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R-06-08-10-10F1 - 8/10/2006RESOLUTION NO. R -06-08-10-10F1 WHEREAS, Chapter 791 of the Texas Government Code, V. T. C.A. , authorizes local governments and agencies of the state to enter into agreements with one another to perform governmental functions and services, and WHEREAS, the City of Round Rock wishes to enter into an Interlocal Agreement with Williamson County and the Cities of Cedar Park, Hutto, and Leander for a Regional Animal Control Shelter, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Interlocal Agreement with Williamson County and the Cities of Cedar Park, Hutto, and Leander, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 10th day of August, A EST:, 2. CHRISTINE R. MARTINEZ, City Secret @PFDesktop\::ODMPJWORLDOX/0:/wtlo SOLVTI /R60B1 CT: .Y: T/mC y yor t of Round Rock, Texas WILLIAMSON COUNTY REGIONAL ANIMAL CONTROL SHELTER INTERLOCAL AGREEMENT THIS INTERLOCAL AGREEMENT for a Regional Shelter is made and entered into effective this , by and between WILLIAMSON COUNTY; the CITY OF CEDAR PARK; the CITY OF HUTTO; the CITY OF LEANDER; the CITY OF ROUND ROCK; all of which are political subdivisions of the State of Texas ("the Parties"). WITNESSETH: WHEREAS, Texas Govemment Code, Chapter 791, the Interlocal Cooperation Act provides that any one or more public agencies may contract with each other for the performance of governmental functions and for the joint use of facilities or services for the promotion and protection of the health and welfare of the inhabitants of this State and the mutual benefit of the Parties; and, WHEREAS, each of the Parties hereto requires a regional animal control shelter ("Regional Shelter") with the capability of providing animal control services within the Williamson County, Texas, area on a regular basis; and, WHEREAS, all Parties continue to incur considerable costs in maintaining animal control services for their daily use; and, WHEREAS, the Parties desire to share in the design and establishment of a county -wide Regional Shelter; and, WHEREAS, designated staff members of the Parties have met periodically together with designated staff representatives of other political subdivisions located within Williamson County which all share common interests in the development of a Regional Shelter; and, WHEREAS, the above-mentioned meetings have resulted in agreement on certain areas of common concern, including the need to establish a governing board, administrative procedures, and financing activities for said Regional Shelter. NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the Parties agree as follows: 102860.DOC;I (Clean Version 7/28/06) $b EXHIBIT I "A" I• MISSION OF THE REGIONAL ANIMAL SHELTER The Mission of the Regional Shelter is to provide humane and cost-effective sheltering, reclaim and adoption services for domestic animals that are ownerless or have been lost or abandoned. II. ORGANIZATION 1. BOARD REPRESENTATION: The business and affairs of the Regional Shelter shall be conducted by a board consisting of one (1) representative from each Party signing this Agreement. Each representative shall be appointed by the governing body of the respective Party, preferably being a supervisor of the Police, or other public safety department of the governmental agency responsible for dealing with animal control issues. 2. MEETINGS: The time and place of regular meetings of the Board shall be determined by the Board, but the Board shall meet not less than once every three months. The chairperson of the Board may also call a meeting whenever he/she deems necessary. If the chairperson is unable or unwilling to call a meeting upon request of a representative of one of the Parties, a meeting may be called by any two Parties to this agreement. All meetings shall comply with Chapter 551 of the Texas Government Code, Texas Open Meetings Act. 3. QUORUM: A quorum shall exist for the purpose of conducting the business and affairs of the Board if a majority of the Board members are present at a scheduled meeting. The vote of the majority of a quorum is necessary for the Board to take any action. However, all members must be present for any votes pertaining to the budget, personnel or amendments to this Agreement. 4. OFFICERS: The Board shall appoint a chairperson, a vice chairperson, and a secretary for a one year term. Appointments of officers shall be held annually during the first week in October or as soon as possible thereafter. 5. SECRETARY: The secretary shall be responsible for keeping the minutes of all of the meetings of the Board and all other official records. The secretary may be a non-member and non-voting. III BOARD DUTIES AND RESPONSIBILITIES 1. BOARD RESPONSIBILITY: The Board's primary responsibilities shall be the review, oversight, and operation of all aspects of the Regional Shelter shared by all Parties to this Agreement. The Board shall also be responsible for setting goals and objectives, setting policies and approving procedures for the Regional Shelter program that further the mission of the 2 Regional Shelter and that are humane, efficient and cost effective. The Board will provide general, broad direction to the Director of the Regional Shelter review the Director's performance, review progress on stated goals and objectives and adopt procedures to improve Regional Shelter operations as necessary. The Board shall produce or cause to be produced a semi-annual (April and October) status report on Regional Shelter operations. The report will be made available to the Chief Executive Officer of each Party. The report will communicate current goals and objectives of the Regional Shelter, progress made regarding the stated goals/objectives, budget status and pertinent operational performance data. The Board shall hear and use best efforts to remedy concerns from the Parties regarding operations, facilities or financial activities. If concerns are not able to be remedied by the Board, the Parties agree that an Executive Committee with one (1) representative per Party may be convened to resolve the concern. If said Executive Committee is unable to resolve a concern satisfactorily to all Parties, any Party reserves the right to withdraw from this Agreement pursuant to the terms stated herein. The costs and expenses which are considered to be shared are those incurred for the benefit of all Parties to this Agreement and include, but are not limited to, the following: a. Utilities and maintenance of the Regional Shelter site; b. Maintenance and repairs of Regional Shelter equipment at the Regional Shelter site; c. Staffing expenses; d. All other day-to-day expenses of operating and maintaining the Regional Shelter; and, e. Insurance, including building, content and personal liability. 2. BUDGET APPROVAL: The following matters involving the operation and costs associated with the Regional Shelter are subject to recommendations from the Board and the annual approval from the governmental entities of each Party including all items related thereto: a. Operating procedures and policies; b. Annual budgets and expenditures, prepared in a line item format; c. Acquisition, possession, leasing, encumbrance, and disposal of personal and real property; d. Facilities improvement and expansion; and e. Acquisition of major shelter equipment, including computer hardware 3. BUDGET: The fiscal year for the Regional Shelter will begin on October 1 of each year. Prior to April IS` of each year, the Board shall submit a budget to the respective governmental entities for their approval. The budget must be approved by all Board members. If all Board members cannot approve the budget, then the Executive Committee (as described in Section III. 1, above) shall be convened to resolve budgetary concerns. The budget shall be adopted by the Board and forwarded to the respective governmental entities if 80% of the Executive Committee approves the proposed budget. If at least 80% of the representatives of the Executive Committee cannot agree on a proposed budget, then the previous year's budget shall be adopted by the Board and forwarded to the respective governmental entities for approval. Each annual budget is subject to the approval of the governmental entity of each Party. If any Party declines to approve an annual budget, that Party reserves the right to withdraw from this Agreement pursuant to the conditions stated herein, but will continue to participate in Regional Shelter activities and work to resolve the concerns in the interim and continue to comply with all terms and conditions provided herein. After adoption, the Budget may be amended as necessary upon approval of the Board and the governing body of each Party. The initial operating budget shall be determined by the Board prior to the opening of the Regional Shelter and the pro -rata share of each Party's Maintenance and Operation Expenses, as defined herein, for the partial year, shall be based on the ratios as shown in Section V.4, below. 4. EXPENDITURES AND REIMBURSEMENT: No expenditures which exceed the annual budget shall be made unless and until said expenditures are approved by the Board as an amendment to the annual budget and approved by each Party. Any emergency expenditure which exceeds the annual approved budget shall be subject to being ratified by the governing body of each Party to this Agreement. No Party may receive reimbursement for an emergency expenditure attributable to said Party unless it receives approval from the governing body of every other Party to the Agreement. 5. BUDGET REVIEW: The Board shall receive a monthly budget status report, detailing revenues and expenditures and comparing them to the adopted budget line items. Upon approval of the Board, the monthly expenses will be apportioned among the Parties as determined herein. 6. PAYMENTS: Payments to Williamson County shall be made within thirty (30) days of receipt of invoice. 4 7. ADMINISTRATION: The operation and maintenance of the Regional Shelter's facilities and equipment shall be conducted and/or administered by the Board. 8. SHELTER REVENUE: Except as further stated below, all revenues derived from or attributable to the operation of the Regional Shelter will offset costs of operations to the benefit of the Parties. IV. COUNTY RESPONSIBILITIES. 1. SITE ACQUISITION: County shall be responsible for acquiring and owning the Regional Shelter and all costs associated with said acquisition. 2. CAPITAL FACILITIES AND EQUIPMENT COSTS: County agrees to provide financing for Regional Shelter Capital Facilities and Equipment. The costs of the Capital Facilities and Equipment shall be amortized over the standardized life of said facilities and equipment and incrementally charged to the Parties as part of the monthly Maintenance and Operation Expenses referenced herein. Capital Facilities and Equipment are defined as any facilities or equipment that have a useful life of greater than one year and costing more than $10,000. 3. DESIGN AND CONSTRUCTION COSTS; County shall be responsible for 50% of the design and construction costs for the Regional Shelter, as indicated by Cost Sharing Section V.4., below. 4. REGIONAL SHELTER AVAILABILITY TO PARTIES: County agrees to make the Regional Shelter available to each Party for the term of this Agreement and for the purposes provided herein, so long as that Party is in compliance with this Agreement. 5. SERVICES AND COSTS: County agrees to provide all financial and support service for all Regional Shelter operations, including accounting services and insurance. Additionally, County shall hire the Director of the Regional Shelter and all Regional Shelter personnel and provide payroll services. However, all of these Regional Shelter personnel costs will be shared by the Parties as provided herein. 6. ACQUISITION OF GOODS AND SERVICES: After Board approval, the County shall contract for all goods and services on behalf of the Regional Shelter. V. COST SHARING 1. COUNTY RESPONSIBILITY: The County shall participate in the sharing of Maintenance and Operation Expenses as described in 2, below. 5 2. PARTIES' RESPONSIBILITY: During the first year of operation of the Regional Shelter, all budgeted Maintenance and Operation Expenses (M & O Expenses) of the Regional Shelter shall be shared by the Parties based upon each Party's percentage share of the capital cost for the construction of the Regional Shelter. For all years following the first year of operation of the Regional Shelter, all budgeted M & 0 Expenses of the Regional Shelter shall be shared by the Parties based upon the ratio of the annual number of animals delivered to the Regional Shelter by each Party in the previous budget year, as compared to the total number of animals delivered to the Regional Shelter by all Parties, in the previous budget year. The Parties shall pay for their respective M & 0 Expenses and all other financial obligations under this Agreement from current revenue funds. 3. LICENSE AND RECLAMATION FEE REIMBURSEMENT: Each Party shall receive a quarterly reimbursement for all license fees and animal reclamation fees paid by citizens residing within the boundaries of each Party's jurisdiction. 4. CAPITAL COST SHARING: Each Party agrees to pay the below -listed sums as its respective share (the "Respective Share") of the $3,200,000 capital cost for the construction of the Regional Shelter (the "Capital Cost"). The County has agreed to issue Certificates of Obligation to pay for the Capital Cost. The County has further agreed to allow each Party to pay its respective share of the Capital Cost amortized over a 20 year period at 4.3311%, which is the term and interest rate for said Certificates of Obligation. Each City Party agrees that if it elects to withdraw from this Agreement pursuant to Section VIII., below, then that City Party will, upon withdrawal, pay to the County a per diem, pro -rated amount of its Amortized Annual Payment while utilizing the Regional Shelter. After the City Party is no longer utilizing the Regional Shelter, said Party shall thereafter no longer be responsible for any further Amortized Annual Payments. The Amortized Annual Payment will be reduced proportionally if the County obtains an interest rate lower than 4.3311%. Party Respective Share Amortized Annual Payment Cedar Park $ 304,000 $ 22,748 Leander $ 304,000 $ 22,748 Round Rock $ 960,000 $ 71,835 Hutto $ 32,000 $ 2,395 County $1,600,000 $119,725 TOTAL $3,200,000 $239,451 The County agrees that if the Total Capital Costs exceed $3.2 million, then the County will owe the balance. No City Party's Respective Share of the Capital Cost will exceed the sums shown above. When each Party's Respective Share of the Capital Cost is extinguished by the amortized payments, the Party's Capital Cost payments shall cease. 5. APPROPRIATIONS: Notwithstanding any provision contained herein, all respective financial obligations of the Parties contained herein are subject to and contingent upon appropriations by the respective governing bodies of the Parties of such funds or other revenues being available received and appropriated by the respective governing bodies of the Parties in amounts sufficient to satisfy said obligations. In no event shall this instrument be construed to be a debt of the Parties. If at any time during the term of this Agreement, the governing body of a Party fails to provide funding for the financial obligations under this Agreement for the following fiscal year, such Party shall be terminated from this Agreement without further liability other than all M & 0 Expenses, as stated in Section V.2., and the pro -rated Amortized Annual Payment for the year of withdrawal as stated in Section V.4., while said Party is utilizing the Regional Shelter. A Party is utilizing the Regional Shelter while any animal delivered to the Regional Shelter by said Party remains under the care of the Regional Shelter. This termination provision is in addition to other termination provisions set forth in this Agreement. VI. ACCOUNTING 1. BOOKS: Complete books and accounts shall be maintained by the County on behalf of the Board in accordance with generally accepted accounting principles and standards, including compliance with all applicable statutes and regulations. Financial activities of the Regional Shelter will be audited annually, using generally accepted auditing standards, by an independent Certified Public Accountant approved by the County in conjunction with the County's annual audit. The audit shall cover the financial activity of the Regional Shelter for the immediately previous fiscal year which runs from October 1 to September 30. VII. DURATION 1. This Agreement shall be effective on the date the final Party signs this Agreement and shall continue in full force and effect for twenty (20) years thereafter (the "Initial Term"). From and after the Initial Term, this Agreement shall renew automatically annually, effective as of the first day of October of each year, under the terms of this Agreement. 7 VIII. TERMINATION RIGHT TO WITHDRAW: Except as provided in V.5, any Party to this Agreement which is a City has the right to withdraw from this Agreement by providing written notice which must be received by the other Parties no less than ninety (90) days prior to the beginning of each fiscal year, after satisfying any liabilities of the withdrawing Party as stated herein. The County may not withdraw from this Agreement during its term unless all Parties agree to said withdrawal or all Parties are in material default, as stated below. 2. SEPARATE EQUIPMENT: The terminating Party may remove any and all of its own separate equipment, unless the removal of the equipment will render the Regional Shelter inoperable. In such case, the Party may not remove the equipment, but shall be reimbursed the fair market value of said equipment, as determined by an appraiser chosen by the Parties. IX. MISCELLANEOUS 1. SEVERABILITY: The Parties agree that in the event any provision of this Agreement is held by a court of competent jurisdiction to be in contradiction of any laws of the State of the Texas, the Parties will immediately rectify the offending portions of this Agreement. The remainder of the Agreement shall be in full force and effect. 2. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties hereto, and supersedes all their oral and written negotiations, agreements, and understandings of every kind. The Parties understand, agree, and declare that no promise, warranty, statement, or representation of any kind whatsoever, which is not expressly stated in this Agreement, has been made by any Party hereto or its officer, employees, or other agents to induce execution of this Agreement. 3. CHOICE OF LAW: This Agreement shall be performable in Williamson County, Texas. 4. AMENDMENT: This Agreement may be amended by unanimous vote of the Board if said proposed Amendment is approved by the governing body of each Party. The Parties agree to review this Agreement every five (5) years. 5. ASSIGNMENT: Except as otherwise provided in this Agreement, the rights and duties of the Parties may not be assigned or delegated without the written consent of all the Parties to this Agreement. Any attempt to assign or delegate such rights or duties shall be consistent with the terms 8 of any contracts, resolutions, indemnities, and other obligations of this Agreement. This Agreement shall inure to the benefit of, and be binding upon, the successors and assigns of the Parties. 6. NO PERSONAL BENEFIT: No Party intends to benefit any person who is not named as a Party to this Agreement, to assume any special duty to supervise the operations of another Party, to provide for the safety of any specific person or to assume any other duty other than that imposed by general law. 7. NOTICE: Any notice give hereunder shall be in writing, and may be affected by personal delivery, or by registered or certified mail, return receipt requested, at the address of the respective Parties indicated below: WILLIAMSON COUNTY: c/o COUNTY JUDGE WILLIAMSON COUNTY 301 S.E. INNER LOOP GEORGETOWN, TX 78626 CITY OF ROUND ROCK c/o MAYOR CITY OF ROUND ROCK 221 EAST MAIN STREET ROUND ROCK, TX 78664 CITY OF LEANDER c/o MAYOR CITY OF LEANDER 200 W. WILLIS LEANDER, TX 78641 CITY OF HUTTO: c/o MAYOR CITY OF HUTTO 401 W. FRONT STREET HUTTO, TX 78634 CITY OF CEDAR PARK c/o MAYOR CITY OF CEDAR PARK 600 N. BELL BOULEVARD CEDR PARK, TX 78613 Address for notice may be changed at anytime by delivering written notice of change to the other Parties in accordance with the notice requirements of this section. 8. PARAGRAPH HEADINGS: The various paragraph headings are inserted for convenience of reference only, and shall not affect the meaning or interpretation of this Agreement or any section thereof. 9. ATTORNEY FEES: In any lawsuit concerning this Agreement, the prevailing Party/Parties shall be entitled to recover reasonable attomey's fees from the nonprevailing Party/Parties, plus all out-of-pocket expenses such as deposition costs, telephone calls, travel expenses, expert witness fees, court costs, and other reasonable expenses. 10. GOVERNMENTAL IMMUNITY: The Parties do not waive, modify, or alter to any extent whatsoever the availability of the defense of governmental immunity. Each Party shall be responsible for its own employees and the acts of its on employees. 11. COMPLIANCE WITH APPLICABLE LAWS: The Parties hereby agree to comply with all applicable ordinances, laws, rules, regulations and lawful orders of any public authority with jurisdiction. Specifically, nothing in this Agreement is intended to conflict with the City of Georgetown's zoning, franchise or health and safety authority. 12. DEFAULT: The Parties agree that if any City Party fails to comply with any material terms of this Agreement, the Board shall provide to the defaulting City Party at least thirty (30) days prior written notice of the occurrence of said default and an opportunity to cure such default within such 30 day period. In the event the defaulting Party fails to cure the default, the Board may terminate said Party from this Agreement. After termination, the defaulting Party shall still be responsible for all M&O Expenses, as stated in Section V.2., up to the date of termination, and its Respective Share of its Regional Shelter Capital Cost, as stated in Section V.4. subject to Section V.S. IN WITNESS WHEREOF, the Parties hereto have set their hands the day and year first above written. (The rest of this page left intentionally blank) 10 WILLIAMSON COUNTY ATTEST: Commissioners Court By: By. JOHN DOERFLER County Judge - Williamson County, Texas NANCY RISTER County Clerk CITY OF ROUND ROCK ATTEST: City Council By: By: NYLE MAXWELL CHRISTINE R. MARTINEZ Mayor - Round Rock, Texas City Manager/Secretary CITY OF LEANDER ATTEST: City Council By: By: JOHN COWMAN Mayor - Leander, Texas DEBBIE HAILE City Secretary CITY OF CEDAR PARK ATTEST: City Council By: By: ROBERT S. LEMON LEANN QUINN Mayor - Cedar Park, Texas City Secretary CITY OF HUTTO ATTEST: City Council By: KENNETH L. LOVE Mayor - Hutto, Texas 11 By: City Secretary DATE: August 3, 2006 SUBJECT: City Council Meeting - August 10, 2006 ITEM: 10.F.1. Consider a resolution authorizing the Mayor to execute an Interlocal Agreement regarding the Williamson County Regional Animal Control Shelter. Department: Administration Staff Person: David Kautz, Assistant City Manager/CFO Justification: The City currently houses abandoned or stray domestic animals taken into custody in a temporary animal shelter owned by the City of Pflugerville. The shelter is a transitional facility for the City of Round Rock in that it is too small for the City's longer term needs and it does not have public access or proper medical, adoption or reclamation features. The City of Round Rock has worked on a regional shelter agreement with Williamson County and the cities of Cedar Park, Leander and Hutto. Under the agreement, the County will build and own a full-service animal shelter. The County and the participating cities will share in the construction cost of the facility and in the annual operating costs of the facility. The facility, located on the Inner Loop in far south Georgetown, is scheduled to be open and operational by February 2007. The proposed operating agreement is attached. Funding: Cost: City will incur annual costs for debt service and operations and maintenance according to formulas in the agreement. Source of funds: General operating funds and licensing and adoption fees Outside Resources: City has briefed local veterinarians and rescue groups on the proposed regional facility. Background Information: The City previously housed animals taken into custody with the Humane Society of Williamson County. The costs of that agreement and lack of City input into operating policy precluded the City from continuing with the Humane Society. Public Comment: City has briefed local veterinarians and rescue groups on the proposed regional facility. EXECUTED DOCUMENT FOLLOWS WILLIAMSON COUNTY REGIONAL ANIMAL CONTROL SHELTER INTERLOCAL AGREEMENT THIS INTERLOC,AL AGREEMENT for a Regional Shelter is made and entered into effective this U.,U 10)100 jo , by and between WILLIAMSON COUNTY; the CITY OF CLDAR PARK; the CITY OF HUTTO; the CITY OF LEANDER; the CITY OF ROUND ROCK; all of which are political subdivisions of the State of Texas ("the Parties"). WITNESSETH: WHEREAS, Texas Government Code, Chapter 791, the Interlocal Cooperation Act provides that any one or more public agencies may contract with each other for the performance of governmental functions and for the joint use of facilities or services for the promotion and protection of the health and welfare of the inhabitants of this State and the mutual benefit of the Parties; and, WHEREAS, each of the Parties hereto requires a regional animal control shelter ("Regional Shelter") with the capability of providing animal control services within the Williamson County, Texas, area on a regular basis; and, WHEREAS, all Parties continue to incur considerable costs in maintaining animal control services for their daily use; and, WHEREAS, the Parties desire to share in the design and establishment of a county -wide Regional Shelter; and, WHEREAS, designated staff members of the Parties have met periodically together with designated staff representatives of other political subdivisions located within Williamson County which all share common interests in the development of a Regional Shelter; and, WHEREAS, the above-mentioned meetings have resulted in agreement on certain areas of common concern, including the need to establish a governing board, administrative procedures, and financing activities for said Regional Shelter. NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the Parties agree as follows: 102860.DOC;1 (Clean Version 7/28/06) R- oto-oB. it -/OF/ I. MISSION OF THE REGIONAL ANIMAL SHELTER The Mission of the Regional Shelter is to provide humane and cost-effective sheltering, reclaim and adoption services for domestic animals that are ownerless or have been lost or abandoned. II. ORGANIZATION 1. BOARD REPRESENTATION: The business and affairs of the Regional Shelter shall be conducted by a board consisting of one (1) representative from each Party signing this Agreement. Each representative shall be appointed by the governing body of the respective Party, preferably being a supervisor of the Police, or other public safety department of the governmental agency responsible for dealing with animal control issues. 2. MEETINGS: The time and place of regular meetings of the Board shall be determined by the Board, but the Board shall meet not less than once every three months. The chairperson of the Board may also call a meeting whenever he/she deems necessary. If the chairperson is unable or unwilling to call a meeting upon request of a representative of one of the Parties, a meeting may be called by any two Parties to this agreement. All meetings shall comply with Chapter 551 of the Texas Government Code, Texas Open Meetings Act. 3. QUORUM: A quorum shall exist for the purpose of conducting the business and affairs of the Board if a majority of the Board members are present at a scheduled meeting. The vote of the majority of a quorum is necessary for the Board to take any action. However, all members must be present for any votes pertaining to the budget, personnel or amendments to this Agreement. 4. OFFICERS: The Board shall appoint a chairperson, a vice chairperson, and a secretary for a one year term. Appointments of officers shall be held annually during the first week in October or as soon as possible thereafter. 5. SECRETARY: The secretary shall be responsible for keeping the minutes of all of the meetings of the Board and all other official records. The secretary may be a non-member and non-voting. III BOARD DUTIES AND RESPONSIBILITIES 1. BOARD RESPONSIBILITY: The Board's primary responsibilities shall be the review, oversight, and operation of all aspects of the Regional Shelter shared by all Parties to this Agreement. The Board shall also be responsible for setting goals and objectives, setting policies and approving procedures for the Regional Shelter program that further the mission of the 2 Regional Shelter and that are humane, efficient and cost effective. The Board will provide general, broad direction to the Director of the Regional Shelter review the Director's performance, review progress on stated goals and objectives and adopt procedures to improve Regional Shelter operations as necessary. The Board shall produce or cause to be produced a semi-annual (April and October) status report on Regional Shelter operations. The report will be made available to the Chief Executive Officer of each Party. The report will communicate current goals and objectives of the Regional Shelter, progress made regarding the stated goals/objectives, budget status and pertinent operational performance data. The Board shall hear and use best efforts to remedy concerns from the Parties regarding operations, facilities or financial activities. If concerns are not able to be remedied by the Board, the Parties agree that an Executive Committee with one (1) representative per Party may be convened to resolve the concern. If said Executive Committee is unable to resolve a concern satisfactorily to all Parties, any Party reserves the right to withdraw from this Agreement pursuant to the terms stated herein. The costs and expenses which are considered to be shared are those incurred for the benefit of all Parties to this Agreement and include, but are not limited to, the following: a. Utilities and maintenance of the Regional Shelter site; b. Maintenance and repairs of Regional Shelter equipment at the Regional Shelter site; c. Staffing expenses; d. All other day-to-day expenses of operating and maintaining the Regional Shelter; and, e. Insurance, including building, content and personal liability. 2. BUDGET APPROVAL: The following matters involving the operation and costs associated with the Regional Shelter are subject to recommendations from the Board and the annual approval from the governmental entities of each Party including all items related thereto: a. Operating procedures and policies; b. Annual budgets and expenditures, prepared in a line item format; c. Acquisition, possession, leasing, encumbrance, and disposal of personal and real property; d. Facilities improvement and expansion; and 3 e. Acquisition of major shelter equipment, including computer hardware 3. BUDGET: The fiscal year for the Regional Shelter will begin on October 1 of each year. Prior to April 1st of each year, the Board shall submit a budget to the respective governmental entities for their approval. The budget must be approved by all Board members. If all Board members cannot approve the budget, then the Executive Committee (as described in Section III. 1, above) shall be convened to resolve budgetary concerns. The budget shall be adopted by the Board and forwarded to the respective governmental entities if 80% of the Executive Committee approves the proposed budget. If at least 80% of the representatives of the Executive Committee cannot agree on a proposed budget, then the previous year's budget shall be adopted by the Board and forwarded to the respective governmental entities for approval. Each annual budget is subject to the approval of the governmental entity of each Party. If any Party declines to approve an annual budget, that Party reserves the right to withdraw from this Agreement pursuant to the conditions stated herein, but will continue to participate in Regional Shelter activities and work to resolve the concerns in the interim and continue to comply with all terms and conditions provided herein. After adoption, the Budget may be amended as necessary upon approval of the Board and the governing body of each Party. The initial operating budget shall be determined by the Board prior to the opening of the Regional Shelter and the pro -rata share of each Party's Maintenance and Operation Expenses, as defined herein, for the partial year, shall be based on the ratios as shown in Section V.4, below. 4. EXPENDITURES AND REIMBURSEMENT: No expenditures which exceed the annual budget shall be made unless and until said expenditures are approved by the Board as an amendment to the annual budget and approved by each Party. Any emergency expenditure which exceeds the annual approved budget shall be subject to being ratified by the governing body of each Party to this Agreement. No Party may receive reimbursement for an emergency expenditure attributable to said Party unless it receives approval from the governing body of every other Party to the Agreement. 5. BUDGET REVIEW: The Board shall receive a monthly budget status report, detailing revenues and expenditures and comparing them to the adopted budget line items. Upon approval of the Board, the monthly expenses will be apportioned among the Parties as determined herein. 6. PAYMENTS: Payments to Williamson County shall be made within thirty (30) days of receipt of invoice. 4 7. ADMINISTRATION: The operation and maintenance of the Regional Shelter's facilities and equipment shall be conducted and/or administered by the Board. 8. SHELTER REVENUE: Except as further stated below, all revenues derived from or attributable to the operation of the Regional Shelter will offset costs of operations to the benefit of the Parties. IV. COUNTY RESPONSIBILITIES. 1. SITE ACQUISITION: County shall be responsible for acquiring and owning the Regional Shelter and all costs associated with said acquisition. 2. CAPITAL FACILITIES AND EQUIPMENT COSTS: County agrees to provide financing for Regional Shelter Capital Facilities and Equipment. The costs of the Capital Facilities and Equipment shall be amortized over the standardized life of said facilities and equipment and incrementally charged to the Parties as part of the monthly Maintenance and Operation Expenses referenced herein. Capital Facilities and Equipment are defined as any facilities or equipment that have a useful life of greater than one year and costing more than $10,000. 3. DESIGN AND CONSTRUCTION COSTS; County shall be responsible for 50% of the design and construction costs for the Regional Shelter, as indicated by Cost Sharing Section V.4., below. 4. REGIONAL SHELTER AVAILABILITY TO PARTIES: County agrees to make the Regional Shelter available to each Party for the term of this Agreement and for the purposes provided herein, so long as that Party is in compliance with this Agreement. 5. SERVICES AND COSTS: County agrees to provide all financial and support service for all Regional Shelter operations, including accounting services and insurance. Additionally, County shall hire the Director of the Regional Shelter and all Regional Shelter personnel and provide payroll services. However, all of these Regional Shelter personnel costs will be shared by the Parties as provided herein. 6. ACQUISITION OF GOODS AND SERVICES: After Board approval, the County shall contract for all goods and services on behalf of the Regional Shelter. V. COST SHARING 1. COUNTY RESPONSIBILITY: The County shall participate in the sharing of Maintenance and Operation Expenses as described in 2, below. 5 2. PARTIES' RESPONSIBILITY: During the first year of operation of the Regional Shelter, all budgeted Maintenance and Operation Expenses (M & O Expenses) of the Regional Shelter shall be shared by the Parties based upon each Party's percentage share of the capital cost for the construction of the Regional Shelter. For all years following the first year of operation of the Regional Shelter, all budgeted M & 0 Expenses of the Regional Shelter shall be shared by the Parties based upon the ratio of the annual number of animals delivered to the Regional Shelter by each Party in the previous budget year, as compared to the total number of animals delivered to the Regional Shelter by all Parties, in the previous budget year. The Parties shall pay for their respective M & 0 Expenses and all other financial obligations under this Agreement from current revenue funds. 3. LICENSE AND RECLAMATION FEE REIMBURSEMENT: Each Party shall receive a quarterly reimbursement for all license fees and animal reclamation fees paid by citizens residing within the boundaries of each Party's jurisdiction. 4. CAPITAL COST SHARING: Each Party agrees to pay the below -listed sums as its respective share (the "Respective Share") of the $3,200,000 capital cost for the construction of the Regional Shelter (the "Capital Cost"). The County has agreed to issue Certificates of Obligation to pay for the Capital Cost. The County has further agreed to allow each Party to pay its respective share of the Capital Cost amortized over a 20 year period at 4.3311%, which is the term and interest rate for said Certificates of Obligation. Each City Party agrees that if it elects to withdraw from this Agreement pursuant to Section VIII., below, then that City Party will, upon withdrawal, pay to the County a per diem, pro -rated amount of its Amortized Annual Payment while utilizing the Regional Shelter. After the City Party is no longer utilizing the Regional Shelter, said Party shall thereafter no longer be responsible for any further Amortized Annual Payments. The Amortized Annual Payment will be reduced proportionally if the County obtains an interest rate lower than 4.3311%. Party Respective Share Amortized Annual Payment Cedar Park $ 304,000 $ 22,748 Leander $ 304,000 $ 22,748 Round Rock $ 960,000 $ 71,835 Hutto $ 32,000 $ 2,395 County $1,600,000 $119,725 TOTAL $3,200,000 $239,451 6 The County agrees that if the Total Capital Costs exceed $3.2 million, then the County will owe the balance. No City Party's Respective Share of the Capital Cost will exceed the sums shown above. When each Party's Respective Share of the Capital Cost is extinguished by the amortized payments, the Party's Capital Cost payments shall cease. 5. APPROPRIATIONS: Notwithstanding any provision contained herein, all respective financial obligations of the Parties contained herein are subject to and contingent upon appropriations by the respective governing bodies of the Parties of such funds or other revenues being available received and appropriated by the respective governing bodies of the Parties in amounts sufficient to satisfy said obligations. In no event shall this instrument be construed to be a debt of the Parties. If at any time during the term of this Agreement, the governing body of a Party fails to provide funding for the financial obligations under this Agreement for the following fiscal year, such Party shall be terminated from this Agreement without further liability other than all M & 0 Expenses, as stated in Section V.2., and the pro -rated Amortized Annual Payment for the year of withdrawal as stated in Section V.4., while said Party is utilizing the Regional Shelter. A Party is utilizing the Regional Shelter while any animal delivered to the Regional Shelter by said Party remains under the care of the Regional Shelter. This termination provision is in addition to other termination provisions set forth in this Agreement. VI. ACCOUNTING 1. BOOKS: Complete books and accounts shall be maintained by the County on behalf of the Board in accordance with generally accepted accounting principles and standards, including compliance with all applicable statutes and regulations. Financial activities of the Regional Shelter will be audited annually, using generally accepted auditing standards, by an independent Certified Public Accountant approved by the County in conjunction with the County's annual audit. The audit shall cover the financial activity of the Regional Shelter for the immediately previous fiscal year which runs from October 1 to September 30. VII. DURATION 1. This Agreement shall be effective on the date the final Party signs this Agreement and shall continue in full force and effect for twenty (20) years thereafter (the "Initial Term"). From and after the Initial Term, this Agreement shall renew automatically annually, effective as of the first day of October of each year, under the terms of this Agreement. 7 VIII. TERMINATION 1. RIGHT TO WITHDRAW: Except as provided in V.5, any Party to this Agreement which is a City has the right to withdraw from this Agreement by providing written notice which must be received by the other Parties no less than ninety (90) days prior to the beginning of each fiscal year, after satisfying any liabilities of the withdrawing Party as stated herein. The County may not withdraw from this Agreement during its term unless all Parties agree to said withdrawal or all Parties are in material default, as stated below. 2. SEPARATE EQUIPMENT: The terminating Party may remove any and all of its own separate equipment, unless the removal of the equipment will render the Regional Shelter inoperable. In such case, the Party may not remove the equipment, but shall be reimbursed the fair market value of said equipment, as determined by an appraiser chosen by the Parties. IX. MISCELLANEOUS 1. SEVERABILITY: The Parties agree that in the event any provision of this Agreement is held by a court of competent jurisdiction to be in contradiction of any laws of the State of the Texas, the Parties will immediately rectify the offending portions of this Agreement. The remainder of the Agreement shall be in full force and effect. 2. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties hereto, and supersedes all their oral and written negotiations, agreements, and understandings of every kind. The Parties understand, agree, and declare that no promise, warranty, statement, or representation of any kind whatsoever, which is not expressly stated in this Agreement, has been made by any Party hereto or its officer, employees, or other agents to induce execution of this Agreement. 3. CHOICE OF LAW: This Agreement shall be performable in Williamson County, Texas. 4. AMENDMENT: This Agreement may be amended by unanimous vote of the Board if said proposed Amendment is approved by the governing body of each Party. The Parties agree to review this Agreement every five (5) years. 5. ASSIGNMENT: Except as otherwise provided in this Agreement, the rights and duties of the Parties may not be assigned or delegated without the written consent of all the Parties to this Agreement. Any attempt to assign or delegate such rights or duties shall be consistent with the terms 8 of any contracts, resolutions, indemnities, and other obligations of this Agreement. This Agreement shall inure to the benefit of, and be binding upon, the successors and assigns of the Parties. 6. NO PERSONAL BENEFIT: No Party intends to benefit any person who is not named as a Party to this Agreement, to assume any special duty to supervise the operations of another Party, to provide for the safety of any specific person or to assume any other duty other than that imposed by general law. 7. NOTICE: Any notice give hereunder shall be in writing, and may be affected by personal delivery, or by registered or certified mail, return receipt requested, at the address of the respective Parties indicated below: WILLIAMSON COUNTY: c/o COUNTY JUDGE WILLIAMSON COUNTY 301 S.E. INNER LOOP GEORGETOWN, TX 78626 CITY OF ROUND ROCK c/o MAYOR CITY OF ROUND ROCK 221 EAST MAIN STREET ROUND ROCK, TX 78664 CITY OF LEANDER c/o MAYOR CITY OF LEANDER 200 W. WILLIS LEANDER, TX 78641 CITY OF HUTTO: c/o MAYOR CITY OF HUTTO 401 W. FRONT STREET HUTTO, TX 78634 CITY OF CEDAR PARK c/o MAYOR CITY OF CEDAR PARK 600 N. BELL BOULEVARD CEDR PARK, TX 78613 Address for notice may be changed at anytime by delivering written notice of change to the other Parties in accordance with the notice requirements of this section. 8. PARAGRAPH HEADINGS: The various paragraph headings are inserted for convenience of reference only, and shall not affect the meaning or interpretation of this Agreement or any section thereof. 9. ATTORNEY FEES: In any lawsuit concerning this Agreement, the prevailing Party/Parties shall be entitled to recover reasonable attorney's fees from the nonprevailing Party/Parties, plus all out-of-pocket expenses such as deposition costs, telephone calls, travel expenses, expert witness fees, court costs, and other reasonable expenses. 9 10. GOVERNMENTAL IMMUNITY: The Parties do not waive, modify, or alter to any extent whatsoever the availability of the defense of governmental immunity. Each Party shall be responsible for its own employees and the acts of its on employees. 11. COMPLIANCE WITH APPLICABLE LAWS: The Parties hereby agree to comply with all applicable ordinances, laws, rules, regulations and lawful orders of any public authority with jurisdiction. Specifically, nothing in this Agreement is intended to conflict with the City of Georgetown's zoning, franchise or health and safety authority. 12. DEFAULT: The Parties agree that if any City Party fails to comply with any material terms of this Agreement, the Board shall provide to the defaulting City Party at least thirty (30) days prior written notice of the occurrence of said default and an opportunity to cure such default within such 30 day period. In the event the defaulting Party fails to cure the default, the Board may terminate said Party from this Agreement. After termination, the defaulting Party shall still be responsible for all M&O Expenses, as stated in Section V.2., up to the date of termination, and its Respective Share of its Regional Shelter Capital Cost, as stated in Section V.4. subject to Section V.5. IN WITNESS WHEREOF, the Parties hereto have set their hands the day and year first above written. (The rest of this page left intentionally blank) 10 WILLIAMSON COUNTY Commissioners Court By: �1� " t JO N DOERFLER County Judge - Williamson County, Texas CITY OF ROUND ROCK City Council NYL - AXWELL Mayor - Round Rock, Texas CITY OF LEANDER City ouncil Bv: ATTEST: By: NANCY INTER County Clerk ATTEST: By: CHRISTINE R. MARTINEZ City Secretary ATTEST: 4z,n4e.-___ By: 16.6ALL lieu& HN COWMAN ayor - Leander, Texas DEBBIE HAILE City Secretary CITY OF CEDAR PARK ATTEST: City Council By: �/1' ,,_ Bye✓.1s"<477'7 .cG — ROBERT S. LEMON LEANN QUINN City Secretary Mayor - Cedar Park, Texas CITY OF HUTTO ATTEST: City Council KENNETH L. LOVE Mayor - Hutto, Texas 11 By: City Secretary