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2010/09/23 Eastern Municipal Water District (EMWD) Communication Facilities CITY OF MENIFEE COMMUNICATIONS FACILITIES INTERAGENCY AGREEMENT l- This Agreement is made and entered into this Lz-day of k�, 2010, by and between Eastern Municipal Water District, organized and operat' g pursuant to Division 20 of the California Water Code (hereinafter"District"), and the City of Menifee, an incorporated city of Riverside County, California(hereinafter"City'). RECITALS WHEREAS, District owns and operates water and wastewater facilities within or in proximity to City's service area; and WHEREAS, City is desirous of locating communications equipment(hereinafter referred to as the "Subject Facilities") at certain District water and wastewater facilities for the purpose of enhancing city-wide communications in areas with no current communication capabilities; and WHEREAS, the purpose of this Interagency Agreement is to set forth the terms and conditions whereby District grants City permission to install, operate,and maintain the Subject Facilities on District owned property. NOW,THEREFORE, in consideration of the premises and covenants herein contained, the parties agree as follows: AGREEMENT 1. Incorooration of Recitals. The Recitals set forth above are incorporated into and are a part of this Interagency Agreement. 2. Term. This Interagency Agreement shall remain in effect unless terminated, in writing, by giving sixty(60) days prior notice, by either Party, in which case the Subject Facilities shall be removed and District property restored to its original condition. In such event; District shall, in no way, be liable for any direct, indirect, or consequential costs or damages resulting from such termination, including any costs for replacement or relocation of the Subject Facilities. 3. Location of Subiect Facilities. District hereby, grants City permission to install, operate, and maintain the Subject Facilities at District's Daily Tank located at 32445 Daily Rd. Menifee, California. District, at its sole discretion, may grant City permission to install, operate, and maintain facilities at additional District locations by written amendment to this Interagency Agreement. 4. Resoonsibility. City shall prepare site plans for District review and approval prior to installation. Site plans shall include the proposed Subject Facilities and any and all appurtenances required for operation. The Subject Facilities shall in no way interfere with current or future District operations,'including but not limited to physical interference, or that associated with the use of communications equipment. City shall comply with all applicable governmental rules and regulations for the installation and use of the Subject Facilities on District property. 1 T i 5. Access. District shall provide City unrestricted, twenty-four hour access to the Subject Facilities located on District property. City shall ensure that all facilities are maintained in a clean and orderly condition, and shall comply with all current and future District procedures for entry, including notification to District headquarters, as may be applicable. 6. Utilities. City shall provide for installation and be responsible.for any and all utility costs needed to serve the Subject Facilities. 7. Insurance. Prior to initiating any work, and throughout the term of this Interagency Agreement, City shall provide and maintain'liability insurance, or self-insurance coverage, naming District as additional insured, in an amount and type acceptable to District. Additionally, City shall require any contractor performing work for City on District property to provide District with evidence of such coverage also, naming District as additional insured. 8. Relocation. District, may, at its sole discretion, require City to remove, relocate, or temporarily suspend operation of the Subject Facilities as may be necessary for purposes of construction, expansion, or other operational needs of District. District shall provide City sixty(60) days, prior written notice of such requirement. District shall in no way, be liable for any direct, indirect, or consequential costs or damages resulting from such suspension, including any costs for replacement or relocation of the Subject Facilities. 9. Hold Harmless and Indemnification. District, its agents, officers and employees shall not be liable for any claims, liabilities, penalties,fines, theft, or any damage to property, whether real or personal, nor for any personal injuries or death caused by, or resulting from, or claimed to have been caused by or resulting from, in any way, District's granting City permission to install,operate, and maintain the Subject Facilities on District owned property, except those caused by the sole negligence or willful misconduct of District, its agents, officers or employees. City hereby agrees to indemnify and hold harmless and defend District and its authorized agents, officers and employees against any of the foregoing liabilities, claims and/or any cost or expense that is incurred by District on account of any of the foregoing liabilities, including liabilities or claims by reason of City's actions in the use of District property; excluding however, such liability, claims, losses, damages,theft, or expenses arising from District's sole negligence or willful acts. 10. Bindina Provision. This Interagency Agreement is binding on the heirs, representatives, successors and assigns of the Parties hereto. 11. Entire Aareement. This Interagency Agreement is intended by the Parties as a complete and exclusive statement of the terms of their agreement and supersedes all prior agreements,written or oral, as to this subject matter. 12. Notices. Any notice required by this Interagency Agreement to be given or delivered to any Party shall be deemed to have been received when personally delivered or mailed in the United States mail addressed as follows: District Eastern Municipal Water District Post Office Box 8300 Perris, Ca. 92572-8300 Attn: General Manager 2 2' Ci_yt City of Menifee 29714 Haun Road Menifee,Ca.92586 Attn:City Manager IN WITNESS WHEREOF,the Parties have executed this Agreement as of the day and year first above written. CITY OF MENIFEE EASTERN MUNICIPAL WATER DISTRICT Ely. By: Wallace Edgerton, May®f Anthony J.-Pack, General Manager Dated: �/ 7��L Dated: C- ATTEST: Y�Y'� ATTEST: 3