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HomeMy WebLinkAbout2001-02-05-Resolutions 01-13_CIRDWC - 28E AgrRESOLUTION 01·13 CENTRAL IOWA REGIONAL DRINKING WATER COMMISSION MASTER AGREEMENT THIS AGREEMENT,is made and entered into by the Board of Water Works Trustees of the City of Des Moines,Iowa,the Board of Water Works Trustees of the City of Urbandale,Iowa,the Board of Water works Trustees of the City of West Des Moines, Iowa and such other county boards of supervisors,city councils,utility boards,water district boards of directors and other entities (the parties)which shall elect to accept this Agreement and shall execute from time to time,a document so stating. WHEREAS,the parties are duly organized public agencies in the State of Iowa,which parties wish to jointly exercise certain powers,privileges or authorities under the provisions of chapter 28E of the Code of Iowa,and WHEREAS,the parties hereto believe that creation of a region-wide commission to perform certain water facilities planning activities in coordination with other regional planning entities is beneficial to the customers they serve,and WHEREAS,the parties hereto believe that creation of the same region-wide agency to perform certain services on behalf of the parties could be beneficial to the customers they serve, NOW,THEREFORE,BE IT REMEMBERED that for the mutual promises, covenants,and considerations herein contained the parties have entered into the following agreement under the provisions of Chapter 28E of the Code of Iowa to provide for the joint exercise of powers,to wit: A.General Provisions 1.The foregoing recitals are a part of this agreement and shall be so construed. 2.The purposes of this agreement are to (1)enable the parties to jointly plan and coordinate implementation for water supply,treatment,distribution and storage facilities for the benefit of the patties and their respective customers and to (2)enable the parties to jointly provide services in a cost-effective manner to each other. 3.Nothing in this agreement shall be construed so as to limit or supersede the powers and authority of any of the parties. 4.Nothing in this agreement shall be construed as to limit,supersede or in any other manner affect any type of agreement between any of the parties, or between one or more of the patties and any other entity. 1.There is hereby created the Central Iowa Regional Drinking Water Commission (the Commission),which shall provide planning activities for water supply,treatment,distribution and storage facilities when the location,extent and type of such facilities shall,in general,impact two or more of the parties. IB.Central Iowa Regional Drinking Water Commission 6.Ex-officio,non-voting members of the Board shall,initially,be the chief Executive Officer/General Manager of the Des Moines Water Works,the General Manager of the Urbandale Water Department and the General Manager/Secretary of the West Des Moines Water Works.Additional ex-I 2.The Commission may provide such other services to one or more of the parties as the parties from time to time may request or accept,upon offer by the Commission,without limitation. C.Governance of the Commission 1.The Commission shall be governed by a Board of Directors (the Board), consisting of one representative of each of the parties.The parties may choose their representative in any manner not prohibited by laws of the State of Iowa.Each member of the Board shall be duly elected or appointed official of a party, 2.Except for the initial terms,terms of the mem bers of the Board shall be four years in length,staggered so that no more than one-fourth of the member's terms shall expire at anyone time.Terms shall begin upon the member's appointment by the governing body of a party and shall end on December 31 of a year.The shortest initial term shall expire on December 31,2001 and the other initial member terms shall expire in the following years on December 31,The initial members shall determine their individual term lengths by lottery among themselves. 1 3.Uncompleted terms shall be filled by the respective party in the same manner as full terms, 4.Actions of the Board shall be determined by a simple majority of the members present at a meeting and a quorum of the Board shall be a simple majority of the full membership of the Board. 5.The Board shall establish specific rules under which it and the Commission will operate,which rules shall be in consonance with this agreement and laws of the State of Iowa. officio,non-voting members may be added to the Board as it may direct, from time to time.These members shall be full time employees of a party. D.Methods of completing Tasks of the Commission 1.The Commission may employ such resources as it shall deem necessary to complete the facilities planning tasks enumerated herein and such tasks as the patties may,from time to time,request or the Commission may elect to offer to the parties. 2.The commission may procure staff-type resources through agreement with one or more of the parties,through agreement with other area governmental entities,through usual employment practices resulting in individuals becoming full or part-time employees,hiring one or more films or individuals on a consulting basis or by other means as shall be determined by the Board.Combinations of any of these methods may also be utilized. 3.The Commission may procure office space,equipment and supplies in any manner authorized by the Code of Iowa,except eminent domain. E.Financing 1.The Board shall cause to be prepared an annual budget,which shall be approved by the board.Such budgets shall be for periods beginning on January 1 of a year and shall be adopted by the Board prior to November 1 of the year preceding the year covered by the budget.The first such budget shall be for the year beginning January 1,2001. 2.The cost of facility planning activities shall be apportioned among the parties on the basis of the ratio each party's retail customer accounts to the total retail customer accounts of all the parties,using the most recent data available. 3.The costs of the various services shall be determined on a per piece,per account or per transaction basis,including all applicable costs of the Commission,and shall be computed so as fully cover the cost of providing the service plus an overhead allowance as determined by the Board.The cost of each service shall be computed so as fully cover the cost of providing the service plus an overhead allowance as determined by the Board.The cost of each service shall be uniform to each of the patties. a.The Board shall determine cost-sharing methods to recover the costs of research and development-type activities. 4.The parties intend that the Commission be self-supporting,not relying upon any source of revenue,other than those listed above,interest received from its investments and revenue bonds issued in accordance with the provisions of Chapter 28E or 28F of the Code of Iowa.I 5.Funds of the Commission shall be invested at interest at all times and shall be secured as provided for by the Code ofIowa. 6.Parties joining the Commission on or before _ shall not be charged an entrance fee.The Board shall determine one-time entrance fees to be charged to parties joining the Commission after _________.Such fees may be changed from time to time,at the discretion of the Board. F.Term of this Agreement 1.Any party may terminate its participation in this agreement by vote of its governing body.Such decision shall be communicated to the Board in writing on or before July 1 of a year for a termination to become effective as the following January 1.Terminations shall not be effective at any other time.No monetary refund of any kind shall be given. 2.The agreement shall be binding upon the successors and assigns of the parties.] 3.The agreement shall terminate on January 1,2100,or earlier,if the total number of parties hereto drops to two as of an earlier J anuary 1. G.Amendments 1.Amendments to this agreement shall become effective upon approval of a majority of the parties at the time of the amendments. H.Acceptances 1.Acceptances shall be substantially in the form of Exhibit A attached hereto.This document,together with the acceptances by the parties,shall be construed as one agreement as though each of the parties had signed the same document.Each party shall receive one fully signed copy of this agreement and its acceptance. 1.Ownership of Assets 1.Except for assets procured by the Commission through the normal course of business,all assets of the parties shall remain with the parties. J.Recordation 1.When this agreement has been approved by the Board of Water Works Trustees of the City of Des Moines,Iowa,the Board of Water Works Trustees of the City of West Des Moines,Iowa and the Board of Water Works Trustees of the City of Urbandale,Iowa,the agreement shall be filed with the Iowa Secretary of State and with the county recorders (or auditors)of each of the counties in which the three parties transact business. 2.When this agreement is accepted from time to time by another governmental entity,documentation of such acceptance shall be filed with the Iowa Secretary of State and with the county recorders (or auditors)of each of the counties in which the governmental entity transacts business. K.Disposition of Assets upon Termination of this Agreement 1.Upon termination of this agreement,all assets of the Commission shall be sold at public auction to the highest bidders and the proceeds of such sales shall be returned to each of the parties existing as the date of the auction. 2.Payments to the parties from the proceeds of such auction shall be allocated on the basis of the total amount of funds paid to the Commission during the five full years immediately preceding such auction. IN WITNESS WHEREOF,the parties hereto affix our hands and seals on this __ day of ,2000. BOARD OF WATER WORKS TRUSTEES OF THE CITY OF DES MOIENS,lOW A By _ John A.Crivaro,Sr. Chairperson Attest: L.D.McMullen CEO and General Manager BOARD OF WATER WORKS TRUSTEES OF THE CITY OF URBANDALE,lOW A I By _ John L.McCune Chairperson Attest: Richard A.Foust General Manager BOARD OF WATER WORKS TRUSTEES OF THE CITY OF WEST DES MOINES,lOW A By _ W.Kent Gaer Chairperson 1 Attest: L.R.Anderson General Manager and Secretary EXHIDITA ACCEPTANCE OF CENTRAL IOWA REGIONAL DRINKING WATER COMMISSION MASTER AGREEMENT I____________,an _ in the State of Iowa,hereby accept and agrees to be bound by the terms and conditions of the Central Iowa Regional Drinking Water commission Master Agreement,originally dated pm the 17th day of October,2000,by the Board of Water Works Trustees of the City of Des Moines,Iowa,the Board of Water Works Trustees of the City of Urbandale, Iowa and the Board of Water Works Trustees of the City of West Des Moines,Iowa. Dated this 5th day of February 2001. CITY OF WAUKEE IOWA Attest: ROLLCALL A YES NAYS ABSENT Nicholas Gruber Marvin Berger Mike Watts Bill Peard Wayne Johnson x X X X X