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1997-33 Statewide Mutual Aid Agmt for Catastrophic Response RESOLUTION NO. 97-33 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF PARKLAND, FLORIDA AUTHORIZING CITY OFFICIALS TO EXECUTE THE STATEWIDE MUTUAL AID AGREEMENT FOR CATASTROPHIC RESPONSE AND RECOVERY BElWEEN THE CITY OF PARKLAND AND THE STATE OF FLORIDA. WHEREAS, the City Commission of the City of Parkland finds and determines it is in the best interests of the citizens of the City to enter into the attached Mutual Aid Agreement with the State of Florida for catastrophic response and recovery between the City of Parkland and the State of Florida; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF PARKLAND, FLORIDA: Section 1. The appropriate City officials are hereby authorized to execute the Attached Agreement between the City of Parkland and the State of Florida. Section 2. That this Resolution shall be in full force and effect immediately upon its passage and adoption. PASSED AND ADOPTED THIS 8th DAY OF October , 1997. CITY OF PARKLAND, FLORIDA 1r-lfC:. ~f~~ L PAGLIA MAYOR ATTEST: ~~,__ ~L:::-------. SUSAN ARMSTRONG, C. .C. CITY CLERK CITY OF PARKLAND 6500 PARKS IDE DRIVE PARKLAND, FL 33067 (954) 753-5040 FAX (954) 341-5161 December 8, 1997 Ms. Janice L. Jones Disaster Response Planner State of Florida Department of Community Affairs Satellite Building 2555 Shumard Oak Boulevard Tallahassee, FL 32399-2100 Re: Aereement between the State of Florida. Division of Emereencv Manaeement and the City of Parkland for Catastroohic ResDonse and Recoverv Dear Ms. Jones: The above referenced Statewide Mutual Aid agreement was passed unanimously by the Parkland City Commission on October 8, 1997 by Resolution No. 97-33 and the Agreement was executed and forwarded to your office. On November 18, 1997 you returned the Agreement advising it was the wrong version (retyped) and provided us with the correct Agreement. That correct Agreement has been executed and is attached. If you require further information, please feel free to contact our office. Sincerely, ~ Helen Lynott, .M.C. Deputy City Clerk Enclosure cc: Chief Steve List, Director of Public Safety Judith Kilgore, Director of Finance winward\mutual.doc April 27, 1994 , STATEWIDE MUTUAL AID AGREEMENT FOR CATASTROPHIC DISASTER RESPONSE AND RECOVERY THIS AGREEMENT IS ENTERED INTO BETWEEN THE STATE OF FLORIDA, DIVISION OF EMERGENCY MANAGEMENT AND AMONG EACH POLITICAL SUBDIVISION OF THE STATE THAT EXECUTES AND ADOPTS THE TERMS AND CONDITIONS CONTAINED HEREIN, BASED UPON THE FOLLOWING FACTS: WHEREAS, the State Emergency Management Act, Chapter 252, Florida Statutes, authorizes the state and its political subdivisions to develop and enter into mutual aid agreements for reciprocal emergency aid and assistance in case of emergencies too extensive to be dealt with unassisted; and WHEREAS, Chapter 252, Florida Statutes, sets forth details co~cerning powers, duties, rights, privileges, and immunities of political subdivisions of the state rendering outside aid; and WHEREAS, Chapter 252, Florida Statutes, authorizes the State to enter into a contract on behalf of the state for the lease or loan to any political subdivision of the state any real or personal property of the state government or the temporary transfer or employment of personnel of the state government to or by any political subdivision of the state; and WHEREAS, Chapter 252, Florida Statutes, authorizes the governing body of each political subdivision of the state to enter into such contract or lease with the state, accept any such loan, or employ such personnel, and such political April 27. 1994 , subdivision may equip, maintain, utilize, and operate any such property and employ necessary personnel therefor in accordance with the purposes for which such contract is executed, and to otherwise do all things and perform any and all acts which it may deem necessary to effectuate the purpose for which such contract was entered into; and WHEREAS, Chapter 252, Florida Statutes, authorizes the Division of Emergency Management to make available any equipment, services, or facilities owned or organized by the state or its political subdivisions for use ih the affected area upon request of the duly constituted authority of the area or upon the request of any recognized and accredited relief agency through such duly constituted authority; and WHEREAS, Chapter 252, Florida Statutes, authorizes the Division of Emergency Management to call to duty and otherwise provide, within or without the state, such support from available personnel, equipment, and other resources of state agencies and the political subdivisions of the state as may be necessary to reinforce emergency management agencies in areas stricken by emergencies; and WHEREAS, Chapter 252, Florida Statutes, requires that each municipality must coordinate requests for state or federal emergency response assistance with its county; and WHEREAS, the State of Florida is geographically vulnerable to hurricanes, tornadoes, freshwater flooding, sinkhole April 27, 1994 , 3 April 27. 1994 , insurance letters shall be filed and maintained at the Division headquarters in Tallahassee, Florida. B. "REQUESTING PARTY" - the participating government . entity requesting aid in the event of an emergency. Each municipality must coordinate requests for state or federal emergency response assistance through its county. C. "ASSISTING PARTY" - the participating government entity furnishing equipment, services and/or manpower to the Requesting Party. D. "AUTHORIZED REPRESENTATIVE" - an employee of a participating government authorized in writing by that government to request, offer, or provide assistance under the terms of this Agreement. The list of authorized representatives for the participating government executing this Agreement shall be attached as Appendix A to the executed copy of the Agreement supplied to the Division, and shall be updated as needed by each participating government. E. "DIVISION" - the State of Florida, Department of Community Affairs, Division of Emergency Management. F. "EMERGENCY" - any occurrence, or threat thereof, whether natural, or caused by man, in war or in peace, which results or may result in substantial injury or harm to the population or substantial damage to or loss of property. 4 April 27, 1994 , G. "DISASTER" - any natural, technological, or civil emergency that causes damage of sufficient severity and magnitude to result in a declaration of a state of emergency by a county, Governor, or the President of the United States. H. "PARTICIPATING GOVERNMENT" - the State of Florida and any political subdivision of the State of Florida which executes this mutual aid agreement and supplies a complete executed copy to the Division. I. "PERIOD OF ASSISTANCE" - the period of time beginning with the departure of any personnel of the Assisting Party from any point for the purpose of traveling to the Requesting Party in order to provide assistance and ending upon the return of all personnel and equipment of the Assisting Party, after providing the assistance requested, to their residence or regular place of work, whichever occurs first. The period of assistance shall not include any portion of the trip to the Requesting Party or the return trip from the Requesting Party during which the personnel of the Assisting Party are engaged in a course of conduct not reasonably necessary for their safe arrival at or return from the Requesting Party. J. "WORK OR WORK-RELATED PERIOD" - any period of time in which either the personnel or equipment of the Assisting Party are being used by the Requesting Party to provide assistance and for which the Requesting Party will reimburse the Assisting 5 April 27, 1994 , Party. Specifically included within such period of time are rest breaks when the personnel of the Assisting Party will return to active work within a reasonable time. Specifically excluded from such period of time are breakfast, lunch, and dinner breaks. SECTION 2. PROCEDURES When a participating government either becomes affected by, or is under imminent threat of, an emergency or disaster, it may invoke emergency related mutual aid assistance either by: (i) declaring a state of local emergency and transmitting a copy of that declaration to the Assisting Party, or to the Division, or (ii) by orally communicating a request for mutual aid assistance to Assisting Party or to the Division, followed as soon as practicable by written confirmation of said request. Mutual aid shall not be requested by Participating Governments unless resources available within the stricken area are deemed inadequate by the Local Emergency Management Agency. All requests for mutual aid shall be transmitted by the Authorized Representative or the Director of the Local Emergency Management Agency. Requests for assistance may be communicated either to the Division or directly to an Assisting Party. Requests for assistance under this Agreement shall be limited to catastrophic disasters, except where the Participating Government has no other mutual aid agreement based upon Section 252.40 or 163.01, Florida 6 April 27, 1994 , Statutes, in which case a Participating Government may request assistance pursuant to the provisions of this agreement. A. REQUESTS DIRECTLY TO ASSISTING PARTY: The Requesting Party may directly contact the authorized representative of the Assisting Party and shall provide them with the information in paragraph C below. All communications shall be conducted directly between the Requesting and Assisting Party. Each party shall be responsible for keeping the Division advised of the status of the response activities. The Division shall not be responsible for costs associated with such direct requests for assistance. However, the Division may provide, by rule, for reimbursement of eligible expenses from the Emergency Management Preparedness and Assistance Trust Fund created under Section 252.373, Florida Statutes. B. REQUESTS ROUTED THROUGH, OR ORIGINATING FROM, THE DIVISION: The Requesting Party may directly contact the Division, in which case it shall provide the Division with the information in paragraph C below. The Division may then contact other Participating Governments on behalf of the Requesting Party and coordinate the provision of mutual aid. The Division shall not be responsible for costs associated with such indirect requests for assistance, unless the Division so indicates in writing at the time it transmits the request to the Assisting Party. In no event shall the Division or the State of Florida be 7 April 27, 1994 , responsible for costs associated with assistance in the absence of appropriated funds. In all cases, the party receiving the mutual aid shall be primarily responsible for the costs incurred by any Assisting Party providing assistance pursuant to the provisions of this Agreement. C. REQUIRED INFORMATION: Each request for assistance shall be accompanied by the following information, to the extent known: 1. A general description of the damage sustained; 2. Identification of the emergency service function for which assistance is needed (e.g. fire, law enforcement, emergency medical, transportation, communicatio~s, public works and engineering, building, inspection, planning and information assistance, mass care, resource support, health and other medical services, search and rescue, etc.) and the particular type of assistance needed; 3. Identification of the public infrastructure system for which assistance is needed (e.g. sanitary sewer, potable water, streets, or storm water systems) and the type of work assistance needed; 4. The amount and type of personnel, equipment, materials, and supplies needed and a reasonable estimate of the length of time they will be needed; 8 April 27, 1994 , S. The need for sites, structures or buildings outside the Requesting Party's political subdivision to serve as relief centers or staging areas for incoming emergency goods and services; and 6. A specific time and place for a representative of the Requesting Party to meet the personnel and equipment of any Assisting Party. This information may be provided on the form attached as Exhibit B, or by any other available means. The Division may revise the format of Exhibit B subsequent to the execution of this agreement, in which case it shall distribute copies to all participating governments. D. ASSESSMENT OF AVAILABILITY OF RESOURCES AND ABILITY TO RENDER ASSISTANCE: When contacted by a Requesting Party or the Diyision the authorized representatives of any participating government agree to assess their government's situation to determine available personnel, equipment and other resources. All participating governments shall render assistance to the extent personnel, equipment and resources are available. Each participating government agrees to render assistance in accordance with the terms of this Agreement to the fullest extent possible. When the authorized representative determines that his Participating Government has available personnel, equipment or other resources, they shall so notify the Requesting Party or the 9 April 27, 1994 , Division, whichever communicated the request, and provide the information below. The Division shall, upon response from sufficient participating parties to meet the needs of the Requesting Party, notify the authorized representative of the Requesting Party and provide them with the following 'information, to the extent known: 1. A complete description of the personnel, equipment, and materials to be furnished to the Requesting Party; 2. The estimated length of time the personnel, equipment, and materials will be available; 3. The areas of experience and abilities of the personnel and the capability of the equipment to be furnished; 4. The name of the person or persons to be designated as supervisory personnel; and S. The estimated time when the assistance provided will arrive at the location designated by the authorized representative of the Requesting Party. E. SUPERVISION AND CONTROL: The personnel, equipment and resources of any Assisting Party shall remain under operational control of the Requesting Party for the area in which they are serving. Direct supervision and control of said personnel, equipment and resources shall remain with the designated supervisory personnel of the Assisting Party. Representatives of the Requesting Party shall provide work tasks to the supervisory 10 April 27, 1994 , personnel of the Assisting Party. The designated supervisory personnel of the Assisting Party shall have the responsibility and authority for assigning work and establishing work schedules for the personnel of the Assisting Party, based on task or mission assignments provided by the Requesting Party and the Division. The designated supervisory personnel of the Assisting Party shall: maintain daily personnel time records, material records and a log of equipment hours; be responsible for the operation and maintenance of the equipment and other resources furnished by the Assisting Party; and shall report work progress to the Requesting Party. The Assisting Party's personnel and other resources shall remain subject to recall by the Assisting Party at any time, ~ubject to reasonable notice to the Requesting Party and the Division. At least twenty-four hour advance notification of intent to withdraw personnel or resources shall be provided to the Requesting Party unless such notice is not practicable, in which case such notice as is reasonable shall be provided.. F. FOOD; HOUSING; SELF-SUFPICIENCY Unless specifically instructed otherwise, the Requesting Party shall have the responsibility of providing food ,and housing for the personnel of the Assisting Party from the time of their arrival at the designated location to the time of their departure. However, Assisting Party personnel and equipment should be, to the 11 April 27, 1994 , greatest extent possible, self-sufficient for operations in areas stricken by emergencies or disasters. The Requesting Party may specify only self-sufficient personnel and resources in its request for assistance. G. COMMUNICATIONS: Unless specifically instructed otherwise, the Requesting Party shall have the responsibility for coordinating communications between the personnel of the Assisting Party and the Requesting Party. Assisting Party personnel should be prepared to furnish communications equipment sufficient to maintain communications among their respective operating units. H. RIGHTS AND PRIVILEGES Whenever the employees of the Assisting Party are rendering outside aid pursuant to this Agreement, such employees shall have the powers, duties, rights, privileges, and immunities, and shall receive the compensation, incidental to their employment. I. WRITTEN ACKNOWLEDGMENT The Requesting Party shall complete a written acknowledgment regarding the assistance to be rendered, setting forth the information transmitted in the request, and shall transmit it by the quickest practical means to the Assisting Party or the Division, as applicable, for approval. The form to serve as this written acknowledgment is attached as Attachment C. The Requesting Party/Division shall respond to the written acknowledgment by executing and returning a copy to the 12 April 27, 1994 , Requesting Party by the quickest practical means, maintaining a copy for its files. SECTION 3. REIMBURSABLE EXPENSES The terms and conditions governing reimbursement for any assistance provided under this Agreement shall be in accordance with the following provisions, unless otherwise agreed upon by the Requesting and Assisting Parties and specified in the written acknowledgment executed in accordance with paragraph 2.I. of this Agreement. The Requesting Party shall be ultimately responsible for reimbursement of all reimbursable expenses. A. PERSONNEL - During the period of assistance, the Assisting Party shall continue to pay its employees according to its then prevailing ordinances, rules, and regulations. The Requesting Party shall reimburse the Assisting Party for all direct and indirect payroll costs and expenses incurred during the period of assistance, including, but not limited to, employee pensions and benefits as provided by Generally Accepted . Accounting Principles (GAAP). The Requesting Party shall reimburse any amounts paid or due for compensation to employees of the Assisting Party under the terms of the Florida Workers' Compensation Act due to personal injury or death occurring while such employees are engaged in rendering aid under this Agreement. While providing services to the Requesting Party, employees of the Assisting Party shall be considered "borrow servants" of the 13 April 27, 1994 , Requesting Party and shall be considered in the "dual employment" with the Requesting and Assisting Parties, subject to the supervision and control of both for purposes of Chapter 440, . Florida Statutes. While the Requesting Party shall reimburse the Assisting Party for payments made in workers' compensation benefits required to be paid to its employees due to personal injury or death, the Division, and both the Requesting and Assisting Party shall enjoy immunity from civil prosecution as provided for in the Florida Workers' Compensation Act. B. EQUIPMENT - The Assisting Party shall be reimbursed by the Requesting Party for the use of its equipment during the period of assistance according to either a pre-established local or state hourly rate or according to the actual replacement, operation, and maintenance expenses incurred. For those i~stances in which costs are reimbursed by the Federal Emergency Management Agency, the eligible direct costs shall be determined in accordance with 44 CFR 206.228. The Assisting Party shall pay for all repairs to its equipment as determined necessary by its on-site supervisor(s) to maintain such equipment in safe and operational condition. At the request of the Assisting Party, fuels, miscellaneous supplies, and minor repairs may be provided by the Requesting Party, if practical. The total equipment charges to the Requesting Party shall be reduced by the total value of the fuels, supplies, and repairs furnished by the 14 April 27, 1994 , Requesting Party and by the amount of any insurance proceeds received by the Assisting Party. C. MATERIALS AND SUPPLIES - The Assisting Party shall be reimbursed for all materials and supplies furnished by it and used or damaged during the period of assistance, except for the costs of equipment, fuel and maintenance materials, labor and supplies, which shall be included in the equipment rate established in 3.B. above, unless such damage is caused by gross negligence, willful and wanton misconduct, intentional misuse, or recklessness of the Assisting Party's personnel. The Assisting Party's Personnel shall use reasonable care under the circumstances in the operation and control of all materials and supplies used by them during the period of assistance. The measure of reimbursement shall be determined in accordance with 44 CFR 206.228. In the alternative, the Parties may agree that the Requesting Party will replace, with like kind and quality as determined by the Assisting Party, the materials and supplies used or damaged. If such an agreement is made, it shall be reduced to writing and transmitted to the Division. D. RECORD KEEPING - The Assisting Party shall maintain records and submit invoices for reimbursement by the Requesting Party or the Division using format used or required by FEMA publications, including 44 CFR part 13 and applicable Office of Management and Budget Circulars. Requesting Party and Division 15 April 27, 1994 , finance personnel shall provide information, directions, and assistance for record keeping to Assisting Party personnel. E. PAYMENT - Unless otherwise mutually agreed in the written acknowledgment executed in accordance with paragraph 2.I. or a subsequent written addendum,to the acknowledgment, the Assisting Party shall bill the Requesting Party for all reimbursable expenses with an itemized Notice as soon as practicable after the expenses are incurred, but not later than sixty (60) days following the period of assistance, unless the deadline for identifying damage is extended in accordance with 44 CFR part 206. The Requesting Party shall pay the bill, or advise of any disputed items, not later than sixty (60) days following the billing date. These time frames may be modified by mutual agreement. This shall not preclude an Assisting Party or Re,questing Party from assuming or donating, in whole or in part, the costs associated with any loss, damage, expense or use of ' personnel, equipment and resources provided to a Requesting Party. F. PAYMENT BY OR THROUGH THE DIVISION: The Division of Emergency Management may reimburse for all actual and necessary travel and subsistence expenses for personnel providing assistance pursuant to the request of the Division, to the extent of funds available, and contingent upon an annual appropriation from the Legislature for such purposes. The Assisting Party 16 April 27. 1994 ~ shall be responsible for making written request to the Division for reimbursement of travel and subsistence expenses, prior to submitting a request for paymen4 to the Requesting Party. The Assisting Party's written request should be submitted as soon as 'possible after expiration of the period of assistance. The Division shall provide a written response to said requests within ten (10) days of actual receipt. If the Division denies said request, the Assisting Party shall then bill the Requesting Party. In the event that an affected jurisdiction requests assistance without forwarding said request through the Division, or an assisting party provides assistance without having been requested by the Division to do so, the Division shall not be liable for reimbursement of any of the cost(s) of assistance. The Division may serve as the eligible entity for requesting reimbursement of eligible costs from FEMA. Any costs to be so reimbursed by or through the Division shall be determined in accordance with 44 CFR 206.228. The Division may authorize applications for reimbursement of eligible costs from the undeclared disaster portion of the Emergency Management Preparedness and Assistance Trust Fund established pursuant to Section 252.373, Florida Statutes, in the event that the disaster ,or emergency event is not declared pursuant to the Robert T. Stafford Disaster Relief and Emergency Assistance Act, Public Law 93-288, as amended by Public Law 100-707. Such applications 17 April 27. 1994 , shall be evaluated pursuant to rules established by the Division, and may be funded only to the extent of available funds. SECTION 4. INSURANCE Each participating government shall bear the risk of its own actions, as it does with its day-to-day operations, and determine for itself what kinds of insurance, and in what amounts, it should carry. If a participating government is insured, its file shall contain a letter from its insurance carrier authorizing it to provide and receive assistance under this Agreement, and indicating that there will be no lapse in its insurance coverage either on employees, vehicles, or liability. If a participating government is self-insured, its file shall contain a copy of a resolution authorizing its self-insurance program. A copy of the insurance carrier's letter or the resolution of self-insurance shall be attached to the executed copy of this Agreement which is filed with the Division. Each Assisting Party shall be solely responsible for determining that its insurance is current and adequate prior to providing assistance under this agreement. The amount of reimbursement from the Division or the Requesting Party shall be reduced by the amount of any insurance proceeds to which the Assisting Party is entitled as a result of losses experienced in rendering assistance pursuant to this Agreement. 18 April 27, 1994 , SECTION 5. LIABILITY To the extent pertnitted by law, and without waiving sovereign immunity, each Party to this Agreement shall be responsible for any and all claims, demands, suits, actions, damages, and causes of action related to or arising out of or in any way connected with its own actions, and the actions of its personnel, in providing mutual aid assistance rendered or performed pursuant to the terms and conditions of this Agreement. SECTION 6. LENGTH OF TIME FOR EMERGENCY The duration of such state of emergency declared by the Requesting Party is limited to seven (7) days. It may be extended, if necessary, in 7 day increments. SECTION 7. IERM This Agreement shall be in effect for one (1) year from the date hereof and shall automatically be renewed in successive one (1) year terms unless terminated in writing by the participating government. Notice of such termination shall be made in writing and shall be served personally or by registered mail upon the Director, Division of Emergency Management, Florida Department of Community Affairs, Tallahassee, Florida, which shall provide copies to all other Participating Parties. SECTION 8. EFFECTIVE DATE OF THIS AGREEMENT This Agreement shall be in full force and effect upon approval by the participating government and upon proper execution hereof. 19 April 27, 1994 , SECTION 9. ROLE OF DIVISION OF EMERGENCY MANAGEMENT The responsibilities the Division of Emergency Management, Florida Department of Community Affairs under this Agreement are to: (1) request mutual aid on behalf of a participating government, under the circumstances identified in this Agreement; (2) coordinate the provision of mutual aid to a requesting party, pursuant to the provisions of this Agreement; (3) serve as the eligible entity for requesting reimbursement of eligible costs from FEMA, upon a presidential disaster declaration; (4) serve as central depository for executed Agreements; and (5) maintain a current listing of Participating Governments with their Authorized Representative and contact information, and to provide a copy of the listing to each of the Participating Governments on an annual basis during the second quarter of the calendar year. SECTION 10. SEVERABILITY: EFFECT ON OTHER AGREEMENTS Should any portion, section, or subsection of this Agreement be held to be invalid by a court of competent jurisdiction, that fact shall not affect or invalidate any other portion, section or subsection; and the remaining portions of this Agreement shall remain in full force and affect without regard to the section, portion, or subsection or power invalidated. In the event that any parties to this agreement have entered into other mutual aid agreements, pursuant to Section 252.40, Florida Statutes, or interlocal agreements, pursuant to Section 20 April 27, 1994 , 163.01, Florida Statutes, those parties agree that said agreements are superseded by this agreement only for emergency management assistance and activities performed in catastrophic emergencies pursuant to this agreement. In the event that two or more parties to this agreement have not entered into another mutual aid agreement, and the parties wish to engage in mutual aid, then the terms and conditions of this agreement shall apply unless otherwise agreed between those parties. 21 April 27, 1994 , IN WITNESS WHEREOF, the parties set forth below have duly executed this Agreement on the date set forth below: ATTEST: CLERK OF THE CIRCUIT COURT BOARD OF OF FLORIDA (County) By: By: Deputy Clerk Chairman APPROVED AS TO FORM: Office of the County Attorney By: EXECUTED BY THE FOLLOWING PARTICIPATING LOCAL GOVERNMENTS IN BROWARD , COUNTY (attach authorizing resolution or ordinance and insurance letter or resolut' n for each) CITY OF PARKLAND Political Subdivision , by 10/8/97 Date , by Political Subdivision Authorized Official Date , by Political Subdivision Authorized Official Date , by Political Subdivision Authorized Official Date , by Political Subdivision Authorized Official Date ACKNOWLEDGED AND AGREED BY THE DIVISION OF EMERGENCY MANAGEMENT By: Director 22 April 27. 1994 , MUTUAL AID AGREEMENT FOR EMERGENCY RESPONSE/RECOVERY APPENDIX A PLEASE UPDATE Date: Name of Government: Mailing Address: City, State, Zip: Authorized Representatives to Contact for Emergency Assistance: Prima~ Representative Name: Title: Address: Day Phone: FAX No. : Night Phone: 1st Alternate Representative Name: Title: Address: Day Phone: 2nd Alternate Representative Name: Night Phone: Title: Address: Day Phone: Night Phone: 23 April 27, 1994 , REQUIRED INFORMATION Each request for assistance shall be accompanied by the following information, to the extent known: ~. General description of the damage sustained: 2. Identification of the emergency service function for which assistance is needed (e.g. fire, law enforcement, emergency medical, transportation, communications, public works and engineering, building, inspection, planning and information assistance, mass care, resource support, health and other medical services, search and rescue, etc.) and the particular type of assistance needed: 24 April 27, 1994 , REQUIRED INFORMATION (continued) 3. Identification of the public infrastructure 'system for which assistance is needed (e.g. sanitary sewer, potable water, streets, or storm water systems) and the type of work assistance needed: 4. The amount and type of personnel, equipment, materials, and supplies needed and a reasonable estimate of the length of time they will be needed: 5. The need for sites, structures or buildings outside the Requesting Party's political subdivision to serve as relie~ centers or staging areas for incoming emergency goods and services: 25 April 27, 1994 REQUIRED INFORMATION (continued) 6. A specific time and place for a representative of the , Requesting Party to meet the personnel and equipment of any Assisting Party. 26 , .. April 27, 1994 , ACKNOWLEDGMENT To be completed by each Assisting Party. NAME OF ASSISTING PARTY: AUTHORIZED REPRESENTATIVE: CONTACT NUMBER/PROCEDURES: 1. Assistance To Be Provided: Resource Type Amount Assignment Est. Time Arrival 2. Availability of Additional Resources: 3. Time Limitations, if any: 27 STATE OF FLORIDA D E PAR T MEN T 0 'F C OM M U NIT Y A F F A IRS 2740 CENTERVIEW DRIVE · TALLAHASSEE, FLORIDA 32399-2100 LAWTON CHILES LINDA LOOMIS SHELLEY Secretary Governor MBMORANDUM TO: COUNTY EMERGENCY MANAGEMENT DIRECTORS AND SIGNATORIES TO THE STATEWIDE MUTUAL AID AGREEMENT FROM: Joseph F. Myers, Director ~~ Division of Emergency Manag;~t SUBJECT: Mutual Aid Compact: Modification DATE: October 19, 1994 In Septe~er I provided you all with information 'regarding the execution of the statewide Mutual Aid Agreement, and advised you that the Division of Emergency Management (DEM) anticipated a modification to the Agreement, based upon comments by seve~al local government risk managers. Attached you will find the Modification prepared based upon those and other comments re- ceived. The attached Modification (dated October ~1, 1994) is now ready for execution. Please destroy or otherwise dispose of any previous drafts you may have received. Therefore, please initiate the processes necessary to have your local governments execute. this MOdification, and return executed copies with attachments to the Division. County Emergency Management Agency Directors should provide copies of the Modifi- cation to all, those municipalities they previously provided with the statewide Mutual Aid Agreement. In addition, OEM will be sending copies to all those th~t have already executed the Agreement. For those entities 'that have not yet executed the statewide Mutual Aid Agreement, the Modification should be executed concurrently with the Agreement. DEM ~ill forward 'copies with the Division's endorsement back to all signatories upon final execution. with your continued assistance we anticipate having all modifications executed as soon as possible. If you have any questions, please call Robert C. Byerts at (904) 488-0410.' JFM/rb attach. (1) EMER(;fNCY MANACEMENT . HOUSINC AND COMMUNITY DEVELOPMENT · RESOURCE PLANNING AND MANAGEMENT , . October 21, 1994 MODIFICATION #1 TO STATEWIDE MUTUAL AID AGREEMENT' . WHEREAS, the undersigned County/Municipality (strike one), along with the Department of Community Affairs, Division of . . Emergency Management (DEM) and various other counties and munici- palities in the State of Florida, has entered into the Statewide Mutual Aid Agreement for Catastrophic Response and Recovery (the Agreement); and WHEREAS, the parties to the Agreement are desirous of ~mending the Agreement, to revise provisions regarding the handling of workers' compensation claims and to clarify and correct certain other terms and conditions; NOW, THEREFORE, the undersigned signatories agree: 1. The title of the Agreement is revised to read: "State- wide Mutual Aid Agreement. II 2. The introductory paragraph is revised'to read: "THIS AGREEMENT IS ENTERED INTO BETWEEN THE STATE OF FLORIDA, DIVISION OF EMERGENCY MANAGEMENT, ~ BY AND AMONG EACH COUNTY AND MUNICI- pALITY. THAT EXECUTES AND ADOPTS THE TERMS AND CONDITIONS CON- TAINED HEREIN, BASED UPON THE FOLLOWING FACTS: II., 3. The first sentence of SECTION 1. DEFINITIONS, paragraph A. II AGREEMENT II is revised to read: lithe Statewide Mutual Aid Agreement. II The remainder of that paragraph is uncHanged. . .4. SECTION 1. DEFINITIONS, paragraph D. "AUTHORIZED REPRESENTATIVE II is revised to read: "An employee of a participat- 1 October 21, 1994 ing government authorized in writing by that government to request, offer, or provide assistance under the terms of this Agreement. The list of authorized representatives for the participating government executing this Agreement shall be attached hereto as 'Exhibit A,' and shall be updated as needed by each participating government." 5. SECTION 1. DEFINITIONS, paragraph H. "PARTICIPATING GOVERNMENT" is revised to read: "The State of Florida, any county which executes this Agreement and supplies a complete, executed copy to the Division, and any municipality which executes this Agreement and supplies a complete, executed copy to the Divi- sion. " 6. A new paragraph K. is added to SECTION 1. DEFINITIONS, to read as follows: "K. 'MAJOR DISASTER' - a disaster that will likely exceed local capabilities and require a broad range of state and federal assistance." 7. The initial, unnumbered, paragraph of SECTION 2. PROCEDURES, is revised to read: When a Participating Government either becomes affected by, or is under imminent threat of, a major disaster, it may invoke emergency related mutual aid assistance either by: (i) declaring a state of local emergency and transmitting a copy of that declaration to the Assisting Party, or to the DiviSion, or (ii) by o rally communicating a request for mutual aid assis- tance to the Assisting Party or to the Division, fol- 2 October 21, 1994 lowed as soon as practicable by written confirmation of said request. Mutual aid shall not be requested by any Participating Government unless resources available within the stricken area are deemed inadequ~te by that Participating Government. Municipalities shall coordi~ nate requests for state or federal assistance with their County Emergency Management Agencies. All re- quests for mutual aid shall be transmitted by the Authorized Representative or the Director of the Local Emergency Management Agency. Requests for assistance may be communicated either to the Division or directly to an Assisting Party. Requests for assistance under this Agreement shall be limited to major disasters, except where the Participating Government has no other mutual aid agreement for the provision of assistance related to emergencies or disasters, in which case a Participating Government may request assistance related to any disaster or emergency, pursuant to the provi- sions of this Agreement. 8 . SECTION 2. PROCEDURES, paragraph C. REQUIRED INFORMA- TION, subparagraph, 6 is revised to read: 6. An estimated time and a specific place for a representative of the Requesting Party to meet the personnel and equipment of any Assisting Party. 3 October 21, 1994 This information may be provided on the form attached as Exhibit "B," or by any other available means. The Division may revise the format of Exhibit "B" subsequent to the execution of this agreement, in which case it shall distribute copies to all Partici- pating Governments. 9. SECTION 2. PROCEDURES, paragraph I. WRITTEN ACKNOWL- EDGEMENT, is revised to read: z. WRITTEN ACKNOWLEDGEMENT- The Assisting Party shall complete a written acknowledgment regarding the assistance to be rendered, setting forth the informa- tion transmitted in the r~quest, and shall transmit.it by the quickest practical means to the Requesting Party or the Division, as applicable, for approval. The form to serve as this written acknowledgment is attached as Exhibit C. The Request~ng Party/Division shall respond to the written acknowledgment by executing and re~urn- ing a copy to the A~sisting Party by the quickest practical means, maintaining a copy for its files. 10. SECTION 3. REIMBURSABLE EXPENSES, paragraph A. PERSON- NEL, is revised to read: A. PERSONNEL - During the period of assistance, the Assisting Party shall continue to pay its employees accord~ng to its then prevailing ordinances, rules, and regulations. The 4 October 21, 1994 Requesting Party shall reimburse the Assisting Party for all direct and indirect payroll costs and expenses (including travel expenses) incurred during the period of assistanc~, including, but not limited to, e~plpyee pensions and benefits as provided by Generally Accepted Accounting Principles (GAAP). However, the Requesting Party shall not be responsible for reimbursing any amounts paid or due as benefits to employees of the Assisting Party under the terms of the Florida Workers' Compensation Act due to personal injury or death occurring while such employees are engaged in rendering aid under this Agreement. Both the Requesting Party and the Assisting Party shall be responsible for payment of such benefits only.to their own employees. 11. SECTION 7. IERH, is revised to read: This Agreement shall be i~ ef~ect for one (1) year from the date hereof and shall be renewed in successive one (1) year terms unless terminated upon sixty (60) days advance written notice 'by the Participating Government. Notice of such termination shall be made in writing and shall be served personally or by registered mail upon the Director, Division of Emergency Management, Florida Department of Community Affairs, Tallahassee, Florida, which shall provide copies to all other Participating Governments. Notice of termination shall not relieve the withdrawing Participating Government from obliga- tions incurred hereunder prior to the effective date of 5 October 21, 1994 the withdrawal and shall not be effective until sixty (60) days after notice thereof has been sent by the Director, Division of Emergency Management, Department of Community Affairs to all other Participating Govern- ments. 6 October 21, 1994 superseded by this agreement only for emergency management assistance and activities performed in major disasters, pursuant to this agreement'. In the event that two or more parties to this agreement have not entered into another mutual aid agreement, and the parties wish to engage in mutual aid, then the terms and conditions of this agreement shall apply unless otherwise agreed between those parties. 13. The document attached to the Agreement and formerly labeled "APPENDIX A, II is revised to be titled "EXHIBIT An as indicated in the attached EXHIBIT A. The document attached to the Agreement entitled "REQUIRED' INFORMATION" is revised to be titled "EXHIBIT B" as indicated in the attached "EXHIBIT B." The document attached to the Agreement and entitled "ACKNOWLEDGMENT" is 'revised to be titled "EXHIBIT C" as indicated in the attached "EXHIBIT C." .' 14. This Modification shall become effective only as between those counties and municipalities, and the State of Florida, when they have actually executed a copy of the MODIFICA- TION #1 TO STATEWIDE MUTUAL AID AGREEMENT conta~ning identical terms, and when that copy has been executed' by the State of Florida, Division of Emergency Management. 7 October 21, 1994 IN WITNESS WHEREOF, the parties set forth below have duly executed this Agreement on the date set forth below: ATT~ST: CLERK OF THE CIRCUIT COURT BOARD OF OF FLORIDA (County) By: ,BY: Deputy Clerk Chairman APPROVED AS TO FORM: Office of the County Attorney By: ATTEST: CITY CLERK CITY OF FLORIDA PARKLAND BY~~~ SUSAN ARMSTRONG . Title CITY CLERK By: ~LG~ Title MAVOR APPROVED AS TO FORM: Office of City Attorney By: ~ ---A"ffiirew Maurodis, Esq. STATE OF FLORIDA DEPARTMENT OF COMMUNITY AFFAIRS DIVISION OF EMERGENCY MANAGEMENT By: Title 8 October 21, 1994 STATEWIDE MUTUAL AID AGREEMENT EXHIBIT A Date: Name of Government: Mailing Address: City, State, Zip:' Authorized Representatives to Contact'fo~ Emergency Assistance: Primary Representative Name: Title: Address: Day Phone: Night Phone: FAX No. : 1st Alternate Representative Name: Title: Address: Day Phone: Ni~ht Phone: 2nd Alternate Representative Name: Title: Address: Day phone: Night Phone: 9 October 21, 1994 EXHIBIT B STATEWIDE, MUTUAL AID AGREEMENT REQUIRED INFORMATION Each request for assistance shall be accompanied by the following information, to the extent known: 1. General description of the damage ,sustained: 2. Identification of the emergency service function for which assistance is needed (e.g. fire, law enforcement, emergency medical, transportation, ,communications, public works and engi- neering, building, inspection, planning and information assis- tance, mass care, resource support, health and other medical services, search and rescue, etc.) and the particular type of assistance needed: 10 October 21, 1994 REQUIRED INFORMATION (continued) 3. Identification of the public infrastructure sy~tem for which assistance is needed (~.g. sanitary sewer, potable water, streets, or storm water systems) and the type of work assistance needed: 4. The amount and type of personnel, equipment, materials, and supplies need~d and a reasonable estimate of the length of time they will be needed: 11 5. The need for sites, structures or buildings outside the Requesting party's political subdivision to serve as relief centers or staging areas for incoming emergency goods and ser- vices: 6. An estimated time and specific place for a. representative of the Requesting Party to meet the personnel and equipment of any Assisting Party. 12 October 21, 1994 EXHIBIT C STATEWIDE MUTUAL AID AGREEMENT ACKNOWLEDGMENT To be completed by each Assisting Party. NAME OF ASSISTING PARTY: AUTHORIZED REPRESENTATIVE: CONTACT NUMBER/PROCEDURES: 1. Assistance To Be provided: Resource Type Amount Assignment Est. Time Arrival 2. Availability of Additional Resources: 3. Time Limitations, if any: 13 - ,.", " Ie t-) ,., ~-" l J!-. , V L_ . , .'.- " ,- , "'[t .~, IT .., '__'-<',1("\' !,,~ ~,l '\\j 'I" Li't I ~,_~J:::'J1l\J I t~ 1')\1 tf 1 RESOLUTION NO. 97-33 91 nO'1 \ 1 All 9: 21 A RESOLUTION OF THE CITY COMMISSION OF THE CITY Of PARKLAND, FLORIDA AUTHORIZING. CITY OFFICIALS TO EXECUTE THE STATEWIDE MUTUAL AID AGREEMENT FOR CATASTROPHIC RESPONSE AND RECOVERY BETWEEN THE CITY OF PARKLAND AND THE STATE OF FLORIDA. WHEREAS, the City Commission of the City of Parkland finds and determines it is in the best interests of the citizens of the City to enter into the attached Mutual Aid Agreement with the State of Florida for catastrophic response and recovery between the City of Parkland and the State of Florida; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF PARKLAND, FLORIDA: Section 1. The appropriate City officials are hereby authorized to execute the ~ached Agreement between the City of Parkland and the State of Florida. Section 2. That this Resolution shall be in full force and effed immediately upon its passage and adoption. PASSED AND ADOPTED THIS 8th DAY OF October , 1997. -.. r CERTIFY this to be a true and correct COp) of the recoA;s In my office. WITNESSETH my hand and offic.ial see; of 1M aIM of Parkland, Ronda, this 1:3 · _ot'Y?OiJ.e~ .19 97 ATTEST.:~~~"'qPi ~ Q/ " ~ ",_"__ _ h~,_ -' SUSAN ARMSTRONG, C~ .C. CITY CLERK CITY OF PARKLAND, FLORIDA -u~~ - L PAGLIA MAYOR ;O:'{\"\tASf RiSK MANAGEMENT ASSOClA SO SERMA rlO^, November i, 1997 ";;:: Judith Kilgore, Finance Director City of Parkland 6500 Parkside Drive Parkland, FL 33067-1699 Re: State of Florida Mutual Aid Agreement Dear Ms. Kilgore: In response to your recent request, find the following outline of the SERMA consortiwn program and excess insurance provisions. Both the consortiwn program and the excess insurer are in agreement with providing coverage for the City of Parkland and it's liability exposures when and while they are participating in a mutual aid assignment under their agreement with the State of Florida. Coverage is provided to the extent that it would have existed for events within their own jurisdiction. , The SERMA program provides general and automobile liability up to the limitations contained within F.S.768.28 ($100,000 per claimantl$200,OOO per claim) and workers' compensation benefits up to the self- insured retention of the excess workers' compensation policy ($250,000). These funds are a product of the SERMA member conCributions to the consortium. SERMA has also purchased an excess policy via the Ranger Insurance Company to cover general & automobile liability and workers' compensation. The Ranger policy does include an endorsement limiting Florida tort actions to the statutory limits, as stated above, unless a claims bill is awarded in excess of those limits. Please feel free to contact me if additional infonnation or cJari.fication is necessary. S~~ ~.;h , Carole Watkins En 488 lew Coconut Creek-lake Clarke Shores. Lake Park. Lake Worth. Lantana. North Palm Beach. Oakland Park. Parkland. Wilton Manors McCreary Corporation, Administrator, 700 Central Parkway, Stuart, FL 34994 (iln7\?s:l7_7~t:n. {onn\"'~-i ~~~~ . RESOLUTIOH HO. 94 - 54 A RESOLUTION OF THE CITY COHNISSIOR OF THE CITY OF PARKLARD, FLORIDA APPROVING AND AtmlORIZING THE EXECUTION OF AlfIJr.l'BRLOCAL AGRBBHD!' ESTABLISHING THE SOUTH BAST RISK HANAGBHD'l' ASSOCIATION; APPROVING .AIfD AUTHORIZING THE EUCUTIOR OF AN AMDDED AMJ) RBSTADD IIf'lERLOCAL AGRDHER'1' FOR THE BROWARD RISK KUAGEKD'l' ASSOCIATIOR; PROVIDING FOR TERMS AIm CODITIORS OF SAID APPROVAL; AIm PROVIDING FOR AIf EFFECTIVE DATE WHEREAS, the Cities of Coconut Creek, Horth Lauderdale, Oakland Park and Wilton Manors (the "Cities" ) entered into an Intergovernmental Cooperative Agreement ("First Agreement") for the creation of the Broward Risk Management Association ("BRMA") which association commenced on December 31, 1990; and WHEREAS, it is the desire of certain or all of the Cities to enter into a new Interlocal Agreement ("Interlocal Agreement") with the Town of Lake Clarke Shores, the Town of Lake Park, the City of Lake Worth, the Town of Lantana and the Village of North Palm Beach, and to establish the South East Risk Management Association ("SERKA"). WHEREAS, it is also the desire of the Cities to enter into an Amended and Restated Interlocal Agreement for the Broward Risk Management Association ("Amended BRHA Interlocal Agreement") to supersede the First Agreement and to govern the operation of BRKA which shall continue as an entity to complete the administrative affairs of BRMA relating to fiscal years ending with Fiscal Year October 1, 1993 - September 30, 1994; RESOLUTION NO. 94-54 PAGE 2 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF' PARKLAND, FLORIDA, that: Section 1. The City of Parkland ( "City" ) hereby approves the Interlocal Agreement establishing SERKA. effective March 1, 1995, and retroactive to October 1, 1994, and authorized the execution thereof by the appropriate City Officials. Section 2. The City hereby approves the Amended BRMA Interlocal Agreement, effective March 1, 1995 and retroactive to October 1, 1994, and authorizes the execution thereof by the appropriate City Officials. Section 3. This Resolution shall take effect immediately upon its passage and adoption. PASSED AND ADOPTED THIS 18th DAY OF JANUARY , 1995. (Ilt(~~ SAL :AGLIARA,. TOR s CITY CLERK - I CERTIFY this to be a true and correct copy of the recor~s in my office, WITNESSETH my hand and official ses: of III CIty of Parkland. Florida, '(his /3 c.II _.~{/~~ ,19 97, ~~~~ MEMORANDUM December 21, 1994 TO: Harry J. Mertz, City Manager FROM: Judith C. Kilgore, Finance Director ~ SUBJECT: Resolution to Adopt Amended Interlocal Agreement for Broward Risk Management Association (BRMA) and adopt new Interlocal Agreement for South East Risk Management Association (SERMA) Resolution appointing current BRMA Representatives as representatives to SERMA. As you are aware, the Board of Directo,s of BRMA has been working with the Board of Directors of Florida Risk Management Association (FIRMA) to combine both pols to form SERKA, which will consist of 10 members. The purpose of the combination is to enhance the purchasing power for property insurance, excess insurance and administrative services; contain costs through loss control and safety and training programs and to maintain a higher degree of control in decision-making, particularly those directly relating to the City of Parkland matters. Miss Susan Delegal of Holland & Knight corporate counsel to the BRKA Board of Directors, has produced the attached Interlocal Agreements with input and assistance from the City Attorneys of all participating members and the Boards of Directors of both : pools. I believe continuing participation in the SERKA risk management pool is beneficial to the City of Parkland in terms of cost effectiveness and the employee training programs available to reduce losses resulting from on the jOb injuries and damages to City and private property. 94-8-M AMERDBD AND RESTATED INTBRLOCAL AGRBBMBNT FOR TBB BROWARD RISK MAHAGBMBn ASSOCIATION This is an Agreement ("Agreement") entered into by and among the CITY OF COCONUT CREEK, the CiTY OF NORTH LAUDERDALE, the CITY OF OAKLAND PARK, the CITY OF PARKLAND, and the CITY OF WILTON MANORS, all of said cities being municipal corporations organized and existing under the laws of the State of Florida. WITNESSETH, in consideration of the mutual terms, conditions, promises, covenants and payments hereinafter set forth, the parties 'hereto agree as follows: ARTICLB I - PREAMBLB The parties hereto entered into an Agreement entitled Articles of Association and Bylaws for the Broward Risk Management Association (BRMA') effective December 31, 1990, for the purpose of fo~ng a risk management and self-insurance association pursuant to the provisions of Florida Statutes (the. .Pirst Agreement.). Pursuant to the terms of the First Agreement, BRMA has continued in existence until the present by resolution of its Board of Directors for two additional two-year terms since its inception, the most recent resolution having been adopted by the Board of Directors on September 26, 1994, extending the term of BRHA through and including September 30, 1996. \ This Agreement s,hall govern the operations of BRHA which shall continue as an entity until such time as the administrative affairs of J3RMA have been completed and for the' sole purpose of administering claims and conducting business relating to fiscal years ending with Fiscal Year October 1, 1993 - September 30, 1994. ARTICLE II - DEFINITIONS As used in thi~ Agreement, the following terms shall have the meaning hereinafter set forth: "Actuarially Determined IBNR" - The amount of IBNR in each and all fiscal years of BRMA as determined by the actuary engaged by BRMAto provide the annual actuarial report. "Actuarially Determined Surplus" - The amount of surplus in each and all fiscal years of BRMA as determined by the actuary engaged by BRMA to provide the annual actuarial report. "Annual Payment" - The amount each Member must annually pay to fund the anticipated costs of the full operation of BRHA, as determined pursuant to the terms 'of this Agreement. It is __an~icipated that for' future years4~~isamount will include administrative and operational costs and other'~eces~ary amounts to cover expenses during the period of time required to-complete the administrative affairs of BRMA. "Excess, Insurance" Insurance purchased by BRMA from insurance companies with a "BEST" rating of B + V or better and/or Lloyds of London' to cover losses over a pre-set aggregate or specific amount up to a pre-set maximum amount of coverage. "IBNR" - Losses incurred but not reported. "Joint Self-Insurance" or "Self-Funded" - A self-insurance or self-funded program in which Members have agreed to _ an Annual Payment, and where required, Supplementary Payments to support the Risk Management Pool. "Members" - The public agencies of the State of Florida which have entered into BRMA as established by this Agreement. ' "Risk Management"'- A program attempting to reduce or limit casualty and .property losses to 'Members and 'injuries to",employees caused by or arising out of the operations of Members. Where claims arise.BRMA will provide processing of claims, investigation, defense and settlement within the financial limits of BMA as established in accordance with this Agreement and will tabulate such claims, costs and losses. "Risk Management Pool" - Public ~oneys established by BRMA to jointly self-insure and self-fund Property Coverages, ,General Liabili ty , Automobile Liability, . Professional Liability, Public Officials Liability and Workers' cbmpensation, and other coverage lines approved by the Board of Directors. . "Self-Insurance" - The decisi,.on by a public agency 'not to purcha_se insurance coverage for risks below certain limits;. to seek and maintain immunities provided by law for a non-insured public agency; to rely upon its financial capabilities to pay covered losses which occur in case third party claims are held valid and not barred or capped by available immunities and to purchase some insurance to protect against catastrophic or aggregate losses. "Stop Loss Excess rnsurance" - Insurance purchased by BRMA from insurance companies with a "BEST" rating of B + V or better and/ or Lloyds of London to write c.overage up to a contracted 8mount for individual losses exceeding a specified amount to be borne by the Risk Management Pool. . "Supplementary Payments" - Members shall also be obligated, as required, to make supplementary payments, based upon the for.mula established for supplementary assessments in this Agreement and the Bylaws. ARTICLE III - PURPOSE B~~ is a cooperative agency vo~untarily' established by the Members pursuant to Sections 163.01, 768.28 and 440.57, Florida 2 Statutes, for the purpose of seeking the prevention or reduction of casualty and property losses to Members and injuries to persons or employees which might result 'in claims being made against Members. The purpose of BRMA is to carry out and effect the agreed upon functions and purposes of this Agreement as stated herein. It is the intent of the Members of BRMA to administer a Risk Management Pool and utilize such funds to defend and protect, in accordance with this Agreement, any Member. of B~ against liability for a covered loss. All funds contained within the Risk Management Pool are funds directly derived from its Members which are public agencies of the State of Florida. It is the intent of the Members in entering into this Agreement that, to the fullest extent possible, the scope of Risk Management undertaken by them through a Joint Self-Insurance or 'Self-Funded program using governmental funds, including the purchase of any insurance hereunder, pursuant to Section 768.28 Florida Statutes, shall not waive, on behalf of any Member or such Member's employees, any defenses or inununities therein provided, or provided by the laws of the State of Florida. BRMA and its Members intend to effect no waiver of Sovereign Immunities through their use of public funds retained within the Risk Manag~ent Pool. Such funds utilized to protect against risks in accordance with Section 768.28, Florida Statutes, are not intended to constitute the existence, issuance or purchase of a policy for insurance. 'This Agreement is not intended to create an -insurer- within the meaning of any legislation giving rise to liability or applicability to "insurer", for damages, costs, fees or expenses, etc., under sections 62-4.155, 626.9541, 627.426, 627.428 Florida Statutes, or other statutes applicable to insurers in the State of Florida. ARTICLE IV - POWERS AND DUTIES The powers of BRMA to perform and accomplish the functions and purposes set forth herein, within the budgetary l~ts and procedures set forth in this Agreement, shall be as follows: a. To establish Bylaws and operational procedures governing the operations ofBRMAwhich are consistent with this Agre~ment; b. To employ agents, employees and independent contractors and approve the rate of compensation, benefits and/or contracts that apply to BRMA employees, officers and service providers,. and to ensure all benefits of Section 163.01(9)(a), Florida Statutes, and all other applicable Florida Statutes; c., To lease real property and to purchase or lease equipment, maChinery or personal property necessary for th~ carrying out of the purposes of BRMA: 3 d. e. f. g. To carry out educational and other programs relating to risk reductions; To assure collection of funds for the continued. administration of the Risk Management POOli h. TO purchase Excess Insurance and Stop Loss Excess Insurance to supplement the Risk Management Pool without such purchase constituting a waiver of Sovereign Inununity under Fl~rida Law; To provide Risk Management services including the defense of and settlement of claims and to exercise the authority gra~ted by Section 768.28, Florida Statutes. To act solely within the budgetary limits established by the Hembers to carry out such other activities as are necessarily implied or required to carry out the purposes of BRHA. i. To s~e or be, sued as a separate'legal entity. To exercise such other powers and duties consistent with the purposes of this Agreement in accordance with Florida Law. j. ARTICLE V - COMMENCEMENT, PARTICIPATION, AND TERM ,The initial term of BRMA b~gan,the 31st day of December, 1990 and . c~ncluded on the 30th day of\ September" 1992. After ,the init!al two (2) year term, the Members have extended the term of BRMA as set forth in Article Ii entitled Preamble, hereof. It shall be the obligation of the Members existing on the date hereof 7'. to continue their membership and fulfill their responsibilities and obligations to carry out the" intent and provisions of this Agreement. ARTICLE VI - BOARD OF DIRECTORS OF BRMA a. ~Dointment. There is hereby established a Board of Directors (somet~es hereinafter referred to as the "Board") of BRMA. Each Member shall appoint by motion or resolution one ( 1) person to .represent that body (the "Representative") on the Board of Dire~tors for a term specified. in the resolution along with another person to serve as an alternate representative (the "Alternate") when the Representative is unable to carry out that Representative's duties. The Representative and Alternate shall be appointed by the governing body of the Member and a copy of written appointment shall be provided to BRMA. The persons appointed shall remain in office until BRMA receives evidence in writing of the. appointment of other persons by the governing body. The Representative and Alternate .selected must be either an employee or elected official of the entity. Whenever in this 4 Agreement there is reference to, or act required of, a Representative, such reference or act shall apply to the Alternate when acting in the stead of the :Representative. No Representative or Alternate serving on the Board of Directors, nor serving as an officer, shall receive any s~lary from BRMA. b. Addi tional Duties. In carrying out the powers set forth in Article IV hereof, the Board of Directors shall have the responsibility for: 1. Employing BRMA officers, agents, non-clerical employees and independent contractors; 2. Setting of compensation for all persons, firms and corporations employed by BRMA; 3. Recommending to the governing bodies of the Members any amendments to the Agreement. . Any such proposed amendments must receive the approval for recommendation of. two-thirds (2/3) of the tota~ number of Representatives on the Board ofDir~ctors. No amendments may be considered by the governing bodies of the Members that have not received such approval by the Board of Directors; 4. " The expulsion of a Member Shall require the two-thirds (2/3) vote of all Representatives serving on the Board of Directors; 5. Approval and amendment of the annual budget of BRMA; - 6. .! Approval of the operational procedures of BRMA; Approval of educational and other programs relating to risk reduction; 7. 8. Approval of reasonable and necessary loss reduction and 'prevention procedures which shall be followed by all Members; 9. Approval of annual Supplementary Payments to the Risk Management Pool for each Member; and 10. , , Approval of a reduction or elimination in the scope of loss protection set forth in Article XI to, be furnished by the 'Risk Management Pool derived from payments from the Members. c. Vacancies. The Representative selected by a Member shall se.;ve until a successor has been_ ~lected. The Representative chosen may be removed at any time by the vote o~ the governing body of a. Member. In the event that a vacancy occurs in the 5 position of ,Representative or Alternate selected by the governing body, that body shall appoint a successor in writing within sixty (60) days of such vacancy occurring. The failure of a Member to select a Representative or the failure of that person to participate shall not affect the r~sponsibilities or duties of a Member under this Agreement. d. Appointment of Chair and Vice-Chair. The Board of Directors shall bi-annually select a Chair and Vice Chair during the final quarter of each two (2) year term to serve during the subsequent. two (2) year term. No person may serve as Chair of the Board of Directors for more than two (2 ) consecutive full two (2) year terms. The Chair and Vice Chair shall hold office., until their successors have been designated or elected and have been qualified or until their earlier resignation, removal from office or death. ,The Chair shall vote on all matters that come, before the Board. The Chair .shall have ,such other powers as may be given from time to, time by ac1;:ioD'of the Board.. The Vice Chair shall carry out all dutie~ of the Chair of the Board during the absence or inability of the Chair to. perform such duties and shall'carry,outsuch other functions as may be assig'ned from time to ~ime by the Chair of ' the Board of Directors. The Board of Directors may from time to time appoint other officers to the Board. " AR~ICLB VII - MEE:I:~~HOTICES RECORDS, AND VOTIH __REMEHT_ . , , a. The Board of D"irectors shall meet at least quarterly for consideration of ,general business 'matters and at least qu~erly for consideration of claims matters;.. The ,Bylaws shall make provision for the call of regular, special and emergency meetings. The Chair, or in the absence of the Chair, the Vice-Chair, shall give ten (10) days prior written notice of regular or special meetings. . b.. The Board shall provide notice of meetings as required by Section 286.011, ,Florida Statutes, and as provided in the Bylaws, subject to any exceptions provided by Florida law and the Bylaws. c. The Board shall maintain, its records as required by Florida Law and as provided in the Bylaws. d. At all meetings of the Board, a' majority of the Representatives serving on the Board of Directors of BRMA shall constitute a quorum for the transaction of business. Except as set forth to the contrary in the Agreement, the act of the majority of Representatives present at a meeting at which a quorum is present is '. the act of the Board. Each Member comprising a Member of BRMA-shall be entitled to one (1) vote on the Board of Directors. Such vote-may be cast 6, only by the Representative or in the Representative's absence by the Alternate. No proxy votes or absentee votes shall be permitted. The Board may establish within its Bylaws a rule that a vote greater than a majority of a quorum is required for passage ofa given matter provided, however, that such rule can only be established by a vote equal to or greater than the extraordinary voting requirements imposed by the proposed rule. ' . ARTII'!T.R VIII - OFFICERS AND BMPL9YEES a. Emt>>loyees: The Board may, as it from time to time determines and within the confines of BRMA's annual budget, employ an executive director, treasurer, secretary, staff, technical experts, legal counsel, and such other agents and employees, permanent or temporary, as it requires, and determine their qualifications, duties and compensation. The Board may approve and authorize contracts with other persons, firms and, individuals to provide services for and on behalf of BRMA as provided herein. b. Officers: In addition to the Chair and Vice-Chair,. the Bo~rd may establish and provide for, in its Bylaws, such officers as it deems 'appropriate. ' The Bylaws shall establish qualifications and prescribe ~he duties of each officer. ARTICLE IX - COMMITTEES The Board of Direcuors of.BRMA may create, from time to time, such standing or ad' hoc committee or committees, including an Executive Committee, as shall be necessary or desirable to carry out the functions and purposes of BRMA and in the Bylaws shall provide for their creation, membership, dissolution and removal of members. ARTICLE X - FINANCES AND RISK MANAGEMENT POOL a. Fiscal Year: The fiscal year of BRMA shall conunence on October 1, and end on Septemb~r 30, of each year. b. Bud<]et and Annual Payments: The Members acknowledge that the Board has approved .and adopted a final budget and has established an Annual Payment to be made by each Member for each of the fiscal years covered by this Agreement ending with the Fiscal Year beginning October 1, 1994 through September 30, 1995. The Board may make such amendments to the budget as are necessary. The- Members agree that the above Annual Payment made for Fiscal Year 1994-95 shall be pro-rated, based upon a 365-day 7 year, and the number of days that a Member has coverage, should any Member withdraw or determine not to join BRMA's successor association on or before February 28, 1995. Such pro-rated amount shall be returned by BRKA to such Member within'30 days .of written notification by the Member of its withdrawal or decision not to join BRMA's successor association. For ensuing fiscal years, the Board of Directors shall approve a preliminary. budget by June 1 of each year. The Board of Directors shall, by July 1 of the year,' prior to the start of each fiscal year adopt a final budget ,to cover administrative items and such other revenues and expenses as are necessary. Copies of all preliminary and final budgets shall be promptly mailed to each Representative. Failure of the Board of, Directors to approve a preliminary or final ,budget within the times ,set forth within this Section shall not relieve', the Members of theobliga~ion to make required payments to BRMA so long as sucb budgets are finally adopted, and ' the Members are given at least thirty (30) days, after notification of the adoption of the final budget in which to make any payments due to BRMA. Members will be allowed thirty (30) days after notification to make Annual or Supplementary Payments. c. Supplementary Assessments for Prior Fiscal Years Endina with Fiscal Year OctQber 1. 1993 - $eptembe~ 30. 1994: It shall be the obligation of the Board of Directors to establish within its Bylews a formula, for levying of Supplementary Assessments for pJ;'ior fiscal years. Such, fOnllUla, and any amendment thereto, shall require the approval of two-thirds (2/3) of the , entire Membership -of the Board of ,Directors. d. Return of Surplus for the Fiscal Years Endin9 September 30. llll: It shall ,be the obligation of t~e Board of,Directors, within thirty (30) days of the receipt of ~he audit report .prepared byBRMA' s Auditors, which report shall be provided to BRMA within one hundred twenty (120) days of the close of any fiscal. year ,to return surplus to the Members as provided below: 1. Sixty-five percent (65%) ~f the Actuarially Determined Surplus shall be returned following the close of the 9/30/94 Fiscal Year (and each succeeding year thereafter) . 2. No surplus may be returned if the Actuarially Determined Surplus is less than $250,000, unless the Actuarially Determined IBNR is below $25,000. When the Actuarially Determined IBNR becomes $0, the balance of the surplus shall be returned. 8 3 . Surplus will be returned to any current or former Member that participated in the fiscal year for which surplus is returned. 4 . The return of surplus to any Member shall be in the same percentage as the percentage of the total Annual Payments charged to the Members for the applicable fiscal year. S . The amount of the surplus available for return to an current or former Member is determined by subtracting projected continuing operating. expenses from the Actuarially Determined Surplus for the fiscal years under consideration. 6. Any surplus available for return must first be used to offset any assessments for fiscal years in which the same members are liable for supplementary assessments. 7 . The Members and the Board of Direc~ors hereby release each Member from the obligation of the 1990-91 and , 1991-92 deferred contribution currently carried as an uncollected commitment from each Member. e. Calls for Su~plementary payments: Calls for Supplementary payments may be made by the Board of Directors only if there exists a, deficit created by', operational or administrative costs or both. Members shall be responsible for Supplementary Payments during. the remaining term of BRMA and any later period when claims or expenses must . l>e paid which are attributable to a prior fiscal year during which the expense or claim occurred. '. ' f. The Board of Directors shall provide for additional 'payments, in its discretion, ,for delinquency in Annual or'Supplementary payments due hereunder. g. Annual Audit: The Board of Directors shall provide to the Members an annual audit report, actuarial report and any other related auditor reports of the financial a~fairs'of BRMA to be made by a certified public accountant at' 'the end, of each fiscal year. ARTICLE XI - EXCESS INSURANCE BRMA will purchase Excess Insurance, from underwriters of 'insurance with a "BEST" rating of B+V or better and/or Lloyds of ,London in such amounts as shall be . approved by the Board of Directors, but such purchase does not, and is not intended to waive Sovereign Immunity under Florida Law. In a4dition to the stated Excess Insurance coverage, BRMA may obtain when possible, Aggregate Stop Loss Excess Insurance, such 9 that in the event that BRMA. should in any single year expend a maximum aggregate sum, set from time to time. by the Board of Directors for the payment of claims, the Stop Loss Excess Insurance protection would pay additional claims above that amount to a certain maximum annual amount. The Board' of Directors and underwriters shall determine the attachment level of the Aggregate stop Loss Excess Insurance protection and its limit based upon the -current assets and risk history of BRMA. In the event that a series of losses should exceed the amount of coverage provided by BRHA, the Excess Insurance and the Stop Loss Excess Insurance coverage for anyone ( 1) year, then the determination of whether to pay such uncovered loss shall be the obligation of the individual Member against wl10m the claim was made and judgment perfected or, settlement under Florida Law. BRMA shal.l make payments from the Risk Management Pool and the Excess Insurance and Stop Loss, Excess ,Insur~ce proceeds in the order in which the judgments against,B~ have been entered or settlements of claims have been reached,' ARTICLE XII - OBLIGATIONS OF ~ERS The obligations of Members of ,BRMA.shall be as follows: ~. a. To budget for, and where necessary, to levy for, and to \ promptly pay all Annual and Supplementary .l?ayments to BRMA. at . such times and i,n such amounts as shall be established by the Board of Directors as set forth in this Agreement. Any addi tional payments due to delinquency shall be as provided in t,he Bylaws. ., b. To 'select, in writing, a Representative to serve on the Board of Directors and to select an Alternate Representative; c. To allow BRMA reasonable access, to all facilities of the Member and all records including but not limited to financial records which relate to the purpose or powers ofBRMA. d. To allow attorneys employed by BRMA to represent the Member in investigation, settlement discussions and all, levels of litigation arising out of any claim made against the Kember within the scope of loss protection furnished by BRMA. e. To furnish full cooperation with BRMA attorneys, claims adjusters, and any agent, employee, officer or independent contractor of BRMA relating to the purpose or powers of BRMA. f. To follow in its operations all loss reduction and prevention, pr~cedures established by BRMA_~~in its' purpose or powers. 10 ,g. To report to the Claims Administrator within the time limit specified in the following items: 1. Within ten (10) days of receipt, any and all statutory notices of claims, as well as summons and complaint or other pleading before a court or agency, involving any claim for which BRMA coverage is sought. 2 . Any oral or written demand for monetary relief for which coverage is sought. 3. At the earliest practicable time any information of an occurrence, claim or incident received by the Member and from which the Member could reasonably conclude that coverage will be sought by said Member for such an occurrence, claim or incident. In the event that the information set forth, above is not submitted to the Claims Administrator within the time periods set forth above, the Board of Directors of BRMA, may decline, in whole or part, to provide a defense to the Member or to extend the funds of BRMA for the payment of losses or damages incurred. In reaching its decision, the Board shall consider whether and to which extent BRMA was prejudiced in its ability to investigate and defend the claim due to the failure of the Member t.o promptly furnish timely Doti,ce of the occurrence, claint' or' incident to the Claims Administrator. ARTICLE XIII - LIABILITY OF BOARD OF DIRB~RS OR OPFICBRS or BRMA Tbe Board of 'Dire'ctors' and Representatives serving on the Board of Directors or' officers of BRMA shall use ordinary care and reasonable diligence in the exercise of their power, and in the performance of their duties hereunder; they shall not be liable for any mistake of judgment or other action made, taken or omitted by them in good faith; nor for any action taken or omitted by any agent, employee or independent contractor selected with reasonable care; nor for loss incurred through investment of BRMA funds or failure to invest. No Director shall be liable for any action taken or omitted by any other Director. ,Directors shall have the immunities provided by. law and in particular, Section 163.01, Florida Statutes. BRMA may purchase insurance providing liability coverage for such Directors or officers. ARTICLE xrv - ADDITIONAL INSURANCE BRHA, through the distribution of the minutes of the Board of D;rectors or through other means, shall inform all Members of the scope and amount of Excess or Stop Loss Excess Insurance in force __at, all ximes. Membership in BRMA shall not preclude any Member from purchasing any insurance coverage above tQose amounts purchased by BRMA. Such purchase shall not be construed to waive 11 .Sovereign Immunity of the Members of BRMA. ,BRMA shall make its facilities available to advise Members of the types'of additional or different coverages available to BRMA. ARTICLE XV PROVISIONS REGARDING DBFBRSB OF CLAIMS AND LAWSUITS AND SBftLBMBNT Section 1. Approval of Defense Counsel: The Board of Directors shall approve a list of counsel to be engaged ~n defense of all claims or lawsuits against BRMA. Each Member has the right to approve the counsel assigned by the Claims Administrator from ' the approved list for each and any matter involving the Member. Section 2.. Settlement' of' Claims. or. Suits: The ' Claims Administrator shall have the authority to settle any claim up to an amount of $5,000.00. The Claims Administrator shall have the' authority to settle any claims for an amount in excess of $5,000.00 up to $25,000.00"only'uponapproval of the Member against which ~he claim is made~ ,The Board of Directors shall have the authority to approve any settlement of,cla1ms in' excess of $25,000.00.' . The monetary limits' set f~rth above" shall apply to the settlement of lawsuits by the Claims Administrator except that such settlement, authority shall, be subject to such public hearing or other requirements of law as determined -by' each, individual Member. . ARTICLE. XVI - CONTRACTUAL OBLIGATION . . This 'document shall constitute a 'binding 'contract under, the Florida Interlocal Cooperation Act of ,1969 among, those' public ageDc~scomprising BRMA~ The obligations and responsibilities .of the Members set forth herein, including the obligation to take no action inconsistent with this Interlocal Agreement as originally 'written or validly, amended, shall remain ,a continuing obligation and responsibility of .the Meml:ier.. 'The terms' of this Interlocal Agreement may be enforced' in a court of law by BRMA. Except to the extent of the limited ~ fi.nanci.al contributions. to BRMA agreed to herein or such additional .obligations as may be . assumed through amendments to this Agreement, 'no.Member agrees or contracts herein to be held responsible for any claims in tort or . contract ,made against any other Member. The Members intend in the creation of'BRMA to establish an organization ' for Risk Management only within the scope herein set .forth and have not herein created, as among themselves, any relationship of surety, 'indemnification or responsibility for the debts of claims against any Member. -. ------- 12 , ARTICLE XVII - EXPULSION OR TERMINATION OF MEMBERS By the vote of two-thirds (2/3) of all Representatives serving on the Board of Directors, any Member may be expelled. Such expulsion may' be carried out for one (1) or more of the following reasons: ' a. Failure to make any timely payments or assessments due to BRMA. b. Failure to undertake or continue loss reduction and prevention procedures adopted by BRMA. ' c. Failure to allow BRMA reasonable access to all facilities of the member and all records which relate to the purpose, powers or functioning of BRMA. d. Failure to furnish full cooperation with BRMA's attorney(ies) claims adjuster(s), and any agent, employee, officer or independent contractor of BRMA relating to the purpose, powers and proper functioning of BRMA. e. Failure to carry out any obligation of a Member which impairs the ability of BRHA to carry out its purpose or powers or functions. i. No Member may be expelled exce~t after notice from BRHA of the alleged failure along with a reasonable opportunity of not less than thirty (30) days to cure the alleged failure. The Member may request a hearing before the Board before any decision is made as to whether the expulsion shall take place. The Board shall set the date for a hearing wnich shall not be less than fifteen (15) days after the expiration of the time to cure has passed. The Board of Directors may establish the date at which the expulsion of the Member shall be effective at any time not less than sixty (60) days after the vote to expel has been made by the Board of Directors. If the motion to expel made by the Board of Directors or a, subsequent motion does not state the time at which the expulsion shall take place, such 'expulsion shall take place sixty (60) days after the date of the vote by the Board of Directors expelling the Member. ARTICLE XVIII - TERMINATION OF BRMA Pursuant to this Aq~eement, BRMA will continue to exist to manage the affairs of BRMA as provided in this Agreement. The Board of Directors shall continue to meet on such a schedule as shall be necessary to carry out the termination of the affairs of BRMA. It is contemplated that the Board of Directors may be ___ require<!. to continue to hold meetings ...iQr some substantial period of time in order to accomplish this task, including t~e settlement of, all covered claims incurred during the term of BRMA. All 13 members of BRMA.shall remain fully obligated for their portion of any covered claims and expenses which were incurred or created during the term of their membership, along with any other unfulfilled obligations, including but not limited to 'calls for Supplementary Payments for years of their membership which may be required and called for in subsequent years. All Members of BRMA, upon the general termination of BRHA, shall continue to hold membership on the Board of Directors but only for the purpose of voting on matters affecting their limited continuing iRterest in BRMA for such years as they were Members of BRMA. Upon termination, the Board of Directors shall request a formal report on the adequacy or redundancy of its Loss and Loss Adjustment Expense Reserves as of the date of dissolution from a qualified and designated member of the Casualty Actuarial Society. In addition, the Board of Directors shall obtain an estimate as of the date of dissolution from its claims servicing company as to the anticipated value of services to be performed'after the date 'of dissolution to continue the administration of t.he claims in reserve as of that date until all claims obligations will have been met. Distribution of surplus funds shall be made in accordance with this Agreement. ARTICLE XIX - EXPULSION PROM BRMA I, a. Expulsion. A Member of BRMA may be expelled according to the provisions and procedures of Article XVII of this Agreement. b. Obliqations of 'Expelled Members. After any expulsion as provided herein, the former Member shall continue to be fully ~sponsible and obligated for its portion of covered claims and expenses against BRHA, which covered claims were incurred during the term of membership, along with any other unfulfilled obligations, and shall be entitled to a return of surplus as provided in this Agreement, as if it were still a member of BRMA. The withdrawing or expelled Member shall no longer be entitled to participate or vote as a member of the Board of Directors of eRMA. ARTICLE XX - AMENDMENT OF AGREEMENT Any amendment or modification to this Agreement shall be contained in a written document executed with the same formality and of equal dignity herewith. Any amendment or modification to be effective shall be approved by no less than a two-third (2/3) vote of approval of the governing bodies of the Members, and only upon the favorable recommendation of no less than two-thirds (2/3) vote of all Representatives of the Board of Directors. ..--- 14 ARTICLB XXI - SBVBRABILZTY In the event that any provision of this Agreement shall be determined to be invalid and unenforce,able by any court of competent jurisdiction, the remaining terms and conditions of this Agreement shall continue in full force and effect. ARTICLB XXII - BNTIRE AGREEMENT It is agreed among the parties that this Agreement shall comprise the entire agreement containing all ter.ms and conditions agreed to among the parties, and no deviation from the terms hereof shall be predicated upon any prior representation or agreements whether oral or written. ARTICLE XXIII - BFFECTIVE DATE This Agreement shall become ef~ective' retroactive to October 1, 1994. It shall supersede and replace the First Agreement which became effective December 31, 1990. ARTICLB XXIV - BXBetr.rION This Agreement shall be executed in six (6) counterparts, each of which shall be deemed an original. ;. ARTICLB XXV - FILtNG OF AGREEMENT Pursuant to the requirements of Section 163.01(11), Florida Statutes, this Agreement shall be filed with the Clerk of the Circu~t Court in and for Broward County, Florida. FTL-124103.2 -.--. IS IN WITNESS WHEREOF, the CITY OF PARKLAND has made and executed this Agreement on the 18thdayof JANUARY , 199 S, duly authorized by Resolution of the City, a certified copy of which is attached hereto, and duly executed, by its authorized representatives. ~ ~-ci- - ""YOR ~.. ATTEST: ~O~.~ TRONG, CIT C APPRO~ ~.",\.............~: ..:1 /" ? ,\ f) }J / ' ~ ",;V It/ City Attorney (Andrew ,.,urodis FTL-124103.2 11/30/94 ., . ' ...~. 16 INTERLOCAL AGREEMEH~ ES~ABLISHING THE SOUTH EAS~ RISK MANAGEMENT ASSOCIATION This is an Agreement ("Agreement") entered into by and among the CITY OF COCONUT CREEK, the TOWN OF LAKE CLARKE SHORES, the TOWN OF LAKE PARK, the CITY OF LAKE WORTH, the TOWN OF LANTANA, the CITY OF NORTH LAUDERDALE, the VILLAGE OF NORTH PALM BEACH, the CITY OF OAKLAND PARK, the CITY OF PARKLAND, and the CITY OF WILTON MANORS, all of said ci ties being municipal corporations orgSlnized and existing under the laws of the State of Florida. WITNESSETH,' in consideration of the mutua~ terms, conditions, promises, covenants and payments hereinafter set forth, the parties hereto agree as follows: ARTICLE I - NAME The name of the association created pursuant to this Agreement is the South East Risk Management Association ("SERMA"). ARTICLE II - DEFINITIONS As used in this Agreement, the following terms shall have the meaning hereinafter set forth: #, "Annual Payment" - The amount ,each Member must annually pay to fund the anticipated costs of the full operation of SERMA, as determined pursuant to the terms of this Agreement. "Excess Insurance" Insurance purchased by SERMA from insurance companies with a "BEST" rating of B + V or better and/or Lloyds :-' of London to' cover losses over a pre-set aggregate or specific amount up to a pre-set maximum amount of coverage. "Joint Self-Insurance" or "Self-Funded" - A self-insurance or self-funded program in which Members agree to an Annual Payment, and where required, Supplementary Payments to support the Risk Management Pool. "Members" - The public agencies of the State of Florida which initially or later enter into SERMA as established by this Agreement. "Risk Management" - A program attempting to reduce or limit casualty and property losses to Members and injuries to employees caused by or arising out of the operations of Members. Where claims arise SERMA will provide processing of claims, investigation, defense and settlement within the financial limits of SERMA as established in accordance with this Agreement and will tabulate such claims, costs and losses. "Risk Management Pool" - Public moneys established by SERMA to jointly self-insure and self-fund Property Coverages, General Liability, Automobile Liability, Professional Liability, Public Officials Liability and Workers' Compensation, and other coverage lines approved by the Board of Directors. "Self-Insurance" - The decision by a public agency not to purchase insurance coverage for- risks below certain limits; to seek and maintain immunities provided by law for a non-insured. public agency; to rely upon its financial capabilities to pay covered losses which occur in case third party claims are held valid and not barred or capped by available immunities and to pu~chase some insurance to protect against catastrophic or aggregate losses. .Supplementary Payments" - Members shall also be obligated, as required, to make supplementary payments, based upon the formula established for supplementary assessments in this Agreement and the Bylaws, if the amount of the Annual payments shall be insufficient to fund the operations of SERMA. ARTICLE III - PURPOSE SERMA is a cooperative agency voluntarily established by the Members pursuant to Sections 163.01, 768.28 and 440.38, Florida Statutes, for the purpose of seeking the prevention or reduction of casualty and property losses to Members and injuries to persons or employees which might result in claims being made against Members. The purpose of SERMA is to carry out and effect the agreed upon functions and purposes of this Agreement as stated herein. \ It is the intent of the, Members, of SERNA to create an entity which will administer a Risk Management Pool and utilize such funds ,to defend and protect, in accordance with this Agreement, any Membe~of SERMA against' liability for a covered loss. All funds contained within the Risk Management Pool are funds directly derived from its Members which are public agencies of the State of Florida. It is the intent of the Members in entering into this Agreement that, to the .fullest extent possible, the scope of Risk Management undertaken by them through a Joint Self-Insurance or Self-Funded program using governmental funds, including, the purchase of any insurance hereunder" pursuant to Section 768.28 Florida Statutes, shall not waive, on behalf of any Member or such Member's employees, any defenses or immunities therein provided, or provided' by the laws of the State of Florida. SERMA and its Members intend to effect no waiver of Soverei9n Immunities through their use of public funds retained within, the Risk Management Pool. Such funds ut~lized to protect 'again~t risks in accordance with Section 768.28, Florida Statutes, are not intended to constitute the existence, issuance or purchase of a policy for insurance. This Agreement is not intended to create an "insurer" within-the meaning of any legislation-qiving rise to liability or applicability to "insurer", for damages, costs, fees or expenses, 2 etc., under Sections 624.155, 626.9541, 627.426, 627.428 Florida statutes, or other statutes applicable to insurers in the State of Florida. ARTICLE IV - POWERS AND DUTIES The powers of SERMA to perform and accomplish the functions and purposes set forth herein, within the budgetary limits and procedures set forth in this Agreement, shall be as follows: a. To establish Bylaws and operational procedures governing the operations of SERMA which are consistent with this Agreement; b. To employ agents, employees and independent contractors and approve the rate of compensation, benefits and/or contracts that apply to SERMA employees, officers and service providers, and to ensure all benefits of Section 163.01(9)(a), Florida Statutes, and all other applicable Florida Statutes; c. To lease real property and to purchase, or lease equipment, machinery or personal property necessary for the carrying out of the purposes of SERMA; d. To carry out educational and other programs relating to risk reductions; e. To assure collection of funds for the' continued administration .of the Risk Mana9ement Pool; f. To purchase Excess Insurance to supplement the Risk Management PQol without such purchase constituting a waiver of Sovereign Immunity under Florida Law; g. To provide Risk Management services including the defense of and settlement of claims and to exercise the authority granted by Section 768.28, Florida Statutes. h. To act solely within the budgetary'limits established by the Members to carry out such other activities as are necessarily implied or required to carry out the purposes of SERMA. i. To sue or be sued as a separate legal entity. j. To exercise such other powe~s and duties consistent with the purposes of this Agreement in accordance with Florida Law. ARTICLE V - COMMENCEMENT DATE. PARTICIPATION. AND TERM SERMA shall commence its operations as of October 1, 1994. ___SERMA shall continue in existence. J~ an initial term ending September 30, 1996 including all Members executing this Agreement commencing October 1, 1994. Thereafter, the Members may, through 3 the manner provided in Article VI b.lO., extend the term of SERMA for individual extended terms each of which may not, be for more than two (2) years. So long as SERMA shall continue in existence, any new Member joining SERMA shall remain a Member for a two (2) year term. Thus, a new Member joining SERMA for the second year of a two (2) year term shall be obligated to continue as a Member for at" least the first year of the new two (2) year term if such an extend~d term is authorized. Subject to the provisions of this Article, any Member may withdraw from SERMA at the end of a fiscal year upon the giving of at least one (1) year's prior written notice. Such notice shall be addressed to the Claims Administrator, sent by certified mail, retur.n receipt requested, and shall be accompanied by a resolution of the governing body of the Member electing to withdraw from SERMA. SERMA shall establish and periodically review standards for the admission of new Members, not inconsistent herewith. ARTICLE VI - BOARD OF DIRECTORS OF SERKA' a. Appointment. There is hereby established a Board of Directors (sometimes hereinafter referred to as the "Board") of SERMA. Each Member shall appoint by motion or resolution one ( 1 ) person to represent that body (the "Representative") on the Board of Directors for a term specified in the motion or resolution along with another person to serve as an alternate representative ('the "Alternate") when the Representative is unable to carry out that Representative's duties. The Representative and Alternate shall be appointed by, the governing body of the Member and a copy of written appointment shall be provided to SERMA: The persons appointed shall remain in office until SERMA receives evidence in writing of the appointment of other persons by the g9verning body. The Representative selected must be an employee of the entity. The Alternate selected must be either an employee or elected official of the entity. Whenever in this Agreement there is reference to, or act required of, a Representative, such reference or act shall apply to the Alternate when acting in the stead of the Representative. No Representative or Alternate serving on the Board of Directors, nor Representative or Alternate serving as' an officer, shall receive any salary from SERMA. b. Additional Duties. In carrying out the powers set forth in Article IV hereof, the Board of Directors shall have the responsibility for: 1. Employing SERMA officers, agents, non-clerical employees -- and independent contractors;-- 4 2. Setting of compensation for all persons, firms and corporations employed by, SERMA; 3. Recommending to the governing bodies of the Members any amendments to the Agreement. Any such proposed amendments must receive the approval for recommendation of two-thirds (2/3) of the total number of Representatives on the Board of Directors. No amendments may be considered by the governing bodies of the Members that have not received such approval by the Board of Directors; . 4. Approval of the acceptance of new Members and expulsion of Members. The expulsion of a Member shall require the two-thirds (2/3) vote of all Representatives serving on the Board of Directors; s. Approval and amendment of the annual budget of SERMA; 6. Approval of the operational procedures developed' by the Chair; 7. Approval of educational and other programs relating to risk reduction; 8. Approval of reasonable and necessary loss reduction and prevention procedures wtiich shall be followed by all Members; 9 . Approval of annual Supplementary Payments to the Risk Management POol for each Member; 10. Approval, by Resolution of the Board, 'of additional terms of not more than two (2) years for the extension of the term of SERMA, 'subject to the following notice provisions to the Members., SERMA shall provide specific written notice of the proposed Reso~ution to extend the term of SERMA, by certified mail, to the Mayor or Chief Elected Official of the governing body of the Members and to the Representatives and Alternates thereof, no less than ten (10) days prior to the meeting at which such Resolution is proposed to be adopted. Such approval shall require an affirmative vote of two-thirds' (2/3) of all the Representatives serving on the Board of Directors of SERMA. All requirements of this Paragraph Vlb.l0. shall be completed prior to June 30 of the year in which the Board of Directors of SERMA is required to determine whether or not to extend the term of SERMA; and 11 ',__ Approval of a reduction or elimination in the scope of loss protection set forth in Article XI to, be furnished by the Risk Management Pool derived from payments from 5 the Members. Such approval shall require the affirmative vote of two-thirds (2/3) of all the Representatives serving on the Board of Directors and only upon compliance with the notice requirements set forth in Article VI b.10. above. c. Vacancies. The Representative selected by a Member shall serve until a successor has been selected. The Representative chosen may be removed at any time by the vote of thEl governing body of a Member. In the event that a vacancy occurs in the position of Representative or Alternate selected by the governing body, that body shall appoint a successor in writing within sixty (60) days of such vacancy occurring. The failure of a Member to select a Representative o~ the failure of that person to participate shall not affect the responsibilities or duties of a Member under this Agreement. d., Appointment of Chair and Vice-Chair. The Board ,of Directors shall bi-annually select a Chair and Vice Chair during the final quarter of each two (2) year term to serve during the subsequent two (2) year term. The Chair shall vote on all' matters that come before the Board. The Chair shall have such other powers as may be given from time to time by action of the Board. The Vice Chair shall carry out all duties of the Chair of the Board during the absence or ,inability of the Chair to perform such duties and shall carry out such other functions as may be assigned from t~e to time by the Chair of the Board of Directors. The Board of Directors may from time to time appoint'other officers to the Board. ARTICLE VII - MEETINGS. NOTICE, RECORDS AND VOTING REOUlREMENTS a. The Board of Directors shall meet at least quarterly for consideration of general business matters and at least quarterly for consideration of claims matters. The Bylaws shall make provision for the call of regular, special and emergency meetings. 'The Chair, or in the absence of the Chair, the Vice-Chair, shall give ten (10) days prior written notice of regular or special meetings. .b. The Board shall provide notice of meetings. as requir~d by Section 286.011, Florida Statutes, and as provided in the Bylaws, subject to any exceptions provided by Florida law and the Bylaws. c. The Board shall maintain its records as required by Florida Law and as provided in the Bylaws. d. At all meetings of the Board, a majority of the Representatives serving on the" Board of Directors of SERMA shall constitute a quorum for the transaction'of business. 6 Except as set forth to the contrary in this Agreement, the act of the majority of Representatives present at a meeting at which a quorum is present is the' act of the Board. Each Member shall be entitled to one ( 1) vote on the Board of Directors. Such vote may be cast only by the Representative or in the Representative's absence by the Alternate. No proxy votes or absentee votes shall be permitted. The Board may establish within its Bylaws a r.ule that a vote greater than a majority of a quorum is required for passage of a given matter provided, however, that ,such rule can only be established by a vote equal to or greater than the extraordinary voting requirements imposed by the proposed rule. ARTICLE VIII - OFFICERS AND EMPLOYEES a. Employees: The Board may, as it from time to time determines and within the confines of SERNA's annual budget, employ an executive director, treasurer, secretary, staff, personnel, technical experts, legal counsel, and such other agents and employees, permanent or temporary, as it requires, and determine their qualifications, duties and compensation. The Board may approve and authorize contracts with other persons, firms and indivi4uals to provide services for and on behalf of SERMA as provided herein. b. \ Officers: In a~dition to the Chair and Vice-Chair, the Board may establish and provide for, in its Bylaws, such officers as it deems appropriate. The Bylaws sh~ll establish qualifications and, prescribe the duties of each officer. ARTICLE IX - COMMITTEES The Board of Directors of SERMA may create, from time to time, such standing or ad hoc committee or committees, including an Executive Committee, as shall be necessary or desirable. to carry out the functions and purposes of SERMA and in the Bylaws shall provide for their creation, membership, dissolution and the removal of members. ARTICLE X - FINANCES AND RISK MANAGEMENT POOL a. Fiscal Year: The fiscal year of SERMA shall be as provided in the Bylaws of SERMA. b. Budget and provisions Governing Pavments: Directors shall adopt procedures within preparation and approval of preliminary and the administration of SERMA. The Board of its Bylaws for final budgets for 7 The Board shall establish a schedule of payments, both for Annual Payments, or installments thereof, and for Supplementary Payments due hereunder and shall provide for additional payments, in its discretion, for delinquency in any of the payments due hereunder. c. Cost Allocation Formula: The Board of Directors shall establish in its Bylaws a formula for the allocation of costs among its Members (the "Cost Allocation Formula"). The adoption of, and any amendment to, the Cost Allocation Formula shall require a two-thirds (2/3) affirmative vote of the entire membership of the Board of Directors. d. SupDlementaxy Assessments and Surplus Distribution: The Board of Directors shall establish in its Bylaws a formula for Supplementary Assessments and Surplus Distribution. The adoption of, and any amendment to, the formulas shall require a two-thirds (2/3) affirmative vote of the entire membership of the Board of Directors. e. Amendment to Budget:. Budgets may be amended at any time an~ calls for Supplementary payments may be made by the Board of Directors, pursuant to the terms of the Bylaws. Members shall be responsible for Supplementary Payments during the entire term of SERMA and any later period when claims or expenses must be paid which are attributable to a prior fiscal year during which the expense or claim occurred. f. Annual Audit: The Board of Directors shall provide to the Members an annual audit report, actuarial report and any other ~elated auditor reports of the financial affairs of SERMA to be made by a certified public accountant at the end of each fiscal year. ARTICLE XI - EXCESS INSURANCE SERMA will purchase Excess Insurance from underwriters of insurance with a "BEST" rating of B+V or ,better and/or Lloyds of London in such amounts as shall be approved by the Board of Directors, but such purchase does not, and is not intended to waive Sovereign Immunity under Florida Law. In the event that a series of losses should exceed the amount of coverage provided by SERMA' the Excess Insurapce coverage for .any one (1) year, then the determination of whether to pay such uncovered loss shall be the obligation of the individual Member against whom the claim was made and judgment perfected or settlement under Florida Law. 8 ARTICLE XII - OBLIGATIONS OF MEMBERS The obligations of Members of SERMA shall be as follows: a. To budget for, and where necessary, to levy for, and to promptly pay all Annual and Supplementary Payments to SERMA at such times and in such amounts as shall be established by the Board of Directors as set forth in this Agreement and in the Bylaws. b. To select, in writing, a Representative to serve on the Board of Directors and to select an Alternate Representative; c. To allow SERMA reasonable access to all facilities of the Member and all records including but not limited to financial records which relate to the purpose or powers of SERMA. d. To allow attorneys employed by SERNA to represent the Member in investigation, settlement discussions and all levels of litigation arising out of any claim made against the Member within the scope of loss protection furnished by SERMA. e. To furnish -full cooperation with SERMA attorneys, claims adjusters, and any agent, employee, officer or independent contractor of SERMA relating to -'the purpose or powers of SERMA. \ f. .To follow in it~ operations all loss reduction and prevention procedures established by SERMA within its purpose or. powers. g. Tp report to the Claims Administrator within the time limit specified in the following items: 1. within ten (10) days of receipt, any and all statutory notices of claims, as well as summons and complaint or other pleading. before a court or agency, involving any claim for which SERMA coverage is sought. 2. Any oral or written demand for monetary relief for which coverage is sought. 3. At the earliest practicable time any information of an occurrence, claim or incident received by the Member and from which the Member could reasonably conclude that coverage will be sought by said Member for such an occurrence, claim or incident. In the event that the information set forth above is not submitted to the Claims Administrator within the time periods set~ _~fo~th above, the Board of Directors .o.fJiERMA may decline, in whole or part, to provide a defense to the Member or to extend the funds of SERMA for the payment of losses or damages incurred. In 9 reaching its decision, the Board shall consider whether and to which extent SERKA was prejudiced in its ability to investigate and defend the claim due to the failure of the Member to promptly furnish timely notice of the occurrence, claim or incident to the Claims Administrator. ARTICLE XIII - LIABILITY OF BOARD OF DIRECTORS OR OFFICERS OF SERNA The Representatives serving on the Board of Diuctors or officers of SERKA shall use ordinary care and reasonable diligence in the exercise of their power, and in the performance of their duties hereunder; they shall not be liable for any mistake of judgment or other action made, taken or omitted by them in good faith; nor for any action. taken or omitted by any agent, employee or independent contractor selected with reasonable care; nor for loss incurred through' investment of SERKA funds or failure to invest. No Director shall be liable for any action taken or omitted by any other Director. Directors shall have the inununities provided by law and in particular section 163.01, Florida Statutes. SERKA may purchase insurance providing liability coverage for such Directors or officers. ARTICLE XIV - ADDITIONAL INSURANCE SERKA, through the distribution of 'bhe minutes of the Board of Directors or through other means, shall inform all Members of the scope and amount of Excess Insurance in force at all times. Membership in SERKA shall not preclude any Member from purchasing any insurance coverage above those amounts purchased by SERKA. ,Such purchase shall not be construed to waive Sovex-eign Immunity of the Members of SERMA. ,SERKA shall, make its facilities available to advise'Members of the types of additional or different coverages available to SERMA. ARTICLE XV - CONTRACTUAL OBLIGATION This document. shall c,onsti tute a binding contract under the Florida Interloca.l Cooperation Act of 1969 among those public agencies comprising SERMA. The obligations and responsibilities of the Members set forth herein including, the obligation to take no action inconsistent with this Interlocal Agreement as originally written or validly amended shall remain a continuing obligation and responsibility of the Member. The, terms of this Interlocal Agreement may be enforced in a court of law by'SERKA. Except to the extent of the limited financial contributions to SERMA agreed to herein or such additional obligations as may be ~ssumed through amendments to this Agreement, no Member agrees or contracts herein to be held responsible for any claims in tort or contract made against any other Member. The Members intend in the _. - . - . -----..-.. . . creat~on of SERKA to establ~shan organ~zat1onfor R~sk Management only within the scope herein set forth and have not herein created, 10 as among themselves, any relationship of surety, indemnification or responsibility for the debts of claims against any Member. ARTICLE XVI - EXPULSION OR TERMIHAT%ON OP MEMBERS By the vote of two-thirds (2/3) of all Representatives serving on the Board of Directors, any Member may. be expelled. Such expulsion may be carried out for one (1) or more of the fOllowing reasons: a. Failure to make any timely payments as provided in the Bylaws or assessments due to SERMA. b. Failure to undertake or continue loss reduction and prevention procedures adopted by SERMA. c. Failure to allow SERMA reasonable access to all facilities of the member and all records which relate to the purpose, powers or functioning of SERMA. d. Failure to furnish full coop~ration with SERMA' s attorney (ies) claims adjuster(s), and any agent, employee, officer or independent . contractor of SERMA relating to the purpose, powers and proper functioning of SERNA. ;. e. Failure to carry out any obligation of a Member which impairs the ability of SERMA to car~ out its purpose or powers or functions. No Member may be expelled except after notice from SERMA of the alleged failure along with a reasonable opportunity of not less than thirty (30) days 'to cure the alleged failure. The Member may request a hearing before the Board before any decision is made as to whether the expulsion shall take place. The Board shall set the date for a hearing which shall not be less than fifteen (15) days after the expiration of the time to cure has passed. The Board of Directors may establish the date at which the expulsion of the Member shall be effective at any time not les~ than sixty (60) days after the vote to expel has been made by the Board of Directors. If the motion to expel. made by the Board of Directors or a ,subsequent motion does not state the time at which the expulsion shall take place, such expulsion shall take place sixty (60), days after the date of the vote by the Board of Directors expelling the Member. ARTICLE XVII - TERMINATION OF SERMA If at the conclusion of any fixed term of SERMA, the Board of Directors does not vote to continue the existence of SERMA, _pursuan~ to the provisions of Article_V'Ib. 10. hereof, then SERMA shall cease its existence at the close of the then qurrent fiscal year. Under those circumstances t the Board of Directors shall 11 continue to meet on such a schedule as shall be necessary to carry out the termination of the affairs of SERMA. It is contemplated that the Board of Directors may be required to continue to hQld meetings ,for some substantial period of time in order to accomplish this task, including the settlement of all covered claims incurred during the term of SERMA. All Members upon a general termination of SERMA, shall remain fully obligated for their portion of any covered claims and expenses which were incurred or created during the term of their membership, along wi th any other unfulfilled obligations, including but not limited to calls for Supplementary Payments for years of their membership which may be required and called for in subsequent years. All then current Members of SERMA, upon a general termination of SERMA, shall continue to hold membership on the Board of Directors but only for the purpose of voting on matters affecting their limited continuing interest in . SERMA for such years as they were Members of SERMA. In the event of the general termination of SERMA, the Board of Directors shall request a formal report on the adequacy or redundancy of its Loss and Loss Adjustment Expense Reserves as of the date of dissolution from a qualified and designated member of the Casualty Actuarial Society. In addition, the Board of Directors shall obtain an estimate as of the date of dissolution from its claims servicing company as to the anticipated value of services to be performed after the date of dissolution to continue the administration of the claims in reserve as of that date until all claims obligations will have been met. Distribution of surplus funds shall be made, in accordance with this Agreement and the Bylaws. ' ARTICLE XVIII - 'WITHDRAWAL OR EXPULSION FROM SERNA a. withdrawal. After the initial term of SERMA, any Member of SERMA may withdraw from SERMA at the end of the fiscal year upon the giving of at least one (l) year's prior written notice. Such .notice shall be addressed to the Chair, and shall be accompanied by a resolution of the governing body of the Member electing to withdraw. b. EXDulsion. A Member of SERMA may be expelled according to the provisions and procedures of Article XVI of the Agreement and Bylaws. c. Obliqations of Withdrawing or Expelled Members. After any withdrawal or expulsion as provided herein, the former Member shall continue to be fully responsible and obligated for its portion of covered claims and expenses against SERMA, which covered claims were incurred during the term of membership, along with any other unfulfilled obligations, and shall be entitled to a return of surplus as provided in this Agreement, ana-the Bylaws, as if it were stIl~ a member of SERMA. The withdrawing or expelled Member shall, after withdrawal or 12 expulsion, no longer be entitled to participate or vote as a member of the Board of Directors of SERMA. ARTICLE XIX - COtr.rINUED EXISTENCE OF THE BROWARD RISK MANAGEMENT ASSOCIATION ("BRMA ") and THE FLORIDA INTERGOVERNMENTAL RISK MANAGEMENT ASSOCIATION ("FIRMA" \ The Members recognize and acknowledge that BRMA and FIRMA continue to exist, under valid interlocal agreements, as entities independent of SERMA for the purpose of administering the affairs, business, and obligations of each Association incurred through and including September 30, 1994. SERMA shall assume no liability, responsibility, or benefit whatever from the continued operation of BRMA and FIRMA. All resources, claims, liabilities and surplus fund balances of BRMA and FIRMA shall be legally and financially segregated from the resources and liabilities of SERMA. ARTICLE XX - AMENDMENT OF AGREEMENT Any amendment or modification to this Agreement shall be contained in a written document executed with the same formality and of equal dignity herewith. Any amendment or modification to be effective shall be approved by no less than a two-third (2/3) vote of approval of the governing bodies of the Members, and only upon the favorable recommendation of no less ~han two-thirds (2/3) vote of all Representatives of the Board of Directors. \, ~TICLE XXI - SEVERABILITY In the event that any provision of this Agreement shall be determined to be invalid and unenforceable by any court of competent jurisdiction, the remaining terms and conditions of this Agreement shall continue in full force and effect. . ARTICLE XXII - ENTIRE AGREEMENT It is agreed among the parties that this Agreement shall comprise the entire agreement containing all terms and conditions agreed to among the parties, and no deviation from the terms hereof shall be predicated upon any prior representation or agreements whether oral or written. ARTICLE XXIII - EFFECTIVE DATE This Agreement shall become effective and retroactive to October 1, 1994. ARTICLE XXIV - EXECUTION ___ __ This Agreement shall be executed__!~ eleven (11) counterparts, each of which shall be deemed an original. 13 ART~CLE xxv - F~L~RG OF AGREEMENT Pursuant to the requirements of Section 163.01(11), Florida Statutes, this Agreement shall be filed with the Clerks of .the Circuit Court in and for Broward County, Florida" and Palm Beach County, Florida. FTL-122656.4 " .' " ..--- 14 IN WITNESS WHEREOF, the PARKLAND CITY COMMISSION has made and executed this Agreement on the 18th day of JANUARY , 1995, duly authorized by Resolution, a certified copy of which is attached hereto, and duly ~xecuted by its authorized representatives. U~' ~ 5 PAGLI MAYOR ATTEST: ~~a~ SUSAN ARMSTRONG, CITY RK APPROVED AS TO FORM: ~ At:1:t5rne And urod1s I, FTL-122656.4 11/30/9.4 ' ., 15