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540 W. 136th Street Firestation 46 - Miscellaneous CorrepondenceJAMES A. KNAl1ER JOHN]. PETR JAMES G. LAUCK JAY P. KENNEDY BRIAN C. BOSMA GREGORY P. CAFOUROS MARCIA ROAN MADALYN S. KINSEY WILLIAM BOCK. Ill MARK J. COLUCCI MICHELLE A. HOWDEN BRETT R. FLEITZ JAMES 5. MIILGAN. 111 OF Counsel JOHN E. GARDIS MICHAEL). HEBENSTREIT GARY A. SCHIFFLI Retired R. M. KROGER WILLIAM J. REGAS September 22, 2000 Carrie Groce Deputy Clerk Treasurer City of Carmel One Civic Square Carmel, Indiana 46032 .ATTORNEYS A l 1.AW FOUNDED 1937 RE: Interlocal Cooperation Agreement Dear Carrie: Pursuant to our discussions, enclosed you will find an original executed Interlocal Cooperation Agreement between the City of Carmel and Clay Township relating to the joint fire stations as recorded with the Hamilton County Recorder on September 22, 2000. As you will see from the enclosed letter, I have forwarded a copy of the Agreement to the Indiana State Board of Accounts for audit purposes as required by I.C. 36- 1 -7 -6. I am forwarding copies of this letter and the enclosure to Mayor Brainard and Doug Haney so that all parties are apprised of the status of this matter. If you or Diana Cordray should have any questions, please feel free to call me. We appreciate your assistance on this important matter. Very truly yours, KROGER GARDIS & REGAS Brian C. Bosma BCB:akk enclosure cc: Hon. James Brainard, Mayor (w /encl.) Doug Haney, City Attorney (w /encl.) Hon. Judy Hagan, Trustee 111 MONUMENT CIRCLE, SUITE 900, P.O. BOX 44941 INDIANAPOLIS, INDIANA 462440941 (317) 692.9000 FAX (317) 264-6832 JAMES A. KNAUER JOHN), PETR JAMES G. LAUCK JAY P. KENNEDY BRIAN C. BOSMA GREGORY P. CAEOUROS MARCIA ROAN MADALYN 5. KINSEY WILLIAM BOCK. 171 MARK). COLUCCI MICHELLE A. HOWDEN BRETT R. PLEITZ JAMES S. MILLIGAN, III Of Counsel JOHN E. GARDIS MICHAEL J. HEBENSTREIT GARY A. SCHIFFU Retired R. M. KROGER WILLIAM J. REGAS September 22, 2000 ATTORNEYS AT LA \ \' FOUNDED 1937 State Board of ouiits Indiana G mment Center South 302 t Washington Street, Room E418 anapolis, Indiana 46204 -2738 Re: Via Certified Mail Interlocal Cooperation Agreement by and between the City of Carmel, Indiana and Clay Township of Hamilton County, Indiana Dear Ladies and Gentlemen: Pursuant to the provisions of I.C. 36- 1 -7 -6, enclosed you will find a copy of an Interlocal Cooperation Agreement entered into by and between the above referenced units for the purposes of financing, constructing and maintaining two joint fire stations located in Clay Township of Hamilton County, Indiana. The effective date of the Agreement is September 22, 2000, the date of its recording with the Hamilton County Recorder. Please file stamp the enclosed copy of the Agreement and return it to the undersigned in the enclosed self addressed, stamped envelope. If you should have any questions, please feel free to direct them to the undersigned at your convenience. Very truly yours, KROGER, GARDIS & REGAS Attomeys for Clay Township of Hamilton County, Indiana Brian C. Bosma BCB /ak Enclosures cc: Trustee, Judy Hagan Clerk- Treasurer, City of Carmel 111 MONUMENT CIRCLE, SUITE 900, P.O. BOX 44941 INDIANAPOLIS, INDIANA 46244-0941 (317) 692-9000 FAX (317) 264 -6832 APPROVED AS TO FORM BY:te CARMEL -CLAY FIRE STATION FINANCING, CONSTRUCTION AND MAINTENANCE INTERLOCAL COOPERATION AGREEMENT BY AND BETWEEN THE CITY OF CARMEL, INDIANA AND CLAY TOWNSHIP OF HAMILTON COUNTY, INDIANA ORDINANCE NO. D- 1483 -00 290000047283 Filed for Record in HAMILTON COUNTY, INDIANA MARY L CLARK On 09 -22 -2000 At 09:09 am. AGREEMENT 25.00 ORDINANCE NO. D- 1483 -00 INTERLOCAL COOPERATION AGREEMENT FOR FIRE STATION FINANCING, CONSTRUCTION AND MAINTENANCE This Agreement is by and between the City of Carmel, Indiana (the "City ") and Clay Township of Hamilton County, Indiana (the "Township "), and shall be effective as of the date of recordation of this Agreement with the Hamilton County Recorder. DECLARATION OF PURPOSE WHEREAS, the City and the Township (collectively the "Participants ") have cooperated in the provision of firefighting and emergency response services in their respective jurisdictions through an annual Contract for Fire Protection between the City and the Township (the "Fire Contract "); and WHEREAS, the Participants have determined that there is a need for two additional fire stations (the "Stations ") to be constructed at the locations attached hereto as Exhibit "A" (the "Station Sites ") to serve the fire protection and emergency response needs in both the City and the Township; and WHEREAS, it has been determined that the best interests of the citizens and taxpayers of the City and the Township would be served through the Participants acting jointly to finance, construct and maintain the Stations as provided for in this Agreement; and WHEREAS, as all residents of the City and Township will benefit from the construction of the Stations, it has been determined by the Participants that all taxpayers of the City and the Township should share in the costs thereof; and WHEREAS, I.C. 36 -1 -7 et seq. provides that a power that may be exercised by an Indiana political subdivision and by one or more other governmental entities may be exercised jointly by the entities by entering into a written Interlocal Cooperation Agreement, and the Participants desire to enter into such an agreement to administer the financing, construction and maintenance of the Stations. NOW THEREFORE, the parties hereto mutually agree as follows: ARTICLE I Joint Fire Buildine and Maintenance Board Section 1.1. Establishment of Joint Board. The Participants hereby establish a Joint Fire Station Construction and Maintenance Board (the "Joint Board ") which shall be responsible for the administration of the terms of this Agreement. The Joint Board shall constitute the joint board required by LC. 36- 1 -7 -4. 1 Section 1.. Membership. The Joint Board shall be composed of four (4) members, which shall include the executive of each of the Participants, or the executive's designee, and one (1) member of each of the legislative bodies of the Participants selected or appointed by the majority vote of each legislative body. Section 1.3. Term. The members of the Joint Board shall serve a term which coincides with the member's term as the executive or member of the legislative body of the Participant. Executive members of the Joint Board shall automatically be succeeded by their successors to the office of the executive of the Participant, and designees of the executive may be removed, appointed, or reappointed from time to time at the sole discretion of the executive. Appointees of the legislative body of a Participant shall serve until their successors are selected by the appointing authority and may be removed and replaced with or without cause at any time by a majority vote of the appointing legislative body. Se ction 1.4. Chairman. The chairmanship of the Joint Board shall rotate on an annual calendar year basis between the executives of each of the Participants. Section 1.5. Secretary. The Joint Board shall appoint a secretary at the first meeting of each calendar year. The Joint Board Secretary shall report all official meetings of the Joint Board and shall make copies of the minutes of such meetings available to each Board member prior to the next regularly scheduled meeting. Section 1.6. Meetings. Meetings of the Joint Board may be called at any time by the Chairman or by any two (2) members of the Joint Board. Section 1.7, Notice of Meetings. The provisions of the Indiana Open Door Law, I.C. 5 -14- 1.5 et seq. shall apply to all meetings of the Joint Board, and compliance therewith shall be sufficient to satisfy all notice or other legal requirements under this Agreement. Section 1.8. Ouorum and Voting. At any meeting of the Joint Board, the presence of at least three (3) members shall be necessary to constitute a quorum. Each member of the Joint Board shall have one (1) vote on all matters coming before the Board. Action by the Joint Board shall require the affirmative vote of no less than three (3) members of the Joint Board acting at a properly called meeting at which a quorum is present. Section 1.9. Public Records An official record of all meetings of the Joint Board shall be maintained in the principal office of the Township. Accurate memoranda of all meetings shall be kept in accordance with 1.C. 5- 14- 1.5 -4(b) and (c) and shall be available for public inspection during normal business hours. The Joint Board shall be governed by, and all records of the Joint Board shall be maintained in accordance with, I.C. 5 -14 -3 et seq. Section 1.10. Powers, Duties and Responsibilities. The Joint Board shall have the following powers, duties and responsibilities: 2 a. The Joint Board shall have as its primary responsibility the administration of this Agreement providing for the construction, ownership, use and maintenance of the Stations. b. The Joint Board shall act as a construction committee during the construction of the Stations and shall receive regular reports from the architect as construction proceeds. c. The Joint Board shall prepare any distribution, dissolution or termination plans called for in this Agreement and shall make such additional recommendations to the Participants related to the disposal of assets govemed by this Agreement as are deemed necessary from time to time. d. The Joint Board shall review such other issues as are referred to the Joint Board from time to time by either Participant and shall make such recommendations to the Participants as are deemed advisable. Section 1,11. Professional Advisors. The Joint Board shall utilize, to the extent deemed necessary, the professional advisors employed by the Participants, and each Participant shall be responsible for its own costs incurred in this regard. ARTICLE 1I Acquisition, Ownership and Disposition of Assets and Joint Facilities The Participants agree to the following procedures regarding the acquisition, ownership and disposition of the Stations and any related assets and joint facilities administered under this Agreement: Section 2.1. Acquisition of Station Sites. The Participants acknowledge that the Township is in the process of acquiring through condemnation or purchase the parcels constituting the "Station Sites" and that the costs of such acquisition shall be added to the costs of acquisition and construction dealt with in Article 3 below. Section 2.2. Ownership and Control of Stations. After the acquisition of the Station Sites by the Township, the Township shall take all actions necessary to transfer ownership of the Station Sites to the City and the Township jointly. The Stations and the Station Sites shall thereafter be owned jointly by the Participants, and the recorded deeds for each of the Station Sites shall list the owner as "the City of Carmel, Indiana and Clay Township of Hamilton County, Indiana as Joint Tenants and not as Tenants in Common." Section 2 3. Construction of Stations. The Township shall undertake and shall be responsible for all aspects of the acquisition and construction of the Stations at its sole discretion, including the hiring of all professionals, site acquisition, design, bidding, contracting and supervision of construction. The Township agrees to cooperate promptly and in good faith with the City to address any reasonable concerns brought to the attention of the Township by the Joint 3 Board. Financing of all aspects of acquisition and construction of the Stations shall be handled in accordance with Article III below. Section 2.4. Maintenance. The costs and respective responsibilities of the Participants relating to maintenance of the Stations shall be as provided for annually in the Fire Contract. Section 2.5. Improvements. In the event a Participant believes it is necessary or advisable to incur costs for capital improvements for the Stations, the question of the necessity thereof shall he referred to the John Board which shall make appropriate recommendations related thereto to the Participants. If capital improvements are found to be necessary or advisable, the Joint Board shall submit to the Participants a plan for the financing and construction thereof. Any recommendations shall be subject to the approval of the legislative body and executive of each Participant, and the same shall be provided for by amendment to this Agreement, through inclusion in the Fire Contract or through the adoption of appropriate ordinances and resolutions by the Participants. Unless otherwise provided, all Improvements shall be owned jointly by the Participants in the same manner as the Stations. Section 2.6. Ownership and Control of Separate Assets. The Participants hereby agree that the separate equipment, rolling stock, real property and improvements, leasehold interests and other tangible and intangible assets currently owned or utilized by either Participant for fire suppression and emergency response shall remain the separate property of each Participant, unless specifically agreed in writing by the Participants. The Participants may, from time to time, choose to transfer additional separate assets to joint ownership to be administered pursuant to this Agreement through the adoption by each legislative body of a substantially identical ordinance and resolution providing for such transfer coupled with the signed approval of the executive of each Participant. Section 2.7. Disposition of Assets. In the event of the termination of this Agreement, or in the event any property or material asset covered by this Agreement is to be disposed of without termination of this Agreement, the Joint Board shall prepare a plan for the distribution and/or disposal of such assets or properties and any liabilities related thereto. The distribution plan (or in the event of a proposed termination, a termination plan) shall be adopted by majority vote of the Joint Board, and once approved, shall be submitted for approval to the legislative body of each of the Participants. Any plan approved by the Joint Board and the legislative body of each Participant shall be carried out by the Joint Board and the proper officers of the Participants as designated in the plan. In the event a recommendation for distribution and disposal of the Stations and all other assets or properties and liabilities related thereto is not approved by the Joint Board and each legislative body within ninety (90) days of the adoption of a resolution or ordinance to terminate this Agreement, any party may submit a request to the State Board of Tax Commissioners for the purpose of preparing an equitable plan for distribution and disposal of all assets and liabilities covered by this Agreement, which plan shalt be binding on the parties hereto. All disposition of property or assets covered by this Agreement shall be in accordance with the laws applicable to governmental entities of the State of Indiana. 4 ARTICLE III Taxing and Finance Matters Section 3.1. Uniform Tax Rate. The Participants hereby agree to the establishment and imposition by the Township of a uniform tax rate upon all of the taxable property throughout the Township, including those areas both within and outside of the City, for the purpose of funding the acquisition of the Station Sites and the design and construction of the Stations, and all costs, fees and expenses related in any way thereto or to the creation and retirement of indebtedness therefore, including the costs of issuance of the foregoing indebtedness. By adopting this Agreement, the City hereby approves and ratifies all lawful and necessary actions taken by the Township to fund the acquisition of the Station Site and/or the design and construction of the Stations by incurring indebtedness in an amount not greater than Five Million Dollars ($5,000,000.00) as adopted by the Township Board on July 24, 2000 pursuant to Township Resolution No. 7- 24 -00 -1, and the imposition of a uniform tax rate upon all property throughout the Township, including those areas both within and outside of the City, to finance the repayment thereof. Section 3.2. Additional Action. The City agrees to take any additional action that is lawful and necessary in order to approve or assent to the imposition of the foregoing uniform tax rate and specifically agrees to the submittal of this Agreement to the State Board of Tax Commissioners as evidence of the City's approval and assent to a uniform tax rate throughout the City and the Township for the purposes set forth in this Agreement. ARTICLE IV Duration, Amendment, Withdrawal and Termination Section 4.1. Duration. This Agreement shall continue as the binding agreement of the Participants until modified or terminated in accordance with the terms and provisions set forth below. Section 4.2. Amendment. The Participants may, from time to time, alter, change or amend the terms and conditions of this Agreement by an amendment in writing malting specific reference to the document as an amendment to this Agreement, approved and executed by each of the Participants in the same manner as this Agreement. Any amendment or modification of this Agreement shall take effect immediately upon the approval of the last of the Participants to approve such amendment or modification, or at such other time as is specifically designated in the amendment or modification. Section 4.3. Termination. This Agreement may only be terminated pursuant to an ordinance of the City or a resolution of the Township Board directing that the Agreement be terminated and that the Joint Board be disbanded. Such ordinance or resolution must be finally adopted and transmitted to the Joint Board and the non - terminating party on or prior to June 1" of any year proceeding the effective date of the termination. Prior to the adoption of an ordinance or resolution of termination, any Participant intending to terminate this Agreement shall be required to 5 give at least sixty (60) days' written notice forwarded by certified mail to the executive and chairman of the legislative body of the other Participant of its intent to consider an ordinance or resolution of termination, and the time, date and place of the meeting at which such ordinance or resolution will be considered. Any ordinance or resolution adopted pursuant to this Section prior to June 1 shall be effective as of the January 1 immediately following, unless a later effective date is set forth therein. Ordinances or resolutions adopted without following the deadline or notice provisions contained in this Section shall be invalid and of no effect. In the event of termination of this Agreement, the provisions of Section 2.7 above relating to the disposition of assets shall apply, along with any other laws applicable to such termination. Termination of this Agreement shall not in any way affect any indebtedness entered into pursuant to Article III of this Agreement and the tax rates and levies to repay such indebtedness shall remain in place until all such indebtedness is repaid in full. ARTICLE V Miscellaneous Section 5.1. Subject to Applicable Law. This Agreement, and the respective rights and responsibilities of the Participants and the Joint Board shall be subject to the laws binding upon this Agreement and/or the delivery of fire protection and emergency response services. The respective rights and responsibilities of the Participants shall be supplemented by any such applicable laws, but the parties agree that, to the greatest extent possible, the terms of this Agreement represent the parties' respective interests and intentions and shall be given their full force and effect. The laws of the State of Indiana shall govern the interpretation, validity, and performance of this Agreement. Section 5.2. Severability. If any provision of this Agreement shall be held to be invalid or unenforceable by any court of competent jurisdiction, such provision shall be severed from the remainder of this Agreement and the validity and enforceability of the remaining provisions of the Agreement shall not be affected thereby. Section 5.3. Approval and Effective Date. This Agreement shall be approved upon the adoption by the legislative body of each Participant of an appropriate ordinance or resolution approving and ratifying this Agreement and upon the approval and execution by the executive of each Participant. After approval and execution by the appropriate officers of each Participant this Agreement shall be recorded with the Hamilton County Recorder, and the date of recordation shall be the effective date of this Agreement. Within sixty (60) days of the effective date, this Agreement shall be recorded with the Indiana State Board of Accounts for audit purposes pursuant to I.C. 36- 1 -7 -6. Section 5.4. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in several counterparts in their respective Participant's name by the duly authorized signatories below. 6 PASSED by the Common Council of the City of Carmel, Indiana this / 8 day of 5eipf p , 2000, by a vote of (Q ayes and o nays. COMMON COUNCIL FOR THE CITY OF CARMEL siding Officer Kevin Kirby ttreall /Donald E. Carter ATTEST: 1 l. re e. L�CZk.kc�L tC,c�: i ptify! By: CLAY TOWNSHIP OF HAMILTON COUNTY, INDIANA £F.Hagan, Townh ip Trustee ADOPTED and APPROVED BY: Resolution of the Clay Township Board adopted on 5elo%a.vtbe r-18 , 2000. By: By: ante Carl S. Mills, Chairman Clay Township Board r Rosmary Hengel, Member Clay Township Board DATE: '3 -t8-0.0 STATE OF INDIANA ) ) SS: COUNTY OF HAMILTON ) By: Mary Eckard/Secretary Clay Township Board S -te ' s nta i e up. I.C. - 4 -1 .......,,..,,,,,,..,,,.. », t......,,,.:.,,,.:. Before me, a is 18thday of September, 2000, personally appeared the above - signed Township Trustee, Chairman, Secretary and Member of the Township Board of Clay Towns of Hamilton County,::Tndiana, who acknowledged that the foregoing statements are true. Date of Election MitrattliSkitutidin 11/03/98 State R-..=sert .Ave under authority of I.C. Brian C. Bosma Printed Name My County of Residence: Marion This document prepared by: Brian C. Bosma, Kroger Gardis & Regas, 111 Monument Circle, Suite 900, P.O. Box 44941, Indianapolis, Indiana 46244 -0941 (317)692 -9000. 8