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INSURANCE NOT REQUIRED <br />WORK MAY PROCEED <br />CITY CLERK <br />N-2023-337 <br />DATE. DEC 1 3 2023 <br />D•. V NAC9-) <br />C INTERAGENCY FLEET MAINTENANCE <br />AND REPAIR SERVICES AGREEMENT <br />THIS INTERAGENCY FLEET MAINTENANCE AND REPAIR SERVICES <br />AGREEMENT ("Agreement"), is entered into this 31st day of October, 2023 ("Effective <br />Date"), by and between the ORANGE COUNTY FIRE AUTHORITY, a California joint <br />powers authority ("OCFA") and the City of Santa Ana, a municipal corporation and <br />California charter city ("City"). OCFA and City are sometimes referred to herein <br />individually as a "Party" or collectively as the "Parties." <br />RECITALS <br />WHEREAS, City has the capacity to provide labor, materials, tools, equipment, <br />and supervision necessary to provide as -needed maintenance and repair services to <br />OCFA's Heavy Duty and Light Duty vehicles and apparatus ("Maintenance and Repair <br />Services"); and <br />WHEREAS, OCFA desires to obtain such as -needed Maintenance and Repair <br />Services from City; and <br />NOW, THEREFORE, in consideration of the mutual promises, covenants, and <br />conditions hereinafter set forth, the Parties agree as follows: <br />1. Scope of Work. City shall perform all services described in the Scope of Work, <br />attached hereto as Exhibit A and incorporated herein by reference on an as -needed <br />basis at the City's Fleet Maintenance Facility, located at 215 S. Center Street, Santa Ana, <br />CA 92703. In the event of a conflict of provisions between the Scope of Work and this <br />Agreement, this Agreement shall prevail. <br />2. Term and Termination. This Agreement shall commence on November 1, 2023 <br />and shall expire on October 31, 2024. This Agreement may be terminated by either Party, <br />with or without cause, upon giving the non -terminating Party thirty (30) days' written <br />notice. <br />3. Compensation. For services rendered, OCFA shall pay City in accordance with <br />the rates and terms set forth in the pricing schedule, attached hereto as Exhibit B and <br />incorporated herein by reference. Compensation from OCFA to City during the entire term <br />of the Agreement shall not exceed Fifty Thousand Dollars and Zero Cents ($50,000). <br />4. Indemnification/Insurance. <br />A. Each party shall indemnify and save harmless the other party, and its officers, <br />agents and employees from any and all losses, liability, damages, claims, suits, <br />actions and administrative proceedings, and demands relating to acts or <br />omissions of the indemnitor, its officers, agents or employees arising out of or <br />Page 1 of 18 <br />