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HomeMy WebLinkAbout2020-09-28 20-312 RESOLVETitle, Resolve CITY COUNCIL ACTION 09/28/2020 20-312 Council Meeting Date: 09/28/2020 Item No: 20-312 Responsible Dept: Legal Requested Action: Resolve Map/Lot: 100-010 Ratifying the City Manager's Action in Signing an Agreement with Northern Light Eastern Maine Medical Center for the Use of the Airport Shuttle Lot for a COVID-19 Testing Site Summary This Resolve would ratify an agreement between Northern Light Eastern Maine Medical Center (EMMC) and the City regarding a drive -up COVID-19 test site at the Airport shuttle lot (Map 100, Lots 009 and 010). As the COVID-19 pandemic continues to spread, one important tool for combating its growth is testing for the virus. Drive -up testing facilities minimize the risk of spread while offering the opportunity for testing large numbers. On September 2, 2020, the City entered into an agreement with Northern Light to allow for the use of the Bangor International Airport's shuttle lot for a drive -up COVID-19 testing facility. Given the need for immediate action in the face of this pandemic, this action was taken prior to approval by the City Council. Committee Action Committee: Finance Committee Action: Recommend for passage Staff Comments & Approvals 5,W Tfi txk __/ City Manager Introduced for: Consent Meeting Date: 09/21/2020 For: 4 Against: 0 City Solicitor Finance Director CITY OF BANGOR RESOLVE Date: 09/28/2020 Item No: 20-312 Assigned to Councilor: Sprague 09/28/2020 20-312 Ratifying the City Manager's Action in Signing an Agreement with Northern Light Eastern Maine Medical Center for the Use of the Airport Shuttle Lot for a COVID-19 Testing Site WHEREAS, on March 16, 2020, after consultation with the Chair of the City Council, the City Manager declared and signed a "Proclamation Declaring State of Emergency"; WHEREAS, this followed a declaration by the Governor of the State of Maine of a civil state of emergency on March 15, 2020; WHEREAS, as of September 22, 2020, there have been 5,146 cases of COVID-19 in the State of Maine, 252 of those in Penobscot County; WHEREAS, the COVID-19 emergency persists throughout the City, the State of Maine, the United States of America, and the world; WHEREAS, one important tool for combating the growth of COVID-19 is testing for it; and WHEREAS, on or about March 17, 2020, the City Manager signed an agreement with Eastern Maine Medical Center, d/b/a Northern Light Eastern Maine Medical Center, regarding a drive -up COVID-19 test site at Bass Park; Be it Resolved by the City Council of the City of Bangor that, The City Council hereby ratifies the City Manager's actions in executing an agreement with Eastern Maine Medical Center regarding a drive -up COVID-19 test site at the Bangor International Airport shuttle lot, under the terms and conditions of said agreement. The agreement lasts through February 26, 2021, at which time the parties may extend the agreement for up to two additional six-month terms by mutual agreement. 20-312 SEPTEMBER 28. 2020 AGREFIVIENTFORLICENSE OF, FiNCILMES This Agreement For License of Facilities (the ``Agreement"") is entered into as of September 2, 2020 (the "Effective Date"), among the City of Bangor, Maine (the "City") and Eastern Maine Medical Center. d/b/a Northern Light Eastern Maine Medical Center ("EMMC"). Background: In view of the global, national and state emergency situation involving the pandemic respiratory illness called COVID- 19, EMMC, the City is collaborating with EMMC for EMMC to establish and operate a COVID-19 test site at the airport shuttle lot of the Bangor International Airport ("BIA"). The City has agreed to permit EMMC to have use of those portions of the BIA airport shuttle lot and facilities as generally shown on Exhibit A (attached hereto as **Plan A" and incorporated herein by reference)(the "Facilities") for conducting drive - up testing for the benefit of the public on the terms and conditions outlined herein. The parties have agreed as, follows: Unless earlier terminated in accordance with the provisions herein, the term of this Agreement will commence on the Effective Date and continue through February 26, 2021 (the "Term"), at which time the parties may extend the Agreement for Lip to two additional terms of six months each by mutual agreement. The City shall not withhold M agreement should there continue to be a reasonable need for the COVID-19 test site contemplated herein. 2, The Facilities are made available to EMMC free of charge during the COVID-19 related Maine Civil State of Emergency as proclaimed by Governor Janet Mills (the "State of Emergency"). Thereafter, during the Term, EMMC shall have the option to: (a) terminate this Agreement upon thirty (30) days' notice to the City; or (b) lease the shuttle lot (identified in Exhibit A) at the rate of $10,080.00 per month. After tile State of Emergency ends, the City may terminate this Agreement upon thirty (30) days' notice, unless EMMC elects to (c) lease a portion of the lot (identified in Exhibit B, attached hereto as -Plan B" and incorporated herein by reference) at the rate of $6.330.00 per inorith. Notwithstanding the foregoing, in either case referenced in (b) or (c) above, EMMC shall receive a monthly rental credit/offset up to a maximum ainount that corresponds to the total cost of the EMMC initiated capital improvements made at the Facilities (the "Capital Improvement Cost-), Upon termination of this Agreement, the City shall have the option to take ownership of all buildings and other capital improvements, in which case the City shall pay EMMC for any portion of the Capital Improvement Cost not offset by the monthly rental credits referenced above. Should the City not exercise this option. EMMC must remove all buildings and other capital improvements at their expense. The list of capital improvements and estimated costs are outlined in Exhibit C, attached hereto and incorporated herein by reference, which the parties agree to update as necessary. EMMC shall be responsible for all Costs Such as building construction, cabling, electricity, internet and other utilities attributable to EMMC's use of the Facilities. 4. The Facilities will be used by EMMC to establish and operate a COVID-19 test site, with actual testing occurring at an outdoor drive-through site and an interior building z:1 space for use by staff. Any building or buildings constructed shall be capable of being 20-312 SEPTEMBER 28. 2020 taken down in several pieces and moved to .another site. The parties shall work together to take any steps necessary to approve this agreement and the location, construction, and operation of the test site. including but not limited to obtaining any necessary approvals from the City's Code Enforcement Department and Planning Board. 5. EMMC shall be responsible for removal of trash. medical waste and other debris at the Facilities. EMMC shall be responsible fior snow removal front the Facilities and salting and sanding. The City shall be responsible for maintenance of pavement and fighting, provided that EMMC provides timely notice to the City of any defects, 6. Each of the City and EMMC shall be responsible for obtaining and maintaining throughout the Term all permits and licenses required by each to perforni their respective roles and exercise their respective rio, its wider this Agreement. 7. To the littlest extent permitted by law, neither of the City or EMMC shall Lv liable to any party for any claims, sults, losses, injuries, damages, liabilities and expenses, including, without limitation, reasonable attorneys' Fees and expenses (-Claims or Costs"), occasioned in connection with, arising or alleged to arise front, wholly or in part, the use, occupancy, or exercise of control of the Facilities throughout the'I'CMI, WHess caused by the gross negligence or intentional acts or ornissions Of Such party. Neither of the City or EMMC, nor any of their officers, partners, employees or agents shall be responsible or fiable for any loss or darts ge to the personal property of the others unless caused by the gross negligence or intentional acts or ornissions of such party. Each party acknowledgesandagrees that all of its property or property of others in the Facilities shall be used at the sole risk ofsuch party, and each party hereby waives and releases the others from any and all Claims or Costs related thereto to the fullest extent pen-nitted by law. Additionally, each party expressly agrees that it will defend. indenirlify. save and hold the other party har-mless from any and all claims made or asserted by the indemnifying paray's agents, servants or employees =arising out of the indemnifying party's activities under this Agreement. For this purpose, each party expressly waives any and all immunity it may have under Maine Workers Compensation Act in regard to claims made against the other party by the waiving party's agents, servants, or employees. Nothing in this Agreement is intended to be t: a waiver of any immunity, defense, or limitation of liability under the Maine Tort Claims Act. Title 14, Chapter 741 of the Maine Revised Statutes. The provisions of this section shall survive the tLiTnitiation of this Agreement. 8. 'phis Agreement constitutes the entire aw-cernent and under -standing of the parties with respect to its Subject matter, and supersedes any and all prior agreements, understanding or contritunications between the parties whether written or oral. Nothing contained herein shall be deemed or construed by the parties hereto or by any third party as creating the relationship of principle and agent or of partnership or of joint venture be-meen the parties hereto. Faflure on the pail of aparty to complain of an), -action or non -action on the part of anotherpaily, no matter how long the sarne may continue, shall never be deerned to be a waiver by the lin-st party ofany of their lights hereunder. This Agreement may not be antended except by a writing signed by all parties.This Agreement shall be binding upon and Inure to the benefit ofall successors and permitted assigns, Ifarly provision of this Agreement is declared invalid or unenforceable by a court of competent jurisdiction, SUCII provision shall be severed ti-orn time remainder of this Agreement, which shall remain in ffill force and effect. Each party shall comply with all laws, 20-312 SEPTEMBER 28. 2020 regulafions, statutes and ordinances applicable to it, in connection with its business activities and petfonnance under this Agreement. This Agreement shall be governed by the laws of the State of Maine. 'fl -tis Agreement may be executed in any number ofcounterparts (including by pdf), each of which will be deemed an original, but all of which taken together shall constitute one single agreement. 9, Each party shall maintain gerten-d liability insurance coverage With rninimurn limits of coverage of $1,000.000 per occurrence and $3.000,000 per annual aggregate throughout the terrn of this Agreement. Each patty shall maintain throughout the ten -n of tl-ris Agreement workers compensation insimm'ice in accordance with the statutory requirements. Upon request, each party, respectively, shall fiu-nish acurrent certificate of insurance concerning any insurance required to be maintained Linder this Aggeernent to the other party. Said certificate shall identify the other party as an additional insured. Each party shall use commercially reasonable of to notify the other party thirty (30) days in advance in the event of cancellation or non -renewal of any such insurance coverage. The parties have signed this Agreement and agree to be bound to the terms herein as of the Effective Date. CITY OF BANGOR NORTHERN LIGHT E ASTERN M4111E MEDICAL CENTEV By; By Name: Name: Title: 'k Title-. 20-312 SEPTEMBER 28. 2020 regulations, statutes and ordinances applicable to it in connection with its business activities and performance under this Agreement. This Agreement sha11 be governed by the laws of the State ofMaine. This Agreement may be executed in any number of counterparts (including by .pdt), each of which will be deemed an original, but all of which taken together shall constitute one single agreement. 9. Each party shall maintain general liability insurance coverage with minimum limits of coverage of $1,000,000 per occurrence and $3,000,000 per annual aggregate throughout the termof this Agreement. Each party shall maintain throughout the term of this Agreement workers compensation insurance in accordance with the statutory requirements. Upon request, each party, respectively, shall furnish a current certificate of insurance concerning any insurance required to be maintained under this Agreement to the other party. Said certificate shall identi the other party as an additional insured. Each party shall use commercially reasonable efforts to notify the other parry thirty (30) days in advance in the event of cancellation or non -renewal of any such insurance coverage. The parties have signed this Agreement and agree to be bound to the terrns herein as of the Effective Date. CITY OF BANGOR NORTHERN LIGHT EASTERN MAINE MEDICAL By: By: Name: ame:ony Tiler Title:Title: T. surer, EMC 20-312 28. 2020 l< Ins 1 20-312 SEPTEMBER 28. 2020 20-312 SEPTEMBER 28. 2020 13104,10 111 1111111 Capital Int rev s: Estimated Cost-, Building $,85,0OO Electric $5,100 Fiber $5,000 Secondary entrance/exit $8,500 Estimated Total $103,600 IN CITY COUNCIL SEPTEMBER 28,2020 CO 20-312 Motion made and seconded for Passage of Consent Agenda Vote: 9—0 Councilors Voting Yes: Fournier,Hawes,Nichols, Okafor, Schaefer, Sprague, Supica, Tremble,Davitt Councilors Voting No: None Passed CITY CLERK IN CITY COUNCIL