HomeMy WebLinkAboutC-5737 - MOU for Use of Countywide Mass Notification Systemr
U MEMORANDUM OF UNDERSTANDING
BETWEEN
THE COUNTY OF ORANGE
AND
PARTICIPANTS
FOR USE OF COUNTYWIDE MASS NOTIFICATION SYSTEM
This Memorandum of Understanding, hereinafter referred to as "MOU,"
dated J U { j ZO l"3 , which date is stated for purposes of reference only, is entered into by and
between the County of Orange, a political subdivision of the State of California, hereinafter
referred to as "COUNTY," and the undersigned municipalities, public universities and water
agencies responsible for protecting a resident population and maintaining a dedicated public safety
answering point (PSAP) within the County of Orange, hereinafter referred to individually as
"PARTICIPANT" or collectively as "PARTICIPANTS."
This MOU is intended to establish governance and terms of use for a Countywide Public
Mass Notification System.
RECITALS
WHEREAS, COUNTY is sponsoring a Countywide Public Mass Notification System
( "System ") for the primary intent of providing timely communication to the public during times
of emergency; and
WHEREAS, the County is making use of the System available to all cities and agencies
within the County of Orange who have the responsibility for protecting a resident population and
maintaining a dedicated public safety answering point (PSAP); and
WHEREAS, COUNTY entered into Orange County Agreement No. MA-060-13011688
( "Agreement") with Blackboard Connect, Inc., for the provision of Public Mass Notification
System Services, on or about May 21, 2013, attached hereto as Exhibit A, to disseminate critical,
time - sensitive emergency information to COUNTY's citizens and businesses through phone and
e -mail devices for emergency notification purposes; and
WHEREAS, Blackboard Connect, Inc. agrees to provide to PARTICIPANTS the
services agreed to by Blackboard Connect, Inc, and COUNTY as contained under the Agreement
in exchange for abiding by the terns set forth in this MOU; and
WHEREAS, PARTICIPANTS agree to uphold the same terms and conditions of the
Agreement, to use the System in compliance with all usage agreements identified and
incorporated herein as Exhibit A (Orange County Agreement No. MA- 060 - 13011688), Exhibit B
(Countywide Public Mass Notification System Policy and Guideline) and Exhibit C
(Nondisclosure Document), and the terms of this MOU to receive the benefits under the
Agreement.
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J
NOW, THEREFORE, the parties agree as follows:
I. DeSnitions:
"Agreement" shall refer to Orange County Agreement No. MA- 060 - 13011688 between
COUNTY and Blackboard Connect, Inc. The Agreement is attached to this MOU as
Exhibit A.
"Countywide" shall mean all geographic locations in Orange County, California.
"Contact information" shall mean PARTICIPANT and public contact data stored in the
System for the purpose of disseminating communication in accordance with this MOU
and its Exhibits.
"Emergency shall include, but not be limited to, instances of fire, flood, storm,
epidemic, riots, or disease that threaten the safety and welfare of the citizens and property
located within the boundaries of the COUNTY and PARTICIPANTS' respective
jurisdictions.
"Emergency information" shall mean information relevant to the safety and welfare of
recipients in the event of an Emergency. Such information shall include but not be
limited to instructions and directions to alleviate or avoid the impact of an emergency.
"Emergency notification situation" shall mean instances when emergency information is
to be distributed through the System.
"Non- emergency information" shall refer to information that is not relevant to the safety
and welfare of recipients, but has been deemed to be of significant importance to a
PARTICIPANT's jurisdiction to justify the use of the System to distribute such
information.
"Non- emergency notification situation" shall mean instances when a PARTICIPANT
deems non - emergency information to be of significance to a PARTICIPANT'S
jurisdiction and the PARTICIPANT uses the System to distribute such information.
"System" shall mean the Public Mass Notification System as provided by Blackboard
Connect, Inc. to COUNTY under the Agreement. The System is designed to disseminate
information by utilizing common communications, i.e. telephone and e-mail
communications to citizens and businesses as permitted under the Agreement.
II. Hold Harmless: PARTICIPANT will defend, indemnify and save harmless COUNTY,
its elected officials, officers, agents, employees, volunteers and those special districts and
agencies which COUNTY's Board of Supervisors acts as the governing Board
( "COUNTY INDEMNITIES ") from and against any and all claims, demands, losses,
damages, expenses or liabilities of any kind or nature which COUNTY, its officers,
agents, employees or volunteers may sustain or incur or which may be imposed upon
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them for injury to or death of persons, or damages to property as a result of, or arising out
of the acts, errors or omissions of PARTICIPANT, its officers, agents, employees,
subtenants, invitees, or licensees. COUNTY will defend, indemnify and save harmless
PARTICIPANT, its officers, agents, employees and volunteers from and against any and
all claims, demands, losses, damages, expenses or liabilities of any kind or nature which
PARTICIPANT, its officers, agents, employees or volunteers may sustain or incur or
which may be imposed upon them for injury to or death of persons, or damages to
property as a result of, or arising out of the acts, errors or omissions of COUNTY, its
officers, agents, employees, subtenants, invitees, or licensees.
IIl. Term: This MOU shall be in effect from July 1, 2013 and shall expire on June 30, 2017,
unless COUNTY funding of the System becomes unavailable at which time
PARTICIPANTS will be given six -month advance notice per the termination terms found
in Paragraph IX. Termination, below.
IV. Scope of Services: PARTICIPANTS shall receive from Blackboard Connect, Inc. the
same services provided by Blackboard Connect, Inc. to the COUNTY under the
Agreement. COUNTY's involvement in this MOU is limited only to extending the
availability of the terms and conditions of the Agreement to the PARTICIPANTS.
PARTICIPANTS and Blackboard Connect, Inc. acknowledge and agree that any actions
taken by Blackboard Connect, Inc. or any PARTICIPANT under the scope of the
Agreement and this MOU are the responsibility of Blackboard Connect, Inc. and the
respective PARTICIPANT.
V. Use: Use of the System and its data, including but not limited to contact information, is
governed by the terms, conditions and restrictions set forth in the terms provided in
Exhibit A, B and C. All PARTICIPANTS agree to the terms and conditions contained in
Exhibits A, B, and C. COUNTY retains the right to update Exhibits A, B, and C as
needed, in whole or in part, during the life of this MOU. Any and all revised Exhibits
will be distributed to PARTICIPANTS within five business days of the revision date and
shall be incorporated into this MOU. Such modifications to the Exhibits shall not be
deemed an amendment for the purposes of Paragraph X. Amendments, below.
PARTICIPANT, including each of its agents, officers, employees, and representatives
who are given access to the System, agrees to abide by the individual terms of each
agreement and the additional conditions incorporated herein. Breach of use may result in
individual user or PARTICIPANT access account termination.
The scope of services under the Agreement is limited to using the System to distribute
business communication to PARTICIPANT inter - departmental resources and/or
emergency information to the public in emergency notification situations.
PARTICIPANTS may arrange for the use of the System with Blackboard Connect, Inc.
to distribute non - emergency information. However, any agreement reached between
Blackboard Connect, Inc. and any PARTICIPANT for the use of the System for non -
emergency notification situations shall exist only between Blackboard Connect, Inc. and
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the PARTICIPANT. In accordance with Paragraph II. Hold Harmless, above, COUNTY
shall be held harmless and indemnified by the PARTICIPANTS and Blackboard
Connect, Inc. from any actions whatsoever arising from any PARTICIPANT's use of the
System for non - emergency services.
All PARTICIPANTS have read and accept the terms and conditions found in COUNTY's
"Countywide Public Mass Notification System Policy and Guideline (June 30, 2008) ",
attached hereto as Exhibit B.
VI. Compensation: All compensation owed by PARTICIPANTS to Blackboard Connect,
Inc. shall be made between PARTICIPANTS and Blackboard Connect, Inc.
VII. Notice: Any notice or notices required or permitted to be given pursuant to this MOU
shall be submitted in writing and delivered in person, via electronic mail or via United
States mail as follows:
COUNTY:
County of Orange — Sheriff - Coroner Department
Emergency Management Bureau
Attn: Donna Boston / Emergency Management
2644 Santiago Canyon Road
Silverado, CA 92676
PARTICIPANTS: Each PARTICIPANT shall provide to COUNTY a contact person
and notice information upon entering into this MOU.
Notice shall be considered tendered at the time it is received by the intended
recipient.
VIII. Confidentiality: Each party agrees to maintain the confidentiality of all related records
and information of the other party pursuant to all statutory laws relating to privacy and
confidentiality that currently exist or exist at any time during the term of this MOU. All
information and use of the System shall be in compliance with California Public Utilities
Code section 2872.
IX. Termination: The COUNTY or any PARTICIPANT may terminate its participation in
this MOU at any time for any reason whatsoever. If any PARTICIPANT chooses to
terminate its participation in this MOU, the terminating PARTICIPANT shall provide
written notification in accordance with Paragraph VII. Notice, above. Such notice shall
be delivered to the COUNTY 30 days prior to the determined termination date. A
terminating PARTICIPANT shall uphold the obligations contained in Paragraph II. Hold
Harmless in its entirety and Paragraph VIII. Confidentiality, above. Upon termination,
PARTICIPANT agrees to inform each PARTICIPANT user to stop using the System and
to relinquish all System access, user accounts, passwords and non - PARTICIPANT data
to COUNTY immediately. PARTICIPANT may choose to delete and/or export non-
public PARTICIPANT (aka inter - departmental) owned contact information, as well as,
export resident provided contact information prior to termination. Resident provided
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contact information acquired through PARTICIPANT sources shall remain in the System
and available to the County for regional or multi jurisdictional notification use as needed.
Should COUNTY discontinue its funding for the System, which shall be grounds for
COUNTY's termination of its participation, COUNTY shall give PARTICIPANTS six -
month advance courtesy notice prior to terminating the Agreement. All other reasons for
terminating by COUNTY shall be valid upon providing notice to the PARTICIPANTS.
Upon termination by COUNTY, this MOU shall no longer be in effect.
Termination by a PARTICIPANT shall not be deemed an amendment to this MOU as
defined in Paragraph X. Amendments, below.
X. Amendments: This MOU may be amended only by mutual written consent of the parties
involved unless otherwise provided for in this MOU. The modifications shall have no
force and effect unless such modifications are in writing and signed by an authorized
representative of each party. Termination by a PARTICIPANT or adding a new
PARTICIPANT to this MOU shall not be deemed an amendment.
IN WITNESS WHEREOF, the parties hereto have caused this Memorandum of Understanding
to be executed by their duly authorized representatives as of the dates opposite the signatures.
COUNTY OF ORANGE
By: Date: !y
Sandra Hutchens, She - - Coroner
County of Orange
PARTICIPANT: cIT� o:F 1kA-ij%'r+
By: C., L
Authon d Signature}^
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Print Name and Title
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Date: '7I1 I B
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Exhibit A
2013 AlertOC Memorandum of Understanding
•
Aliso Viejo
•
San Clemente
•
Anaheim
•
Seal Beach
•
Brea
•
San Juan Capistrano
•
Buena Park
•
Stanton
•
Costa Mesa
•
Tustin
•
Cypress
•
Villa Park
•
Dana Point
•
Yorba Linda
•
Fountain Valley
•
Costa Mesa Sanitary District
•
Fullerton
•
East Orange County Water District
•
Garden Grove
•
El Toro Water District
•
Huntington Beach
•
Mesa Water District
•
Laguna Beach
•
Midway City Sanitary District
•
Laguna Niguel
•
Moulton Niguel Water District
•
Laguna Hills
•
Municipal Water District of Orange
•
Laguna Woods
County
•
Lake Forest
•
Orange County Sanitation District
•
La Habra
•
Santa Margarita Water District
•
La Palma
•
Serrano Water District
•
Los Alamitos
•
South Coast Water District
•
Mission Viejo
•
South Orange County Wastewater
•
Newport Beach
Authority
•
Orange
•
Trabuco Canyon Water District
•
Placentia
•
Yorba Linda Water District
•
Rancho Santa Margarita
•
University of California Irvine
•
Santa Ana
LIFO¢
To: Clerk of the Board of Supervisors
From: Sheriff Sandra Hutchens
Date: February 20, 2014
Re: ASR Control #13- 000722
Board Meeting Date June 18, 2013
Submitting Dept. Sheriff - Coroner
I certify that the attached fully executed
❑ Agreement
® Agreement(s) listed on Exhibit A and attached to this certification
are an exact iteration of the agreement(s) presented to and approved by the Board of
Supervisors on the above listed meeting date.
I further certify that I have been authorized to execute said agreement(s) and have
personally executed same.
Sandra Hutchens Sheriff - Coroner
Name
Title
c �A
Date