Doug Irwin, Director, Corporate Services/Clerk Dear Mr. Irwin: In the summer of 2015, athletes from across the Americas will travel to Ontario to compete in the Toronto 2015 Pan American and Parapan American Games ("Games"). The Toronto Organizing Committee for the Games (702015") is excited about the sporting events that will be taking place in the Simcoe region and that the Township of Oro-Medonte Fire Department will be providing fire services for the Hardwood Mountain Bike Park and Horseshoe Valley Resort. We thank you in advance for assisting us in making the Games a success. The Municipal Act, R.S.O., c.M-45 as amended, and the Fire Protection and Prevention Act 1997, S.O. 1997, c.4 as amended, allows the council of any Ontario municipality to enact a by-law to establish and regulate a fire department, including levels of service. The purpose of this letter is to set forth a binding agreement ("Letter Agreement") between the Township of Oro-Medonte and TO2015 ("the Parties") which sets out any required incremental fire services which shall be provided by the Township of Oro- Medonte, including the cost for such incremental fire services for the Events and Events venue(s). The Township of Oro-Medonte agrees to supply the incremental fire services set out in Schedule "A", in addition to the normal level of fire services to TO2015, on the terms and conditions contained in this Letter Agreement. It is agreed that any participation in a practice fire drill shall not be considered an incremental fire cost unless it cannot be supported within existing levels of fire services subject to mutual agreement between the Parties. The Parties further agree that all fire services shall be supplied in a timely, diligent and professional manner, consistent with best -in -class industry practices for the supply of similar fire services. The Township of Oro-Medonte further agrees that in its dealing with TO2015, it will comply at all times with all applicable laws, bylaws and regulations including, if applicable, all licensing requirements. TO2015 will not be liable or responsible to the Township of Oro-Medonte or to any third parties for any loss, injury or death, and/or property damage relating to the performance of the fire services. The Township of Oro-Medonte agrees that there shall be no other charges payable by TO2015 under this Letter Agreement to Supplier other than those set out under Schedule "A". For clarity, all Rates are expressed in Canadian Dollars and include (a) all applicable duties and taxes; (b) all labour and material costs; (c) all travel and carriage costs; (d) all insurance costs; and (e) all other overhead including any fees or other charges required by law. The Township of Oro-Medonte will not claim and TO2015 will not be obligated to reimburse the Township of Oro-Medonte for any expenses pertaining to the supply of fire services other than as set out in Schedule "A". The Township of Oro-Medonte will invoice TO2015 in the amount of twenty two thousand seven hundred sixty six dollars and twenty cents (CDN $22,766.20) for the fire services on or about June 1, 2015, TO2015 shall remit payment within 45 days. The Township of Oro-Medonte shall provide electronic banking information with the invoice to facilitate electronic funds transfer. The Township of Oro-Medonte agrees to secure, prior to commencing any activities under this Letter Agreement, insurance coverage naming TO2015 as an additional insured, set out in Schedule "B". The Township of Oro-Medonte understands and agrees that T02015 has the exclusive right, through its media partners, to arrange, conduct or permit commercial or non-commercial photography, filming, videotaping, radio transmission or other media coverage of activities conducted during the Events. T02015 shall also have the exclusive right to issue any communications or press releases in respect of the Events. The Township of Oro-Medonte further understands. and agrees that T02015 has the exclusive right to arrange any sponsorships, supplierships, including any rights of affiliation or association with T02015 or the Events and that the Township of Oro-Medonte will not be engaging in any of these activities. T02015 shall also have all rights with respect to advertising for the Events. The Township of Oro- Medonte shall also not use any insignia or logo of T02015 except where it has received the prior written permission of T02015 to do so. T02015, itself or through joint security forces, will establish at its own cost, security measures prior to the Events and the Township of Oro-Medonte agrees to cooperate and comply with such measures. The Township of Oro-Medonte shall not be responsible for any delay or failure to perform its obligations under this Letter Agreement where such delay or failure is caused by an event beyond its reasonable control (excluding labour matters). If a party seeks to excuse itself from its obligations under this Letter Agreement due to a force majeure event, that party shall immediately notify the other party of the delay or non-performance, the reason for such delay or non-performance and the anticipated period of delay or non-performance. The Township of Oro-Medonte and T02015 acknowledge and agree that The Freedom of Information and Protection of Privacy Act, R.S.O. 1990, c. F. 31, as amended ("FIPPA") applies to and governs this Letter Agreement. T02015 may be required to disclose this Letter Agreement under FIPPA or, alternatively, may choose to make voluntary disclosure by way of posting on its website. T02015 may terminate this Letter Agreement by giving at least thirty (30) days' notice, (at any time on or before May 1, 2015) to the Township of Oro-Medonte if T02015 does not receive the necessary funding for any payment T02015 is required to make to the Township of Oro-Medonte under this Letter Agreement. In addition, if the Township of Oro-Medonte breaches any covenant, representation or other material term of this Letter Agreement, including: (i) carrying out the fire services; (ii) the Township of Oro-Medonte changes so that it can no longer carry out the fire services under this Letter Agreement; (iii) makes an assignment, proposal, compromise or arrangement for the benefit of creditors or a creditor makes an application to adjudge the Township of Oro-Medonte bankrupt or applies for the appointment of a receiver; and (iv) ceases to operate, T02015 may provide the Township of Oro-Medonte with an opportunity to remedy the default or demand the repayment of funds that were not used for the fire services in accordance with this Letter Agreement. This Letter Agreement and the Schedules attached hereto contain the entire agreement of the Township of Oro-Medonte and T02015 with respect to the matters contained herein and that no agreement, statement or promise made by either T02015 or the Township of Oro-Medonte, which is not contained herein, shall be valid or binding. The Township of Oro-Medonte and T02015 represent and warrant that they have the necessary authority to enter into this Letter Agreement. The Township of Oro-Medonte and T02015 understand and agree that: (i) the terms and conditions of this Letter Agreement, including Schedules A and B were entered into and agreed to on the Effective Date (prior to the execution dates below) and (ii) the Letter Agreement shall be construed in accordance with the laws of Ontario. Dated at [Remainder of the page left intentionally blank. Signature on following page.] this _ day of The Toronto Organizing Committee for the 2015 Pan American and ParaPan American Games Per: Name: Title: 20_. The Township of Oro-Medonte Title: MCLIO `1 W J W U N N N O U N d V L d i IL C d I: a� L V O L E E co Summary of incremental Fire Services Costs Venue Hardwood Mountain Bike Park Region Simcoe County Municipality Oro-Medonte Hugh Murray Fire Chief, Oro•Medonte Fire & Emergency Services hmurray@oro•medonte. ca Municipal Contact 705-835-5566 X 224 Lisa Butler 14j Team Lead -es Delivery Branch, PPAGS 6G. lisa.m.bul ler@ont.r... ca PPAGS Contact 6-212-8104 The following submission is being put forward by the Office of The Fire Marshal and Emergency Management who have been tasked with working with the municipal fire services, coordinating level of services between T02015 and municipalities analyzing data and validating proposals with recommendations for the consideration of PPAGS. Total = $7,457.40 There will be no costs assuming TO2015 works with Clerical Dulles the building and fire department to ensure code compliance prior to the commencement of the Enforcement $0.00 $0.00 $0.00 Games. There will be no costs assuming TO2015 works with Court Costs the building and fire department to ensure code compliance prior to the commencement of the $0.001 1 1 1 $0.00 $0.00 Games. Subtotal: Enhanced Dispatching $0.001 $0,00 SO.00 Embedded Suppression Officer $0.00 $0.00 $0.00 Embedded Unit with Response Crew $0.00 $0.00 $0.00 Staffed Units on Standby $0.00 40 $150.00 $6,000.00 $6,000.00 Standby truck & ATV for Hardwood 4 days practice & Final Event 6 hour da s onl Services outside of E & R Bylaw 1 $0.00 1 $0.00 $D.00 Sublotal: $6,000.00 Enhanced Monitoring 1 Staff member at Headquarters throughout the final event day to assist with any response issues due to EOCs $0.00 12 $19.20 $230.40 $230.40 unforseen circumstances. Fully Operational $0.00 $0.00 SO.DD Subtotal: $230.40 Other $0.00 $0.00 $0.00 $0.00 $0.00 10.00 Subtotal: $0.0 Total = $7,457.40 Incremental Costs Submitted by Oro-Medonte Fire & Emergency Services Venue Horseshoe Valley Resort Satellite Village Re ion Simcoe County Municipality Ora-Medonte MUNICIPAL SERVICE TO BE PROVIDED Hugh Murray A. Service a. C. Guanti yl Unit Cost Cost (AxB) Duration Fire Chief, Oro Medome Fire & Emergency Services D- E. Labour tabour F. (M of (Hourly Cost (DxEj Hours Rate hmurray@oro-medonte. ca Municipal Contact 705.8355568 X 224 GS Contact The following submission is being put forward by the Office of The Fire Marshal and Emergency Management who have been tasked with working with the municipal fire services, coordinating level of services between TO2015 and municipalities analyzing data and validating proposals with recommendations for the consideration of PPAGS. Asset Costs Municipal Labour Costs MUNICIPAL SERVICE TO BE PROVIDED A. Service a. C. Guanti yl Unit Cost Cost (AxB) Duration D- E. Labour tabour F. (M of (Hourly Cost (DxEj Hours Rate G. Tota{ Coat H. Description of Incramontal ServicelComments (C.9 Venue Development $0.00 $0.00 Specific Translation - $0.00 ---TO-00 Materials Other ... $0.00 $O.DO Public Education Training Eire Service Members $0.00 14 $19 20 5268 80 Train Pump Officer for crew duties for each night spent on standby (7 nights, 2 hours training each $268.80 night) Could have different volunteers each night Other SO 00 2 $60.00 $120.00 tiuolotaC Train cleaning/maintenance staff to look for potential $120.00 fire riskfsmoke alarm tampering Inspection Process Inspection costs for admin plus hours for FPO on site 24 $60.00 $1,440.00 $1.440.00 to conduct inspections and follow u Inspection Reports Inspection costs for compiefing inspection paperwork Inspection for building permits (one inspection report prior to 2 S7500 $150.00 $15000 athletes artivi .one aper security sweep) Embedded Staff Inspection costs for admin plus hours for external FPO (Tay Township) on site to conduct inspections $0.00 18 S60.001 $1,08000, 1,080.. Of Prior to athletes'arnval Clencal Dunes $Q.00 $0.00 $O.QO ��Suolotarl Total= $15,308.80 Asset Costs Municipal Labour Costs MUNICIPAL A. D,E• G SERVICE TO BE Service Quantity] B. Unit Coat C. Cost (Ax6} Labour Labour F. (q of (Hourly Cost (OxE) Total Coat H. Description of Incremental Service/Comments PROVIDED Duration Houra Rats (G+F) Clerical Duties Enforcement $0.00 $0.00 $0 00 Court Costs 1 $0.00 $0.00 $0.00 u o : Enhanced Dispatching $0,00 50.00 $0.00 Embedded Suppression Officer $0.00 $0.00 $0.00 Embedded Unit with Crew $0.00 $0 DD 50.00 Response Standby truck dudng practice days & Final Event at Staffed Units on Standby Horseshoe resort. July 7-14 coverage (7 nights), Crews would providecoverage from 21:00 - 07:00 (10 $0 00 70 $15000 $10,500.00 $10,500.00 hoursfor all 7 ni hts for a total of 70 hours). Services outside of E 8 R fl law $0.00 1 50.00 $0.00 u ota: Enhanced Monitoring ECC. 10.00 $0 00 $Q.OD Fully Operational 50.00 $0.00 50.00 u oa: Fuel/Staff Meals and pumper and meal costs far crew Other mise. expenses °u0 00 250 7.00 $1.750.00 $1$000 ZFu.1r 50.00 u toe: Total= $15,308.80 SCHEDULE B Municipality Insurance 1. The Township of Oro-Medonte represents and warrants that it has, and shall maintain for the term of the Letter Agreement, at its own cost and expense, with insurers having a secure A.M. Best rating of B+ or greater, or the equivalent, all the necessary and appropriate insurance that a prudent person carrying out a project similar the fire services would maintain, including, but not limited to, the following; i) commercial general liability insurance on an occurrence basis for third party bodily injury, personal injury and property damage, to an inclusive limit of not less than ten million ($10,000,000.00) per occurrence. The policy shall include the following: (a) TO2015, its members, directors, officers, agents, partners, affiliates, volunteers, appointees and employees and volunteers as additional insureds with respect to liability arising in the course of performance of the Township of Oro-Medonte's obligations under, or otherwise in connection with, this Letter Agreement; (b) a cross -liability and severability of interests clause; (c) contractual liability coverage; (d) contingent employers liability coverage; (e) employers liability and voluntary compensation coverage (or compliance with the paragraph below entitled "Proof of W.S.I.A. Coverage" is required); (f) non -owned automobile coverage with blanket contractual coverage for hired automobiles; (g) policy will be primary to any other insurance that may be available to Indemnified Parties;and (h) a 30 day written notice of cancellation, termination or material change ii) automobile liability policy for owned or leased vehicles that will be used in connection with this agreement for a limit of not less than five million ($5,000,000) dollars; iii) all risks property insurance on any Supplied items including coverage during transportation, storage, installation, usage, and removal. Such policy (ies) will include a Waiver of Subrogation clause against Indemnified Parties. iv) all risks property insurance on the property/mobile equipment, including but not limited to all lifting equipment, forklifts, mobile cranes, man hoist or other equipment as may be used by the Township of Oro-Medonte or its agents, sub -contractors in connection with this agreement. Such policy (ies) will include a Waiver of Subrogation clause against Indemnified Parties. v) Contractors' Pollution Liability to an inclusive limit of not less than ten million ($10,000,000) dollars per occurrence or per claim. The policy will include Indemnified Parties as additional insureds with respect to liability arising out of the acts or omissions of the Township of Oro-Medonte, its subcontractors or their respective directors, officers, agents, employees, partners, affiliates, volunteers or independent contractors. vi) The Township of Oro-Medonte shall cause its Architects and Engineers engaged in the performance of those services to each maintain errors and omissions liability insurance in the amount of not less than two million ($2,000,000) dollars per occurrence or per claim. vii) errors and omissions liability insurance, insuring liability for errors and omissions in the performance or failure to perform any other Professional Services contemplated in this Agreement, in the amount of not less than five million ($5,000,000) dollar per occurrence or per claim. 2. Proof of Insurance The Township of Oro-Medonte shall provide TO2015 with proof of the insurance required by this Agreement in the form of valid certificates of insurance that reference this Agreement and confirm the required coverage, before the execution of the Agreement by TO2015, and renewal replacements on or before the expiry of such insurance. Upon the request of TO2015, a copy of each insurance policy shall be made available to it. The Township of Oro-Medonte shall ensure that each of its subcontractors obtains all the necessary and appropriate insurance that a prudent person in the business of the subcontractor would maintain and that Indemnified Parties are named as additional insureds with respect to any liability arising in the course of performance of the subcontractor's obligations under the subcontract for the provision of the contracted services. 3. Deductibles and Self -Insured Retentions All deductibles and self-insured retentions shall be the responsibility of the Township of Oro-Medonte. 4. Proof of W.S.I.A Coverage If the Township of Oro-Medonte is subject to the Workplace Safety and Insurance Act ("WSIA"), it shall submit a valid clearance certificate of WSIA coverage to TO2015 prior to the execution of the Agreement. In addition, the Township of Oro-Medonte shall, from time to time at the request of TO2015, provide additional WSIA clearance certificates. The Township of Oro-Medonte covenants and agrees to pay when due, and to ensure that each of its subcontractors pays when due, all amounts required to be paid by it/its subcontractors, from time to time during the Term, under the WSIA, failing which TO2015 shall have the right, in addition to and not in substitution for any other right it may have pursuant to the Agreement or otherwise at law or in equity, to pay to the Workplace Safety and Insurance Board any amount due pursuant to the WSIA and unpaid by the Township of Oro-Medonte or its subcontractors and to deduct such amount from any amount due and owing from time to time to the Township of Oro-Medonte pursuant to the Agreement together with all costs incurred by TO2015 in connection therewith.