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MUNICIPAL INSURANCE COOPERATIVE
JOINT EXERCISE OF POWERS AGREEMENT
Supersedes any prior agreement
I.01.01 MIC JPA Agreement Approved March 12,2015
MUNICIPAL INSURANCE COOPERATIVE (MIC)
JOINT EXERCISE OF POWERS AGREEMENT
TABLE OF CONTENTS
1. CREATION OF THE JOINT POWERS ENTITY............................................................3
2. FUNCTIONS OF THE AUTHORITY..............................................................................3
3. POWERS OF THE AUTHORITY......................................................................................4
4. TERM OF THE AGREEMENT........................................................................................5
5. BYLAWS...............................................................................................................................5
6. MEMBERSHIP IN THE AUTHORITY............................................................................5
7. WITHDRAWAL FROM OR TERMINATION OF MEMBERSHIP................................6
8. TERMINATION OF AGREEMENT.................................................................................6
9. DISPOSITION OF PROPERTY,FUNDS AND OBLIGATIONS....................................6
10. AMENDMENTS.................................................................................................................6
li. SEVERABILITY..................................................................................................................7
12. LIABILITY..........................................................................................................................7
13. ENFORCEMENT...............................................................................................................7
14. MULTIPLE COUNTERPARTS.........................................................................................7
15. DEFINITIONS...................................................................................................................7
16. ENTIRE AGREEMENT....................................................................................................8
17. CONTROLLING LAW.......................................................................................................8
L01.01 MIC JPA Agreement Approved March 12,2015
1
MUNICIPAL INSURANCE COOPERATIVE (MIC)
JOINT EXERCISE OF POWERS AGREEMENT
TO ESTABLISH, OPERATE, AND MAINTAIN A
JOINT PROGRAM
THIS AGREEMENT is entered into pursuant to the provisions of Title 1, Division 7,
Chapter 5,Article 1 (Sections 6500, et seq.) of the California Government Code, relating to the joint
exercise of powers, between the public agencies signatory hereto, and also those which may
hereafter become signatory hereto, for the purpose of operating an agency to be known and
designated as Municipal Insurance Cooperative (MIC) (hereinafter referred to as the Authority).
WITNESSETH:
WHEREAS, it is to the mutual benefit of the parties herein subscribed and in the best public
interest of said parties to join together to establish this Joint Exercise of Powers Agreement to
accomplish the purposes hereinafter set forth;and
WHEREAS, the signatories hereto have determined that there is a need, by public agencies, for a
Joint Purchasing Program for Workers' Compensation, General Liability, Property, Employment
Liability and optional Crime insurance;and
WHEREAS, it has been determined by such signatories that a Joint Purchasing Program for
Workers' Compensation, General Liability, Property, Employment Liability and optional Crime
insurance is of value on an individual and mutual basis;and
WHEREAS, Title 1, Division 7, Chapter 5, Article 1, of the California Government Code
authorizes joint exercise by two or more public agencies of any power common to them; and
WHEREAS, it is the desire of the signatories hereto to jointly provide for a Joint Purchasing
Program for Workers' Compensation, General Liability, Property, Employment Liability and
optional Crime insurance for their mutual advantage and concern; and
WHEREAS, it is the desire of the signatories hereto to study and from time to time to incorporate
other forms of property, casualty or employee benefit health and welfare programs into a Joint
Purchasing Program such as that described herein.
I.01.01 MIC JPA Agreement Approved March 12,2015
NOW, THEREFORE, FOR AND IN CONSIDERATION OF THE MUTUAL
ADVANTAGES TO BE DERIVED THEREFROM, AND IN CONSIDERATION OF
THE EXECUTION OF THIS AGREEMENT BY OTHER PUBLIC AGENCIES, EACH
OF THE PARTIES HERETO DOES AGREE AS FOLLOWS:
1. CREATION OF THE JOINT POWERS ENTITY
A joint powers entity, separate and apart from the public agencies signatory hereto, shall be
and is hereby created and shall hereafter be designated as the Municipal Insurance Cooperative
(MIC) (hereinafter referred to as the Authority).
2. FUNCTIONS OF THE AUTHORITY
A. The Authority is established for the purposes of administering this Agreement, pursuant
to the provisions of the California Government Code, and of providing the services and
other items necessary and appropriate for the establishment, operation and maintenance
of a Joint Purchasing Program for Workers' Compensation, General Liability, Property,
Employment Liability, and optional Crime Insurance Program protection for the public
agencies who are Members thereof, and to provide a forum for discussion, study,
development and implementation of recommendations of mutual interest regarding other
programs.
B. The functions of the Authority are:
(1) To provide a Joint Purchase Program and system for Workers' Compensation,
General Liability (including Employment Liability), Property, optional Crime
insurance, and such other optional individual coverages as are required by a Member,
and as such, to perform, or contract for the performance of, the financial
administration, policy formulation, claim service, legal representation, safety
engineering, and other services as necessary for the payment and handling of all
Workers' Compensation, General Liability, Property, Employment Liability, and
Crime insurance claims, and such other optional individual coverages as are required
by Members.
(2) To pursue the Member's right of Subrogation against a third party when in the
discretion of the Authority the same is appropriate. Any and all proceeds resulting
from the assertion of such Subrogation rights shall accrue to the benefit of the
Member.
I.01.01 MIC JPA Agreement Approved March 12,2015
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3. POWERS OF THE AUTHORITY
The Authority shall have the power and authority to exercise any power common to the public
agencies which are parties to this Agreement, provided that the same are in furtherance of the
functions and objectives of this Agreement as herein set forth. Pursuant to Section 6509 of the
California Government Code, the exercise of the aforesaid powers of the Authority shall be
subject to the restrictions upon the manner of exercising such powers by a public agency
having the same status as a member agency or joint powers authority except as otherwise
provided in this Agreement.
In specific, the Authority shall have the following powers:
(1) To enter into contracts.
(2) To obtain appropriate other coverage as determined by the Authority.
(3) To acquire, hold, and dispose of property, real and personal, all for the purpose of
providing the membership with the necessary administration, education, study,
development, and implementation of a Joint Program including, but not limited to,
the acquisition of facilities and equipment, the employment of personnel, and the
operation and maintenance of a system for the handling of the Joint Program.
(4) To incur debts, liabilities, and obligations necessary to accomplish the purposes of
this Agreement.
(5) To receive gifts, contributions, and donations of property, funds, services, and other
forms of assistance from persons, firms, corporations, associations, and any
governmental entity.
(6) To invest funds as deemed appropriate by the Authority, and as subject to law.
(7) To provide a forum for discussion, study, development, and implementation of
recommendations of mutual interest regarding other Joint Programs.
(8) To sue and be sued in the name of the Authority.
(9) To perform such other functions as may be necessary or appropriate to carry out this
Agreement, so long as such other functions so performed are not prohibited by any
provision of law.
(10) To join other joint powers authorities to provide services and coverages to
the Authority.
I.01.01 MIC JPA Agreement Approved March 12,2015
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4. TERM OF THE AGREEMENT
This Agreement shall be effective and binding on any signatory thereto upon execution. This
Agreement shall continue in effect until lawfully terminated as provided herein and in the
Bylaws. In the event of a reorganization of one or more of the public agencies participating in
this Agreement, the successor or successors in interest to the assets and/or obligations of any
such reorganized public agency shall succeed as a party or as parties to this Agreement.
However if the reorganization creates a material change in the risk profile of the public agency
as determined by the Authority's Board of Directors, then continuing membership by such
reorganized agency will be subject to Board approval.
5. BYLAWS
A. The Authority shall be governed pursuant to certain Bylaws, a copy of which is attached
hereto as Exhibit "A" and incorporated herein by reference, and by such amendments to
the Bylaws as may from time to time be adopted. Wherever in this Agreement "Bylaws"
are referred to, said Bylaws shall be those set forth in Exhibit "A", as may be amended.
Each party to this Agreement agrees to comply with and be bound by the provisions of
said Bylaws and further agrees that the Authority shall be operated pursuant to this
Agreement and said Bylaws.
B. Procedures for amending the Bylaws shall be as provided in the Bylaws so long as not
inconsistent with this Agreement.
6. MEMBERSHIP IN THE AUTHORITY
A. Each party to this Agreement must be eligible for membership in the Authority as defined
in this Agreement and shall become a Member of the Authority on the effective date of
this Agreement, except as provided herein below. Each party which becomes a Member
of the Authority shall be entitled to the rights and privileges of, and shall be subject to the
obligations of,membership as provided in this Agreement and in the Bylaws.
B. Upon two-thirds (2/3) vote of the Members present at a Board of Directors' meeting, any
public agency that is not a party hereto but that desires to join the Authority created
hereby, may become a Member hereof by executing a copy of this Agreement whereby
said public agency agrees to comply with the terms of this Agreement and of the Bylaws
effective as of the date of such execution.
I.01.01 MIC JPA Agreement Approved March 12,2015
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7. WITHDRAWAL FROM OR TERMINATION OF MEMBERSHIP
A. Any party to this Agreement which has completed a three year term.as described in the
Bylaws as a Member of the Authority may voluntarily terminate this Agreement as to
itself and withdraw from membership in the Authority. Such termination and withdrawal
of membership shall become effective subject and according to the conditions, manner
and means set forth in the Bylaws.
B. Termination by any party to the Agreement shall not be construed as a completion of the
purpose of the Agreement and shall not require the repayment or return to the parties of
all or any part of any contributions, payments, or advances made by the parties until the
Agreement is terminated as to all parties.
C. A Member may be involuntarily terminated from the Authority upon two-thirds (2/3)
vote of the Members present at a Board of Directors' meeting, as provided in the Bylaws.
Such removal from membership shall become effective subject and according to the
conditions,manner and means set forth in the Bylaws.
8. TERMINATION OF AGREEMENT
This Agreement may be terminated effective at the end of any fiscal year by a two thirds (2/3)
vote of the Members present at a Board of Directors' meeting, provided, however, that the
Authority and this Agreement shall continue to exist for the purpose of disposing of all
obligations, distribution of assets, and all other functions necessary to conclude the affairs of
the Authority.
9. DISPOSITION OF PROPERTY, FUNDS AND OBLIGATIONS
A. In the event of the dissolution of the Authority or other final termination of this
Agreement by the public agencies then a party hereto, any property interest remaining in
the Authority following a discharge of all obligations shall be disposed of as provided for
in the Bylaws.
B. In the event a Member withdraws from this Agreement, any property interest of that
Member remaining in the Authority following discharge of all obligations shall be
disposed of as provided for in the Bylaws.
C. After the completion of the Authority's purpose, any surplus money remaining shall be
returned to the current members hereto in proportion to the contributions made.
10. AMENDMENTS
This Agreement may be amended at any time by a subsequent written agreement signed by
two thirds (2/3) of the parties hereto. Any such amendment shall be binding upon all parties
hereto upon the date of final execution of the subsequent written agreement by two thirds
(2/3) of the parties thereto.
I.01.01 MIC JPA Agreement Approved March 12,2015
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11. SEVERABILITY
Should any portion, term, condition, or provision of this Agreement be decided by a court of
competent jurisdiction to be illegal or in conflict with any law of the State of California, or any
other applicable law, or be otherwise rendered unenforceable or ineffectual, the validity of the
remaining portions, terms, conditions, and provisions shall not be affected thereby.
12. LIABILITY
A. Pursuant to Section 6508.1 of the California Government Code, the debts, liabilities and
obligations of the Authority shall not be debts, liabilities or obligations of the parties to
this Agreement. However, the Members remain liable to the Authority for contributions
assessed by the Authority to pay its debts, liabilities or obligations.
B. The Authority may insure/reinsure itself, to the extent deemed necessary or appropriate
by the Board of Directors, against loss, liability, and claims arising out of or connected
with this Agreement.
13. ENFORCEMENT
The Authority is hereby given authority to enforce this Agreement.
14. MULTIPLE COUNTERPARTS
The Agreement may be executed in multiple counterparts, each of which shall be considered
an original.
15. DEFINITIONS
The terms used herein and in the Bylaws shall have the following meanings:
A. the Authority shall mean the Municipal Insurance Cooperative, a joint powers authority
created by this Agreement.
B. "Board of Directors" shall mean the governing board of the Authority established by the
Bylaws to direct and control the Authority.
C. "Claim Liability" shall mean those liabilities established by the Authority which represent
Joint Program liabilities as respects to claims that have been incurred but unpaid and
incurred but not reported.
D. "Contribution" shall mean money paid by a Member to the Authority, or monies assessed
a Member of the Authority.
E. "Joint Program" shall mean the group purchasing of insurance/reinsurance or the setting
aside of funds and reserves to pay for a self-insured retention or for losses not covered by
insurance/reinsurance.
I.01.01 MIC JPA Agreement Approved March 12,2015
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F. "Member" shall mean an individual California public agency, or joint powers authority
comprised solely of California public agencies, that has executed this agreement.
G. "Memorandum of Coverage" shall mean the description of the scope of protection
provided to the Members for Program claims.
H. "Obligations" shall mean, but not be limited to, all payments required by law together
with all Claim Liabilities and any other legal obligations incurred by the Authority
pursuant to this Agreement and Bylaws.
J. "Program Year' shall mean one year of the Joint Program, separate from each and every
other Program Year and shall operate on a fiscal year from July 1st through June 30th, or
as otherwise determined by the Board of Directors.
L. "Subrogation" shall mean the recovery of payments which the Authority has made on
behalf of a Member. Subrogation monies received are the properties of the Authority and
for the Basis of Contribution are credited to the account of the Member.
16. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the Authority and the Members,and
as such, supersedes all prior agreements, understandings, negotiations and representations. All
section headings in this Agreement are for convenience only and are not to be construed as
modifying or governing the language in the section referred to or to define or limit the
scope of any provision of this Agreement.
17. CONTROLLING LAW
This Agreement shall be governed by and construed in accordance with the laws of the State
of California.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by
their authorized officers thereunto duly authorized as set forth herein below.
Member: E
Date: 555.� r
APPFKM f f CRY COUNCIL
Print Name: (��pV ,6 Al
By: 6A4
Title:
I.01.01 MIC JPA Agreement Approved March 12,2015
8
Municipal
Insurance
Cooperative
2017/2018 Board Representative &Alternate Designation
In accordance with Municipal Insurance Cooperative (MIC) practices, each Board member is required
to advise MIC in writing of their official representative and alternate annually. Please indicate your
designated officials for the program year 2017/2018 by completing the form below and faking or
emailing a signed copy to (310) 212-0300 attn:Jennifer Aceves or jaceves@keenan.com.
OFFICIAL REPRESENTATIVE
Name: EDWARD Z. KOTKIN
Title: CITY ATTORNEY
JPA/District: CITY OF PALM SPRINGS CALIFORNIA
Address: 1200 E. TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262
Work& Cell
phone #s: 760 323-8205
Fax #:
Email: EDWARD. KOTKIN@PALMSPRINGSCA.GOV
OFFICIAL ALTERNATE
Name: CRAIG GLADDERS
Title: PROCUREMENT & CONTRACTING MANAGER
JPA/District: CITY OF PALM SPRINGS CALIFORNIA
Address: 3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
Work& Cell
phone #s: 760-322-8368
Fax#: 760-323-8238
Email: CRAIG.GLADDERS@PALMSPRINGSCA.GOV
Representative Signature: _
Date:
Any questions, please contact JPA Manager,Leslie Delozier at (310) 212-0363 x2602.
RESOLUTION NO. 24244
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM
SPRINGS, CALIFORNIA, DECLARES ITS MEMBERSHIP IN THE
MUNICIPAL INSURANCE COOPERATIVE JOINT POWERS
AUTHORITY AND INSTRUCTS ITS DULY AUTHORIZED AGENT TO
EXECUTE ON BEHALF OF THE CITY THE ATTACHED JOINT
POWERS AGREEMENT AND APPOINTS THE CITY MANAGER,
DAVID H. READY, AS ITS OFFICIAL REPRESENTATIVE TO THE
MUNICIPAL INSURANCE COOPERATIVE JPA.
WHEREAS, municipalities have determined there is a need for affordable
Property, Liability and Workers' Compensation coverages by combining their respective
efforts to establish, operate and maintain a Joint Power Agency for Property, Liability,
and Workers' Compensation coverages; and
WHEREAS, Title 1, Division 7, Chapter 5, Article I (Section 6500 et seq.) of the
Government Code of the State of California authorizes joint exercise by two or more
public agencies of any power common to them; and
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Palm
Springs, California, declares its membership in the Municipal Insurance Cooperative
Joint Powers Authority and instructs its duly authorized agent to execute on behalf of
the City of Palm Springs, CA the attached Joint Powers Agreement and appoints David
Ready, City Manager, as its official representative to the Municipal Insurance
Cooperative JPA.
PASSED, APPROVED AND ADOPTED BY THE CITY COUNCIL OF THE CITY
OF PALM SPRINGS, CALIFORNIA THIS 7T" DAY OF JUNE, 2017.
David H. Ready, Es .
City Manager
ATTEST:
Kathleen D. Hart, MMC
Interim City Clerk
Resolution No. 24244
Page 2
CERTIFICATION
STATE OF CALIFORNIA }
COUNTY OF RIVERSIDE ) ss.
CITY OF PALM SPRINGS )
1, KATHLEEN D. HART, Interim City Clerk of the City of Palm Springs, hereby
certify that Resolution No. 24244 is a full, true and correct copy, and was duly adopted
at a regular meeting of the City Council of the City of Palm Springs on June 7, 2017, by
the following vote:
AYES: Councilmembers Kors, Roberts, Mayor Pro Tern Foat, and Mayor Moon
NOES: None
ABSENT: Councilmember Mills
ABSTAIN: None
RECUSED: None
Kathleen D. Hart, MMC
Interim City Clerk