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6b. Draft of 2021 to 2023 Fire Services Agreement 1 FIRE DEPARTMENT SERVICE AGREEMENT THIS AGREEMENT, made and entered into effective January 1, 2021, by and between the City of Scandia, Washington County, Minnesota, 14727 209th Street North, Scandia, MN 55073, a public corporation (“City”) and May Township, Washington County, Minnesota, 13519 May Avenue North, Stillwater, MN 55082, a public corporation (“Town”). WHEREAS, the Town desires to contract with the City for the fur nishing of fire service to that part of the Town described on the Service Area Map (Exhibit A); and WHEREAS, the City agrees to furnish such services on the terms and conditions hereinafter set forth. NOW THEREFORE, in consideration of the mutual promises contained herein, it is mutually agreed between the City and the Town as follows; 1. The City shall furnish the services of its fire department to the Town in that part of its area shown in the Service Area Map (Exhibit A). 2. The City Fire Department will respond to calls for service to the described area in the Town with apparatus, equipment and personnel of the fire department responding to any such call and will render all assistance possible in the saving of lives and property, within the limits of personal safety of the personnel. The parties understand the fire department officer in charge of the particular scene shall exercise judgment to determine, in consideration of all the established policies, guidelines, procedures, and practices, how best to allocate the available resources of the fire department under the circumstances of a given situation. 3. Failure to respond to a call because of adverse weather conditions, unavailability of equipment or personnel or for any other reason beyond the control of the fire department shall not be considered to be a breach of this agreement. If the fire department is unable to respond it will notify the “911” Center and the Marine on St. Croix and Stillwater Fire Departments of its inability to respond. The parties understand and agree that the City will endeavor to provide the services indicated above to the best of its ability given the circumstances, but the City makes no guarantees that the services it actually provides in a given situation will meet any particular criteria or standard. 4. The term of this contract shall be January 1, 2021 to December 31, 2023. If this contract is not replaced by a new contract by December 31, 2023, this contract shall continue in force month to month at the then current yearly rate plus 5% prorated to a monthly payment basis until such time as a replacement contract is executed or until either party terminates in writing. 2 Either party may terminate this contract during the extended period at any time with or without cause by providing 30 days written notice to the other party of its intent to terminate. 5. The Town shall pay to the City for the fire department services rendered to it by the City the sum of $30,710.00 on or before April 15, 2021; the sum of $31,493.00 on or before April 15, 2022; and the sum of $32,300.00 on or before April 15, 2023 In the event of the termination of this agreement prior to the completion of the full term described herein, a pro-rata adjustment of the annual fee shall be made and paid to the appropriate party. 6. Any amounts recovered for fire calls under this contract from insurance in effect on the premises involved with the fire shall be the property of the Town. 7. The City, its officers, agents and employees shall not be liable for any intentional or negligent act of the Town or any officer, agent or employee of the Town and the Town agrees to hold the City, its officers, agents and employees harmless from any intentional or negligent act of the Town or any officer, agent or employee of the Town and the Town agrees to defend the City, its officers, agents or employees from any claim for damages resulting from a negligent or intentional act of the Town or any officer, agent or employee thereof. 8. The Town, its officers, agents and employees shall not be liable for any intentional or negligent act of the City or any officer, agent or employee of the City and the City agrees to hold the Town, its officers, agents and employees harmless from any intentional or negligent act of the City or any officer, agent or employee of the City and the City agrees to defend the Town, its officers, agents or employees from any claim for damages resulting from a negligent or intentional act of the City or any officer, agent or employee thereof. 9. No Waiver. Nothing herein shall be construed to waive or limit any immunity from, or limitation on, liability available to either party, whether set forth in Minnesota Statutes Chapter 466 or otherwise. 10. Subcontracting and Assignment. The City shall not subcontract or assign any portion of this contract to another without prior written permission from the Town. Services provided to the Town pursuant to a mutual aid agreement the City has, or may enter into, with another entity does not constitute a subcontract or assignment requiring prior approval of the Town so long as the City remains primarily responsible for providing fire services to the Town’s Service Territory. 11. Service Contract. This is a service contract. The parties do not intend to undertake or create, and nothing herein shall be construed as creating, a joint powers agreement, joint venture, or joint enterprise between the parties. 12. Minnesota Law Governs. This contract shall be governed by and construed in accordance with the internal laws of the State of Minnesota. All proceedings related to this contract shall be venued in the State of Minnesota. 13. Severability. The provisions of this contract shall be deemed severable. If any part of this contract is rendered void, invalid, or otherwise unenforceable, such rendering shall not affect the validity and enforceability of the remainder of this contract. 3 14. It is understood that this agreement contains the entire agreement between the parties and that any statement, promise or inducements made by any party hereto, or officer, agent, or employee of either party which is not contained in this agreement shall not be valid and binding; and this agreement may not be enlarged, modified or altered except in writing signed by the parties hereto. It is expressly understood between the parties and this understanding shall be considered in interpreting the provisions of this agreement, that upon notice given by any party hereto, later negotiations may be undertaken for the purpose of revising, adding to or striking any provision of this agreement which appears unworkable or insufficient to perfect, maintain and insure the purpose of this agreement. Any change of the original provisions of this agreement shall be written, signed by both parties and attached to this agreement as provided above and any later revision, addition or deletion shall only apply to the provisions revised, added or deleted and the remainder of this agreement shall remain in full force and effect. 4 IN WITNESS WHEREOF, the parties have caused this agreement to be executed by its appropriate officers. CITY OF SCANDIA MAY TOWNSHIP Christine Maefsky, Mayor Bill Voedisch, Chairman ATTEST: ATTEST: Ken Cammilleri, City Administrator Linda L. Tibbetts, Clerk 5 Exhibit A (See Attached)