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2006-252COPY 2006-252 Resolution Authorizing Amendment No. 1 to Ambulance Service Agreement with TC Hudson Valley, Inc. D/B/A TransCare At a regular meeting of the Town Board of the Town of Wappinger, Dutchess County, New York, held at Town Hall, 20 Middlebush Road, Wappingers Falls, New York, on December 26, 2006. The meeting was called to order by Joseph Ruggiero, Supervisor, and upon roll being called, the following were present: PRESENT: Supervisor Councilmembers ABSENT: Joseph Ruggiero Vincent F. Bettina Joseph P. Paoloni Maureen McCarthy Robert L. Valdati The following Resolution was introduced by Councilman Paoloni and seconded by Councilwoman McCarthy. WHEREAS, the Town Board has previously entered into an Ambulance Service Agreement with TC Hudson Valley, Inc. d/b/a TransCare (hereinafter "TransCare"); and WHEREAS, the Agreement between the Town and TransCare was for the purposes of providing general ambulance services for all sick or injured persons found in the boundaries of Wappinger's Ambulance District; and WHEREAS, the Agreement between the Town and TransCare was effective from January, 2005 and terminating December 31, 2009, subject to terminations or renewals as provided in said Agreement; and r WHEREAS, the Town has previously leased a portion of the Emergency Services Building to Sloper-Willen Community Ambulance Service, Inc. and Alamo Ambulance Service, Inc. both of which corporations previously provided general ambulance services to the Town; and WHEREAS, the Emergency Services Building was originally designed and constructed so that a portion of said building would be utilized by Sloper-Willen Community Ambulance Service, Inc. for general ambulance services; and WHEREAS, TransCare will occupy the portion of the Emergency Services Building previously occupied by Sloper-Willen; and WHEREAS, it is the intention that this Lease Agreement will be co -terminus with the Ambulance Service Agreement between the Town and TransCare and will provide for a monthly rent of $7,000.00 per month commencing September 1, 2006, payable on the 1" day of each month during the term of the Lease, subject to renewals upon agreed upon rent; and WHEREAS, by Resolution No. 2006-157 adopted on the 12th day of June, 2006, the Town Board adopted a Resolution authorizing the Town Supervisor to enter into a Lease Agreement with TransCare, subject to a permissive referendum; and WHEREAS, subsequent to the adoption of the Resolution, TransCare requested certain changes to the Lease Agreement which limited the total rent payments to $84,000.00 per year payable in monthly increments of $7,000.00 per month, as well as certain provisions relating to the Lease payments in the event of renewal of the Lease; and WHEREAS, it is the purpose of this Resolution to re -authorize the Lease Agreement subject to the proposed changes which are incorporated in the Lease Agreement attached hereto as Exhibit "A" NOW, THEREFORE, BE IT RESOLVED, as follows: 1. The recitations above set forth are incorporated in this Resolution as if fully set forth and adopted herein. 2. The Town Board hereby agrees to Lease the portion of the Emergency Services Building formerly occupied by Sloper-Willen to TransCare at the rate of $7,000.00 per month effective September 1, 2006, and continuing through December 31, 2009, unless the Ambulance Service Agreement is terminated or renewed for five (5) year periods as set forth in paragraph 16 of the Ambulance Service Agreement between the Town and TransCare. In the event the Ambulance Service Agreement is terminated or renewed for a successive five (5) year period, then the term of the Lease Agreement will be terminated and/or extended to be co -terminus with the Ambulance Service Agreement. 3. Supervisor Joseph Ruggiero is hereby authorized to execute the Lease Agreement on behalf of the Town in substantially in the same form as attached hereto as Exhibit "A". 4. This resolution is subject to permissive referendum. The foregoing was put to a vote which resulted as follows: JOSEPH RUGGIERO, SUPERVISOR Voting: AYE ROBERT L. VALDATI, COUNCILMAN Voting: ABSENT VINCENT F. BETTINA, COUNCILMAN Voting: AYE JOSEPH P. PAOLONI, COUNCILMAN Voting: AYE MAUREEN McCARTHY, COUNCILWOMAN Voting: AYE Dated: Wappingers Falls, New York 12/26/2006 The Resolution is hereby duly declared adopted. OHN C. S ' RSON, TOWN CLERK Amendment No. 1 to Ambulance Service Agreement This Agreement dated December , 2006 shall serve as Amendment No. 1 to the Ambulance Service Agreement between the Town of Wappinger and TC Hudson Valley Ambulance Corp. d/b/a TransCare dated January 25, 2005. Effective immediately, TransCare shall no longer provide a Basic Life Support (BLS) ambulance twelve hours per day as defined in Section 6 of the Ambulance Service Agreement. Section 6 of the Ambulance Service Agreement shall be amended to read as follows: " 6. Equipment, Facilities and Personnel. A. The CONTRACTOR shall provide, maintain and store, at its own cost and expense, State certified Advanced Life Support Mobile Units and ambulances, crew and equipment necessary and incidental to provide comprehensive ambulance and emergency health service within the Wappinger Ambulance District. The CONTRACTOR shall, at a minimum, provide two (2) ambulances and crews, twenty four (24) hours per day, seven (7) days per week which ambulances shall be capable of providing Advanced Life Support care (ALS) to be performed pursuant to this Agreement. The two (2) ambulances and crews shall be located, maintained and housed within the Town of Wappinger at a place or space mutually agreeable upon by the TOWN and the CONTRACTOR at time to time thereafter; except in the case of an emergency, the two (2) ambulances and crews dedicated to the TOWN may not be used for non- resident or nursing home transportation services. B. Notwithstanding anything to the contrary contained in this Agreement or any amendments thereto, if the TOWN, in its sole discretion, determines that the reduction in service caused by this Amendment 1 to the Contract, (i. e. removal of a Basic Life Support (BLS) ambulance for 12 hours a day), has caused a significant adverse impact upon the health and safety of the residents of the TOWN for a sustained period of time, the TOWN may send written notice to the CONTRACTOR of its determination of adverse impact, and within twenty (20) days after the mailing of said notice, the CONTRACTOR shall meet with the TOWN in order to remedy the adverse impacts. The remedy for curing any adverse impacts may be accomplished by providing one (1) ambulance capable of providing Basic Life Support care (BLS) twelve hours per day dedicated to the ambulance and emergency health services to be performed pursuant to this Agreement and a crew for said BLS ambulance in accordance with the original terms of the agreement, or such other ambulance service that the TOWN and the CONTRACTOR deem mutually acceptable in order to properly meet the needs of the residents of the TOWN If the CONTRACTOR and the TOWN fail to agree on acceptable remedy for the adverse impact within a reasonable time, the TOWN shall have the right to terminate this Agreement upon thirty (30) days notice to the CONTRACTOR. Section 8 of the Ambulance Service Agreement shall be amended to read as follows: 118. Backup. In the event both Wappinger units are dispatched, the CONTRACTOR will make reasonable efforts to provide another ambulance to provide seamless coverage to the TOWN. In the event of a major emergency incident, COUNTY will not dispatch the last Wappinger ambulance to a non- Wappinger incident without permission of the Supervisor or his authorized successor. The Town of Wappinger ambulances will be designated by Dutchess County 9-1-1 as Wappinger 1 and Wappinger 2 and will have affixed to the side panel door an 8" diameter Town of Wappinger seal or logo as approved by the TOWN. " Except as otherwise modified by this Amendment No. 1, all other terms and conditions of the Ambulance Services Agreement shall remain in fall force and effect during the contract term. AGREED TO AND ACCEPTED BY: TC Hudson Valley Ambulance Corp. In Date: AGREED TO AND ACCEPTED BY: Town of Wappinger Date: