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TC Res. No. 1990-49i 1 RESOLUTION NO. 90-49 SERIES OF 1990 A RESOLUTION AUTHORIZING THE MAYOR TO SIGN AN INTERGOVERNMENTAL AGREEMENT CREATING AN EAGLE COUNTY EMERGENCY.TELEPHONE SERVICE AUTHORITY IN ORDER TO ESTABLISH AND OPERATE AN EMERGENCY' TELEPHONE SERVICE AUTHORITY WITH EAGLE COUNTY, INCLUDING THE TOWN OF AVON; AUTHORIZING THE IMPOSITION OF AN EMERGENCY TELEPHONE CHARGE UPON TELEPHONE EXCHANGE ACCESS FACILITIES WITHIN THE,TOWN OF AVON; AND AUTHORIZING SERVICE SUPPLIERS TO COLLECT SAID EMERGENCY TELEPHONE CHARGES. WHEREAS, in the interest of protecting and preserving, public safety and welfare , it is desireable that the citizens of the Town of Avon, Eagle County, Colorado be provided with emergency telephone service (herein called "E911") to aid the' timely provision of emergency service; and 'WHEREAS, the Emergency Telephone.Service Act, C.R.S. 29-11-101 et seq. (hereinafter the "Act",) authorize governing bodies to impose a charge upon each exchange access facility (telephone service subscriber line) to pay for the installation costs and the directly related costs of the continued operation of an emergency telephone service ("E911"). NOW, THEREFORE, BE IT ORDAINED by the Town Council of'the Town of Avon, Colorado, State of~Colorado, that the'. Mayor is authorized to sign the Intergovernmental Agreement creating an Eagle County Emergency,Telephone 'Service Authority. BE IT FURTHER RESOLVED that pursuant to the Act, all telephone access -;facilities -within .the;.-Town of Avon, County of ' , Eagle, State of Colorado shall have imposed upon them an emergency telephone charge in a monthly amount not to exceed seventy cents ($.10). Upon recommendation_of the Eagle County Emergency Telephone Service Authority, the Board may, by resolution, raise or lower the emergency telephone charge, but in no, event, shall such charge exceed seventy cents ($.70). BE IT FURTHER RESOLVED that the telephone service suppliers providing the telephone service in the Town of Avon, County of Eagle, State of Colorado are hereby authorized to' collect the emergency telephone charge imposed by this resolution in accordance with the Act. L7 0 BE IT FURTHER RESOLVED that the corresponding Intergovernmental Agreement is approved that the Mayor is authorized to execute it on behalf of the Town of Avon, and that the Town of Avon and its officers and employees are authorized to perform under. .it on behalf of the Town Town Avon according to its terms. BE IT FURTHER RESOLVED that this resolution shall not be effective until the Intergovernmental Agreement creating an Eagle County Emergency Telephone Service Authority and concerning the implementation of-an emergency telephone service system is signed by representatives of all,necessary`parties thereto. Adopted this day of November; 1990." Mayor- -2- EAGLE COUNTY INTERGOVERNMENTAL AGREEMENT CONCERNING THE IMPLEMENTATION OF AN "E911" TELEPHONE SERVICE - This Intergovernmental Agreement for "E911" Telephone Service ("Agreement") is made this day of , 1990, by and between the following parties (hereafter referred-to collectively as "Parties"): 1. Board of County Commissioners, County of Eagle, State of Colorado ("Board of County Commissioners"); 2. The Town of Avon, a municipal corporation ("Avon"); 3. The Town of Eagle, a municipal corporation ("Eagle"); 4. The Town of Gypsum, a municipal corporation ("Gypsum"); 5. The Town of Mintum, a municipal corporation ("Minturn"); 6. The Town of Red Cliff, a municipal corporation ("Red Cliff"), 7. The Town of Vail, a municipal corporation ("Vail"); 8. - The Eagle County Emergency Services Hospital District (a/k/a Eagle County Ambulance Service), a-quasi-municipal corporation ("ECESHD"); 9. The Greater Eagle Fire Protection District, a quasi-municipal corporation ("EFPD"); 10. The Gypsum Fire Protection District, a quasi-municipal corporation ("GFPD"); and 11. Western Eagle County Ambulance District, a quasi-municipal corporation ("WECAD"). WITNESSETH: WHEREAS, pursuant to Article 11 of Title 29 of the Colorado Revised Statutes (hereinafter the -"Act") the Parties hereto are delegated the power to enter into inter- governmental agreements of this type for the purpose of providing emergency telephone service; and WHEREAS, the Act encourages and authorizes agreements of this nature; and -1- • i WHEREAS, it would serve the public welfare and be in the best interest of the Parties to participate in the organization, administration and common use of a central emergency telephone service authority; and WHEREAS, the Parties desire to enter into this Agreement for the following purposes: (1) to establish a separate legal entity to be known as the "Emergency Telephone Service Authority" which shall be responsible for administering the operation of the emergency telephone service program; and (2) to define the manner in which each of the Parties will participate in the Emergency Telephone Service Authority; and WHEREAS, this Agreement supersedes a similar agreement dated June 28, 1988. NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the Parties agree as follows: 1. DEFINITIONS The definitions for the terms "emergency telephone charge", "emergency telephone. service", "equipment supplier", "exchange access facilities", "governing body", "person", "public agency", "service supplier", "service user" and "tariff rates" as used in this Agreement shall be the same as the definitions set forth in the Act. II. GENERAL PROVISIONS 2.1 Pursuant to the Act, the Parties hereby establish a separate legal entity to be known as the "Emergency Telephone Service Authority" (hereinafter referred to as the "Authority") which shall be responsible for administering the operation of the emergency, telephone service program as set forth herein. - 2.2 The Parties agree that, contemporaneously herewith, they will, by resolution or ordinance, constitute, authorize and empower the Authority, as a separate entity with full powers to enter into contracts, to sue, and otherwise do all things necessary to carry out the duties delegated herein. 2.3 The area to which emergency telephone services shall be supplied and the area within which service users shall be surcharged, all as provided herein, shall be Eagle county as that jurisdiction is defined by Colorado law. III. EMERGENCY TELEPHONE SERVICE AUTHORITY BOARD 3.1 The Board of Directors of the Authority ("Authority Board") shall consist of five (5) members who shall be appointed by, and serve at the pleasure of, the Board of County Commissioners. Two members shall be appointed from east of Wolcott, two members from west of Wolcott, and one members shall be appointed "at large." At such time as the Basalt/El Jebel, area join into the Eagle county E911 system, the fifth member of the Authority Board shall be appointed from that area. -2- • • 3.2 The Board of County Commissioners shall appoint a President and Secretary of the Authority Board from among the members of the Authority Board. 3.3 The initial terms of two directors shall be three years each, two directors shall. be for terms of two years each, and the fifth director shall be appointed for a term of one year. In the initial appointments, the Board of County Commissioners. shall designate the length of the respective terms of each member. Thereafter, the terms of all members shall be two years. All directors are eligible for reappointment. 3.4 The Board of County Commissioners may remove a director from office for cause at any time. Alternate members may be appointed to serve as a member of the Authority Board in the absence of any member in the manner as set forth herein. IV. RULES AND REGULATIONS The Authority Board may adopt bylaws and/or supplementary rules and regulations as it deems necessary, provided that said bylaws and/or supplementary rules and regulations are in compliance with the Act, this Agreement and, Colorado law. V. POWERS OF THE AUTHORITY The Authority shall be empowered and authorized to: 5.1 Contract for the installation and operation of an emergency telephone service. 5.2 Pay for such equipment, software, installation of equipment and software, and related services by way of lease, purchase or lease-purchase. 5.3 Collect an emergency telephone charge as provided by the Act in an amount not to exceed, seventy cents ($:70) per month in those portions of the service area for which emergency telephone service is to be provided. 5.4 The Authority's funds shall be spent solely to pay for (whether by lease, purchase, or lease-purchase) direct and incidental costs associated with the acquisition of equipment and software, and the installation thereof, as' well as the direct and incidental, costs of operating an emergency telephone service, including the monthly recurring charges billed by the service supplier, and for such other expenses reasonably necessary to enable the Authority to discharge its duties hereunder. 5.5 In addition, the Authority may do any other act as may be necessary for the provision of emergency 'telephone service, including, but not limited to, contracting with equipment vendors and service suppliers for the purpose of obtaining the benefit of technological developments which the Authority deems necessary to improve or enhance the quality and efficiency of service to be provided hereunder. -3- • • 5.6 No act or course of action shall be undertaken -by the Authority or in the name of the Authority unless the same is first duly authorized by a majority vote of the Authority Board at any meeting, upon due notice first-given, at which a quorum is present of a majority of the members of the Authority Board then holding office, or as permitted by law. VI. BUDGET AND OPERATING COSTS 6.1 The Authority shall adopt an annual budget for the costs of equipment, operation and maintenance of providing emergency telephone service. The budget shall be submitted to the Board of County Commissioners for review and approval. 6.2 Unless agreed to by a majority of the Parties or as provided in paragraph 6.3 herein, the annual budget of the Authority for administrative expenses shall not exceed Two Thousand Dollars ($2,000), plus the costs of an annual audit and insurance. 6.3 Each year in which the Authority believes funds for administrative costs in excess of $2000 are necessary, it shall prepare and submit a budget request to the -Board of County, Commissioners by July 15 of the year prior to when the funds are necessary. The -Board of -County Commissioners shall consider funding the budget request in the County's annual appropriation. VII. FUNDS AND OPERATIONS 7.1 The uniform charge per exchange access facility shall be collected by the service supplier and delivered to the Authority. The Parties hereto shall have no obligation to.collect this uniform charge. 7.2 The funds of the Authority shall be maintained in one or more accounts in accordance with Colorado law and shall not be commingled with the funds of any of the Parties. Any funds remaining in the accounts at year end shall be carried over to the next succeeding year. 7.3 The Authority's funds shall be used for the purposes set forth herein including, but not limited to, the payment of administrative, operating and maintenance costs, and amounts due to any lender or lessor for any sums advanced, plus interest or other charges. No disbursement shall be made from the funds of the Authority except by check and 'unless a bill for goods or services actually rendered or delivered has been first submitted and approved for payment by the Authority, said approval being evidenced by a writing signed by the President and Secretary of the Authority Board. 7.4 Except for any loan, lease or contract expressly approved by the Board of County Commissioners,- the Authority shall not borrow money, enter into any lease agreement or execute any contract having a price or value in excess of $10,000. Further, the Authority shall not approve any claims or incur any obligations for expenditures unless there is sufficient unencumbered cash, credited to the Authority, with which to pay the same. -4- • • 7.5 The Authority may invest its funds only in accordance with any applicable laws of the State of Colorado governing the investment of public funds. 7.6 No Party to this Agreement shall have any liability to pay for any debt or other obligation incurred by the Authority unless there is a specific undertaking by each party to do so, accompanied by an appropriation approved with the requisite formalities. 7.7 Nothing herein prevents the Authority from returning any surplus operating revenues provided by the Parties hereto for the operation of this emergency telephone service to the respective Parties hereto in the same proportion that said Parties originally contributed funds for operation pursuant to paragraph 7.6 hereof. VIII. BOOKS AND RECORDS 8.1 The Authority shall maintain adequate and correct accounts of its funds, properties and business transactions, which accounts shall `be open to inspection at any reasonable time by the Parties hereto, their accountants or their agents,' as well as the general public. The Authority shall cause to be conducted an annual audit, which audit shall be conducted by an independent certified public accountant licensed by the State of Colorado. The Authority shall file a copy of said audit with each of the Parties. -8.2 A written record of all proceedings of the Authority Board as well as of action taken shall be maintained and such records shall be open to inspection at all reasonable times. 8.3 Within ninety days after the end of each calendar-year, the Authority shall prepare and present to the Parties a comprehensive annual report of the Authority's activities and finances during the preceding year. 8.4 The Authority shall also prepare and present such reports as may be required by law, regulation or contract to any governmental agency. 8.5 The Authority shall also render to the Parties hereto, at reasonable intervals, such reports and accounting as the Parties hereto may from time to time request. IX. TERMINATION OF AGREEMENT 9.1 This Agreement shall be in full force and effect upon the execution of the Agreement by the Parties in accordance with paragraph 12.2 hereof, and shall continue in- full force and effect, subject to amendments, until terminated by a majority of the then Parties. 9.2 Any Party's participation in this Agreement may be terminated by written notice from such Party to the Authority Board at least 180 days prior to January 1 of any. given year.. Termination of any Party's participation in this Agreement shall terminate all unaccrued obligations of the terminating party unless such Party has agreed to be liable for a debt of the Authority pursuant to the provisions of paragraph 7.6 herein. -5- 9.3 Upon termination .by a majority of the Parties to this Agreement, the powers granted to the Authority under this Agreement shall continue to the extent necessary to make an effective disposition of the,Authority and its property, duties and obligations. - 9.4 Upon termination of this Agreement, the property of the Authority shall be transferred to the County of Eagle, State of Colorado. - X. AMENDMENT 10.1- This Agreement may be amended by a majority of the then Parties from time to time, in writing and executed by those Parties. 10.2 Additional Parties may be added to this Agreement at any time upon delivery of an appropriate resolution or ordinance directing same, and upon execution of this Agreement and any amendment in existence at the time. XI. LIABILITY OF AUTHORITY BOARD, AND ITS OFFICERS AND EMPLOYEES; INSURANCE 11.1 The members of the Authority Board and its officers and employees shall not be personally liable for any acts performed or omitted in good faith during the scope of their duties pursuant to this Agreement. 11.2 The Authority shall obtain insurance for-the members of the Authority Board and the Authority against claims which may be brought against them. 11.3 The Authority may obtain a bond or other security to guarantee the faithful performance of the duties of the members of the Authority Board. XII. MISCELLANEOUS 12. ' In case any one or more of the provisions contained in this Agreement shall be for any reason held invalid, illegal or unenforceable in any respect, such invalidity or unenforcibility shall not affect the other provisions hereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been a part hereof. 12.2 This Agreement may be executed in counterparts. Execution of this Agreement by fewer than all parties shall cause the Agreement to be effective between those parties. 12:3 Notice hereunder shall be given by United States mail to the address of the entity as set forth herein, said notice being deemed received three days after mailing. 12.4 This Agreement shall be construed pursuant to Colorado law. -6- P IN WITNESS WHEREOF, the Parties hereto have caused their respective names and seals to be affixed hereto, as " of the day and year herein above set forth. ATTEST: COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS By: By: Clerk to the Board of Donald H. Welch, Chairman County Commissioners P.O. Box 850 Eagle. CO 81631 ATTEST: ATTEST: TOWN OF AVON By: V" L L~~ - Mayor P. . Box _975 Ain. CO 81620 TOWN OF EAGLE BY:_' By: Clerk Mayor P.O. Box 609 Eagle, CO 81631 ATTEST: TOWN OF GYPSUM BY: By: Clerk Mayor P.O. Box 237 Gypsum. C_ 81637 -7- ATTEST: TOWN OF MINTURN BY: By: Clerk Mayor P.O. Box 309 Mintum, CO 81645 ATTEST: TOWN OF RED CLIFF BY: _ By: Clerk Mayor P.O. Box 109 Red Cliff, CO 81649 ATTEST: TOWN OF VAIL BY: By: Clerk Mayor 75 S. Frontage Road West Vail, CO 81658 EAGLE COUNTY EMERGENCY SERVICES HOSPITAL DISTRICT ATTEST: BY: By: Chairman P.O. Box 1637 Vail. CO 81658 -8- GREATER EAGLE FIRE PROTECTION ATTEST: DISTRICT BY: By: Chairman - P.O. Box 6.66 Eagle, CO 81631 ATTEST: GYPSUM FIRE PROTECTION DISTRICT BY: By: Chairman P.O. Box 243 Gymum; CO 81637 WESTERN EAGLE COUNTY AMBULANCE .ATTEST: DISTRICT BY: By: Chairman P.O. Box _1077 Eagle, CO 81631 -9-