00-061CITY OF SHOREWOOD
RESOLUTION NO. 00-061
A RESOLUTION AUTHORIZING THE MAYOR AND
CITY ADMINISTRATOR TO EXECUTE THE EXCELSIOR
FIRE DISTRICT JOINT POWERS AGREEMENT
WHEREAS, the City of Shorewood has a desire to join with the Cities of Excelsior,
Tonka Bay, Deephaven and Greenwood to form a joint powers fire district; and
WHEREAS, the Special Excelsior Fire Department Transition Committee has drafted an
Excelsior Fire District Joint Powers Agreement; hereinafter referred to as "the Agreement",
attached hereto as Exhibit A and made a part hereof;
NOW, THEREFORE, BE IT RESOLVED that the Shorewood City Council hereby
authorizes and directs the Mayor and City Administrator to execute the Agreement on behalf of
the City.
ADOPTED BY THE CITY COUNCIL OF THE CITY OF SHOREWOOD this 12th day of
June 2000.
WOODY LOVE, MAYOR
ATTEST:
6W2-& �- //), d,2-1�
BRADLEY J. VWSEN, TING CITY ADMINISTRATOR
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EXCELSIOR FIRE DISTRICT
JOINT POWERS AGREEMENT
THIS AGREEMENT, made and entered into as of this _ day of I , 2000, by and
between the Cities of Deephaven, Excelsior, Greenwood, Shorewood, and Tonka Bay, all of
which are municipal corporations of the State of Minnesota (collectively, the "Member Cities").
WHEREAS, the parties hereto are authorized by law to provide fire protection and medical
response services to their residents; and
WHEREAS, the parties hereto have determined that such power may be best exercised jointly by
creation of the Excelsior Fire District to carry out such purposes; and
WHEREAS, the parties hereto desire to enter into a joint powers agreement for the purpose of
creating and implementing said District including its operation, ownership of equipment and
facilities, and funding; and
WHEREAS, Minnesota Statutes Section 471.59 authorizes governmental units by agreement of
• their governing bodies jointly and/or cooperatively to exercise any power common to the
contracting parties and to provide for a joint board representing the parties to the agreement; and
•
WHEREAS, all previous agreements, amendments or parts thereof in force at the time of
execution of the Excelsior Fire District Joint Powers Agreement will be repealed and replaced;
and
WHEREAS, each signatory to this Agreement hereby agrees to repeal any ordinance in effect in
its city that is in conflict with this Agreement, and to amend any existing ordinance or adopt a
new ordinance in order to create the Excelsior Fire District;
NOW THEREFORE, the parties to this Agreement mutually agree as follows:
Section 1 General Purpose and Intent
1.1 General Purpose. It is the general purpose of this Agreement:
a.) To provide fire protection services including, but not limited to, fire prevention,
fire fighting, and rescue and medical response to one community comprised of the
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Member Cities; and
b.) To establish a joint powers governance structure to deliver the services described
above consistent with the provisions of this Agreement and Minn. Stat. § 471.59.
1.2 General Intent. It is the general intent of the parties to this Agreement to declare the
cities' commitment to establish, through special legislation or other means, a special unit of
government to provide fire protection and medical response services to the Excelsior Fire District
and to provide the basis for a smooth transition to that special unit of government.
Section 2 Organization
2.1 Establishment. There is hereby established by the execution of this Agreement the
"Excelsior Fire District" (hereinafter referred to as the "District") to be managed and operated
pursuant to the terms of this Agreement.
2.2 Governance. The governing body of the District shall be the "Excelsior Fire District
• Board" (hereinafter referred to as the "Board"). The Board shall consist of the following
members:
is
a.) Voting Members: Voting Members shall include one (1) elected official of the
city council of each Member City. No employee of the District or any police
department serving any of the Member Cities may serve on the Board as a Voting
Member.
If any Member City/Cities are hereafter consolidated into a new municipal
corporation, the new corporation shall have one (1) Voting Member
representative.
b.) Ex-Officio (non -voting,) Members: The chief administrative officer (city manager,
administrator, or clerk) of each Member City shall serve on the Board as a non-
voting Ex-Officio Member.
c.) Alternate Members: The city council of each Member City shall name one (1)
elected official of its city council to serve as an Alternate Member in case of
absence of the Voting or Ex-Officio Member. The Alternate Member shall have
the authority to vote in place of (but not in addition to) the Voting Member. The
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Alternate Member shall not participate as a Board Member except in the absence
of the council member or the Ex-Officio Member.
d.) Board Procedures: The Board shall elect from among its Voting Members, a Chair
and a Vice -Chair. The Chair shall act as the presiding officer at Board meetings
and the Vice -Chair shall act as the presiding officer at any meetings not attended
by the Chair. The Board shall have authority to adopt by-laws establishing its
own procedures.
2.3 Compensation. Board members shall serve without compensation from the District, but
nothing herein shall be construed to prevent a Member City from compensating its members for
service on the Board to the extent such compensation is otherwise authorized by law.
2.4 Board Quorum. Four of the Voting Members present shall constitute a quorum for the
purposes of all Board meetings, with the exception of Special Quorum Meetings, at which three
Voting Members shall constitute a quorum.
2.5 Meetings. The Board shall hold regular meetings at least once each calendar quarter.
The Board may also, from time to time, hold special meetings and emergency meetings.
At any Board meeting attended by only three Voting Members, the three Voting
Members in attendance may, by unanimous vote of all three Voting Members in attendance, call
for a Special Quorum Meeting. A Special Quorum Meeting may be held only upon at least three
days' notice. The quorum for a Special Quorum Meeting shall be achieved by the attendance of
three Voting Members.
All meetings of the Board are governed by the Minnesota Open Meeting Law, Minnesota
Statutes Section 471.705. Notice of a Special Quorum Meeting shall be provided in compliance
with the special meeting requirements of the Open Meeting Law and provided to each of the
Member Cities.
2.6 Voting. Each Voting Member shall have an equal vote. Unless otherwise specified
herein, the Board may take action on any issue by majority vote of all Voting Members.
Voting by proxy is not allowed.
2.7 Operating Committee. The Ex-Officio Members shall comprise the Operating
Committee. The Operating Committee shall meet with the Fire Chief/District Administrator on a
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monthly basis and report to the Board at each regular meeting
The Operating Committee shall have authority to approve budgeted expenditures during
monthly meetings. Non -budgeted expenditures must be approved by the Board. A list of bills
shall be provided to each member of the Operating Committee on a monthly basis.
2.8 District Office. The address of the District shall be 339 Third Street, Excelsior,
Minnesota 55331-1877. (This address may be changed by the Board.)
2.9 Fiscal Agent. The City of Excelsior shall act as the initial fiscal agent for the District.
The fiscal agent shall be compensated by the District at a rate mutually agreed upon by the fiscal
agent and the Board. The Board may change the fiscal agent as it deems necessary from time to
time. The District shall indemnify and hold the fiscal agent harmless from any claims, causes of
action, or liability arising out of actions it takes in performing duties under this section except for
claims, causes of action or liability arising out of the negligent or intentional acts of the fiscal
agent in performing its duties under this paragraph.
• 2.10 Default. No Board member shall be eligible to vote on behalf of the Member City he or
she represents during such time as that Member City is in Default of the terms or provisions of
this Agreement. During the time that a Member City is in Default, that Member City's seat on
the Board shall not be counted for purposes of calculating a quorum or a prevailing vote. For the
purposes of this Agreement, "Default" shall mean any breach of the terms of this Agreement or
failure to comply with any of the provisions herein. A Member City shall not be considered in
Default until it has been notified in writing by the District and has had twenty (20) business days
from the date it received the notice to cure its Default. A Member City shall thereafter remain in
Default until it has cured the Default.
•
Section 3 General Powers of the Board
3.1 Powers. The Board shall have and is hereby given all powers, duties and functions
enumerated in this Agreement and provided by law, and all such further powers necessary to
carry out the intent and purpose of the District with respect to acquisition of property and
operation of the District heretofore set forth, including but not limited to the following:
a.) To employ and determine the terms of employment of fire protection,
administrative, and other personnel, accountants, consultants, engineers, legal
counsel, and other qualified personnel, except as provided in this Agreement.
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b.) To cause reports, plans, studies, and recommendations to be prepared.
c.) To purchase capital equipment and land, and to cause the construction of
buildings to implement the purposes of the District.
d.) To lease or purchase equipment (including capital equipment) and supplies
necessary for the proper operation, care, maintenance, and preservation of District
facilities and equipment.
e.) To adopt District bylaws, rules and regulations for the operation, maintenance and
use of District fire protection services, equipment, and facilities.
f.) To enter into mutual aid agreements with other organizations with similar
purposes.
g.) To dispose of capital equipment and land consistent with the terms of this
Agreement.
is h.) To sell or lease any of its equipment (including capital equipment) as may be
deemed expedient.
is
i.) To establish a yearly operating budget for District services and a capital
improvement program/finance plan (including an equipment replacement
schedule) of not less than ten years' duration, which shall require approval
consistent with the terms of this Agreement.
j.) To act as agent for receipt, custody, and disbursement of funds, gifts, or other
funds paid or given by the Member Cities on behalf of or for the use of the
District.
k.) As may be authorized by State law, to act as paying agent for any bonds, contract
of indebtedness, and loans made in the names of the Member Cities for the benefit
of the District, and act as a custodian of sinking funds created for or required by
such indebtedness.
1.) To cause an annual independent audit to be made of all its accounts, books,
vouchers, and funds.
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m.) To promulgate, establish, and adopt suitable bylaws governing operations of the
Board.
n.) To continue a Firefighters' Relief Association for the benefit of members of the
District and to make such contribution to the fund of the Firefighters' Relief
Association as the Board deems appropriate.
o.) To contract to provide fire protection and medical response services.
3.2 Disbursements. Except as otherwise provided, all unanticipated disbursements of the
District shall be approved by the Board and co -signed by two officials designated by the Board.
Section 4 Fire Equipment, Land, Buildings, and Funds
4.1 Disposition of Equipment to the Excelsior Fire District Effective January 1, 2001, all
equipment and personal property of the City of Excelsior Fire Department used to provide fire
protection services included on the attached Schedule A (the "Leased Equipment") shall be
leased to the District pursuant to the terms of an Equipment Lease Agreement (the "Equipment
Lease Agreement"), for One Dollar ($1.00), for a term ending upon the dissolution of the District
(which would include the creation of a Fire Services Taxing District) or the expiration of a term
of five (5) years. In the event that the District is dissolved before the expiration of the five-year
lease term, the Equipment Lease Agreement shall be voided, and the Leased Equipment returned
to the City of Excelsior. In the event that the District is not dissolved during the five-year lease
term, title to the Leased Equipment shall be transferred to the District. All expenses relating to
the maintenance and repair of the Leased Equipment and incurred during the lease term and
thereafter shall be an operating expense of the District.
The District shall have the right to sell the Leased Equipment pursuant to the terms of the
Equipment Lease Agreement. The District shall fully document each such sale and retain all
records relating to such sale.
4.2 Reimbursement to City of Excelsior Upon Dissolution. In the event of the dissolution
of the District at any time during the first five years of District operation (which five-year period
shall begin on January 1, 2001), the City of Excelsior shall receive from the District:
One hundred percent (100%) of the value listed on Schedule A for any Leased
Equipment sold during calendar year 2001;
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• Eighty percent (80%) of the value listed on Schedule A for any Leased Equipment
sold during calendar year 2002;
• Sixty percent (60%) of the value listed on Schedule A for any Leased Equipment
sold during calendar year 2003;
• Forty percent (40%) of the value listed on Schedule A for any Leased Equipment
sold during calendar year 2004; and
• Twenty percent (20%) of the value listed on Schedule A for any Leased
Equipment sold during calendar year 2005.
Any sum distributed to the City of Excelsior pursuant this Section shall be in addition to
any distribution owed to the City of Excelsior pursuant to Section 12 of this Agreement.
Section 4.2 shall not apply in the event that the District is dissolved for the sole purpose
of the establishment by the Member Cities of a Fire Services Taxing District.
. 4.3 Existing Land and Building_ The Fire Station used by the Excelsior Fire Department
prior to this Agreement shall, beginning on January 1, 2001, become the initial Fire Station for
the District. Ownership of the existing building and land for the Fire Station will remain with the
City of Excelsior. The District shall pay the City of Excelsior a fair market rent for the space
used for the Fire Station pursuant to a lease through at least June 30, 2003 unless the District is
dissolved prior to that time in which case any obligations to pay rent or provide space shall cease.
This rent shall be included in the budget of the District, and all Member Cities will contribute to
it in their funding allocations. Any and all leasehold improvements to the existing building and
land for the Fire Station shall remain the property of the City of Excelsior, and no compensation
shall be paid to the District for such leasehold improvements when and if the District vacates the
existing Fire Station.
In the event that District and the City of Excelsior cannot agree on the fair market rent for
the space used for the Fire Station, either the City or the District may initiate an appraisal process
by submitting written notice to the other party. Within thirty (30) days after the notice of the
appraisal process has been issued, the City and the District shall appoint appraisers who shall, in
turn, select a third appraiser to determine the fair market rent for the space used for the Fire
Station. The appraisers selected by the City and the District shall produce reports with whatever
supporting documentation they each see fit to provide and submit said appraisal reports to the
third appraiser within sixty (60) days after the notice of the appraisal process has been issued.
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The third appraiser shall review the reports provided by the appraisers for the City and the
District and, if he or she determines it to be necessary, additional information relevant to
determining the fair market rent for the space to be used for the Fire Station. The third appraiser
shall issue his or her decision within'thirty (30) days after receiving the reports of the City's and
the District's appraisers. The third appraiser's decision shall be final and binding on both the
District and the City. The District and the City shall be responsible for the cost of the appraisers
they appoint and shall equally divide the cost of the third appraiser.
4.4 Transfer of Excelsior Fire Department Funds The funds remaining in the City of
Excelsior Fire Department Funds (specifically, fund numbers 230-31, 233-35, and 240) on
December 31, 2000 shall be transferred to the District on January 1, 2001.
4.5 New Land and Building(s). For any expansions that may occur at the existing fire
station site, the land shall be under the ownership of the City of Excelsior. All new buildings and
lands may be owned and, to the extent permitted by law, financed by the District. The District
may lease buildings and lands, including those that may be owned by any of the Member Cities.
. 4.6 Purchase of Equipment. Purchase of equipment by the District must be done in
accordance with a capital equipment plan, which must include all physical items whose costs are
anticipated to exceed $10,000, approved by the Board. To the extent allowed by law, the District
may use debt instruments to make such purchases.
•
4.7 Use of Equipment Outside District Boundaries..All equipment controlled by the
District shall be used when needed within the boundaries of the District for the benefit of
Member Cities. It should not be used outside the District, except as follows:
a.) In areas outside the District, where fire emergencies may endanger life or property
within the District.
b.) When use is covered by contracts duly entered into by the District for fire
protection or other services outside the District.
c.) When necessary to fulfill mutual aid agreements duly entered into by the Board.
d.) In case of major emergency or disaster, when authorized by the Fire Chief/District
Administrator, or in his/her'absence, the officer in charge. Such use shall be
reported as soon as possible to the Fire Chief/District Administrator.
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e.) When specifically authorized by the Board.
Section 5 Personnel and Administration
5.1 Fire Chief/District Administrator. The Fire Chief/District Administrator shall be
responsible to the Board for the efficient and economical operation of the District; the hiring,
termination, supervision, discipline and the direction of District personnel; the establishment of
rules of conduct for those personnel; and carrying out the policies and procedures adopted by the
Board. The Fire Chief/District Administrator is appointed by the Board and serves at the
pleasure of the Board. The Fire Chief/District Administrator is a full time employee of the
District and may enter into an employment contract with the Board.
The Fire Chief/District Administrator shall be chosen by the Board solely on the basis of
training, experience, administrative, and other qualifications. The Fire Chief/District
Administrator shall be appointed for an indefinite period of time and may be removed by the
Board at any time. The Fire Chief/District Administrator need not be a `member' of the
Excelsior Fire District. Should the Board determine that there should exist separate Fire Chief
and District Administrator positions, only the District Administrator position shall be the full-
time paid position.
If the District has not selected a Fire Chief/District Administrator, the individual serving
as Fire Chief of the Excelsior Fire Department on December 31, 2000 shall serve as the District's
Interim Fire Chief until such time as the Board selects a Fire Chief/District Administrator.
5.2 Fire Marshal. The District may have a position of Fire Marshal, who shall be appointed
by the Fire Chief/District Administrator solely on the basis of training, experience, and
administrative, and other qualifications. The Fire Marshal's responsibilities will be to enforce
the Uniform Fire Code and perform other duties that may be assigned by the Fire Chief/District
Administrator. The Fire Marshal need not be a `member' of the Excelsior Fire District. Fire
Marshal responsibilities may be performed by a contractor who is not an employee of the
District; however, the Fire Marshal under the employ of the City of Excelsior on December 31,
2000 shall automatically be appointed as the District's first Fire Marshal with continuation of
his/her status as a regular employee including continuation of salary, benefits, accrued leave, and
other customary issues of employment. The first Fire Marshal and all subsequent persons filling
that position shall serve at the pleasure of the Fire Chief/District Administrator.
5.3 District Positions. The Board may, from time to time, establish, eliminate or reconstitute
•
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other employee positions as it deems to be appropriate.
5.4 Training. The District shall at all times be in compliance with such equipment,
personnel and training standards as may be required by the laws of the State of Minnesota and
the Federal Government.
5.5 Employees. On January 1, 2001, the personnel of the Excelsior Fire Department become
the employees of the District. If it has not done so prior to January 1, 2001, the District must
promptly thereafter adopt rules and regulations governing the operation, management,
departmental structure, personnel administration and other similar matters related to the District
and its personnel and operation. Until such rules and regulations have been adopted, the rules,
regulations and ordinances of the Member City where the personnel were previously employed
apply to the personnel of the District.
The District shall hold the Member Cities harmless and shall defend and indemnify the
Member Cities for any claims, suits, demands or causes of action for any damages or injuries
asserted against the Member Cities based on allegations of wrongful, tortious or illegal conduct
. on the part of the personnel of the Excelsior Fire Department or the District.
5.6 Compensation of Employes. The compensation of the employees of the District shall
be set by the Board.
0
5.7 Membership in Firefighters' Relief Association. Paid on -call employees of the District
shall be eligible for membership in the Excelsior Firefighters' Relief Association. Other
employees are members of the appropriate public employees' retirement fund, if eligible.
5.8 Continuation of Prior Policies. Plans, and Procedures. All Excelsior Fire Department
policies, plans, procedures, and by-laws not superseded by this Agreement, in place on January
1, 2001, shall remain in effect until changed by the Board. The terms and provisions of this
Agreement shall supersede any conflicting Excelsior Fire Department policies, plans, procedures,
and by-laws in place at the time of the effective date of this Agreement.
Section 6 Uniform Fire Codes
6.1 Adoption of Uniform Fire Code. All Member Cities. agree to adopt the most current
Uniform Fire Code including Appendix E (requiring building sprinkler systems) and authorize
the District to enforce said Uniform Fire Code in their cities within ninety (90) days of execution
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of this Agreement. Any city not so adopting shall be considered in default of this Agreement as
defined in section 2.10 unless said City agrees to indemnify and hold all other cities and the
District harmless with regard to any possible circumstance or consequence. All Member Cities
further agree that they will approve amendments to their City Codes of Ordinances adopting any
updates or revisions to the Uniform Fire Code within sixty (60) days of receiving notice from the
District that the Uniform Fire Code has been amended.
Section 7 Funding
7.1 Member Contributions. Each city shall contribute an allocated share ("Member
Contribution") of the total operating budget (capital and operating expenses) to the District as
established by the Board. The share allocated to each Member City shall be based upon that
Member City's percentage of the:
1. total tax capacity for the District as of June 30 of the prior year;
2. assessor's estimated market value for property within the District as of
June 30 of the prior year;
3. population of the District based upon the most recent Metropolitan
Council estimates of population within each Member City as of June 30 of
the prior year;
4. total number of tax parcels within the District as of June 30 of the prior
year; and
5. total number of calls made by the District over the previous three (3)
calendar years prior to the immediately preceding year except that the calls
made to 255 Mill Street in Excelsior do not count for purposes of this
formula.
Initially, the allocations shall be made by adding each of the percentages identified above and
dividing by five. Over time, the allocations will transition to a purely tax capacity based formula
on the following schedule:
Tax Capacity
Weight in Formula
2001
2002
2003
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20%
20%
30%
Other 4 Factors*
Weight in Formula
Itea
80%
80%
70%
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2004
40%
60%
2005
50%
50%
2006
60%
40%
2007
70%
30%
2008
80%
20%
2009
90%
10%
2010
100%
0%
*Each of the four factors would be equally weighted within their collective
percentage of the formula.
An illustration of the manner in which the formula will be applied is attached as Schedule B.
7.2 Quarterly Payment. The District shall bill each of the Member Cities on a quarterly
basis at least thirty (30) days before payments are due. Beginning January 1, 2001, Member
Cities shall forward their contributions to the District on a quarterly basis, with such
q0 contributions being due and payable no later than:
First Quarter: February 1
Second Quarter: May 1
Third Quarter: August 1
Fourth Quarter: November 1
•
In the event that a Member City fails to pay any contribution required hereunder on the date due,
such Member City agrees to pay a late charge of one-half percent (0.5 %) of the delinquent
amount to defray the costs of the District incident to collecting such late payment. Member
Cities further agree to pay additional penalties of one-half percent (0.5 %) per day after Default
until payment is made. This provision shall not be deemed to excuse a late payment or be
deemed a waiver of any other rights the District may have.
Section 8 Budget
8.1 Approval of Capital Improvement Program/Finance Plan After approval of the
District's annual Operating Budget covering the calendar year 2001, the Member City councils
shall approve a Capital Improvement Program/Finance Plan by an affirmative vote of a two-
thirds majority of the Member City councils. Any proposed amendment to the Capital
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Improvement Program/Finance Plan shall be approved by an affirmative vote of a two-thirds
majority of the Member City councils no later than April 15. The vote on the Capital
Improvement Program/Finance Plan or any amendment thereto shall be binding upon all
Member Cities.
8.2 Approval of District Operating Budget The annual District Operating Budget, which
shall include any outlay necessitated by the Capital Improvement Program/Finance Plan, must be
approved by an affirmative vote of the majority of Member City councils. The vote on the
annual District Operating Budget shall be binding upon all Member Cities.
8.3 Budget Process and Schedule. The annual District Operating Budget shall consist of
the entire cost of operation of the District including the costs incurred by the District in financing
the special fund of the Firefighters' Relief Association, which shall be determined pursuant to the
provisions of Minnesota Statute Section 69.774. Except for the annual District Operating Budget
for the calendar year 2001, the District shall submit a proposed budget to the Member Cities
through their Operating Committee members by June 15. The Member City councils shall vote
on the proposed budget by September 1. For the annual District Operating Budget for the
. calendar year 2001, the District shall submit a proposed budget to the Member Cities through
their Operating Committee members by August 1, 2000. The Member City councils shall vote
on the calendar year 2001 proposed budget by September 1, 2000.
8.4 Base Budget. If the Member Cities are unable to agree on the proposed budget, the
amount of the previous year's budget will be increased by the lesser of the following:
a.) The increase in the July Minneapolis/St. Paul Consumer Price Index for All Urban
Consumers (CPI-U) over the previous 12-month period; or
b.) The percentage increase in the most restrictive statutory levy limit applicable to
the budget year placed on any of the Member Cities over the levy limit for that
Member City for the prior year.
c.) In the event that (a) or (b) decreases, the operating budget shall remain the same.
If the Member Cities are unable to agree on the proposed budget for calendar year 2001, the
Excelsior Fire Department budget for calendar year 2000 shall be increased by the lesser of the
items a.) - c.), above.
8.5 Budget Reports. Beginning January 1, 2001, the District agrees to submit to each of the
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•
Member Cities through its Operating Committee member a quarterly budget report.
Furthermore, the District agrees to submit to each of the Member Cities through their Operating
Committee members a copy of the District's annual financial report no later than June 15 of each
year.
Section 9 Dispute Resolution
9.1 Dispute Resolution Process. Except as provided in section 4.3, when any Member City
believes that there is a misrepresentation or a violation of the specific terms and conditions of
this Agreement, that Member City may initiate the dispute resolution process by submitting to
the District and each Member City a written statement outlining the dispute or disagreement.
This written statement of dispute shall be forwarded by the complaining Member City to the
Board at the Board's next scheduled meeting. The Board will then have a three (3) month period
to resolve the dispute as to interpretation or application of the terms of this Agreement. If the
dispute is not resolved within the three (3) month period, the dispute shall be forwarded by the
Board to an appropriate mediation service.
The Board may independently call for dispute resolution of any issue, by majority vote of
its Voting Members.
9.2 Judicial Relief. If the aggrieved Member City and the Board cannot mutually agree to a
resolution through the mediation process as described in Section 9.1 within ninety (90) days after
the initiation of the mediation process, either the aggrieved Member City or the Board may
submit the issue to arbitration pursuant to the Uniform Arbitration Act.
Section 10 Withdrawal
10.1 Notice. Notice of intent to withdraw from participation in the District may be given only
in March of odd -numbered years, with a minimum of 33 months' notice of intent to withdraw.
10.2 Continuing Obligations After Withdrawal. The withdrawing Member City shall pay
an amount equal to 500% of the amount allocated to it during the year of its notice of intent to
withdraw. The withdrawing Member City may make this payment during the five years
succeeding its leaving the District, but in no year shall the amount paid be less than one -fifth of
the 500% amount.
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10.3 Vesting. Any party withdrawing from the Agreement shall have no vested rights or
ownership in any of the property or assets of the District.
10.4 Not Applicable if Dissolved This Section shall not apply if the District has been
dissolved pursuant to Section 11 of this Agreement.
Section 11 Duration and Dissolution of District
11.1 Duration. Unless dissolved pursuant to this Agreement, the duration of the District shall
be perpetual.
11.2 Dissolution. The District shall be dissolved upon the affirmative vote of a two-thirds
majority of the Member City councils. Dissolution shall occur at the end of the second full
calendar year after the date of the agreement to dissolve, unless this joint powers entity is
reestablished as a special unit of government.
Dissolution shall also occur if.
(1) the District does not adopt and the Member City councils do not approve a Capital
Improvement Program/Finance Plan by July 1, 2002, that includes funding for the
construction of a new station(s) and/or the renovation of the existing fire station;
the location(s) of a new fire station(s) for which shall be determined based upon,
among other things, improving the existing fire response times to Member Cities;
and the plan and budget for the station(s) has been determined by the Board and
recommended to the Member City councils as what is necessary to provide the
best service for the District based upon a disinterested, professional feasibility
study; or
(2) said renovation or construction does not begin by June 30, 2004.
Dissolution under the terms in (1) above shall occur on December 31, 2002. Dissolution under
the terms in (2) above shall occur on December 31, 2004.
Section 12 Distribution of Assets Upon Dissolution
12.1 Upon dissolution, the assets of the District shall be liquidated according to State law. All
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C7
cash from the liquidation of assets shall be distributed to the vested Member Cities based upon
their share in the funding allocation in effect on the date of the agreement to dissolve except as
provided in section 4 of this Agreement.
Section 13 Counterparts
13.1 This Agreement may be executed in several counterparts and all so executed shall
constitute one and the same agreement and instrument, binding on all of the parties hereto.
Section 14 Additional Members
14.1 Process. A municipality shall be added to the District only upon receiving the approval
of each existing Member City.
14.2 Equipment. Municipalities added to this agreement shall not be compensated for
equipment donated to the District.
14.3 Budget. The budget as established in Section 8 of this Agreement may be adjusted to
reflect the addition of member(s) to the District should such member(s) be added.
14.4 Vesting. A new member must be party to this Agreement ten (10) years in order to have
a vested interest in the assets of the District for the purposes of Section 12.1.
14.5 Adjustment of Membership If any Member City/Cities consolidate with another
Member City/Cities (i.e., merge to form a single new municipal corporation) the consolidated
municipal corporation shall automatically become a single Member City party to this Agreement.
Section 15 Amendment of Agreement
15.1 Required Approval. This Agreement may be amended by identical resolutions adopted
by the city council of every Member City. Such resolutions must be filed together with the
Board.
15.2 Submittal/Consideration/Action Process The Board or any Member City may propose
amendments to this Agreement. Such amendments shall be in the form of a Board or city
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council resolution, and shall clearly identify the proposed amendment and the reason(s) for the
amendment.
Any such proposed amendment shall be presented to the Board. The Board shall review
the proposed amendment and issue a report on it to the Member Cities within ninety (90) days of
proposal of the amendment. Member Cities shall have ninety (90) days after the Board issues its
report in which to adopt city council resolutions as identified in Section 15.1.
Section 16 Allocation of Resources
The parties to this Agreement recognize the possibility that occasions will arise on which
demand for the services outlined in this Agreement will exceed the resources available for
provision of such services. In such circumstances, District officials shall use their best judgment
to prioritize the delivery of services. The parties hereby agree that District shall have complete
and definitive discretion in prioritizing the delivery of services pursuant to this Agreement.
Section 17 Effective Date
• Except as otherwise provided herein, this Agreement is effective on September 1, 2000
provided that executed copies of this Agreement, accompanied by a resolution of the city council
of each Member City authorizing approval of this Agreement, are filed with the city clerk of the
City of Excelsior.
Section 18 Notices
Any notice to the District required or permitted to be given under this Agreement shall be
given in writing, and shall be sent by certified mail to the registered address of the District.
Notice to each Member City shall be given in writing via U.S. Mail or fax to the address of the
Voting Member and the City Clerk for that City.
Section 19 Choice of Law
The provisions of this Agreement shall be construed in accordance with the laws of the
State of Minnesota.
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Section 20 Headings and Captions
The headings and captions of this paragraphs and Sections of this Agreement are included
for convenience or reference only and shall not constitute a part hereof.
Section 21 Entire Agreement
This Agreement contains the entire understanding between the Member Cities and the
District concerning the subject matter hereof, and the provisions applicable thereto cannot be
amended, altered, enlarged, supplemented, abridged, modified, extended, or waived except if
done in accordance with the provisions of Section 15 of this Agreement.
Section 22 Limitation of Liability - District
22.1 Each Member City shall hold the District harmless and will defend and indemnify the
District for any claims, suits, demands or causes of action for any damages or injuries based on
• allegations of negligence or omissions by employees, officers, or agents of that Member City.
This provision does not apply to actions taken by employees, agents, or officers of Member
Cities to the extent that they are acting as Board Members (Voting, Alternate, or ex officio) of
the District.
22.2 The District shall hold its Board Members (Voting, Alternate, and ex officio), the
Member Cities, their City Council Members, employees, and other agents harmless and will
defend and indemnify the Board Members (Voting, Alternate, and ex officio), Member Cities,
their City Council Members, employees, and agents for any claims, suits, demands or causes of
action for any damages or injuries based on allegations of negligence or omissions by employees,
officers, or agents of the District. The District's duty to indemnify will be limited to its
applicable insurance coverage.
Section 23 Limitation of Liability - Member Cities
The District shall hold the Member Cities harmless, individually and collectively, and
will defend and indemnify the Member Cities for any claims, suits, demands or causes of action
for any damages or injuries, arising prior to the establishment of the District, based on allegations
of negligence or omissions by employees, officers, or agents of any of the Member Cities arising
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out of the provision of fire protection services (or the failure to provide such services) including,
but not limited to, fire prevention, fire fighting, and rescue and medical response services.
is
•
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IN WITNESS WHEREOF, the undersigned governmental units have caused this
Agreement to be executed by their duly authorized officers.
CITY OF DEEPHAVEN
By
Its
Date: , 2000
ATTEST:
City Clerk
CITY OF GREENWOOD
By
Its
Date: , 2000
ATTEST:
City Clerk
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CITY OF EXCELSIOR
By
Its
Date: , 2000
ATTEST:
City Clerk
CITY OF SHOREWOOD
By
Its
Date: , 2000
ATTEST:
City Clerk
•
•
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CITY OF TONKA BAY
By.
Its
Date: , 2000
ATTEST:
City Clerk
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