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HomeMy WebLinkAboutResolution 99-167 N.C.S. 08/16/1999 1 Resolution No. 99-167 1V .C. ~.7. 2 of the City of Petaluma, California 3 4 RESOLUTION FORMALIZING FUNDING AGREEMENT WITH HEALTHY COMMUNITY 5 CONSORTIUM, PETALUMA SCHOOL DISTRICT, PETALUMA HEALTH CARE 6 DISTRICT, PETALUMA VALLEY HOSPITAL, PETALUMA COMMUNITY HEALTH 7 FOUNDATION, AND THE CITY OF PETALUMA, AND APPROVING FUNDING 8 REQUEST 9 10 WHEREAS, in order to more formally provide a process and mechanism for the 11 disbursement and allocation of funds through the Healthy Community Consortium (HC2), a 12 Memorandum of Understanding was created between the funding participants who include the 13 Petaluma School District, Petaluma Health Care District, Petaluma Valley Hospital, Petaluma 14 Community Health Foundation and the City of Petaluma; and 15 16 WHEREAS, representatives of the funding participants have been meeting together to 17 discuss the feasibility of creating a formal organization, and to coordinate activities of various 18 Petaluma citizens, policy makers, and community service organizations in fostering a healthy 19 community in Petaluma; and 20 21 WHEREAS, at the request of the Petaluma Community Health Foundation, the funding 22 participants concluded that it was desirable or necessary to formalize the Foundation's services 23 as fiscal agent in receiving, accounting for, and disbursing funds donated to the work of the 24 Consortium, by the parties and others; and 25 26 WHEREAS, a Memorandum of Understanding, attached as Exhibit A, authorizes the 27 Petaluma Community Health Foundation to serve as the fiscal agent. 28 29 NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Petaluma 30 hereby formalizes the funding agreement with Healthy Community Consortium and approves a 31 funding request of $1.2,500.00 for Fiscal Year 1999-2000. 32 33 d:hnanabedstoudtj~ power and authority conferred upon this Council by the Charter of said City. REFERENCE: I hereby certify the foregoing Resolution was introduced and adopted by the Approved as to Council of the City of Petaluma at a (Regular) (~AItX~$~CT~ meeting fo on the ...1.6111 day of ....._....Au.g'ust.........._......................., 19...9.x, by the following vote: City Attorney AYES: Cader-Thompson, Maguire, Torliatt NOES: Mayor Thompson ABSENT: Healy, Hamilton, Vice Mayor Keller ATTEST': - - _ . . City Clerk Mayor Council Fpilen ('A IU-R5 Ras. No...J..?-.4.V.7........... N.C.S. . ~ EXHIBIT "A.. MEMORANDUM 0~''UNDERSTANDING THI'S MEMORANDUM OF UNDERSTANDING ("MOU") is entered into by the "Funding Participants" of an unincorporated consortium, informally designated as "HC2", or aS "Consortium", which Funding Participants consist of the'City of Petaluma ("City"), Petaluma. Health Care Dis r.ict ("Health Care District"), Petaluma School District ("Schoo.l District"), Petaluma Valley Hospital ("Hospital"), and: -Petaluma Community Health Foundation , ("Foundation" or "Fiscal Agent")'. - RECITALS This. MOU is entered into by the parties in consideration of the following facto: A.. Representatives of the- Funding Participants have been , meeting together informally to discuss the feasibility of cre-acing a formal organizanion, to coordinate activities of various Petaluma citizens',. policy makers, and community service organizations in fostering a "healthy community" in Petaluma: B'. In th"e course of such deliberations:, Foundation, because of i"ts status as a tax exempt 501 (c) (3) organization, has been, serving as an ad hoc~fis"cal agent for the Consortium: C. At the request of the Foundation, the parties.have - concl:uded that it is desirable or necessary to formalize the 'Foundation' s services as Fiscal Agent, in receiving, accounting' for, and disbursing funds donated to the work of the Consortium, by the parties"and others: D. Foundation is wiling to function in the capacity of Fiscal. Agent for a limited time as defined herein, while the Consortium "Leadership Council" finalizes its plans for any tax exempt organization which it may elect to create: NOW; THEREFORE, ,for and. in consideration of thee. mutual adva_ nta~g.es to be .derived by each party., the promises of each to the o;thers,° and the: execution of this MOU by each party, each party agrees with, "each of -the other parties, as fo lows 1 . Definitions . (a.) "Ef'f'ect"ve :Date" - the date prior to July. 1, 1999 on :which ail parties to this MOL-7'have returned an original signed counterpart of this MOU to the Fiscal Agent. {b)~. "~Fscal.Agent"= The Petaluma Community Health Founda"tion when acting on behalf of HC2 in connection with the Tatter's financial or fiscal matters. 1 (c,) "'";`Funding Participants" - each of the parties first named • above:, plus any addti•or'al governmental entity, or 501(c')~(3), or community service rionprofit organization, °which has been accepted ads' a Funding Participant, and 'which has contributed an amount to the Consortium, equal to that contributed for the current .fiscal year by other .Funding Fartcpants, prorated to the charge for the number of remaining full months of the current Fiscal Year at the time of acceptance into membership. (e). "Leader--.ship Council;" - .the ,group consisting of a ' representative of each Funding Participant, who is authorized to speak and vote t Council meetings on: behalf of that Funding Participant, together with "Participants" as defined below. • (f). "~MQU" - this, Memorandum of Understanding, and any • Amendments approved by a majority vote of the Funding Participants. (g). '!Participant" - an individual .citizen resident in Petaluma; a policy maker for an entity or organization operating in Petaluma; or, a community service nonprofit organization operating in Petaluma, who or which has been accepted into .membership in the. Leadership Council. Participants shall ,not be enti.tled_ to vote on 'matt:er:s.• pertaining to the form, cont:ent•, or operation of this MOU, but may be accorded such other voting rights as may be provided by the Bylaws of the Consortium. 2. Ag,reement and Term. By signing this MOU, each of the' Funding Partic°pants agrees to be bound by this MOU .according to~ • its provisions, and each further agrees that Foundation shall serve as Fiscal Agent for Consortium, from the Effective Date through June 30, 200;0, or such l.e ser period as may be requested by Consortium, or by Foundation: 3. Admi-nstration. ..Normal daily communication, with Consortium.,slala be through,its Execut-i.ve Director. Actions to•be ta_ken.by Consortium affecting matters pertani-ng to, or involving t pis MOU shall be by a majori y vote.of the Funding Part°cipants: 4. Fund_na .and .Account,na. Funds may be received by the Consortium from Funding Participants, or from any other source whatever. A11 funds intended for use by Consortium shall be delivered to Fiscal Agent at the following address: Healthy Community Consortium (or HC2) o Petaluma Community Health Foundation., Fiscal Agent 129.0 N. McDowell Petaluma, CA 949`54 • 2 . Funds so delivered to Fiscal Agent f`,or use by Consor-tum shall be segrega'ted'by brook entry~on the accounting records of Fiscal Agent. Funding Participants agree to~contrbute equal amounts to Consortium., and payments preferably should be made. prior to October. 1st in order to permit financial planning. However, if .a Funding Participant finds it necessary- or exile"dient to do so, arrangements may be made with the Executive Director to pay at specified dates throughout the Fiscal Year, subject to the requirements of the other Funding Participants, and the needs of the .Consortium. 5. Expenditures and Reporting. Prior to June 15 of each year, the Executive Director shall `prepare a budget for the next " succeeding Fi"seal Year, which shall be approved by maj on y vote of. the Funding Participants riot later than" the fol owing July 15. Expenditure's of Consortium funds which have been: approved in the Annual ,:.Consortium Budget shall be deemed authorized by such approval without further .action by the Funding Participants or the Leadership Council. It is .understood that°all expenses of the Foundation are paid through the `processes of the Health Care "District, which is .then reimbursed by funds of the Foundation. Receipts and expenditures. of the Consortium shall be treated as receipts and expenditures of the Found'a:tion actimg as Fiscal Agent f or the Consortium, pursuant• to this NIOU. Check•S for` budgeted expenditures shall b•e approoved or sig-ned by the Executive Director of-the Consortium,, and the CEO of the Health Care District." Any unbudgeted expenses sha1;1 be approved in writing by the Executive Director and CEO, and ratified, by the Funding Participants at the next ,regular meeting.. 6. Reports. At each meeting of the Leadership Council,. the Executive Drec-tor 'shall present a written .Budget Performance Report of the Consort.ium's finanees_, setting .forth at least a record of the income"and expenditures for the preceding .month, and the year to date, and. comparing such, expenditures with the Annual Budget for the same. periods, as well as the same periods of the preceding year. The' Funding .Participants may also request additional information, as necessary to proper operat"ion of the Consort°ium. The Coui:cl shall consider and approve such Reports.,.. addng"such comments as;~may be deemed ail"proprate: A copy of the • minutes recording:approval or action by the Leadership Council on the Report"s; ;shal,l be furnished promptly to the Fiscal Agent. 7. Fiscal Aaent:'s Fees. No fees shall be charged by Fiscal Agent for services rendered hereunder. Actual costs of admnsterng• this MOU shalll be paid from contributions to Consortium by F'.unding Participants, and other contributors. 8: Insurance. Fiscal Agent agrees that the services provided here"under shall be covered by .its existing public liability and other insurance coverages, including fidelity 3 insurance,; by adding Consortium: to such ,coverages as an, additional named insured. A list of .such coverages is attached hereto as Exhibit A.`-Any additional premiums occasioned by adding Consortium . to existing Fiscal Agent. insurance covera_g,es, shall be billed to and paid from Consortium funds in Fisca-I Agerit's possession. 9. Indemnification. Although Fiscal Agent agrees to add Consortium to its exis ,ing insurance ~c.overages, so that any insured losses attributable, or directly related to, or arising out of the - activt,es. of Consortium during the course of this MOU, are - insured, it is ;agreed by each Funding Participant that any non- insured loss or to ses shall be treated as joint and several liabilities of all Ftiinding Participants, and shared equally between the Funding Participants. When the .extent; of~ any such loss or losses has been determined, upon receipt of notice from Fiscal Agent, each Funding Participant shall promptly deposit with ,Fiscal Agent, that Funding Participant's proportionate share of such loss or losses. Failure to do'so within thirty (30) days shall be a breach of this MOU. 10. Commencement of Contract: Fiscal Agent has tentatively agreed to undertake the duties and responsib,ilti,es accruing under this.MOU, but only subject to the condition that :no later than the close of business on June-.30,: 1999, all Funding Participants shall have signed th's document signifying their intent to participate. Failure :to complete such execution by all parties on'or before the above specified date shall render this MOU void, and of no'effect. 11.. Amendment. This MOU may only be amended by a writing executed'by all Participants. 12. Arbitration. Disagreements arising oit of this MOU may be resolved in arbitration conducted by an arbitrator selected jointly by the parties . If the ,parties are unable to agree . on a single 'arbitrator within thirty (30) days after the request for arbitration, then each side shall select a single arbitrator, and the two arbitrators so selected sha1.1 select a third. The arbitrator or arbitrators shall not be bound. by the ruled of .evidence. Co` is of arbi"t ration shall be borne equal 'y by all Funding :Participants. - 13, Withdrawal. Participation. in this Memorandum of Under°standng is voluntary, and any Party may terminate its participation at any time by giving 30 days' notice in writing to all other parties. 14. Counterpart's. Thus Memorandum of Understanding may be signed in counterparts with the same effect in all respects, as if signed iri a single document. 4 EXECUTED at Petaluma, California, as of June i99~9 .HEALTHY COIVIMUNITY CONSORTIUM PETALUMA COMMUNITY LEADERSHIP COUNCIL, HEALTH FOUNDATION, "Consortium" "Fiscal Agent" By By , Robert Curry, Chair Gna;Benedetti-Petnic President CITY OF PETALUMA, "City" PETALUMA HEALTH CARE: DISTRICT "HealtY Care District" By By Fred Stouder Daymon Doss, CEO City Manager PETALUMA UNIFIED PETALUMA VALLEY HOSPITAL, SCHOOL DISTRICT' "Hospital" "School District" By By Carl Wong, Superintendent Alanxia Brogan, COO , PETALUMA COMMUNITY HEALTH FOUNDATION, "Foundation" . Gina Benedetti-Petnic, President "FUNDING PARTICIPANTS"