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R-1677 - 11/14/2017 - FIRE DEPARTMENT - Resolutions RESOLUTION 2017-FD-PSI-AG-R-1677 A RESOLUTION APPROVING AND AUTHORIZING THE EXTENSION OF AN AGREEMENT BY AND BETWEEN THE VILLAGE AND PARAMEDIC SERVICES OF ILLINOIS, INC. WHEREAS, on October 16, 2014, the Village entered into a three-year agreement ('Agreement's with Paramedic Services of Illinois, Inc. ("PSI'l for PSI to provide the Village paramedic services ("Services'); and WHEREAS, the Agreement expired on October 31, 2017; and WHEREAS, the Village desires to extend the Agreement by 120 days pursuant to the terms of the amendment to the Agreement attached hereto as Exhibit A ("Amendment') while the Village evaluates its options for procuring Services pursuant to a long term contract; and WHEREAS, the President and Board of Trustees, being fully advised in the premises, have determined that it is in the best interests of the Village and its residents to waive competitive bidding and to approve the Amendment with PSI for PSI to continue to provide the Village Services for 120 days. NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows: Section 1: Recitals. The foregoing recitals are hereby incorporated into, and made a part of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook. Section 2: Waiver of Competitive Bidding Requirements. The advertising and bidding requirements for the purchase of the Services is hereby waived in accordance with Section 1-7-4 of the Village Code. Section 3: Approval of Amendment. The Amendment by and between the Village and PSI is hereby approved in substantially the form attached to this Resolution as Exhibit A, and in a final form to be approved by the Village Manager and Village Attorney. Section 4: Execution of Required Documentation. The Village Manager and Village Clerk shall be, and hereby are, authorized to execute the Amendment after receipt of the final Amendment fully executed by PSI. Section 5: Effective Date. This Resolution shall be in full force and effect from and after its passage by two-thirds of the Trustees and its approval in the manner provided by law. [SIGNATURE PAGE FOLLOWS] Resolution 2017-FD-PSI-AG-R-1677 Approving the Extension of the PSI Agreement Page 2 of 4 APPROVED THIS 14th day of November, 2017 Gopal G. Lalmalani Village President PASSED THIS 14th day of November, 2017 Ayes: Trustees Baar, Cuevas, Manzo, Tiesenga, Yusuf Nays: None Absent: Trustee Saiyed ATTEST: Y 5 Charlotte K. Pruss Village Clerk Nx Pei Resolution 2017-FD-PSI-AG-R-1677 Approving the Extension of the PSI Agreement Page 3 of 4 EXHIBIT A THIRD AMENDMENT TO THE AGREEMENT BETWEEN THE VILLAGE OF OAK BROOK, ILLINOIS AND PARAMEDIC SERVICES OF ILLINOIS, INC. THIS AMENDMENT TO THE AGREEMENT BETWEEN THE VILLAGE OF OAK BROOK, ILLINOIS AND PARAMEDIC SERVICES OF ILLINOIS, INC. ("Amendment") is made as of this day of November, 2017 by and between PARAMEDIC SERVICES OF ILLINOIS, INC. ("PSI"), and the VILLAGE OF OAK BROOK, ILLINOIS ("Village"). RECITALS WHEREAS, PSI and the Village entered into a certain Agreement dated October 16, 2014 ("Agreement"), pursuant to which PSI agreed to provide to the Village licensed firefighter/paramedic services from November 1, 2014 until October 31, 2017. WHEREAS, the term of the Agreement expired on October 31, 2017. WHEREAS, the parties desire to extend the Agreement by 120 days. NOW THEREFORE, for and in consideration of the recitals set forth above and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows: A. Amendment of Paragraph 21 of the Agreement. PSI and the Village acknowledge and agree that Paragraph 21 of the Agreement shall be amended and replaced with the following: "TERM OF AGREEMENT: This agreement shall be effective from November 1, 2017 through February 28, 2018." B. Compensation During the Extension. For the services provided by PSI to the Village under the Agreement during the period of November 1, 2017 to February 28, 2018, the Village shall pay to PSI the contractual rate consistent with the current annual compensation plan. Compensation includes all applicable federal, state, and Village taxes of every kind and nature applicable to the services provided by PSI under the Agreement as well as all taxes, contributions, and premiums for unemployment insurance, old age or retirement benefits, pensions, annuities, or similar benefits and all costs, royalties, and fees arising from the use of, or the incorporation into, the services, of patented or copyrighted equipment, materials, supplies, tools, appliances, devices, processes, or inventions. All claim or right to claim additional compensation by reason of the payment of any such tax, contribution, premium, costs, royalties, or fees is hereby waived and released by PSI. Compensation shall be due and payable by the Village no later than 30 days after the Agreement expires or is terminated pursuant to its terms. C. Effect of Amendment. The Parties acknowledge and agree that this Amendment modifies and amends the Agreement and the terms and provisions hereof shall supersede and control over any contrary or conflicting terms and provisions set forth in the Agreement. The Agreement, as amended by this Amendment, is hereby ratified and remains in full force and effect. [SIGNATURE PAGE FOLLOWS] Resolution 2017-FD-PSI-AG-R-1677 Approving the Extension of the PSI Agreement Page 4 of 4 IN WITNESS WHEREOF, the Village and PSI have respectively executed this Amendment to be effective as of the date first above written. ATTEST: PARAMEDIC SERVICES OF ILLINOIS, INC.: By: By: Printed Name: Title: Date: ATTEST: ACCOUNT: VILLAGE OF OAK BROOK By: By: Village Clerk Village Manager Date: