Okaloosa County BOCC — April 7, 2015 — WFRPC - West Florida Regional Planning Council - Interlocal Agreement Final — reading text

INTERLOCAL AGREEMENT THIS INTERLOCAL AGREEMENT is made pursuant to the authority of section 163.01, Florida Statutes (2014), among THE BOARD OF COUNTY COMMISSIONERS OF BAY COUNTY, FLORIDA; THE BOARD OF COUNTY COMMISSIONERS OF ESCAMBIA COUNTY, FLORIDA; THE BOARD OF COUNTY COMMISSIONERS OF HOLMES COUNTY, FLORIDA; THE BOARD OF COUNTY COMMISSIONERS OF OKALOOSA COUNTY, FLORIDA; THE BOARD OF COUNTY COMMISSIONERS OF SANTA ROSA COUNTY, FLORIDA; THE BOARD OF COUNTY COMMISSIONERS OF WALTON COUNTY, FLORIDA; THE BOARD OF COUNTY COMMISSIONERS OF WASHINGTON COUNTY, FLORIDA (the Counties that are parties to this Interlocal Agreement, together with all other local governmental bodies that hereafter join in this Agreement, are referred to herein as "Constituents"); and WEST FLORIDA REGIONAL PLANNING COUNCIL (referred to herein as "RPC"). 1. Section 163.01, Florida Statutes (2014), permits local governmental units to make efficient use of their powers by enabling them to enter into Interlocal Agreements to cooperate with other local governmental units on a basis of mutual advantage and thereby to provide services and facilities in a manner and pursuant to forms of governmental organization that will accord best with geographic, economic, population, and other factors influencing the needs and development of local communities. 2. The Constituents hereby engage RPC to serve the Constituents in an advisory capacity to provide area-wide coordination and related cooperative activities of federal, state and local government and to serve as a broad-based regional organization that can provide a truly regional perspective, enhancing the ability and opportunity for local governments to resolve issues and problems transcending jurisdictional boundaries. 3. POWERS AND AUTHORITY 3.1 RPC is granted the power and authority: a. in its own name to make and enter into contracts; b. to employ agencies or employees; c. to acquire, hold, or dispose of property; d. to incur debts, liabilities, or obligations which do not constitute the debts, liabilities, or obligations of any of the Constituents; AND e. to employ staff and purchase, lease, or otherwise provide for supplies, material, equipment and facilities for its operations.  3.2 RPC does not possess the power or authority to levy any type of tax within the boundaries of any governmental unit participating in the Interlocal Agreement, to issue any type of bond in its own name, or in any way to obligate financially a Constituent. 3.3 No Constituent shall in any manner be obligated to pay any debts, obligations or liabilities arising as a result of any actions of RPC, its representatives or any other agents, employees, officers or officials of RPC. 3.4 All of the privileges and immunities from liability; exemptions from laws, ordinances, and rules; and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of any public agency when performing their respective functions within the territorial limits for their respective agencies shall apply to the same degree and extent to RPC's officers, agents and employees and to the performance of the functions and duties of RPC's officers, agents, or employees under this Interlocal Agreement. 3.5 All of the privileges and immunities from liability and exemptions from laws, ordinances, and rules which apply to the municipalities and counties of this state apply to the same degree and extent to RPC. 3.6 This Interlocal Agreement does not authorize any of the Constituents to delegate the constitutional or statutory duties of its officers. 4. GOVERNANCE OF RPC 4.1 Each of the Constituents, by joining in this Agreement, becomes a member of RPC. 4.2 RPC will be governed by a board of directors; all of RPC's powers shall be exercised by or under the authority of, and the business and affairs of RPC shall be managed under the direction of, RPC's board of directors. 4.3 Each of the Constituents may by resolution of its governing body appoint a member of its governing body to be a member of RPC's board of directors. However, each county having a population greater than 149,999 shall be entitled to appoint an additional representative, so that each county having a population greater than 149,999 is entitled to have two representatives on RPC's Board of Directors. 4.4 RPC's board of directors has the power and authority (a) to adopt bylaws to govern RPC's operations and (b) to hire an executive director to serve as RPC's chief executive officer or chief operating officer. 4.5 On or before May 31 of each year, RPC's board of directors shall adopt an annual budget and work program and send the same to each Constituent. Each Constituent 2 shall contribute such proportionate cash amounts as determined by RPC's board of directors, and approved by the Constituent's governing body. 4.6 RPC shall make an annual public report of its activities to each of the Constituents and shall have its accounts audited annually. 4.7 If a Constituent ("a Delinquent") fails to timely pay its required contribution to RPC in accordance with RPC's duly adopted bylaws, rules and resolutions: (a) the Delinquent remains a member of RPC but the Delinquent's representative on RPC's board of directors shall lose all voting privileges until full payment is made. (b) However, notwithstanding paragraph 4.7(a), RPC's board of directors may by vote of a majority of directors constituting a quorum, involuntarily terminate the Delinquent's membership in RPC and remove the Delinquent's member of RPC's board of directors, effective as of the date stated in such resolution of the board of directors. 5. TERMINATION 5.1 Any Constituent may voluntarily terminate its rights and obligations under this Interlocal Agreement by resolution duly adopted by its governing body, and upon giving written notice of such termination to (i) RPC and (ii) the Chairman or chief elected official of the governing body of each Constituent. Any such termination will have no effect on the rights and obligations under this Agreement of the remaining Constituents and such termination shall only be effective as of the next September 30, with all funding and contractual obligations of the terminating Constituent continuing until that date. A terminating Constituent shall have no claim to the assets of RPC. 5.2 This Interlocal Agreement may be terminated in its entirety by resolution duly adopted by the governing bodies of all Constituents. In that event, the effective termination date shall be the later of (i) the date specified in the resolution or (ii) the date of completion of RPC's then-existing contractual obligations. 5.3 In the event there is a complete termination of this Agreement, RPC's property shall be liquidated and the proceeds will be disbursed as follows: (a) First, to satisfy RPC's debts, liabilities, and financial obligations, including the non–Federal matching contribution required to match any approved Federal or State grant unless and to the extent that RPC's participation in the program may be canceled or terminated early; (b) Second, each Constituent then in good standing shall be entitled to a share of the remaining proceeds equal to the Constituent's total historical contributions to RPC divided by the total historical contributions to RPC of all Constituents then in good standing. 3  IN WITNESS WHEREOF, the undersigned parties have executed this Interlocal Agreement on behalf of the referenced legal entities and hereby establish the RPC. 4 WEST FLORIDA REGIONAL PLANNING COUNCIL BY: _____________________________ TITLE: ______________, Chairman____ ATTEST: _________________________ TITLE: ___________________________ (SEAL) 5  BAY COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS BY: ________________________________ TITLE: ___________________________ ATTEST: _________________________ TITLE: ___________________________ (SEAL) 6  ESCAMBIA COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS BY: ________________________________ TITLE: ___________________________ ATTEST: _________________________ TITLE: ___________________________ (SEAL) 7  HOLMES COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS BY: _____________________________ TITLE: ___________________________ ATTEST: _________________________ TITLE: ___________________________ (SEAL) 8  OKALOOSA COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS BY: _____________________________ TITLE: ___________________________ ATTEST: _________________________ TITLE: ___________________________ (SEAL) 9  SANTA ROSA COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS BY: _______________________________ TITLE: __________________________ ATTEST: ________________________ TITLE: __________________________ (SEAL) 10  WALTON COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS BY: _____________________________ TITLE: ___________________________ ATTEST: _________________________ TITLE: ___________________________ (SEAL) 11  WASHINGTON COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS BY: _____________________________ TITLE: ___________________________ ATTEST: _________________________ TITLE: ___________________________ (SEAL) A1905385.DOCX 12