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HomeMy WebLinkAboutAgenda - 10-05-2004-6eORANGE COUNTY BOARD OF COMMISSIONERS ACTION AGENDA ITEM ABSTRACT Meeting Date: October 5, 2004 Action Agenda Item No. ~-,Q, SUBJECT: Resolution to Amend the Interlocal Cooperation Agreement Establishing the Orange-Person-Chatham Local Management Entity (LME) DEPARTMENT: County Manager's Office PUBLIC HEARING: (Y/N) No ATTACHMENT(S): 1. General Assembly Action 2. Proposed Resolution 3, Original Interlocal Cooperation Agreement INFORMATION CONTACT Gwen Harvey, Asst Co, Mgr, 245 -2307 Tom Maynard, OPC Director, 913-4013 TELEPHONE NUMBERS: Hillsborough 732-8181 Chapel Hill 968-4501 Durham 688-7331 Mebane 336-227-2031 PURPOSE: To adopt a resolution that amends the Interlocal Cooperation Agreement (ICA) that established the three-county public entity to serve as the Local Management Entity (LME) for ensuring mental health, developmental disability, and substance abuse services (MH/DD/SA) in the Orange, Person, and Chatham counties catchment area, BACKGROUND: On June 23, 2004 the BOCC approved an ICA that outlined a timeframe and process for the dissolution of the OPC Area Authority and the creation of a new three county public entity that would serve as the LME to fulfill the requirements of the Local Business Plan (LBP) for the management and delivery of services, The effective date for the duration of the ICA was to be concurrent with the LBP beginning July 1, 2004 and the transition from Area Authority to LME was to begin July 1, 2005, This meant, under state provisions existing at the time, that there would be no opportunity for the two entities to operate side-by-side, The OPC Steering Committee saw this limitation as an obstacle to the opportunity for a smooth transition and requested that the three counties include as part of their legislative package a special request that would grant flexibility so that the OPC Area Authority could be "deconstructed" simultaneous with the "construction" of the OPC LME within the same fiscal year. The OPC Steering Committee felt this was a more pragmatic option than what the original legislation envisioned, particularly since they were pioneering amulti-county approach, The General Assembly approved this request the end of June as reflected in Section 10.26 (a) of G,S. 122C-115 (a) in Attachment 1. As a result it is now possible and recommended by the OPC Steering Committee far the three counties to adopt a resolution that amends the pertinent sections of the ICA to effect the changes necessary to enable the local Area Authority and LME to operate concurrently during the present fiscal year, Attachment 2 is the proposed resolution drafted by the OPC attorney and Attachment 3 is the original ICA with revisions highlighted. Adoption of this amendment will also mean that the three county commissions are asked to make their initial appointments to the new LME governing board in October or November so their official involvement in the formal transition process can begin, FINANCIAL IMPACT: The State has provided no financing plan for the implementation of mental health reform, but has committed to full funding of the Local Management Entity, Steering Committee efforts at the programmatic level are directed towards service changes and improvements that they believe can be accomplished without adverse financial impact to the three counties, However, budgetary specifics cannot be addressed with any accuracy at this time and would have to be defined as monitoring and evaluation of the Local Business Plan continue, The Steering Committee has consistently articulated to the State that it would not divest vital program services prematurely. RECOMMENDATION(S): The Manager recommends that the Board adopt the proposed resolution enacting the amendment to the Interlocal Cooperation Agreement. North Carolina General Assembly - 2004-124 AREA PROGRAM AND COUNTY PROGRAM TRANSITION FLEXIBILITY SECTION 10.26. (a) G,S, 122C-115(a) reads as rewritten: "(a)A county shall provide mental health, developmental disabilities, and substance abuse services through an area authority or through a county program established pursuant to G.S, 122C-115.1, To the extent this section conflicts with G.S, 153A-77(a), the provisions of G,S. 153A-77 (a) control. If a county that is a member of an area authority determines to provide its services through a county program or through a multicounty program it may with the agreement of the other counties comprising the area authority and the approval of the Secretary, simultaneously participate in a county program or a multicounty program while remaining a participating member of the area authority until the end of the subsequent fiscal ev ar. SECTION 10,26. (b) This section is effective upon ratification and expires on July 1, 2005, httn~//www.nceastate.naus/htm12003/bills/CurrentV ersion/ratified/House/Hbi11414,fu11.html 8/27/04 Q' RESOLUTION TO AMEND THE INTERLOCAL COOPERATION AGREEMENT FOR THE PROVISION OF MENTAL HEALTH, NTAL DISABILITY AND SUBSTANCE ABUSE SERVICES BETWEEN ORANGE, PERSON AND CHA' WHEREAS, Orange, Person and Chatham Counties have each adopted an Interlocal Cooperation Agreement for the Provision of Mental Health, Developmental Disability and Substance Abuse Services ("Interlocal Agreement'); and WHEREAS, N.G~G.S, ~122C-115 (a) has been amended to clarify that Orange, Person and Chatham Counties may participate in the multi- county program created by the Interlocal Agreement while participating in OPC Area Authority to achieve a smooth transition from the area program model to the multi-county program model; and WHEREAS, Orange, Person and Chatham Counties desire to make the Interlocal Agreement effective July 1, 2004 and desire to appoint its Governing Board; NOW, THEREFORE, County hereby amends the Preamble to establish the effective date of the Agreement as of July 1, 2004 and hereby amends Section 3, Duration of Agreement, to read as follows: This Agreement shall be in effect beginning on July 1, 2004 and shall thereafter continue in effect concurrently with the timeframes established in the local business plan adopted by the Parties. Pursuant to N.C,G.S. §122C-115.2, the duration of the local business plan shall be at least three state fiscal years beginning July 1, 2004. and hereby amends Section 7, Terms of Appointment of Governing Board, to read as follows: The three commissioners appointed by their respective counties shall each serve a two-year term commencing on the first day of July in the year in which each is elected to the seat on the OPC LME Governing Board, provided, however, 5 the entire term for each county commissioner representative must be during the actual term of their elected position, After the initial terms set forth below, the three at-large members shall each serve a three-year term commencing on the first day of January in the year in which elected to the seat on the LME Governing Board, To accommodate future January appointment dates and to create staggered appointments on the Board, the initial appointments to be Board will be as follows: Chatham appointment - for a term commencing on July 1, 2004 and ending on December 31, 2007; Orange appointment - for a term commencing on July 1, 2004 and ending on December 31, 2006; Person appointment - for a term commencing on July 1, 2004 and ending on December 31, 2005. The Advisory Committee chair shall serve a term of two years commencing on the first day of January in the year in which elected to the seat on the LME Governing Board. and hereby amends Section B, Timetable for Appointment, as follows: Each Party agrees that it shall make its initial appointment to the Governing Board and all subsequent appointments as soon as possible and in any event within 90 days of any vacancy for which a Board of County Commissioners has appointment authority. and hereby amends Section 20, Dissolution of OPC and Transfer of Assets and Liabilities as follows: The Parties through their respective Boards of County Commissioners, in accordance with the provisions of N.C,G,S. §1220-115.3, have determined to dissolve OPC and operate as a multi-county program, The dissolution of OPC will be effective at the end of the fiscal year in which the action of dissolution transpires. The dissolution of OPC will be preceded by a public hearing in Orange County, in Person County and in Chatham County, each held with notice published in every participating county at least ten days before the hearing. The dissolution of OPC will be with prior approval of the Secretary. Continuity of services provided by OPC in its Catchment Area is assured by virtue of the creation of the LME and the execution of this Agreement. The budgetary surplus available to OPC at the time of its dissolution is to be distributed to Orange, Person and Chatham Counties respectively on the same pro rata basis as each county appropriated and contributed funds to OPC's budget during the fiscal year in which dissolution occurred. Prior to distribution, an audit of the financial records of OPC shall occur and distribution shall be based on the results of the audit. The audit shall be conducted by a certified public accountant or accountant subsequently certified by the Local Government Commission to conduct the audit who is chosen by the OPC Area Board. The audit shall be conducted in accordance with the provisions of N,C.G,S, §159-34, All funds distributed to the Parties in accordance with this section shall be placed in the fund balance of the LME. If unobligated surplus funds of OPC are not sufficient to satisfy the total indebtedness of OPC, the remaining unsatisfied indebtedness shall be apportioned among the Parties on the same pro rata basis that the Parties appropriated and contributed funds to OPC's budget during the fiscal year in which dissolution occurred. Except as herein expressly amended, that certain Interlocal Cooperation Agreement for the Provision of Mental Health, Developmental Disability and Substance Abuse Services Between Orange, Person and Chatham Counties remains in full force and effect. 11096\O1\m\LME Interlocal Agreement\006 Re solution to Amend Interlocal Agreement 7 INTERLOCAL COOPERATION AGREEMENT FOR THE PROVISION OF MENTAL HEALTH, DEVELOPMENTAL DISABILITY AND SUBSTANCE ABUSE SERVICES BETWEEN ORANGE, PERSON AND CHATHAM COUNTIES This Interlocal Cooperation Agreement made and entered into effective thus 1st- day of July 2004, by, between and among Orange County, a political subdivision of the State of North Carolina, Person County, a political subdivision of the State of North Carolina and Chatham County, a political subdivision of the State of North Carolina, herein collectively referred to as the "Parties". This Agreement is made as an Interlocal Cooperation Agreement pursuant to Chapter 122C of the North Carolina General Statutes and Part I, Article 20 of Chapter 160A of the North Carolina General Statutes. W I T N E S S E T H: WHEREAS, N,C.G,S. §1220-115 (a) requires each county in North Carolina to provide mental health, developmental disability and substance abuse services either through an area authority or a county program established pursuant to N.C.G.S, §122C-115.1; and WHEREAS, N.C.G.S. §122C-115.1 authorizes counties to enter into multi-county programs created through interlocal cooperation agreements pursuant to N.C,G.S, §160A-460, et sec,; and WHEREAS, Orange County, Person County and Chatham County together comprise an area wherein the population is compliant with the targeted minimum population of 200,000 as set forth in Chapter 122C of the North Carolina General Statutes; and WHEREAS, Orange County, Person County and Chatham County have each elected to operate together a multi-county program for the 8 provision of mental health, developmental disability and substance abuse services which shall be established, operated and governed by the Parties pursuant to N.C.G.S, §122C-115.1; and WHEREAS, Orange County, Person County and Chatham County have provided as a joint effort of the three counties, for the development, review and approval of a business plan for the management and delivery of mental health, developmental disability and substance abuse services, with detailed information on how the county program will meet State standards, laws and rules ensuring quality mental health, development disability and substance abuse services, including outcome measures for evaluating program effectiveness; and WHEREAS, the Boards of Commissioners of Orange County, Person County and Chatham County intend to form and by this Agreement do form a three county public entity to serve as the local management entity ("LME") for the multi-county program created by Orange, Person and Chatham counties; and WHEREAS, the Parties have determined to engage in an Undertaking whereby the three county public entity created by this Agreement to serve as the local management entity may contractually exercise the powers, functions, rights, privileges and immunities of the Parties with regard to the provision of mental health, developmental disability and substance abuse services in the Catchment Area; and WHEREAS, this Interlocal Cooperation Agreement will allow the three county public entity created by this Agreement to serve as the local management entity to exercise the Undertaking; and -2- q WHEREAS, the Parties desire to enter into this Agreement to set forth their respective rights and obligations with respect to the Undertaking; and WHEREAS, prior to entering into this Agreement, the Board of Commissioners of each Party has held a public hearing with notice published at least ten days before the hearing regarding the establishment of the LME, NOW THEREFORE, for and in consideration of mutual covenants contained herein and the mutual benefits to result, the Parties hereby agree as follows: 1. PURPOSE OF AGREEMENT The purpose of this Interlocal Cooperation Agreement is to execute an Undertaking between the Parties to exercise the Parties' powers, functions, rights, privileges and immunities in the provision of mental health, developmental disability and substance abuse services to persons in the Parties' Catchment Area and to establish an organizational framework that provides for public policy, management and administrative accountability in the provision of mental health, developmental disability and substance abuse services, 2. DEFINITIONS A, Advisory Committee. "Advisory Committee" means the advisory committee created by the Parties in accordance with the provisions of N.C.G.S. §122C-115.1, the responsibilities of which are set forth in this Agreement, B. Catchment Area, "Catchment Area" means the geographic area of the State of North Carolina served by the Orange Person -3- 10 Chatham LME and encompassing Orange County, Person County and Chatham County. C, CFAC. "CFAC" means the local Consumer and Family Advisory Committee for Orange, Person and Chatham Counties, D. Commission, "Commission° means the Commission for Mental Health, Developmental Disabilities and Substance Abuse Services established under Part 4 of Article 3 of Chapter 143 of the North Carolina General Statutes, E, Department. "Department" means the North Carolina Department of Health and Human Services, F, Division, "Division" means the Division of Mental Health, Developmental Disabilities and Substance Abuse Services of the Department, G. Fiscal Year. "Fiscal Year" means July 1 through June 30 of each calendar year. H. Governing Board, "Governing Board" means the governing board of the LME, the composition of and responsibility of which are set forth in this Agreement. I. LME. "LME" means the three county public entity joint agency created by the Parties as a multi-county program to provide mental health, developmental disability and substance abuse services in Orange County, Person County and Chatham County and known as the Orange Person Chatham LME. Within the public system of mental health, developmental disability and substance abuse services, the LME is the locus of coordination among public services for clients in the Catchment Area. -4- J. Local Funds. "Local Funds" means fees from services, including client payments, Medicare and the local and federal share of Medicaid receipts, fees from agencies under contract, gifts and donations, and county and municipal funds, and other funds not administered by the Division. It, OPC, "OPC" means Orange Person Chatham Mental Health, Developmental Disability and Substance Abuse Authority, an area authority established pursuant to Chapter 122C of the North Carolina General Statutes. L. Operating Costs. "Operating Costs" means expenditures made by the LME in the delivery of services for mental health, developmental disabilities, and substance abuse as provided in Chapter 122C of the North Carolina General Statutes and includes the employment of legal counsel on a temporary basis to represent the interests of the LME. M. Party. "Party" means Orange, Person and/or Chatham County, individually. N, Parties, "Parties" means Orange, Person and Chatham County, collectively. O. Program Director. "Program Director" means the director of the LME, P, Secretary, "Secretary" means the Secretary of the Department of Health and Human Services, Q, Undertaking. "Undertaking" means the contractual exercise by the LME of the powers, functions, rights, privileges and immunities of the Parties in the provision of mental health, -5- ~a developmental disability and substance abuse services. The scope of the Undertaking shall be based upon the terms of the local business plan then in effect as developed and adopted by the Parties and approved by the Secretary in accordance with N.C,G,S, §122C-115.2. 3. DURATION OF AGREEMENT This Agreement shall be in effect beginning on July 1, 2004 and shall thereafter continue in effect concurrently with the timeframes established in the local business plan adopted by the Parties. Pursuant to N.C.G,S. §122C-115.2, the duration of the local business plan shall be at least three state fiscal years beginning July 1, 2004. 4. ESTABLISHMENT OF JOINT AGENCY The counties hereby establish a joint agency known as the Orange Person Chatham LME ("LME").. The LME is charged with all responsibilities required for the exercise of the Undertaking. All of the powers, duties, rights, functions and immunities of the Parties necessary for the execution of the Undertaking are conferred upon the LME. The delegation of authority to the LME shall empower the LME to serve as the comprehensive planning, budgeting, implementing and monitoring group for community-based mental health, developmental disability and substance abuse services in Orange, Person and Chatham Counties. 5. GOVERNING BOARD OF THE LME The LME will be governed by a board of seven members one of whom must be an elected county commissioner from Orange County, one of whom must be an elected county commissioner from Person County, one of whom -6- i~ must be an elected county commissioner from Chatham County, one of whom must be the chair of the Advisory Committee, and three of whom may be county commissioners or any other individual residing in Orange, Person or Chatham County so long as these three additional members are from the three different counties. The three Boards of County Commissioners shall each appoint one commissioner and one additional at-large member from their respective counties to make up the Governing Board. All Governing Board members except the Advisory Board chair shall serve at the pleasure of the Board of County Commissioners that appointed them. The Governing Board shall develop bylaws not inconsistent with this Agreement or applicable provisions of law that shall establish the procedures under which the Governing Board operates. 6. CONDITIONS FOR MEMBERSHIP OF THE GOVERNING BOARD AND ADVISORY COMMITTEE In addition to the specific requirements outlined in this Agreement, members of the Governing Board and the Advisory Committee shall meet the following conditions: (1) Each member shall be a resident of Orange, Person or Chatham County. (2) No member shall be a close relative of any member of the staff of the LME as the term "close relative" is defined by state law. (3) No employee or consultant of the LME and no contract provider, employee of a contract provider or other individual in a contractual relationship with the LME shall be eligible for membership. -~- 7. TERMS OF APPOINTMENT OF GOVERNING BOARD ~~ The three commissioners appointed by their respective counties shall each serve a two-year term commencing on the first day of July in the year in which each is elected to the seat on the OPC LME Governing Board, provided, however, the entire term for each county commissioner representative must be during the actual term of their elected position. After the initial terms set forth below, the three at-large members shall each serve a three-year term commencing on the first day of January in the year in which elected to the seat on the LME Governing Board. To accommodate future January appointment dates and to create staggered appointments on the Board, the initial appointments to be Board will be as follows: Chatham appointment - for a term commencing on July 1, 2009 and ending on December 31, 2007$; Orange appointment - for a term commencing on July 1, 2004§ and ending on December 31, 2006-; Person appointment - for a term commencing on July 1, 2004§ and ending on December 31, 2005£. The Advisory Committee chair shall serve a term of two years commencing on the first day of January in the year in which elected to the seat on the LME Governing Board. 8. TIMETABLE FOR APPOINTMENT Each Party agrees that it shall make its initial appointment to the Governing Board '~ '~ ~ ''„ " ` '~'' ` "'' '''' ~` ;~ ~',~" m.,',~ and all subsequent appointments as soon as possible and in any event within 90 days of any vacancy for which a Board of County Commissioners has appointment authority. -8- 15 9. VACANCIES ON THE GOVERNING BOARD Should a vacancy occur on the Governing Board prior to the expiration of an appointed term of office, the Board of County Commissioners that appointed the person vacating their Governing Board position shall appoint a replacement member to fill the remainder of the unexpired term. 10. MEETINGS OF GOVERNING BOARD The Governing Board shall set its meeting schedule based on the needs of the LME, provided, however, that the Governing Board shall meet at least monthly with the exception of July, August, and December. 11. VOTING Each member of the Governing Board shall have one vote, A majority of members shall constitute a quorum, A quorum must be present to conduct the business of the Governing Board. No Governing Board member shall vote on matters regarding contractual or business relationships of the LME if the Governing Board member or an immediate family member would benefit materially from the transaction. 12. ADVISORY COMMITTEE Pursuant to N.C,G.S. ~122C-115.1, the Governing Board of the LME shall appoint an Advisory Committee that takes into account sufficient citizen participation, equitable representation of disability groups and equitable representation of Orange, Person and Chatham County, At least fifty percent of the membership shall conform to the requirements of N,C.G.S. ~122C-118,1(b)(1)-(4) and, therefore, shall include: -9- Ib (1) a physician licensed under Chapter 90 of the North Carolina General Statutes; (2) a clinical professional in the fields of mental health, developmental disabilities or substance abuse; (3) a family member or an individual from citizen's organizations composed primarily of consumers or their family members, representing the interests of individuals with mental illness and in recovery from addiction and with developmental disabilities; and (4) openly declared consumers with mental illness, with developmental disabilities and in recovery from addiction. The Parties further agree that the Advisory Committee shall consist of thirteen members and shall include at least seven members as follows: one primary consumer with mental illness, one primary consumer with development disabilities, one primary consumer in recovery from addiction, one family member/advocate of a person with development disabilities, one family member/advocate of a person in recovery from addiction, one physician and one clinical professional in the field of mental health, developmental disabilities or substance abuse. The Advisory Committee shall elect a chair and maintain a chair at all times. The Advisory Committee shall operate pursuant to duly adopted bylaws. 13. DESIGNATION OF COUNTY MANAGER TO WHOM THE ADVISORY COMMITTEE REPORTS The County Manager of orange County is designated the manager to whom the Advisory Committee reports from January 1 to April 3Q of each calendar year for the duration of this Agreement. The County Manager -10- i7 of Person County is designated the manager to whom the Advisory Committee reports from May 1 to August 31 of each calendar year for the duration of this Agreement, The County Manager of Chatham County is designated the manager to whom the Advisory Committee reports from September 1 to December 31 of each calendar year for the duration of this Agreement, 14. CONSUMER AND FAMILY ADVISORY COMMITTEE (CFAC) The LME will facilitate the formation of a CFAC and provide the CFAC an active role as an advisor to the LME on local plans, service budgets, service eligibility, service array, gaps in service, underserved populations, development of additional services, monitoring of service development, monitoring of service delivery, and quality improvement activities, including tracking and reporting on outcome measures and performance indicators. 15. APPOINTMENT OF LME PROGRAM DIRECTOR The Governing Board shall appoint a Program Director of the LME, The Program Director appointed must meet the following minimum qualifications: (a) masters degree, (b) related experience and (c) management experience. The Program Director shall be charged with the obligation to carry out the provisions of N..C,G.S. ~122C-111, to administer the programs of the LME and to enforce applicable state laws, rules of the Commission and rules of the Secretary and to any of the duties and responsibilities set forth in this Agreement, The Program Director shall serve at the pleasure of the Governing Board. The Governing Board shall be responsible for setting the compensation of the Program Director, -11- IS The Program Director shall be responsible for the appointment of staff of the LME, the furtherance of the policies and procedures of the LME as established by the Governing Board and by this Agreement; and for appointment and supervision of all staff and programs of the LME. The Program Director is authorized to sign on behalf of the LME such documents as are necessary for the transaction of LME business. The Program Director recommends to the Governing Board service priorities, taking into consideration the needs within the community and overall objectives of the LME. The Program Director shall serve as a non-voting ex-officio member of the Governing Board, the Advisory Board and of any standing committee created by the Governing Board or the Advisory Board, 16. FINANCING THE UNDERTAKING The administrative duties of the LME and the service system funded by the LME shall be financed through Local Funds and funds administered by the Division according to applicable rules and regulations. The Parties shall appropriate funds for the support of programs that serve the Catchment Area and for other purposes consistent with the purposes of Chapter 122C of the North Carolina General Statutes. The Parties may choose to appropriate funds to the LME on the basis of an annual budget recommended by the LME and submitted to the Board of Commissioners of each Party for approval. The Parties acknowledge that the provisions of N.C.G.S. ~122C-115 require counties to appropriate funds for the support of programs that serve the Catchment Area and further provides that counties may not reduce county appropriations and expenditures for current operations -12- Iq and ongoing programs and services of the LME because of the availability of state-allocated funds, fees, capitation amounts and fund balance. The Parties may reduce county appropriations by the amount previously appropriated by the county for one time nonrecurring special needs of the LME. Each of the Parties agrees that, for so long as the Governing Board determines it is necessary, each party shall provide to the LME, for the exercise of the Undertaking, the appropriations, expenditures, access to and use of real property and personal property as had been provided to OPC prior to its dissolution.. Each Party is empowered to designate and redesignate its property used by the LME so long as the Party offers equivalent property to the LME if the property used previously is redesignated, Funds distributed in accordance with N.C,G.S. §122C-115,3 (e) to each of the Parties upon the dissolution of OPC shall be placed in the fund balance of the LME. For so long as the LME provides service, the LME shall make every reasonable, available effort to collect appropriate reimbursement for its costs in providing mental health, developmental disability and substance abuse services to persons unable to pay for such services, including insurance and other third-party payments. The Parties acknowledge that pursuant to N.C.G.S. §122C-146, no individual may be refused services because of ability to pay, All funds collected shall be utilized for the fiscal operation or capital improvement of the LME and shall not reduce or replace the Parties' commitment of local tax revenue as set forth in this Agreement, -13- ao Revenues generated by the LME shall be utilized by the LME and not apportioned among the Parties, It is the Parties' intention that the LME operate on an annual balanced budget ordinance in accordance with the provisions of Chapter 159 of the North Carolina General Statutes and that all costs of the LME for the exercise of the Undertaking are to be covered by its revenues (including payments, grants and state appropriations), together with the appropriations made to it by each Party in accordance with the Agreement, 17. ADOPTION AND ADMINISTRATION OF PROGRAM BUDGET The Governing Board shall adopt and administer the program budget of the LME in accordance with Chapter 159 of the North Carolina General Statutes. The program budget of the LME shall be the proposed revenue and expenditure plan for the specified programs, functions, activities and objectives of the LME for each fiscal year. The LME shall operate under an annual balanced budget. The Parties further agree that the LME program budget shall be based upon the following assumptions: all three counties will share proportionately in the costs of those programs that meet the basic requirements under state law for service to the catchment area; all three counties will share proportionately in the costs of those programs that serve and benefit all three counties alike; and individual counties will be responsible for the full costs of those programs that serve and benefit their unique county needs, -14- a~ 18. APPOINTMENT OF FINANCE OFFICER The Governing Board shall appoint a Finance Officer of the LME who shall serve at the pleasure of the Governing Board, The Finance Officer shall have the following powers and duties: (1) Keep the accounts of the LME in accordance with generally accepted principles of governmental accounting and the rules and regulations of the Commission of Local Government. (2) Disburse all funds of the LME in strict compliance with Chapter 159 of the North Carolina General Statutes and shall preaudit obligations and disbursements as required by Chapter 159 of the North Carolina General Statutes. (3) Receive and deposit all monies accruing to the LME or supervise the receipt and deposit of money by other duly authorized officers or employees, (4) Maintain all records concerning the bonded debt and other obligations of the LME and determine the amount of money that will be required for debt service or the payment of other obligations during each fiscal year. (5) Supervise the investment of idle funds of the LME, (6) Perform such other duties as may be assigned to him/her by law, by the Program Director, or Governing Board, or by rules and regulations of the Local Government Commission. (7) As often as may be required by the Governing Board, the Finance Officer shall prepare and file with the Governing Board a statement of the financial condition of the LME, -15- as Except as otherwise provided by law, all checks or drafts on an official depository shall be signed by the Finance Officer and countersigned by the Program Director, The Governing Board may waive the requirements of dual signatories if the Governing Board determines that the internal control procedures of the LME will be satisfactory in the absence of dual signatures, The Governing Board shall have the accounts of the LME audited annually in accordance with Chapter 159 of the North Carolina General Statutes, 19. OWNERSHIP OF REAL PROPERTY AND OTHER ASSETS The Parties agree that all assets formerly owned by OPC, for which the LME is granted use under this Agreement, shall be considered LME assets, except that all assets owned by orange, Person or Chatham County shall remain the assets of Orange, Person or Chatham County as applicable, Upon termination of this Agreement, disposition of the assets of the LME shall be accomplished in accordance with paragraph 29. Legal title to all real property necessary to the Undertaking shall be held by the Parties individually, or jointly as tenants in common, in such manner and proportion as they may from time to time determine. 20. DISSOLUTION OF OPC AND TRANSFER OF ASSETS AND LIABILITIES The Parties through their respective Boards of County Commissioners, in accordance with the provisions of N,C,G,S, ~122C- 115,3, have determined to dissolve OPC and operate as a multi-county program. The dissolution of OPC will be3s effective at the end of the fiscal year in which the action of dissolution transpires~~ -16- a~ } w +F }._~ ,,.,+„ „+ +w: ,. ~_ r+, The dissolution of OPC will bewa-s preceded by a public hearing in Orange County, in Person County and in Chatham County, each held with notice published in every participating county at least ten days before the hearing. The dissolution of OPC will bey with prior approval of the Secretary. Continuity of services provided by OPC in its Catchment Area is assured by virtue of the creation of the LME and the execution of this Agreement. The budgetary surplus available to OPC at the time of its dissolution is to be distributed to Orange, Person and Chatham Counties respectively on the same pro rata basis as each county appropriated and contributed funds to OPC's budget during the fiscal year in which dissolution occurred, Prior to distribution, an audit of the financial records of OPC shall occur and distribution shall be based on the results of the audit, The audit shall be conducted by a certified public accountant or accountant subsequently certified by the Local Government Commission to conduct the audit who is chosen by the OPC Area Board. The audit shall be conducted in accordance with the provisions of N.C.G.S. §159-34. All funds distributed to the Parties in accordance with this section shall be placed in the fund balance of the LME. If unobligated surplus funds of OPC are not sufficient to satisfy the total indebtedness of OPC, the remaining unsatisfied indebtedness shall be apportioned among the Parties on the same pro rata basis that the Parties appropriated and contributed funds to OPC's budget during the fiscal year in which dissolution occurred. -17- a~ 21. UNDERSTANDING AS TO THE SUBMISSION OF REPORTS The LME shall submit on a quarterly basis to the Secretary and the Parties service delivery reports that assess the quality and availability of public services within the LME's catchment area. The service delivery reports shall include the types of services delivered, number of recipients served, and services requested but not delivered due to staffing, financial, or other constraints. In addition, at least annually, a progress report shall be submitted to the Secretary and the Parties. The progress report shall include an assessment of the progress in implementing local service plans, goals, and outcomes. All reports shall be in a format and shall contain any additional information required by the Secretary and by the Parties. Within 30 days of the end of each quarter of the Fiscal Year, the Program Director and Finance Officer of the LME present to each member of the Board of County Commissioners of the Parties a budgetary statement and balance sheet that details the assets, liabilities, and fund balance of the LME. This information shall be read into the minutes of the meetings at which it is presented. The Program Director or Finance Officer of the LME shall provide to the Parties ad hoc reports as requested by the Parties. 22. SERVICES TO GOVERNMENTAL OR PRIVATE ENTITIES The LME may contract to provide services to governmental or private entities, including Employee Assistance Programs. 23. PUBLIC HEARING Before establishing the LME, each of the Parties held a public hearing with notice published at least 10 days before the hearing, -18- a5 24. COMPLIANCE WITH CHAPTER 122C The Parties shall ensure that the programs and the services provided through the LME comply with all applicable provisions of Chapter 122C of the North Carolina General Statutes and the rules adopted by the Commission and the Secretary. 25. MANNER OF APPOINTING PERSONNEL Pursuant to N.C.G.S, ~122C-154, in a multi-county program, employment of county program staff shall be as agreed upon by the Parties, The Parties agree that the joint agency established under this agreement shall appoint the officers, agents, and employees necessary to execute the undertaking, The jurisdiction, authority, rights, privileges, and immunities (including coverage under the workers' compensation laws) which the officers, agents, and employees enjoy shall be enjoyed by them when they are acting pursuant to this agreement and within the scope of their authority or the course of their employment without regard to whether they are in Orange, Person or Chatham County, 26. POWERS AND FUNCTIONS TO BE EXERCISED BY THE LME TO rnnnTRni rev mvL~ TiTTTL+D mTTI TTT('! Consistent with the availability of resources and the provision of funding under this Agreement, the LME assumes responsibility and authority sufficient to discharge its obligations under this Agreement. 27. IMMUNITY FROM LIABILITY The Parties acknowledge that each is immune from liability under the doctrine of sovereign immunity and none waives its sovereign immunity with regard to the exercise of the Undertaking or authorizes -19- a~ the waiver of its sovereign immunity by the others or by the LME except to the extent of the actual coverage of liability insurance obtained. The Parties consent to the exercise of their sovereign immunity by the LME with regard to the exercise of the Undertaking. The Parties agree that the LME shall maintain liability insurance as follows: 1 million dollars per incident, 3 million dollars in the aggregate. 28. MEDICAL RECORDS During the term of this Agreement, medical records shall be maintained by the LME. The LME shall insure compliance with all medical records standards and paperwork requirements with regard to the Undertaking and shall possess the medical records and maintain all audit liability. The LME will ensure that staff are properly trained and adhere to all applicable Federal and State standards with regard to documentation and confidentiality. 29. TERMINATION OF THIS AGREEMENT The Parties intend that the minimum duration of this Agreement shall be three years. If any Party determines that it desires to terminate the Agreement following the initial three-year period, the Party desiring to terminate its participation shall provide the other Parties at least one hundred eighty (180) days notice of its intent to terminate its participation in this Agreement. The Agreement may only be terminated at the end of a fiscal year. In the event this Agreement is terminated, the Parties agree to participate in an orderly transition of the Undertaking, and all functions and responsibilities incident thereto, including a transition of clients of the Undertaking. The Parties acknowledge that an orderly -20- a7 transition of the Undertaking may take up to one year following notice of termination, In no event shall any Party terminate this Agreement without first assuring that continuity of services will be maintained. This Agreement may not be terminated without first giving written notice to the Secretary, The Parties agree that upon termination of this Agreement, any budgetary surplus available to the LME at the time of its dissolution shall be distributed among the Parties on the same pro rata basis that each Party appropriated and contributed funds to the LME budget during the duration of this Agreement, Distribution to the Parties shall be determined on the basis of an audit of the financial record of the LME, The Governing Board shall select a certified public accountant or an accountant who is subsequently certified by the Local Government Commission to conduct the audit, The audit shall be performed in accordance with N.C.G,S, §159-34 . Any liabilities of the LME existing at the time of the termination of this Agreement shall be paid from unobligated surplus funds available to the LME. If unobligated LME surplus funds are not sufficient to satisfy the total indebtedness of the LME, then the remaining unsatisfied indebtedness shall be apportioned on the same pro rata basis that the Parties appropriated and contributed funds to the LME during the duration of this Agreement, 30. AMENDING THE AGREEMENT Amendments to this Agreement shall be effective only when reduced to writing, duly executed by the Parties and ratified by resolution of the Board of Commissioners of each Party and spread upon its minutes. -21- a~ 31. NOTICES (a) All notices, demands or requests required to be given under this Agreement must be given in writing as follows: To: Orange County: c/o John M. Link, Jr. Orange County Manager P.O. Box 8181 Hillsborough, NC 27278 and to: Person County: c/o Steve D.. Carpenter Person County Manager 304 South Morgan Street Room 212 Roxboro, NC 27573 and to: Chatham County c/o Charlie Horne Chatham County Manager 12 East Street P.O, Box 87 Pittsboro, NC 27312 (b) All notices, demands and requests given shall be deemed received when actually received if personally delivered, telecopied, emailed or by overnight courier for next day delivery or as indicated upon the return receipt if deposited in the U.S. mail. 32. INVALIDITY The invalidity or unenforceability of any provision of this Agreement shall not affect any other provision and it shall be construed as though the invalid or unenforceable provision was omitted. _22_ a~ 33. PROCEDURE FOR RESOLVING DISPUTES If issues arise between the Parties regarding this Agreement or performance hereunder, the Parties agree to engage in a prelitigation mediation prior to the filing of an action to interpret this Agreement or enforce its terms. 34. WAIVER A decision to delay or forego enforcement of any provision of this Agreement by any of the Parties shall not constitute a waiver of any rights under this Agreement. 35. ENTIRE AGREEMENT This Agreement shall constitute the entire understanding between the Parties and shall supersede all prior understandings and agreements relating to the subject matter hereof and may be amended only by written mutual agreement of the Parties. 36. EEADINGS The subject headings of the paragraphs of this Agreement are included for purposes of convenience only and shall not affect the construction or interpretation of any of its provisions. This Agreement shall be deemed to have been drafted by the Parties and no rules of interpretation shall be applied to the contrary. 37. GOVERNING LAW This Agreement shall be governed by and in accordance with the laws of the State of North Carolina. All actions relating in any way to this Agreement shall be brought in the General Court of Justice in the Counties of Orange, Person or Chatham and in the State of North Carolina, -23- 3v IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be signed on the day and year first above written, in their respective names by their proper officials by authority of resolutions duly adopted by the Board of County Commissioners of each of the Parties and spread upon its minutes. _Zq_ 31 ACKNOWLEDGEMENT BY THE COiTNTY OF ORANGE STATE OF NORTH CAROLINA COUNTY OF ORANGE I, a Notary Public for County, certify that personally came before me this day and acknowledged that he/she is and that by authority duly given and as the act of the County, the foregoing instrument was signed in its name by its Chairman of the Board of County Commissioners, sealed with its seal, and attested by himself/herself as its Clerk to the Board, Witness my hand and official seal, this the day of , 200 . Notary Public My commission expires: (SEAL) This instrument has been pre-audited in the manner required by the local government Budget and Fiscal Control Act. (SEAL) Finance Officer for Orange County Date: -25- 3a ACKNOWLEAGEMENT BY THE COUNTY of CHATHAM STATE OF NORTH CAROLINA COUNTY OF CHATHAM I, a Notary Public for County, certify that personally came before me this day and acknowledged that he/she is and that by authority duly given and as the act of the County, the foregoing instrument was signed in its name by its Chairman of the Board of County Commissioners, sealed with its seal, and attested by himself/herself as its Clerk to the Board. Witness my hand and official seal, this the day of 200 . (SEAL) Notary Public My commission expires: This instrument has been pre-audited in the manner required by the local government Budget and Fiscal Control Act. (SEAL) Finance Officer for Chatham County Date: 11096\O1\LhiG Interlocal Agreement \004Amendment to Interlocal Cooperation Agreement _2~_