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AGREEMENT FOR PROVISION OF
ANIMAL CARE SHELTER SERVICES
BETWEEN
COUNTY OF ORANGE
AND
CITY OF SANTA ANA
FISCAL YEAR 2003 - 2004
THIS AGREEMENT entered into this 1st day of July, 2003, which date is enumerated for purposes
of reference only, is by and between the COUNTY OF ORANGE, apoliticai subdivision of the State of
California (COUNTY) and the CITY OF SANTA ANA, a municipal nonprofit corporation (CITY).
This Agreement shall be administered by the County of Orange Health Care Agency
(ADMINISTRATOR).
WITNESSETH:
WHEREAS, CITY provides Animal Control/Shelter Services to residents of CITY; and
WHEREAS, CITY wishes to contract with COUNTY for the provision of the Animal Care Shelter
Services described herein; and
WHEREAS, COUNTY is willing and able to provide such services on the terms and conditions
hereinafter set forth:
NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS:
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CONTENTS
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PARAGRAPH PAGE
Title Page ................................................................................................................................. 1
Contents ................................................................................................................................... 2
Referenced Contract Provisions .............................................................................................. 3
I. Alteration of Terms ................................................................................................................. 4
1I. Indemnification ........................................................................................................................ 4
Il/. Notices ..................................................................................................................................... 4
IV. Severability .............................................................................................................................. 5
V. Status of the Parties ................................................................................................................. 5
VI. Term ......................................................................................................................................... 5
VI/. Termination ............................................................................................................................. 6
VII/. Third Party Beneficiary ........................................................................................................... 6
IX. Waiver of Default or Breach ................................................................................................... 6
Signature Page ......................................................................................................................... 7
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EXHIBIT A
Conformity of Laws or Regulations ........................................................................................ 1
Financial/Operational Advisory Board ................................................................................... 1
Payments .................................................................................................................................. 1
Records .................................................................................................................................... 3
Services to be Provided by County ......................................................................................... 3
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REFERENCED CONTRACT PROVISIONS
Term: July 1, 2003 through June 30, 2004
Notices to COUNTY and CITY:
COUNTY:
CITY:
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County of Orange
Health Care Agency
Deputy Agency Director for Regulatory Health Services
405 West 5th Street, 7th Floor
Santa Ana, CA 92701-4637
and
County of Orange
Health Care Agency
Contract Development and Management
405 West 5th Street, 6th Hoor
Santa Ana, CA 92701-4637
City Manager
City of Santa Ana
20 Civic Center Plaza, M-31
Santa Ana, CA 92701
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I. ALTERATION OF TERMS
This Agreement, together with Exhibit A attached hereto and incorporated herein by reference, fully
expresses all understanding of COUNTY and CITY with respect to the subject matter of this Agreement,
and shall constitute the total Agreement between the parties for these purposes. No addition to, or
alteration of, the terms of this Agreement, whether written or verbal, shall be valid unless made in
writing and formally approved and executed by both parties.
II. INDEMNIFICATION
A. Neither COUNTY nor any officer or employee thereof shall be responsible for any damage or
liability occurring by reason of anything done or omitted to be done by CITY under or in connection
with any work, authority or jurisdiction delegated to CiTY under this Agreement. It is also understood
and agreed to that, pursuant to Government Code Section 895.4, CITY shall fully defend, indemnify and
!hold COUNTY harmless from any liability imposed for injury (as defined in Government Code
I Section 8 i0.8), including attomeys fees and costs, occurring by reason of anything done or omitted to be
done by CITY under or in connection with any work, authority or jurisdiction delegated to CITY under
this Agreement.
B. Neither CITY nor any officer or employee thereof shall be responsible for any damage or
liability occurring by reason of anything done or omitted to be done by COUNTY under or in connection
with any work, authority or jurisdiction delegated to COUNTY under this Agreement. It is also
understood and agreed that, pursuant to Government Code Section 895.4, COUNTY shall fully defend,
indemnify and hold CITY harmless from any liability imposed for injury (as defined by Government
Code Section 810.8), including attorneys fees and costs, occurring by reason of anything done or omitted
to be done by COUNTY under or in connection with any work, authority or jurisdiction delegated to
.'OUNTY under this Agreement.
III. NOTICES
A. Unless otherwise specified, all notices, claims, correspondence, reports and/or statements
athorized or required by this Agreement shall be effective:
1. When written and deposited in the United States mail, first class postage prepaid and
addressed as specified on Page 3 of this Agreement or otherwise directed by ADMINISTRATOR; or
2. When faxed, transmission confirmed;
3. When sent by electronic mail; or
4. When accepted by U.S. Postal Service Express Mail, Federal Express, United Parcel
Service, or other expedited delivery service.
B. Termination Notices shall he addressed as specified on Page 3 of this Agreement or otherwise
directed by ADMINISTRATOR and shall be effective when faxed, transmission confirmed, or when
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accepted by U.S. Postal Service Express Mail, Federal Express, United Parcel Service, or other
expedited delivery service.
C. Each party shall notify the other party, in writing, within twenty-four (24) hours of becoming
aware of any occurrence of a serious nature which may expose either party to liability. Such occurrences
shall include, but not be limited to, accidents, injuries, or acts of negligence, or loss or damage to any
County property in possession of CITY.
D. For purposes of this Agreement, any notice to be provided by COUNTY may be given by
ADMINISTRATOR.
IV. SEVERABILITY
If a court of competent jurisdiction declares any provision of this Agreement or application thereof
to any person or circumstances to be invalid or if any provision of this Agreement contravenes any
Federal, State, or County statute, ordinance, or regulation, the remaining provisions of this Agreement or
the application thereof shall remain valid, and the remaining provisions of this Agreement shall remain
in full force and effect, and to that extent the provisions of this Agreement are severable.
V. STATUS OF THE PARTIES
COUNTY shall at all times be deemed to be an independent contractor and shall be wholly
responsible for the manner in which it performs its duties under this Agreement. Nothing herein
contained shall be construed as creating the relationship of employer and employee, or principal and
agent, between CITY and COUNTY or any of their respective agents, subcontractors, or employees.
COUNTY assumes exclusively the responsibility for the acts of its employees. COUNTY and its
employees shall not be entitled to any rights and/or privileges of CITY employees, and shall not be
considered in any manner to be C1TY'S employees. Likewise, CITY assumes exclusively the
responsibility for the acts of its employees, and they shall not be considered in any manner to be
COUNTY'S employees.
VI. TERM
A'. The term of this Agreement shall commence and terminate as specified on Page 3 of this
Agreement, unless otherwise sooner terminated as provided in this Agreement; provided, however,
COUNTY shall be obligated to perform such duties as would normally extend beyond this term,
including but not limited to, obligations with respect to confidentiality, indemnification, audits, reporting
and accounting.
B. The term of this Agreement shall be automatically extended for a 180-day period through
December 31, 2004, if a successor Agreement between the parties is not in force by July 1, 2004, and no
notice of non-renewal has been given by either CITY or COUNTY in accordance with the Term/nation
paragraph of this Agreement.
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C. It either party determines not to renew this Agreement, a minimum of six (6) months' written
notice shall be given to the other party.
VII. TERMINATION
A. If either party determines not to renew this Agreement, written notice shall be given to the other
party no later than December 31, 2003.
B. Any obligation of COUNTY under this agreement is contingent upon the following:
1. Inclusion of sufficient funding for the services hereunder in the applicable budgets approved
by the Board of Supervisors.
2. In the event such funding is subsequently reduced or terminated, COUNTY may terminate
this agreement upon thirty (30) days written notice given to CITY.
VIII. THIRD PARTY BENEFICIARY
Neither party hereto intends that this Agreement shall create rights hereunder in third parties
including, but not limited to, any subcontractors or any clients provided services hereunder.
IX. WAIVER OF DEFAULT OR BREACH
Waiver of any default shall not be considered a waiver of any subsequent default. Waiver of any
breach of any provision of this Agreement shall not be considered a waiver of any subsequent breach.
Waiver of any default or any breach shall not be considered a modification of the terms of this
Agreement.
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IN WITNESS WHEREOF, the CITY OF SANTA ANA, by motion duly adopted by its City
Council, caused this Agreement to be signed by its City Manager and attested by its Clerk, and the
COUNTY OF ORANGE by order of its Board of Supervisors, has caused these presents to be
subscribed by the Chairman of said Board and this seal of the said Board to be affixed thereto and
attested by the Clerk of said Board.
IN WITNESS WHEREOF, the parties have executed this Agreement, in the County of Orange,
;tale of California.
2OUNTY OF ORANGE
CHAIRMAN OF THE BOARD OF SUPERVISORS
CITY OF SANTA ANA
a municipal corporation //~
CITY MANAGER
',IGNED AND CERTIFIED THAT A COPY
)F THIS DOCUMENT HAS BEEN DELIVERED
?O THE CHAIRMAN OF THE BOARD.
DARLENE J. BLO~ - Date
Clerk of the Board of Supervisors
of Orange County, California
ATTEST:
CITY CLERK 'O Date '
APPROVED AS TO FORM
OFFICE OF THE COUNTY COUNSEL
ORANGE COUNTY, CALIFORNIA
Date
APPROVED AS TO FORM:
CITY ATTORNEY
Date
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EXHIBIT A
TO AGREEMENT WITH
CITY OF SANTA ANA
ANIMAL CARE SHELTER SERVICES
FISCAL YEAR 2003 - 2004
I. CONFORMITY OF LAWS OR REGULATIONS
A. CITY shall, during the term of this Agreement, follow COUNTY'S ordinance including any
amendments, relating to the redemption and disposal of impounded animals. In addition, CITY shall
adopt a fee schedule relating to the redemption and disposal of impounded animals which shall be
identical with the COUNTY fee schedule, including any amendments thereto. COUNTY shall notify
CITY of any amendments to the above ordinance and fee schedule, and CITY shall adopt the same
within thirty (30) days of such notice.
B. CITY shall comply with administrative procedures adopted by COUNTY designed to document
the receipt of an animal by COUNTY, including the execution of receipts and animal history records.
II. FINANCIAL/OPERATIONAL ADVISORY BOARD
The parties agree that there shall be a Financial/Operational Advisory Board to advise COUNTY'S
Director of Animal Care Services on financial and operational matters and to assess cost recovery
options for future years. The Financial/Operational Advisory Board shall be made up of seven (7)
members, four (4) members appointed by the Orange County League of Cities and three (3) members
appointed by COUNTY.
III. PAYMENTS
A. BASIS FOR PAYMENT -- CITY shall pay COUNTY for the actual costs of providing Animal
Care Shelter Services.
B. PAYMENT METHOD
1. In consideration for the Animal Care Services provided by COUNTY dufing the term of this
Agreement, CITY shall make a Fiscal Year (FY) 2003 - 04 Provisional Payment to COUNTY in the
amount of $438,579.
2. The Provisional Payment shall be paid to COUNTY in four (4) installments, each equal to
twenty-five percent (25%) of the total Provisional Payment. The first installment is due September 30,
2003; the second is due December 30, 2003; the third is due March 30, 2004, and the fourth is due
June 30, 2004.
3. If payment is not received by COUNTY within thirty (30) days after the due date,
COUNTY may cease providing any further service under this Agreement and may satisfy the
indebtedness in any manner prescribed by law.
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' i 4. CITY shall not be called upon to assume any liability for the direct payment of any salaries,
2 wages or other compensation to any COUNTY personnel performing services hereunder for COUNTY,
3 or any liability other than provided for in the Agreement. CITY shall not be liable for compensation or
4 indemnity to any COUNTY employee for injury or sickness arising out of his or her employment.
5 5. In the event this Agreement is extended in accordance with the Term paragraph of this
6 Agreement, CITY shall make monthly provisional payments to COUNTY in an amount equal to one
7 twelfth (1/12) of the FY 2003-04 Provisional Payment amount indicated in subparagraph III.B.1. above.
8 Such payment shall be due no later than thirty (30) days after the month in which services were
9 provided.
10 C. DETERMINATION OF ACTUAL COST OF SERVICES
11 i. COUNTY agrees to collect and maintain expenditure and workload data to be used to
12 determine the actual cost of Animal Care Shelter Services provided to CITY during the term of this
13 Agreement.
14 2. CITY'S Actuai Cost of Animal Care Shelter Services shall be determined by applying
15 a. License processing costs as specified in subparagraph V.K. of Exhibit A to this
16 Agreement,
17 b. Impound processing costs as specified in subparagraph V.L. of Exhibit A to this
18 Agreement, and
19 c. CITY'S percentage of animal charge days, for animals impounded from within the
20 corporate limits of CITY and animals received from residents of CITY, to COUNTY'S Total Actual
21 Expenditures (including indirect charges) for providing all Animal Care Shelter Services within
22 COUNTY. An animal charge day is defined here as each day or portion of a day that an animal is
23 housed at COUNTY'S Animal Shelter.
24 D. FEE REVENUE
25 COUNTY agrees to keep record of and to credit to CITY all fee revenue generated from animals
26 received from CITY residents or CITY or impounded within the corporate limits of CITY. Said revenue
27 credit shall be used to determine the Net Cost of Animal Care Shelter Services described in
28 subparagraph [[I.E. below.
29 E: ADJUSTMENTS TO PROVISIONAL PAYMENT
30 1. CITY'S Actual Costs of Animal Care Shelter Services, as described above, shall be reduced
31 by the total amount of fee revenue generated from CITY, as described in subparagraph [[I.D. above, to
32 determine the Net Cost of Animal Care Shelter Services provided under this Agreement.
33 2. If the Net Cost of Animal Care Shelter Services is less than the Shelter Services Provisional
34 Payment amount indicated in subparagraph I]I.B.i. above, then COUNTY shall credit the difference to
35 CITY in a subsequent agreement with COUNTY for Animal Care Services. COUNTY agrees to refund
36 the difference if CITY does not enter into a subsequent Agreement with COUNTY for Animal Care
37 Shelter Services.
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3. If the Net Cost of Animal Care Shelter Services is greater than the Provisional Payment
amount indicated in subparagraph III.B. 1. above, then COUNTY shall debit the difference from CITY in
a subsequent agreement with COUNTY for Animal Care Services. If CITY does not enter into a
subsequent agreement, COUNTY shall invoice CITY for the difference. If payment is not received by
COUNTY within sixty (60) days after the invoice is submitted, COUNTY may satisfy the indebtedness
in any manner prescribed by law,
4. COUNTY agrees to complete the calculation of the Net Cost of Animal Care Shelter
Services, and to credit or refund any overpayment by CITY, or invoice crFY for the additional amount
owed by CITY, on or before December 31, 2004.
IV. RECORDS
All records created or received by COUNTY in accordance with this Agreement shall be COUNTY
records. COUNTY agrees to keep such books and records in such form and manner as the Auditor-
Controller of COUNTY shall specify. Said books and records shall be open for examination by CITY at
all reasonable times.
V. SERVICES TO BE PROVIDED BY COUNTY
A. COUNTY agrees, under the direction of COUNTY'S Health Care Agency Director or designee,
to provide CITY shelter for animals impounded by CITY. COUNTY'S Animal Shelter (Shelter) shall
receive animals from the public 365 days a year from 7:00 a.m. until 11:00 p.m. Stray animals shall be
accepted without charge. Owners who release their animals will be charged a fee. The Shelter shall be
open to the public to locate lost pets or for pet adoption during hours designated by COUNTY. A low
cost vaccination clinic will be held the first Tuesday of each month, or at such other time as designated
by COUNTY, at the Shelter.
B. The Shelter shall receive animals from CITY animal control officers, at times arranged by
COUNTY. COUNTY shall coordinate this service and notify CITY of procedures and times for receipt
of these animals.
C. The Shelter shall retain dogs and cats in accordance with state laws in order for owners to
redeem them. Animals will be kept on public display to allow owner identification. When animals are
wearing identification, owners will be contacted by telephone and by mail. If animals are not redeemed
by their owners and adoption holds have not been placed, some may be made available for adoption for
an additional time period on a space available basis. Those, which are neither redeemed nor adopted,
will be euthanized and carcasses disposed of.
D. If CITY wishes to request additional retention days for healthy, non-aggressive animals
impounded within CITY such service may be requested in writing with sixty (60) days advance notice.
Such service will be provided to CITY upon written approval of COUNTY'S Health Care Agency
Director or designee. If agreed to, additional animal retention days will be offered on a space available
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basis only. CITY shall pay charges for additional retention days as defined in the Payments paragraph of
Exhibit A to this Agreement.
E. Veterinary services shall be available seven (7) days per week. Veterinary staff shall perform
required euthanasia by lethal injection. Necropsies shall be performed on animals which die under
suspicious circumstances and at the request of law enforcement.
F. COUNTY shall furnish and supply all necessary labor, supervision, equipment, and supplies to
~rovide the services described in this Agreement. In all instances wherein special supplies, stationary,
notices, forms and the like are issued in the name of CITY, the same shall be supplied by CITY at its
own expense.
G. The method by which services are provided, the standard of performance, any other matters
incidental to the performance of such services, and the control of personnel so employed, shall be
determined by COUNTY. In the event of a dispute between the parties as to the extent of the duties and
functions to be provided hereunder, or the level and manner of performance of such services, the parties
shall meet in good faith to resolve their differences. In the event of an impasse, the decision of
COUNTY'S Health Care Agency Director or designee shall be final.
H. To facilitate the performance of services hereunder, COUNTY shall have full cooperation and
assistance from CITY, its officers, agents and employees.
I. If agreeable to both parties, additional services may be rendered by COUNTY and paid for by
CITY.
J. COUNTY agrees to maintain its animal shelter in a humane manner and keep said premises in a
clean condition at all times, and that all services furnished by it hereunder shall be in accordance with
the laws of the State of California, and that it will give required notices and use humane methods of care
and destruction of any animal coming under its jurisdiction.
K. COUNTY shall sell or release impounded dogs to CITY residents only upon proof of rabies
vaccination, the payment of CITY dog license fees, and issuance of a dog license voucher. The
COUNTY shall maintain a record of all dog license fees collected and shall forward copies of dog
license receipts to CITY within seven (7) working days for CITY processing. C1TY agrees to pay a
license processing fee of $5.50 for each dog license voucher issued by COUNTY. Said revenue and
charges shall be reflected under shelter services and credited to CITY. COUNTY shall credit these fees
in accordance with the Payments paragraph of Exhibit A to this Agreement.
L. CITY agrees to pay an impound processing fee of $4.00 for animal photography and impound
data entry into the animal management database, for each animal impounded by CITY Animal Control.
Said revenue and charges shall be reflected under shelter services and credited to CITY. COUNTY shall
credit these fees in accordance with the Payments paragraph of Exhibit A to this Agreement.
M. CITY shall make its best efforts to provide, monthly, updated dog licensing information to
COUNTY.
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N. ANIMALS RETAINED FOR CRIMINAL PROSECUTION - Animals which are being
retained in criminal prosecutions, except for violations of Animal Control regulations and/or ordinances
I pursuant to this Agreement, are not to be construed held the services under
tis
pursuant
to
provided
this
Agreement; housing will be provided at the discretion of COUNTY and at COUNTY'S usual and
customary charges for such housing.
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