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HomeMy WebLinkAboutMendocino County Youth Project 2010-09-14 AMENDED AND RESTATED JOINT POWERS AGREEMENT for OPERATION of MENDOCINO COUNTY YOUTH PROJECT THIS AMENDED AND RESTATED JOINT POWERS AGREEMENT is made and entered into effective Sentember 14, 2010 by and between the undersigned member agencies, acting through their respective legislative bodies hereafter refened to as "PARTIES" and individually as"PARTY". WITNESSETH : WHEREAS, on June 4, 1992, a joint powers agreement was made and entered into by the Mendocino Office of Education, LTkiah Unified School District, Mendocino Unified School District, Fort Bragg Unified School District, Willits Unified School District, City of LJkiah, City of Willits, Round Valley Unified School District, Potter Valley Community Unified School District, Point Arena Joint Union High School District/Arena Union Elementary District, Laytonville Unified School District, and Leggett Valley School District ("Original Joint Powers AgreemenY'), establishing a separate agency known as the MENDOCINO COLJNTY YOUTH PROJECT, pursuant to Title 1, Division 7, Chapter 5, Article 1, commencing with section 6500 of the Government Code of the State of California, under which two or more public agencies may, by Agreement,jointly exercise any power common to the contracting Parties; WHEREAS, each of the Parties to the Original Joint Powers Agreement is a"public agency" as this term is defined in section 6500 of the Government Code of the State of California; �lllendocino County Youth Project 1 Amended and Restated Joint Powers Agreement 1/27/2011 WHEREAS, the State Legislature, under Chapter 10, PaR 7,Division 1, Title 1, Education Code, has authorized public authorities, including counties, cities and school districts, to organize, promote and conduct programs, and to establish centers contributing to the physical, mental or moral development of the community; WHEREAS, the goals stated in the Original Joint Powers Agreement included exercising any power that the Parties have in common to operate a Youth Services Bureau pursuant to Welfare and Institutions Code section 1900-1906, which program has since been repealed by the Califomia legislature; WHEREAS, in light of the repeal of the Youth Services Bureau statute, the fact that the programs operated by the MENDOCINO COLTNTY YOITTH PROJECT have changed since its inception, and that the Original Joint Powers Agreement no longer reflect the goals, purposes and operations of this Joint Powers Agency, it is deemed in the mutual benefit of the Parties hereto and in the best public interest that the purposes be revised and the Original Joint Powers Agreement be amended and restated to reflect the following purposes; WHEREAS, the Parties hereto find and determine that there are serious problems among youth in the community, such as substance abuse, mental health issues, homelessness, and family conflicts, that effect the performance of children and youth in schools; WHEREAS, the United States Department of Health and Human Services Administration for Children and Families suggests that the positive youth development approach helps young people to achieve their full potential and is the best way to prevent them from engaging in risky behaviors; WHEREAS, organizations that promote positive youth development give youth the chance to exercise leadership, build skills, and get involved; Mendocino County Youth Project 2 Amended and Restated Joint Powers Agreement 1/27/2011 WHEREAS, the self-confidence, trust, and practical knowledge that young people gain from these opportunities help them grow into healthy, happy, self-sufficient adults; and NOW THEREFORE the Parties mutually apree that the Ori�inal Joint Powers A¢reement is hereby amended and restated, as follows: 1. CONTINiJATION OF AGENCY. Nothing in this agreement shall impair or affect the continued effectiveness of the agreement or operation of the agency established by the Original Joint Powers Agreement as a public entity wholly sepazate and apart from the Parties, known as Mendocino County Youth Project(hereinafter referred to as"MCYP" or "ProjecP'). 2. PURPOSE. The purpose of this agreement and the project is to provide comprehensive prevention, intervention and treatment services for children, youth and their families that af'fect the performance of children and youth in schools in Mendocino and northwest Sonoma Counties, and such other persons as may be authorized by the Board of Directors. This purpose shall be accomplished by organizing, promoting and conducting programs to support the development of children, youth and families. 3. GEOGRAPHIC AREA. Mendocino and northwest Sonoma counties shall be designated as the geographical azea of the Project unless otherwise approved by the Boazd. 4. CONTROL OF AGENCY: The Project shall be under the control of a Boazd of Directors, hereinafter referred to as"The Boazd". 4.1 The Board of Directors shall consist of one representative of each Party to this agreement. A Party may choose to also appoint an alternate. The representative will have one vote. Each representative or alternate will serve a two yeaz term, with no limit on the number of terms they may serve. 42 The Alternate(s)will act on behalf of the agenc(ies)they represent only in the absence of the appointed representative(s). Mendocino County Youth Project 3 Amended and Restated Joint Powers Agreement 1/27/2011 43 The members of the Board shall serve without compensation. 5. NOTICES: The Board, by resolution, shall designate a specific location at which it will receive notices, correspondence and other communications, and shall designate one of its members, or its secretary, as an officer for the purpose of receiving service on behalf of the Project. 5.1 All notices required or given pursuant to this agreement shall be deemed properly served when deposited, postage prepaid, in the United States mail, fax, email or overnight delivery, addressed to each Party at its respective address indicated at the end of this agreement. 6. MEETINGS:The Boazd shall hold regular meetings at least once every two months. The date, hour and place for each such regular meeting shall be fixed annually by said Board. Special meetings shall be conducted on the call of the chairperson of the Boazd or on the call of a simple majority of inembers thereof as long as a seven-day notice is given prior to the convening of such special meetings. 6.1 An Annual Meeting of the Boazd shall be held in July for the purpose of selection of officers and the conduct of whatever other business is necessary. 7. VOTING: The presence of a majority of the Board of D'uectors shall be required in order to constitute a quorum necessary for the transaction of the business of the Board. No action of the Boazd shall be valid unless a majority of the membership concur therein by their affirmative votes. 8. OFFICERS AND EMPLOYEES: The Boazd shall elect a chairperson and a vice chairperson from its members upon the occasion of its Annual Meeting. The chairperson shall preside at all meetings of the Board of Directors and perform such other duties as the Boazd of Directors shall instruct. The duties of the vice-chairperson shall be the usual and customary duties of such ot£icer. 8.1 The Board shall appoint the Executive Director of the Project, who shall act as executive and administrative officer of the Project. The Executive Director shall serve as secretary of the Boazd and shall perform such other and&rther duties, as may be Mendocino County Youth Project 4 Amended and Restated Joint Powers Agreement 1/27/2011 determined by the Board. The Executive Director shall have chazge of, handle, or have access to property ofthe Project. "Property ofthe ProjecY' as used in this pazagraph does not include property of a member public entity used for Project purposes, unless that member specifically authorizes such use. 82 The Secretary of the Board, who shall be the Executive Director, shall cause to be kept minutes of its meetings, both regulaz and special, and shall promptly transmit to each of the Parties hereto, and to such other persons as the Board may determine, true and correct copies of the minutes of such meetings, which shall be primazily a reflection of the actions taken by the Board. 8.3 The Board, for the achievement of the purposes herein, shall have the power to appoint any other officer, or officers, as it may deem necessary and appropriate, to fix their duties, and to fix and pay their compensation. 8.4 The Board shall have the power to fix the duties, to fix and pay the compensation, and to regulate the reimbursement of expenses of all directors, officers and employees of the Project. 9. SCOPE OF POWER: 9.1 The Board shall have the power and authority to e7cercise any power common to the Parties hereto and to exercise any power set forth in Government Code, Section 6508, provided that the same aze for the furtherance ofthe objectives of this Agreement, as contained herein in section 2 and in the recitals set forth above. The Board may to the extent permissible enter into contracts in the Project's name with persons and with public or private agencies, boazds, and other entities, all subject to the terms and conditions of this agreement. 9.2 The Board shall adopt appropriate rules, not inconsistent herewith, for the orderly transaction of the business of the Project. 93 The manner in which the Project shall exercise its powers and perform its duties is and shall be subject to the restrictions upon the manner in which the Mendocino County Oft'ice of Education, which is a Party to this agreement, could exercise such powers Mendocino County Youth Project 5 Amended and Restated Joint Powers Agreement 1/27/2011 and perform such duties, and shall not be subject to any restriction applicable to the manner in which any other public agency could exercise such powers or perform such duties, whether such agency is a Party to this agreement or not. 9.4 The Boazd shall have no power or authority to incur any obligation in excess of the amount appropriated to its use by the funding sources. 9.5 The Board shall have power to purchase real property in the name of the agency upon such case or credit terms as to the boazd may seem appropriate. Any credit arrangement shall be limited to a purchase-money obligation for which the property shall serve as the sole security and for which neither the agency nor any member shall have any other obligation. The annual amount required to be paid on such a secured obligation shall be included in computing the limit on the board's power to incur obligations under sub- paragraph 9.4 of this agreement. 10. ADVISORY COMIVIITTEE: The Board, from time to time, may establish, or it may abolish, one or more advisory committees, including youth advisory committees, to perform such functions as the Board may determine. 11. FUNDS AND EXPENDITURES: 11.1 There shall be strict accountability of all funds of the Project and report of all receipts and disbursements. 11.2 The Boazd delegates to the Executive Director the power to recommend for Boazd approval the appointment of the Chief Financial Of�icer, who will act as controller, and who will be an employee of the project. The Board will establish a relationship with a government agency that will serve as a fiscal agent consistent with the requirements of Government Code 6505.5. The fiscal agent will designate an employee to serve on the selection committee for the Chief Financial Officer. The fiscal agent will develop a Memorandum of Understanding with the Project outlining the specific responsibilities of the fiscal agent and the Project. The Executive Director authorizes the controller to access Mendocino County Youth Project 6 Amended and Restated Joint Powers Agreement 1/27/2011 all funds through the designated government agency. All funds are on deposit with the Mendocino County treasury. All fiscal activities of the Project will be in accordance with General Accepted Accounting Practices (GAAP). 11.3 The Executive Director shall assure an independent audit to be made by a certified public accountant, or public accountant, in compliance with Government Code Section 6505. 11.4 The Project shall receive and disburse funds for the operation of the Project and its programs, pursuant to a budget approved by the Board, and shall at all times maintain a complete and accurate system of accounting for such funds consistent with the established accounting procedures for the fiscal agent and Sections 6505, 6505.1 and 6505.5 of the Government Code. 12. CONT`RIBUTIONS. The Parties may, in appropriate circumstances: (a) make contributions from their treasuries; (b) make advances of public funds for such purposes set forth in this Agreement on such terms of repayment as may be agreed to between the MCYP and the Party making the advance; (c)use their personnel, equipment or property in lieu of, or in addition to, other contributions and advances; and (d) seek additional sources of funding for the Project. 13. INVESTMENT OF FUNDS. The MCYP shall have the power to invest any money in the treasury pursuant to Govemment Code section 6505.5 that is not required for the immediate necessities of the MCYP, as the Board of Directors determines is advisable, in the same manner and upon the same conditions as local agencies pursuant to Section 53601 of the Govemment Code. Any proceeds from such investments shall accrue to and become part of the Project fixnds described in paragraph 12 above. (See Government Code section 6509.5). 14. INSiTRANCE: The Boazd of the Project is authorized to and shall procure general comprehensive liability insurance, errors and omissions insurance for its officers, employees and Board of Directors, and other insurance by such means and in such Mendocino County Youth Project 7 Amended and Restated Joint Powers Agreement 1/27/2011 amounts as it deems advisable to protect the Project and each of the Parties hereto, charging the cost thereof to the operating costs of the Project. 15. LIABII.,ITY AND CONTRIBUTION. 15.1 The debts, liabilities and obligations of the Boazd and the Project shall not become the debts, liabilities and obligations of the Parties to this agreement unless expressly consented to by a individual Party, or Parties, in which case such debts, liabilities and obligations shall be imputed to that Party, or Parties only. 15.2 In the absence of its consent, no Party to this agreement, appointing power or members of the Board, shall be bound to provide any sum of money, property, or service of any kind to the Project. The Board shall have no power or authority to bind any of the Parties to this Agreement to any debt, liability or obligation from the Party to be bound. 153. It is e�cpressly agreed by the Board and all Parties to this agreement that in contemplation of Section 895.6 of the Government Code respecting the right of contribution of public entities that are parties to a joint powers agreement, upon any judgment for damages caused by a negligent or wrongful act or omission occurring in the performance of this agreement, which judgment is rendered or imposed upon any one of Parties or the Project, no Party shall be liable to make contribution beyond its equal shaze of the entire judgment, unless that Party shall have authorized or consented to the same by an appropriately adopted ordinance, resolution, or contract. 16. HOLD HARMLESS. The MCYP shall defend, indemnify, and hold harmless the Parties to this Agreement and their officers, agents, and employees from all liability for any loss, damage or injury to persons or property, including attorney's fees and costs, arising out of or attributable to the furnishing of services by MCYP pursuant to this agreement. Mendocino County Youth Project 8 Amended and Restated Joint Powers Agreement 1/27/2011 17. IMMUNITY. All of the privileges and immunities from liabilities, exemptions from laws, ordinances and rules, all pension, relief, disability, worker's compensation, and other benefits which apply to the activity of officers, agents, or employees of any such public agency when performing their respective functions within the territorial limits of their respective public agencies, shall apply to them in the same degree and eactent while engaged in the performance of any of their functions or duties e�ctraterritorially under the provision of Article 1 of Chapter 5, Division 7 of Title 1 of the Government Code of the State of Califomia and as provided by law pursuant to Government Code, section 6513. 18. ADDITION AND WITHDRAWAL OF MENIBERS. Additional eligible entities may, from time to time, become Party to this agreement upon authorization by their legislative or other governing bodies and the approval of the Board of Directors. Upon ninety(90) days written notice to all other Parties and to the Boazd, any Party may withdraw from its status as a Party to this agreement. Such withdrawal by any Party shall not terminate this agreement as to the remaining Parties. 19. TERMINATION OF AGREEMENT: This agreement shall remain in effect until terminated by a majority vote of the Parties to this agreement. 20. DISPOSTfION OF PROPERTY UPON TERMINATION: Upon the termination of this Agreement, that property acquired by the MCYP as a result of this exercise of joint powers shall be disposed as follows: (a) If the MCYP shall be continued beyond the life of this Agreement, it shall retain title to all property held by the MCYP pursuant to this Agreement. (b) If the MCYP shall be succeeded by a new and separate entity or public agency deemed by the MCYP board of Directors to be a"successor agency or Mendocino County Youth Project 9 Amended and Restated Joint Powers Agreement 1/27/2011 entity,"that agency or entity shall receive title to all property held by MCYP pursuant to this Agreement. (c) If MCYP shall not be continued beyond the life of this Agreement, and if there shall be no"successor agency or entity," the Board of Directors of MCYP shall deternvne in what proportion property held by the MCYP shall be divided among the Parties to this Agreement or whether such property s6a11 be sold and the proceeds disposed of in those proportions. 21. SiJRPLUS MONEY UPON TERMINATION. Upon ternunation of this Agreement, any money obtained by MCYP from any of the Parties hereto for the purpose of carrying out the objective of this Agreement herein stated, which is in the possession of MCYP after payment of all costs, expenses, and charges validly incuned under this Agreement, shall be returned to the Parties in propoRion to their contribution determined as of the time of termination. In the case of those monies received by way of grant or any other such means of financial assistance, the Board of Directors of MCYP shall detemune in what proportion funds held by the MCYP at the date of its termination shall be divided among the Parties to this Agreement. 22. AMENDMEN'TS: This Agreement may be amended at any time by the affirmative vote of two-thirds of the Parties hereto. 22.1 The Project shall prepare and file a notice of amendment of this agreement with the Secretary of State in accordance with Government Code Section 6503.5. 23. SEVERABILITY: Should any portion, term, condition, or provision of this AGREEMENT be decided by a court of competent jurisdiction to be illegal or in conflict with any law of the State of California or to be otherwise rendered unenforceable or ineffectual, the validity of the remaining portions, terms, conditions and provisions shall not be affective thereby. 24. DUPLICATE ORIGINALS. This Agreement can be eacecuted in one or more duplicate originals, each bearing the original signatures of the Parties, and when so Mendocino County Youth Project 10 Amended and Restated Joint Powers Agreement 1/27/2011 executed, each duplicate original shall be deemed an original of the Agreement admissible in court as evidence of the terms of Agreement. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first above written. MENDOCINO COUNTY OFFICE OF EDUCATION 2240 Old River Road LTkiah, California 95482 By Paul Tichinin, Superintendent ATTEST: By UKIAH UNIFIED SCHOOL DISTRICT 925 North State Street iJkiah, California 95482 By Lois Nash, PhD, Superintendent ATTEST: By FORT BRAGG UNIFIED SCHOOL DISTRICT 312 South Lincoln Street Fort Bragg, California 95437 By Donald Armstrong, Superintendent ATTEST: By Mendocino County Youth Project 11 Amended and Restated Joint Powers Agreement 1/27/2011 WII.LITS UNIFIED SCHOOL DISTRICT 120 Peazl Street Willits, California 95490 By Debra Kubin, Superintendent ATTEST: By CITY OF UKIAH 300 Seminary Avenue iJkiah, California 95482 By y. , � Jane ambers, City Manager A ST: - By POINT ARENA JOINT LTNION HIGH SCHOOL DISTRICT/ARENA iJNION ELEMENTARY DISTRICT P. O. Box 87 Point Arena, California 95468 By Colleen Cross, Superintendent ATTEST: By Mendocino County Youth Project 12 Amended and Restated Joint Powers Agreement 1/27/2011