HomeMy WebLinkAboutR-1508 - To approve amendments to the interlocal agreement creating the Washington Cities Insurance Authority/'~\
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•CITY OF MARYSVILLE
RESOLUTION I~O~
A RESOLUTION TO APPROVE AMENDMENTS TO THE
INTERLOCAL AGREEMENT CREATING THE WASHINGTON
CITIES INSURANCE AUTHORITY.
WHEREAS,the Washington Cities Insurance Authority
has been a functioning and operating organization for the
past ten years,and;
WHEREAS,Article 26 of the Interlocal Agreement
creating the Washington Cities Insurance Authority allows
for amendment of the Interlocal Agreement,and;
WHEREAS,the Board of Directors of the Washington
Cities Insurance Authority has identified certain articles
of the Interlocal Agreement which are in need of amendment
to promote future efficiencies of operation;
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF,THE
CITY OF MARYSVILLE,WASHINGTON,THAT:
There is unanimous approval to adopt the attached
proposed changes to certain sections of the Interlocal
Agreement creating WCIA,included hereby in reference,and
that there is further approval to presentation of same to
each of the other member city councils for their
ratification and approval.
PASSED by the City Council and APPROVED by the
Mayor this Id.-tt-.day of A}D~Mbfc.r ,1991.
CITY OF MARYSVILLE
OR
Attest:
Approved as to Form:
BY~K.~
CITY ATTORNEY
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WCIA EXECUTIVE COMMITTEE MEETING
OCTOBER 12,1990
SEA-TAC HARRIOTT
New Business:Interlocal Language Change
Bac);groun~:
interlocal
processes,
A 1990 goal entails a review of current
language to streamline future administrative
simplify functions and clarify terms.
Areas requesting specific updating include Article 26 -
Alllendlnent,to allow future interlocal changes by a two-
thirds majority rather than a unanimous vote.Also a
requested change in Article 13 -Joint Protection Program
Development,to generalize the assessment formula specifics.
Finally to modernize terms to become consistent with self-
insurance industry standards.
Discussion:
(Article 26 -Amendment:The original 9 cities chose to
do business unanimously in a show of solidarity.As a
practical matter,70 cities may have difficulty in doing
business with this requirement.The requested two-thirds
majority (the same as for U.S.Constitution changes)allows
a greater flexibility for doing business while ensuring the
consensus factor.
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relate us to the self-
insurance industry.
Lastly,change of terms helps
insurance industry rather than the
Article 13 -Joint Protection Program Development:The
second area of change envisions greater sophistication in
the assessment formUla,with more change to come from both
outside sources such as GASB and a more solid loss
experience base.New language generalizes the assessment
componen~s and intent,~hile providing flexibility for
future changes.
Recommen~ation:
Passage of attached language change to Article 26,and
Article 13,and individual terms throughout.
,-"WCIA Interlocal Agreement October 1,1991
i T
Page 1
RECITALS
INSURANCE AUTHORITY
INTERLOCAL AGREEMENT:
CREATING THE WASHINGTON CITIES
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of all of the mutual
herein,the parties
ARTICLE I
Definitions
and in consideration
agre~ments contained
The following definitions shall apply to the provisions of the
Agreement:
(a)"Authority"shall mean the Washington Cities Insurance
Authority created by this Agreement.
NOW,THEREFORE,for
benefits,covenants and
hereto agree as follows:
(b)"Board of Directors"or "Board"shall mean the governing
body of the Authority.
WHEREAS,Ch.48.62 RCW provides that two or more local
governmental entities may,by interlocal agreement,-~~ev±ee-~~
jointlv purchase insurance,jointly self ~nsure,and/or jointly hire
risk manaaement services for a~y-pti~pe5e-hr-any authorized purpose by
~one or more of certain specified methods,and;
WHEREAS,it appears economically feasible and practical for the'
parties to this Agreement to do so;
WHEREAS,each of the parties to this Agreement desires to J o i n
together with the other parties for the purpose of pooling their self-
insured losses and jointly purchasing excess insurance and
administrative services in connection with a Joint protection Program
for said parties,and;
THIS AGREEMENT is made and entered into in the state of
Washington by and among the municipal corporations organized and
existing under the Constitution or laws of the state of Washington,
hereinafter collectively referred to as "Member cities"or "Cities",
and individually as "Member city"or "City"which are parties
signatory to this Agreement and listed in Appendix A,which is
attached hereto and made a part hereof.Said cities are sometimes
referred to herein as "parties".
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WCIA Interlocal Agreement October 1,1991
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Page 2
(c)"Claims"shall mean demands made against the Authority
3 arising out of occurrences which are within the Authority's Joint
4 Protection Program as developed by the Board of Directors.
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6 (d)"Excess Insurance"shall mean that insurance purchased on
7 behalf of the Authority to protect the funds of the Authority against
8 catastrophes or an unusual frequency of losses during a single year.
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10 (e)"Executive committee"shall mean the Executive Committee of
11 the Board of Directors of the Authority.
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13 (f)"Fiscal Year"shall mean that period of twelve months which
14 is established as the fiscal year of the Authority.
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16 (g)"ia!lllraaeeCoveraae"shall mean and include self-insurance
17 through a funded program and/or any commercial insurance contract.
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19 (h)"Executive Director"shall mean that employee of the
20 Authority who is appointed by the Board of Directors,and responsible
21 for the management and administration of the Joint Protection Program
22 of the Authority.
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25 ARTICLE 2
~:Purpose
29 This Agreement is entered into by cities in order to provide more
30 comprehensive and economical liability coverage,to provide for the
31 economical and self insurance pooling of ~~sll~a~ee--eoveragerisk
32 exposures for all forms of insurance available or required by law for
33 municipal corporations and for which State law authorizes the
34 formation of pooling organizations to provide such insurance,.t.o
35 reduce the amount and frequency of cities losses,and to decrease the
36 cost incurred by Cities in the handling and litigation of claims.
37 This purpose shall be accomplished through the exercise of the powers
38 of Cities jointly in the creation of a separate entity,the Washington
3!1'cities Insurance Authority,to'administer a Joint Protection Program
40 wherein cities will jointly pool and self insure their loss~~and
41 claims,and may jointly purchase excess insurance and administrative
42 and other services including claims adjusting,data processing,risk
43 management consulting,loss prevention,legal and related services.
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45 It is also the purpose of this Agreement to provide,to the
46 extent permitted by law,for the inclusion at a SUbsequent date of
47 such additional municipal corporations organized and existing under
48 the constitution or laws of the State of Washington as may desire to
49 become parties to this Agreement and members of the Authority,SUbject
50 to approval by the Board of Directors.
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W~IA Interlocal Agreement October 1,1991
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Page 3
It is also the purpose of this Agreement to provide,to the
3 extent permitted by law,that the Authority may,in the discretion of
4 its Directors,contract with non-member Cities or other municipal
5 corporations in the State of washington to provide,at a reasonable
6 charge,such non-member cities or municipal corporations
7 administrative and other services including claims adjusting,data
8 processing,risk management consulting,loss prevention and training.
9
10
11 ARTICLE 3
12
13 Parties to Agreement
14
15 Each party to this Agreement certifies that it.intends to and
16 does contract with all other parties who are signatories of this
17 Agreement and,in addition,with such other parties as may later be
18 added to and signatories of this Agreement pursuant to Article 19.
19 Each party to this Agreement also certifies that the deletion of any
20 party from this Agreement,pursuant to Articles 20 and 21,shall no~
21 affect this Agreement nor such party's intent to contract as described
22 above with the other parties to the Agreement then remaining.
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24
25 ARTICLE 4
2fL Te=of Agreement
29 This Agreement shall become effective on January 1,1981,and
30 shall continue for not less than three years until and unless
31 terminated as hereinafter provided.
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34 ARTICLE 5
35
36 Creation of Authority
37
38 Pursuant to Ch.48.62 RCW,the debts,liabilities and obligations
39 of the Authority shall not constitute debts,liabilities or
40 obligations of any party to this Agreement..,
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43 ARTICLE 6
44
45 Powers of Authority
46
47 (a)The Authority shall have the powers common to cities and is
48 hereby authorized to do all acts necessary f-or the exercise of said
49 common powers,including,but not limited to,any or all of the
50 following:
51r54
1)
2)
To make and enter into contracts;
To .i ncu.r debts,liabilities or obligations;
wtIA Interlocal Agreement October 1,1991 Page 4
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3) To acquire,hold or dispose of property,contributions
and donations of property,funds,services and other forms
of assistance from persons,firms,corporations and
governmental entities;
4)To sue and be sued in its own name;and
5) To exercise all powers necessary and proper to carry
out the terms and provisions of this Agreement,or otherwise
authorized by law.
(b)Said powers shall be exercised pursuant to the terms hereof
and in the manner provided by law.
ARTICLE 7
Board of Directors
(a)The Authority shall be governed by the Board of Directors
which ~s hereby established and which shall be composed of one
representative from each Member City who is an employee or official of
that city,as appointed by the city Council,Commission,or appointing
official of that city.Each city council,Commission,or appointing
official in addition to appointing a member of the Board,shall
appoint at least one alternate who also shall be an officer or
employee of that City.The alternate appointed by a City shall have
the authority to attend,participate in and vote at any meeting of the
Board when the regular member for whom he or she is an alternate is
absent from said meeting.
(b)Each member or alternate of the Board shall be appointed for
a one year term and until a successor is appointed.Each member Qr
alternate shall serve at the pleasure of the city by which he or she
has been appointed as long as he or she is an officer or employee of
the city.
(c)Each member of the Board shall have one vote.
ARTICLE 8
Powers of·the Board of Directors
The Board of Directors of the Authority shall have the following
powers and functions:
(a)The Board may elect from its members,pursuant to Article 10
of this Agreement,an Executive Committee to which it may give
authority to make and implement any decisions,including those
involving the administration of the Authority,except those decisions
that would require an amendment of this Agreement,under Article 26
herein.
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weI A Interlocal Agreement October 1,1991
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Page 6
ARTICLE 10
Executive Committee
(bl Minutes.The Board of the Authority shall cause minutes of
regular,adjourned regular and special meetings to be kept and shall,
as soon as possible after each meeting,cause a copy of the minutes to
be forwarded to each member of the Board and to each City.
(c)QUorum.A majority of the members of the Board shall
constitute a quorum for the transaction of business,except that less
than a quorum may adjourn from time to time.A vote of the majority
of those members present at a meeting shall be sufficient to
constitute action by the Board.
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regular,
that it
for its
however,
ARTICLE 9
Meetings of the Board of Directors
(al Meetings.The Board shall provide
adj ourned regular and special meetings;provided,
shall hold at least one regular meeting annually.
The Board of Directors may appoint at any time of the year during
a Board meeting an Executive Committee of the Board of Directors which
shall consist of an odd number of not less than five nor more than
nine members,as determined by the Board of Directors.Two of the
members of the Executive Committee shall be the President of the Board
of Directors,and the Vice President of the Board of Directors;the
remainder of the members,after their original election,shall be
elected by the Board of Directors at the same time the officers of the
Board are elected in January of each calendar year.The President 'of
the Authority,or the Vice President in his or her absence,shall
serve as the Chairperson of the Executive committee.The Board of
Directors may delegate any of the powers of the Board as outlined in
Article 8 to the Executive Committee and may establish and delegate
any other powers and duties the Board deems appropriate.
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WCIA Interlocal Agreement October 1,1991,'Page 7
(c)Treasurer.The Treasurer shall be appointed by the Board
and shall be a person other than the Executive Director.The duties
of the Treasurer are set forth in Article 14 and 15 of this Agreement.
(b)Executive Director.The Executive Director shall have the
general administrative responsibility for the activities of the Joint
Protection Program and shall appoint all necessary employees thereof.
(a)The il'lsliral'lee-coverage provided for Member Cities by the
Authority shall be defined bv the Board and may allow or require
protection for comprehensive liability,personal injury,errors and
omissions,contractual liability,and such other areas of coverage as
the State shall require or the Board shall determine.
(b)The Authority shall maintain al'l-iI'lSliral'lee coverage limit for
Member Cities determined by the Board of Directors to be adequate.
The Board may arrange purchase of a group insurance policy for Member
Cities interested in obtaining additional coverage above this limit,
at an additio~al cost to those participating Cities.
.,ARTICLE 12
:ftS~raftee-Coverage
ARTICLE 11
Officers of the Authority
(d)Attorney.The Board of Directors shall select an attorney
for the Authority.The attorney may be,but is not required to be,a
City Attorney,from a Member city.In the event the attorney is
precluded from acting because of a conflict of interest or legal
impediment,or for other good reason,the Board may employ independent
counsel as the attorney for the Authority.The attorney shall serve
at the pleasure of the Board of Directors.
(a)President and Vice President.The Board shall elect a
President and Vice President of the Authority at its first meeting,
each to hold office for one year term and until successor is elected.
Thereafter in January of each succeeding calendar year,the Board
shall elect or re-elect the Pres i cerrt,and Vice President for the
ensuing year.In the event the President or Vice President so elected
ceases to be a member of the Board,"the resulting vacancy in the
office of President or Vice President shall be filled at the next
regular or special meeting of the Board held after such vacancy
occurs.In the absence or inability of the President to act,the Vice
President shall act as President.The President,or in his or her
absence,the Vice President,shall preside at and conduct all meetings
of the Board and shall be a member and the Chairperson of the
Executive Committee.
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WCIA Interlocal Agreement October 1,1991 Page 8
1)That amount of losses borne individually by the city,
as determined by the 'Board;and
3)The city's 'contribution to a catastrophe fund and
reserves for incurred-but-not-reported losses,and amount of
such fund and reserves to be determined by the Board.
(b)The Joint Protection Program provided by the Authority shall
extend to all city department operations except transit,aviation and
hospitals,unless otherwise excluded by the Board of Directors.
(e)The Board may at any time make !!~eh-additional assessment
adjustments to correct any fund deficit as the Board deems necessary
to maintain the financial integrity of the Authori ty.~reJll~~!',
ad;~5~JIle~-e5-rei:rO!!peei:~¥e-i:o-i:he-~r~o~-yea~-a~d-eaeh-Hember-e~i:y-!!ha3:3:
~ey-eny-eod~~~one3:-!lreJll~~m-reqH~red-hy-!!~eh-rei:~o!!!leei:±¥e-ed;1is~JIleni:.
any other
Authority
of
the
purchase
funds of
the
the
.,The City's share of pooled losses and other expenses,
determined by the Board;and
2)
as
Development of the Joint Protection Program
ARTICLE 13
(c)The Board may arrange for
insurance deemed necessary to protect
against catastrophes.
(a)As soon as practicable after the effective date of this
Agreement,but prior to the effective date of the Joint Protection
Program,the Board of Directors shall adopt the Authority's Joint
Protection Program,including the ~n5~~anee-coverage provided for in
Article 12,the amount of initial ~~em~~msassessment,the precise cost
allocation plan and formula,the pro forma financial statement of the
Authority,and the amount and type of excess insurance ~owhich may be
procured.
(c)The initial ~~em~~massessment for each City shall be
determined by the Board,in its discretion,based upon a fair formula
which sha3:3:mav consider,but not be limited to,total City worker
hours,total City payrOll,administrative experience of the City,the
previous loss experience of the city,the liability risks of the city
and the costs to the Authority of adding the city as a member.
(d)The cost allocation plan and formula adopted by the Board
shall provide for an adjustment in the Member cities'
!l!c"e!',~1i~.5assessments at the end of the first year of operation,and
annually thereafter,in order to produce an assessment-prem~1im for the
following year for each City shall consider,but not be limited to,'
the i:hai:-~!!-e!C:!a3:-i:e-i:he-!!~JIl-ef-i:he-following-i:h~ee-~-ee!',!!:
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WCIA Inte~local Agreement October 1,1991,Page 9
(f)The Board shall adopt criteria for determining each city's
3 annual share of pooled losses,expenses and contribution to a
4 catastrophe fund which may include the city's payroll as compared to
5 the total payroll of all Member Cities,the City's individual loss
6 experience,and such other criteria as the Board may determine to be
7 relevant.
8
9 (g)The annual readjustment of the amount of l'l:'el<'i:l:l:Ill1assessment
10 shall be made and notices for readjusted l'l:'elll:l:l:Il<'iassessment amounts and
11 the next year's l'f'ell\:l:l:Ill1sassessments shall be distributed at least
12 ninety (90)days prior to the close of each fiscal year.This
13 I'relll:l:l:Il<'iassessment amount,together with any readjusted amount due
14 under paragraph (c)above,shall be due and payable on or before
15 fifteen (15)days after the beginning of the fiscal year.
16
17 (h)Inasmuch as some Member Cities may experience an unusual
18 frequency of losses during a single fiscal year,which could increase
19 their final I'relll:l:l:Ill1assessment sUbstantiallY-fibe¥~~~~~~_e~~
20 for that year and cause bUdgetary problems,the Board may provide f~r
21 payment of a portion of such a66:l:~:l:e~e%-~ti~assessmentto be made
22 over a period of time,not to exceed three years,plus reasonable
23 interest.
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~c ARTICLE 14(
28 Accounts and Records
29
30 (a)Annual BUdget.The Authority shall annually adopt an
31 operating bUdget,pursuant to Article 8(C)of this Agreement.
32
33 (b)Funds and Accounts.The Authority shall establish and
3/,maintain such funds and accounts as may be required by state law and
35 proDer~ood accounting practice§.Books and records of the Authority
36 shall be in the hands of the Treasurer and shall be open to any
37 inspection at all reasonable times by representatives of Member
38 Cities.
39
/,0 (c)Executive Director's Report.The Executive Director,~ithin
/,1 one hundred and twenty (120)days after the close of each fiscal year,
/,2 shall give a complete written report of all financial activities for
43 such fiscal year to the Board and to each Member city.
44
45 (d)Annual Audit.The Board may provide for a certified,annual
46 audit of the accounts and records of the Authority sucrr raud i t;shall
47 conform to generally accepted auditing standards.When such an audit
48 of the accounts and records is made by a certified Public Accountant,
49 a report thereof shall be filed as a pUblic record with each of the
50 Member Cities.Such report shall be filed within six (6)months of
51 the end of the year under examination.
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WCIA Interlocal Agreement October 1,1991r-
Page 10
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(d)Costs.Any cos~s of the audit,including contracts with,or
employment of,Certified Public Accountants,in making an audit
pursuant to this Article,shall be borne by the Authority and shall be
considered included wit!.in the term "administrative costs".
ARTICLE 15
Responsibility for Konies
(a)The Treas~rer of the Authority shall have the custody of and
disburse the Authority's funds sUbject to Board approval.He or she
shall have the authority to delegate the signatory function to such
persons as are authorized by the Board.
(b) A bond in the amount set by the Board,as outlined by State
RCW shall be required of all officers and personnel authorized to
disburse funds of the Authority,such bond to be paid for by the
Authority.
(cl The ~reasurer's duties shall include:
(1)Receive and receipt for all money of the Authority and
place it in the treasury to the credit of the Authority;
(2) Be responsible upon his or her official bond for the
safekeeping and disbursement of all of the Authority's money
so held by him or her;
(3)Pay,when due,out of money of the Authority so
held by him or her,all sums payable on outstanding debts of
the Authority;
(4)Pay any other sums due from the Authority money only
upon request for payment signed by the President of the
Board or the Executive Director.The Board may designate an
alternate signature for each;and
(5)Verify the report in writing on the first day of .?uly,
October,January and April of each year to the Author1ty and
to Member cities the amount of money held for the Authority,
the amount of receipts since the last report,and the amount
paid out since the last report.
ARTICLE 16
Responsibilities of the Authority
The Authority shall perform the following functions in
discharging its responsibilities under this Agreement:
WCIA Interlocal Agreement October 1,1991,Page 11
(e)Provide claims adjusting and sUbrogation services for claims
covered by the Authority's Joint Protection Program.
(b)Assist Cities in obtaining insurance coverages for risks not
included within the basic coverage of the Authority.
(g)Provide for Cities,as needed,a review of their contracts
to determine sUfficiency of indemnity and insurance provisions.
(L)The Authority shall have such other responsibilities as
deemed necessary by the Board of Directors in order to carry out the
purposes of this Agreement.
the
"
with
ARTICLE 17
Responsibilities of Hember Cities
Member Cities shall have the following responsibilities:
(c)Assist each City's assigned risk manager
implementation of that function within the City.
(d)Provide loss prevention and safety and consulting services
to Cities as required.
(a)Provide ±n~\u'al'lee-coverage by whatever means and methods the
Board deems appropriatea~-~ess6ry,including but not limited to a
self-insurance fund and commercial insurance,as well as excess
coverage and umbrella insurance,by negotiation or bid,and purchase,
as necessary.
(f)Provide loss analysis by the use of statistical analysis,
data processing,'and record and file-keeping services,in order to
identify high exposure operations and to evaluate proper levels of
self-retention and deductibles.
(h)Conduct risk management audits to review the participation
of each City in the program.The audit shall be performed by the
Executive Director,or,at the discretion of the Board,an independent
auditor may be retained by contract to conduct the audits.
(a)The city Council,'Commission,or appointing official of each
City shall appoint a representative and at least one alternate
representative to the Board of Directors,pursuant to Article 7 of
this Agreement.
(b)Each City shall appoint an employee of the city to be
responsible for the risk management function within that City,and to
serve as a liaison between the City and the Authority as to risk
management.
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WCIA Inte~local Agreement October l,1991','
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ARTICLE 18
Interim Period and Effective Date of Program
(f)Each City shall provide the Authority with such other
information or assistance as may be necessary for the Authority to
carry out the Joint Protection Program under this Agreement.
(g)Each city shall in any and all ways cooperate with and
assist the Authority,and any insurer of the Authority,in all matters
relating to this Agreement and covered losses,and will comply with
all by-laws,rules and regulations adopted by the Board of Directo~s.
City's actual deposit charge for
written notice to that effect
cities.The Joint Protection
(30)days from the date of such
(d)Each city shall maintain its own set of records,as a loss
in all categories of loss to insure accuracy of the Authority's
=eporting system.
log,
loss
(a)Interim Period.Once this Agreement has been initially
signed,the estimated deposit charge for each City shall be developed
and presented to each city by written notice.Each City shall have
thirty (30)days from the receipt of such notice to withdraw from the
Agreement.
(c)Each City shall maintain an active safety officer and/or
commi ttee,and shall consider all recommendations of the Authority
concerning the development and implementation of a loss control policy
to prevent unsafe practices.
(e)Each city shall pay its r~em±~massessment and any readjusted
ame~n~assessment promptly to the Authority when due.After withdrawal
or termination,each City shall pay promptly to the Authority its
share of any additional rl'em±~massessment and accrued interest at a
rate determined by the Board when and if required of it by the Board
under Article 22 or 23 of this Agreement.
After the end of this thirty (30)day period,and prior to
December 1,1980,each City's actual deposit charge shall be
determined.Each City which signed the Agreement shall be bound
thereby unless the actual deposit charge for the first year e~ceeds
the estimated deposit charge in the written notice.If the actual
deposit charge exceeds the estimated deposit charge,a Member city may
nevertheless,elect to proceed with its participation in the Joint
Protection Program by informing the Authority,in writing,of its
decision to that effect.
(b)Effective Date.After each
the first year has been determined,
shall immediately be given to all
Program shall become effective thirty
notice.
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WCIA Interlocal Agreement October 1,1991.Page 13
ARTICLE 20
After the effective date of the Joint Protection P::-ogram is
established by the Authority,according to the provisions of Article
18,additional Cities shall not be permitted to become signatories to
this Agreement,or to enter the Joint Protection Program,during the
first year of operation.Following the first year of operation,the
Authority shall allow entry in the program of new members approved by
the Board at such time during the year as the Board deems appropriate.
Cities entering under this Article will be required to pay their share
of organizational expenses as determined by the Board,including those
necessary to analyze their loss data and determine their
p~e~i~~5assessment.
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effective,
Protection
Agreement.
Joint Protection Program.After this Agreement becomes
the Authority shall develop the details of the Joint
Program more fUlly described in Article 12 and 13 of this
ARTICLE 19
New Members
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a)
withdrawal and Cancellation
City Withdrawal From Authority Membership
(1)A Member City may withdraw as a party to this Agreement
pursuant to requirements of Article 18.
(2)A Member City which signs the Agreement and enters the
Joint Protection Program pursuant to Article 18 may not
withdraw as a party to this Agreement and as a member of the
Authority for a three-year period commencing on the
effective date of the Joint Protection Program,as
determined by Article 18.
(3)After the initial three-year non-cancelable co~ltment
to the program,a Member city may withdraw from membership
only at the end of any fiscal year of the Authority,
provided it has'given the Authority twelve months prior
written notice of its intent to withdraw from this
Agreement.Such notice shall be hand carried or mailed to
the offices of the Authority by certified mail.
WCIA Interlocal Agreement October 1,1991 Page 14
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(4)Withdrawal c:membership will result in automatic
cancellation of such Member City's participation in the
Joint Protection Program,any excess insurance and any other
programs offered by the Authority effective the date of
withdrawal.Further,the Authority reserves the right to
non-rr'enew said wi thdrawing Member City's coverage in any
Authority program during such City's notice period.
b)Authority Termination of City Membership
1)The Authority shall have the right to terminate any
City's membership in the Autho~ity at any time.Such
Termination of Membership shall be upon a majority vote of
the Board of Directors present at a full Board meeting where
such motion for termination of membership is presented.A
city's termination of membership shall become effective no
later than sixty (60)days after the date such motion is
passed,but in no event shall membership extend beyond the
last day of coverage in the current Authority ±~~~ra~ee
eovera~e-program in which said City is a participant.
2)For purposes of this section,Membership in the
Authority consists of a Member City's right to have a
representative on the Board of Directors and to vote on
Board matters,and the right to participate or receive
coverage in any Joint Protection Program,self-insured
retention or excess insurance program,and to utilize any
Authority services or programs.
3)The Authority shall notify a city in writing of its
intent to vote on a motion for Termination of Membership of
the City at least 30 days befo~e the meeting at which the
motion is to be voted upon.The notification shall include
reasons for the proposed Termination of Membership.The
affected City has the right to be represented at the meeting
where the motion for Termination of Membership is to be
voted upon and will be provided an opportunity to address
the Board members present if they so choose.
"
ARTICLE 2~
Cancellation of Coverage
a)The Authority shall have the right to cancel any Member
city's-participation in any ±~5~ra~ee-coverage program offered by or
through the Authority.The terms of such cancellation of coverage
will be specified in each of the coverage documents for the
Authority's various programs,except ~at excess coverage in any
program shall automatically cancel effe~ive the date of cancellation
of its self-insured coverage.Furthe~coverage in all Authority
programs shall cease effective the date of Member city's voluntary
withdrawal of membership from the Authority.
WCIA Interlocal Agreement October 1,1991 Page 15
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b)The Authority may cancel any Member City's participation in
I any ±l'I:!HI!'!l.l'lee-coverage program offered by or through the Authority
without termination of the Member City's membership in the Authority.
However,any city whose Membership in the Authority has been
terminated pursuant to Article 20(B)shall automatically be canceled
I from participation in all ±l'I~·::l!'!l.l'lee-coverage programs offered by or
through the Authority as of the effective date of termination of
membership.
ARTICLE 22
Effect of withdrawal
(a)The withdrawal of any city from this Agreement shall not
terminate the same and no City by withdrawing shall be entitled to
payment or return of any ~!'e~±~~assessment,consideration of property
paid,or donated by the City to the Authority,or to any distribution
of assets.
(b)The withdrawal of any City after the effective date of the
Joint Protection Program shall not terminate its responsibility to
contribute its share of Il!'e!l\±~~-~-funds to any fund or ±1'l5~u'al'lee
program created by the Authority until all claims,or other unpaid
liabilities,covering the period the City was signatory hereto have
been finally resolved and a determination of the final amount of
payments due by the city or credits to the City for the period of its
membership has been made by the Board of Directors.In connection
with this determination,the Board may exercise similar powers to
those provided for in Article 23(c)of this Agreement.
ARTICLE 23
Termination and Distribution
(a)This Agreement may be terminated any time during the first
three noncancelable years by the written consent of all Member cities,
and thereafter by the written consent of three-fourths of the ~ember
Cities;provided,however,that this Agreement and the AutHority
shall continue to exist for the purpose of disposing of all claims,
distribution of assets and all other functions necessary to wind up
the affairs of the Authority.
WCIA Interlocal Agreement October 1,1991 Page 16
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(b)Upon ~ermination of this Agreement,all assets of the
Authority shall be distributed only among the parties that have been
Members of the Joint Protection Program,including any of those
parties which previously withdrew pursuant to Article 20 or 21 of this
Agreement,in accordance with and proportionate to their cash
(including ~~em±~massessment)payments and property (at market value
when received)contributions made during the term of this Agreement.
The Board shall determine such distribution within six months after
the last pending claim or loss covered by this Agreement has been
finally disposed of.
(c)The Board is vested with all powers of the Authority for the
purpose of winding up and dissolving the business affairs of the
Authori ty.These powers shall include the power to require Member
Cities,including those which were Member Cities at the time the claim
arose or at the time the loss was incurred,to pay their share of any
additional amount of ~~em±Hmassessment deemed necessary by the Board
for final disposition of all claims and losses covered by this
Agreement.A City's share of such additional ~~em±~massessment shall
be determined on the same basis as that provided for annual
~~el\\±Hm5aSsessments in Article 13 (d)and (e)of this Agreement,and
shall be treated as if it were the next year's annual
l'~em±Hmassessment for that city,SUbject to the limits described in
Article 13(h)of this Agreement.
ARTICLE 24
Provisions for By-Laws and Manual
Notices to Member Cities hereunder shall be sufficient if mailed
to the office of the city Clerk of the respective Member city.
As soon as practicable after the first meeting of the Board of
Directors,and Idthin the first twelve months of the Authority's
existence,the Board shall cause to be developed Authority By-Laws and
a policy and procedure manual to govern the day-to-day operations of
the Authority.Each Member City shall receive a copy of any By-Laws,
policy statement or manual developed under this Article.
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ARTICLE 25
Notices
"
WCIA Interlocal Agreement October 1,1991 Page 17
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ARTICLE 26
Amendment
This Agreement may be amended at any time by the written approval
I of two-thirds of all city councils or Commissions of Cities signatory
to it,or by an amendment adopted in the manner provided for in the
By-Laws.
ARTICLE 27
Prohibition Against Assignment
No city may assign any right,claim or interest it may have under
this Agreement,and no creditor,assignee or third party beneficiary
of any City shall have any right,claim or title to any part,share,
interest,fund,~~em~~massessment or asset of the Authority.
ARTICLE 28
Agreement Complete
The foregoing constitutes the full and complete Agreement to the
parties.There are no oral understandings or agreements not set forth
in writing herein.
IN WITNESS WHEREOF,the parties hereto have executed this
Agreement by Authorized officials thereof on the date indicated in the
appropriate Appendix.
(
.......
C··
J ~INTERLOCAL
1 AGREEMENT
"-
CREATING THE WASHINGTON CITIES INSURANCE AUTHORITY
.,
,-~
(TABLE OF CONTENTS
,
PAGE
Recitals 1-2
ARTICLE 1 -
Definitions 2
ARTICLE 2-Purposes 2
ARTICLE 3-Partiesto Agreement
2
ARTICLE 4-Term of Agreement
3
ARTICLE 5-Creation of Authority
3
ARTICLE 6-Powers of Authority
3
ARTICLE 7-Board of Directors
3-4
ARTICLE 8-Powers of the Boardof Directors
4-5
ARTICLE 9-Meetings of the Boardof Directors
5
ARTICLE 10-Executive Committee
5
t ARTICLE 11 -Officers of the Authority
6
ARTICLE 12-Coverage 6
ARTICLE 13-Development of the Joint
Protection Program
7-8
ARTICLE 14-Accounts and Records 8
ARTICLE 15-Responsibility for Monies
8-9
ARTICLE 16-Responsibilities of the Authority
9
ARTICLE 17-Responsibilitiesof Member Cities
9-10
"
ARTICLE 18-Interim Period and
EffectiveDate of Program
10
ARTICLE 19-New Members
11
ARTICLE 20 -
Withdrawal and Cancellation
11-12
ARTICLE 21 -
Cancellation of Coverage
12
ARTICLE 22 -
Effect of Withdrawal
12
C'····ARTICLE 23-Termination and Distribution
13,.
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ARTICLE 24-Provisions for By-Laws and Manual
13
ARTICLE 25-Notices 13
ARTICLE 26 -
Amendment 14
ARTICLE 27-ProhibitionAgainst Assignment
14
ARTICLE 28-Agreement Complete
14
"
. WCIAInterlocal AgreementOctober 1.1991
••
Page 1
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INTERLOCAL AGREEMENT:
CREATING THE WASHINGTON CITIES
INSURANCE AUTHORITY
THIS AGREEMENT is made and entered into in the State of Washington by and among
the municipal corporations organized and existing underthe Constitution or laws of the State of
Washington, hereinafter collectively referred to as "Member Cities"or "Cities",and individually
as "Member City" or "City" which are parties signatory to this Agreement and listed in
Appendix A, which is attached hereto and made a part hereof. Said Cities are sometimes
referred to herein as "parties".
RECITALS
WHEREAS,Ch.48.62 RCW provides that two or more local governmental entities may,
by interlocal agreement, jointly purchase insurance, jointly self insure,and/or jointly hire risk
management services for any authorized purpose by anyone or more of certain specified
methods, and;
WHEREAS, each of the parties to this Agreement desires to join together with the other
parties for the purpose of pooling their self-insured losses and jointly purchasing excess
insurance and administrative services in connection with a Joint Protection Program for said
parties, and;
WHEREAS, it appears economically feasible and practical for the parties to this
Agreement to do so;
NOW, THEREFORE, for and in consideration of all of the mutual benefits,covenants
and agreements contained herein,the parties hereto agree asfollows:
ARTICLE I
Definitions,
The following definitions shall apply to the provisions of the Agreement: "
(a)"Authority"shallmean the Washington CitiesInsurance Authority created by this
Agreement.
(b)"Board of Directors"or "Board"shall meanthe governing body of the Authority..-
(c)"Claims"shall mean demands made against the Authority arising out of
occurrences which are within the Authority's Joint Protection Program as developed by the
Board of Directors.
(d)"Excess Insurance"shall mean that insurance purchased on behalf of theC.:;Authority to protect the funds of the Authority against catastrophes or an unusual frequency of
. losses during a single year.
,..WCIA Interlocal Agreement October 1,1991
!"~
Page 2
(
(e)"Executive Committee"shall mean the Executive Committee of the Board of
Directors of the Authority.
(f)"Fiscal Year" shall mean that period of twelve months which is established as the
fiscal year of the Authority.
(g)"Coverage"shall mean and include self-insurance through a funded program
and/or any commercial insurance contract.
(h)"Executive Director"shall mean that employee of the Authority who is appointed
by the Board of Directors, and responsible for the management and administration of the Joint
Protection Program of the Authority.
ARTICLE 2
Purpose
This Agreement is entered into by Cities in order to provide more comprehensive and
economical liability coverage, to provide for the economical and self insurance pooling of risk
exposures for all forms of insurance available or required by law for municipal corporations and
for which State law authorizes the formation of pooling organizations to provide such insurance,
to reduce the amount and frequency of Cities losses, and to decrease the cost incurred by
Cities in the handling and litigation of claims. This purpose shall be accomplished through the
exercise of the powers of Cities jointly in the creation of a separate entity, the Washington Cities
Insurance Authority,to administer a Joint Protection Program wherein cities will jointly pool and
self insure their losses and claims, and may jointly purchase excess insurance and
administrative and other services including claims adjusting, data processing.risk management
consulting,loss prevention, legal and related services.
It is also the purpose of this Agreement to provide,to the extent permitted by law, for the
inclusion at a subsequent date of such additional municipal corporations organized and existing
under the Constitution or laws of the State of Washington as may desire to become parties to
this Agreement and members of the Authority, subject to approval by the Board of Directors.:
It is also the purpose of this Agreement to provide, to the extent permitted by law, that
the Authority may, in the discretion of its Directors,contract with non-member Cities or other
municipal corporations in the State of Washington to provide, at a reasonable charge,such
non-member Cities or municipal corporations administrative and other services including claims
adjusting, data processing,risk management consuttlnq, loss prevention and training."
ARTICLE 3
Parties to Agreement
Each party to this Agreement certifies that it intends to and does contract with all other
parties who are signatories of this Agreement and, in addition,with such other parties as may
later be added to and signatories of this Agreement pursuant to Article 19. Each party to this
Agreement also certifies that the deletion of any party from this Agreement,pursuant to Articles
20 and 21, shall not affect this Agreement nor such party's intent to contract as described
above with the other parties to the Agreement then remaining.
.~WCIA Interlocal Agreement October 1,1991
ARTICLE 4
Page 3
it
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Term of Agreement
This Agreement shall become effective on January 1, 1981, and shall continue for not
less than three years until and unless terminated as hereinafterprovided.
ARTICLE 5
Creation of Authority
Pursuant to Ch. 48.62 RCW,the debts, liabilitiesand obligations of the Authority shall not
constitute debts, liabilities or obligations of any party to this Agreement.
ARTICLE 6
Powers of Authority
(a) The Authority shall have the powers common to Cities and is hereby authorized to
do all acts necessary for the exercise of said common powers, including, but not limited to, any
or all of the following:
(1)To make and enter into contracts;
(2) To incur debts, liabilitiesor obligations;
(3) To acquire, hold or dispose of property,contributions and donations of
property, funds, services and other forms of assistancefrom persons, firms,
corporations and governmental entities;
(4) To sue and be sued in its own name; and
(5) To exercise allpowers necessary and proper to carry out the terms and
provisions of this Agreement, or otherwise authorized by law.
(b) Said powers shall be exercised pursuant to the terms hereof and in the manner
provided by law.
"
ARTICLE 7
Board of Directors
(a) The Authority shall be governed by the Board of Directors which is hereby.
established and which shall be composed of one representative from each Member City who is
an employee or official of that City, as appointed by the City Council, Commission, or
appointing official of that City. Each City Council, Commission, or appointing official in addition
to appointing a member of the Board, shall appoint at least one alternate who also shall be an
officer or employee of that City. The alternate appointed by a City shall have the authority to
attend, participate in and vote at any meeting of the Board when the regular member for whom
he or she is an alternate is absent from said meeting.
,--------------------------------------_..
,-.VIICIA Interlocal Agreement October 1,1991 Page 4
(
(
(b) Each member or alternate of the Board shall be appointed for a one year term
and until a successor is appointed. Each member or alternateshall serve at the pleasure of the
City by which he or she has been appointed as long as he or she is an officer or employee of
the City.
(c) Each member of the Board shallhave one vote.
ARTICLE 8
Powers of the Board of Directors
The Board of Directors of the Authority shall havethe following powers and functions:
(a) The Board may elect from its members, pursuant to Article 10 of this Agreement,
an Executive Committee to which it may give authority to make and implement any decisions,
including those involving the administration of the Authority, except those decisions that would
require an amendment of this Agreement, under Article 26 herein.
(b) The Board may review all acts of the Executive Committee, and shall have the
power to modify and/or override any decision or action of the Executive Committee upon a
majority vote of the entire Board of Directors.
(c) The Board shall review, modify if necessary, and approve the annual operating
budget of the Authority.
(d) The Board shall receive and review periodic accounting of all funds under Article
14and 15 of this Agreement.
(e) The Board shall have the power to conduct on behalf of the Authority, all business
of the Authority which the Authority may conduct under the provisions hereof and pursuant to
law.
(I)The Board shall determine and select aJoint Protection Program for the Authority:
(g) The Board shall determine and select all necessary instruments of coverage to
carry out the Joint Protection Program of the Authority.
<
(h) The Board shall have the authority to contract for or develop various services for
the Authority, including, but not limited to claims adjusting, loss control and risk rnansqement
consulting services.
(i) The Board shall appoint an Executive Director of the Authority and shall receive
and act upon reports of the Executive
Director.
G)The Executive Director shall have the power to hire such persons as the Board
authorizes for the administration of the Authority, including the "borrowing" of management-
level employees from one or more of the Member Cities to assist in the development phase of
the Joint Protection Program of the Authority, subject to the approval of the Member City. Any
Member City whose employee is so "borrowed" according to this provision shall be reimbursed
by the Authority for that employee's time spent or services rendered on behalf of the Authority.
,.
•<.vJCIA Interlocal Agreement October 1,1991..Page 5
(
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(k) The Executive Director shall havethe general supervisory control over the day-to-
day decisions and administrativeactivitiesof the Authority.
(I)The Board shall have such other powers and functions as are provided for in this
Agreement, including, but not limitedto, the power to authorizethe contracts with non-member
Cities or municipal corporations and the "Authority",to provide services to such non-members
as set forth in Article 2, upon such terms and conditions as the Director shall decide
appropriate.
ARTICLE 9
Meetings of the Board of Directors
(a)Meetings.The Board shall provide for its regular, adjourned regUlar and special
meetings; provided, however, that it shall hold at least one regular meeting annually.
(b)Minutes.The Board of the Authority shall cause minutes of regular, adjourned
regular and special meetings to be kept and shall, as soon as possible after each meeting,
cause a copy of the minutes to be forwarded to each member of the Board and to each City.
(c)Quorum.A majority of the members of the Board shall constitute a quorum for
the transaction of business, except that less than a quorum may adjourn from time to time. A
vote of the majority of those members present at a meeting shall be sufficient to constitute
action by the Board.
ARTICLE 10
Executive Committee
The Board of Directors may appoint at any time of the year during a Board meeting an
ExecutiveCommittee of the Board of Directors which shallconsist of an odd number of not less
than five nor more than nine members, as determined by the Board of Directors. Two of the
members of the ExecutiveCommittee shall be the Presidentof the Board of Directors, and the
Vice President of the Board of Directors; the remainder of the members, after their original
election, shall be elected by the Board of Directors at the same time the officers of the Board
are elected in January of each calendar year. The President of the Authority, or the Vice
President in his or her absence, shall serve as the Chairperson of the Executive Committee.
The Board of Directors may delegate any of the powers of the Board as outlined in Article 8 to
the Executive Committee and may establish and delegate any other powers and dunes the
Board deems appropriate.
,.
.'\'VCIA Lnterloaal Agreement October 1,1991,
ARTICLE 11
Page 6
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Officers of the Authority
(a)President and Vice President.The Board shall elect a President and Vice
President of the Authority at its first meeting,each to hold office for one year term and until
successor is elected. Thereafter in January of each succeeding calendar year, the Board shall
elect or re-elect the President and Vice President for the ensuing year. In the event the
President or Vice President so elected ceases to be a member of the Board, the resulting
vacancy in the office of President or Vice President shall be filled at the next regular or special
meeting of the Board held after such vacancy occurs. In the absence or inability of the
President to act, the Vice President shall act as President.The President,or in his or her
absence, the Vice President, shall preside at and conduct all meetings of the Board and shall
be a member andthe Chairperson of the ExecutiveCommittee.
(b)Executive Director.The Executive Director shall havethe general administrative
responsibility for the activities of the Joint Protection Program and shall appoint all necessary
employeesthereof.
(c)Treasurer.The Treasurer shall be appointed by the Board and shall be a
person other than the Executive Director. The duties of the Treasurer are set forth in Article 14
and 15 of this Agreement.
(d)Attorney.The Board of Directors shall select an attorney for the Authority. The
attorney may be, but is not required to be, a City Attorney, from a Member City. In the event
the attorney is precluded from acting because of a conflict of interest or legalimpediment, or for
other good reason, the Board may employ independent counsel as the attorney for the
Authority. The attorney shall serveat the pleasure of the Board of Directors.
ARTICLE 12
Coverage
(a) The coverage provided for Member Cities by the Authority shall be defined by the
Board and may allow or require protection for comprehensive liability,personal injury, errors
and omissions, contractual liability,and such other areas of coverage as the State shall require
or the Board shalldetermine.<
(b) The Authority shall maintain a coverage limitfor Member Cities deterrnmed'by the
Board of Directors to be adequate. The Board may arrange purchase of a group insurance
policy for Member Cities interested in obtaining additional coverage above this limit, at an
additional cost to those participating Cities.
(c) The Board may arrange for the purchase of any other insurance deemed
necessary to protect the funds of the Authority against catastrophes.
(
.,
•WCIt'-Interlocal AgreementOctober 1,1991
ARTICLE 13
Page 7
Development of the Joint Protection Program
(a) As soon as practicable afterthe effective date of this Agreement, but prior to the
effective date of the Joint Protection Program, the Board of Directors shall adopt the Authority's
Joint Protection Program,including the coverage provided for in Article 12, the amount of initial
assessment, the precise cost allocation plan and formula, the pro forma financial statement of
the Authority, and the amount and type of excessinsurancewhich may be procured.
(b) The Joint Protection Program provided by the Authority shall extend to all city
department operations except transit, aviationand hospitals, unless otherwise excluded by the
Board of Directors.
(c) The initial assessment for each City shall be determined by the Board, in its
discretion, based upon a fair formula which may consider, but not be limited to, total City
worker hours, total City payroll, administrative experience of the City, the previous loss
experience of the City, the liability risks of the City and the costs to the Authority of adding the
City as a member._
(d) The cost allocation plan and formula adopted by the Board shall provide for an
adjustment in the Member Cities' assessments at the end of the first year of operation, and
annuallythereafter, in order to produce an assessmentfor the following year for each City shall
consider, but not be limitedto, the following:
(1) That amount of losses borne individuallyby the City, as determined by the Board;
and
(2) The City's share of pooled losses and other expenses, as determined by the
Board; and
(3) The City's contribution to a catastrophe fund and reserves for incurred-but-not-
reported losses, and amount of such fund and reservesto be determined by the Board..
(e) The Board may at any time make additional assessment adjustments to correct
any fund deficit as the Board deems necessary to maintain the financial integrity of the
Authority..
(f)The Board shall adopt criteria for determining each City's annual share o!,pooled
losses, expenses and contribution to a catastrophe fund which may include the City's payrollas
compared to the total payroll of all Member Cities, the City's individual loss experience, and
such other criteria asthe Board may determine to be relevant.
(g) The annual readjustment of the amount of assessment shall be made and notices
for readjusted assessment amounts and the next year's assessments shall be distributed at
least ninety (90) days prior to the close of each fiscal year. This assessment amount, together
with any readjusted amount due under paragraph (c) above, shall be due and payable on or
before fifteen (15)days afterthe beginning ofthe fiscalyear.
(h) Inasmuch as some Member Cities may experience an unusual frequency of
losses during a single fiscal year, which could increase their final assessment substantially for
that year and cau~e bUdgetary problems, the Board may provide for payment of a portion of
-----------------------------------------,
..'l •
such assessment to be made over a period of time, not to exceed three years, plus reasonable
interest.
•
WclA Interlocal Agreement October 1,1991•Page B
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ARTICLE 14
Accounts and Records
(a)Annual Budget.The Authority shall annually adopt an operating budget,
pursuant to Article B(c)of this Agreement.
(b) Funds and Accounts. The Authority shall establish and maintain such funds and
accounts as may be required by state law and proper accounting practices. Books and
records of the Authority shall be in the hands of the Treasurer and shall be open to any
inspection at all reasonabletimes by representativesof Member Cities.
(c) Executive Director's Report. The Executive Director, within one hundred and twenty
(120) days after the close of each fiscal year, shall give a complete written report of all financial
activitiesfor such fiscal year to the Board and to each Member City.
(d) Annual Audit. The Board may provide for a certified, annualaudit of the accounts
and records of the Authority such audit shall conform to generally accepted auditing standards.
When such an audit of the accounts and records is made by a Certified Public Accountant, a
report thereof shall be filed as a public record with each of the Member Cities. Such report
shallbe filed within six (6)months of the end of the year.under examination.
(e) Costs. Any costs of the audit, including contracts with, or employment of,
Certified Public Accountants, in making an audit pursuant to this Article, shall be borne by the
Authority and shallbe considered included within the term "administrative costs".
ARTICLE 15
Responsibility for Monies
(a) The Treasurer of the Authority shall have the custody of and disburse-the
Authority's funds subject to Board approval. He or she shall have the authority to delegatethe
signatory function to such persons as are authorized by the Board.
(b) A bond in the amount set by the Board, as outlined by State RCW shall be
required of all officers and personnel authorized to disburse funds of the Authority,SL!fh bond
to be paid for by the Authority.•
(c) TheTreasurer's duties shallinclude:
(1)Receive and receipt for all money of the Authority and place it in the treasury to
the credit of the Authority;-
(2) Be responsible upon his or her official bond for the safekeeping and
disbursement of allof the Authority's money so held by him or her;
(3)Pay,when due, out of money of the Authority so
held by him or her, all sums payable on outstanding debts of the Authority;
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._WCIAInterlocal Agreement October 1,1991 Page 9.,,'''''''
(4) Payany other sums due from the Authority money only upon request for payment
signed by the President of the Board or the Executive Director. The Board may
designate analternatesignature for each; and
(5) Verify the report inwriting on the first day of July, October, January and Aprilof
each year to the Authority and to Member Citiesthe amount of money held for the
Authority, the amount of receipts since the last report, and the amount paid out since
the last report.
ARTICLE 16
Responsibilities of the Authority
The Authority shall perform the following functions in discharging its responsibilities
under this Agreement:
(a) Provide coverage by whatever means and methods the Board deems
appropriate, including but not limited to a self-insurancefund and commercial insurance, as well
as excess coverage and umbrella insurance, by negotiation or bid, and purchase, as
necessary.
(b) Assist Cities in obtaining insurance coverages for risks not included within the
basic coverage of the Authority.
(c) Assist each City's assigned risk manager with the implementation of that function
(within the City.
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(d) Provide loss prevention and safety and consulting services to Cities as required.
(e) Provide claims adjusting and SUbrogation services for claims covered by the
Authority's Joint Protection Program.
(f)Provide loss analysis by the use of statistical analysis, data processing, and
record and file-keeping services, in order to identify high exposure operations and to evaluate
proper levels of self-retentionand deductibles.
(g) Provide for Cities, as needed, a review of their contracts to determine sufficiency
of indemnity and insurance provisions. ,
(h) Conduct risk management audits to review the participation of each Ci\Y in the
program. The audit shall be performed by the Executive Director, or, at the discretion of the
Board, an independent auditor may be retained by contract to conduct the audits.
0)The Authority shall have such other responsibilities as deemed necessary by the
Board of Directors in order to carry out the purposes of this Agreement..
ARTICLE 17
Responsibilities of Member Cities
Member Citiesshallhavethe following responsibilities:
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,..WCIA Interlocal Agreement October 1, 1991 Page 10
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(a) The City Council,Commission,or appointing official of each City shall appoint a
representative and at least one alternate representative to the Board of Directors,pursuant to
Article 7 of this Agreement.
(b) Each City shall appoint an employee of the City to be responsible for the risk
management function within that City, and to serve as a liaison between the City and the
Authority as to risk management.
(c) Each City shall maintain an active safety officer and/or committee,and shall
consider all recommendations of the Authority concerning the development and implementation
of a loss control policy to prevent unsafe practices.
(d) Each City shall maintain its own set of records, as a loss log, in all categories of
loss to insure accuracy of the Authority's loss reporting system.
(e) Each City shall pay its assessment and any readjusted assessment promptly to
the Authority when due. After withdrawal or termination,each City shall pay promptly to the
Authority its share of any additional assessment and accrued interest at a rate determined by
the Board when and if required of it by the Board under Article 22 or 23 of this Agreeme~t.
(I)Each City shall provide the Authority with such other information or assistance as
may be necessary for the Authority to carry out the Joint Protection Program under this
Agreement.
(g) Each City shall in any and all ways cooperate with and assist the Authority, and
any insurer of the Authority, in all matters relating to this Agreement and covered losses, and
will comply with allby-laws, rules and regulations adopted by the Board of Directors.
ARTICLE 18
Interim Period and Effective Date of Program
(a)Interim Period.Once this Agreement has been initially signed,the estimated
deposit charge for each City shall be developed and presented to each City by written notice.
Each City shall have thirty (30) days from the receipt of such notice to withdraw from the
Agreement.
After the end of this thirty (;30)day period, and prior to December 1, 1980, each
City's actual deposit charge shall be determined.Each City which signed the Agreement shall
be bound thereby unless the actual deposit charge for the first year exceeds the estimated
deposit charge in the written notice. If the actual deposit charge exceeds the estimated deposit
charge, a Member City may nevertheless,elect to proceed with its participation in the Joint
Protection Program by informing the Authority,in writing, of its decision to that effect.
(b)Effective Date.After each City's actual deposit charge for the first year has been
determined,written notice to that effect shall immediately be given to all Cities. The Joint
Protection Program shall become effective thirty (30) days from the date of such notice.
(c)Joint Protection Program.After this Agreement becomes effective, the
Authority shall develop the details of the Joint Protection Program more fully described in Article
12 and 13 ofthis Agreement.
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ARTICLE 19
Page 11
New Members
After the effective date of the Joint Protection Program is established by the Authority,
according to the provisions of Article 18, additional Cities shall not be pe:mitted to become
signatories to this Agreement, or to enter the JOint Protection Program,dUring the first year of
operation. Following the first year of operation, the Authority shall allow entry in the program of
new members approved by the Board at such time during the year as the Board deems
appropriate. Cities entering under this Article will be required to pay their share of
organizational expenses as determined by the Board, includinq those necessary to analyze
their loss data and determine their assessment.
ARTICLE 20
Withdrawal and Cancellation
(a) City Withdrawal From Authority Membership
(1) A Member City may withdraw as a party to this Agreement pursuant to
requirements of Article 18.
(2) A Member City which signs the Agreement and enters the Joint Protection
Program pursuant to Article 18 may not withdraw as a party to this Agreement and as a
member of the Authority for a three-year period commencing on the effective date of the
Joint Protection Program, as determined by Article 18.
(3) After the initial three-year non-cancelable commitment to the program, a
Member City may withdraw from membership only at the end of any fiscal year of the
Authority, provided it has given the Authority twelve months prior written notice of its
intent to withdraw from this Agreement. Such notice shall be hand carried or mailed to
the offices of the Authority by certified mail.
(4) Withdrawal of membership will result in automatic cancellation of such
Member City's participation in the Joint Protection Program, any excess insurance and
any other programs offered by the Authority effectivethe date of withdrawal. Further, the
Authority reserves the right to non-renew said withdraWing Member City's coverage in
any Authority program during such'City's notice period.
"(b) Authority Termination of City Membership
(1) The Authority shall have the right to terminate any City's membership in the
Authority at anytime. Such Termination of Membership shall be upon a majority vote of
the Board of Directors present at a full Board meeting where such motion for termination ..
of membership is presented. A City's termination of membership shall become effective -
no later than sixty (60) days after the date such motion is passed.but in no event shall
membership extend beyond the last day of coverage inthe current Authority program in
which said City is a participant.
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(2)For purposes of this section, Membership in the Authority consists of a
Member City's right to have a representative on the Board of Directors and to vote on
Board matters, and the right to participate or receive coverage in any Joint Protection
Program, self-insured retention or excess insuranceprogram, and to utilizeany Authority
services or programs.
(3) The Authority shall notify a City in writing of its intent to vote on a motion for
Termination of Membership of the City at least30 days before the meeting at which the
motion isto be voted upon. The notification shallinclude reasons for the proposed
Termination of Membership. The affected City hasthe right to be represented atthe
meeting where the motion for Termination of Membership is to be voted upon and willbe
provided an opportunity to address the Board members present if they so choose.
ARTICLE 21
Cancellation of Coverage
(a) The Authority shall have the right to cancel any Member City's participation in any
coverage program offered by or through the Authority. The terms of such cancellation of
coverage will be specified in each of the coverage documents for the Authority's various
programs, except that excess coverage in any program shall automatically cancel effective the
date of cancellation of its self-insured coverage. Further coverage in all Authority programs
shall cease effective the date of Member City's voluntary withdrawal of membership from the
Authority.
(b) The Authority may cancel any Member City's participation in any coverage
program offered by or through the Authority without termination of the Member City's
membership in the Authority. However, any City whose Membership in the Authority has been
terminated pursuant to Article 20(B) shall automatically be canceled from participation in all
coverage programs offered by or through the Authority as of the effective date of termination of
membership.
ARTICLE 22
Effect of Withdrawal
(a) The withdrawal of any City from this Agreement shall not terminate the same and
no City by withdrawing shall be entitled to payment or return of any assessment,consttleration
of property paid, or donated by the City to the Authority,or to any distribution of assets.
(b) The withdrawal of any City after the effective date of the Joint Protection Program
shall not terminate its responsibility to contribute its share of funds to any fund or program
created by the Authority until all claims, or other unpaid liabilities, covering the period the City
was signatory hereto have been finally resolved and a determination of the final "amount of
payments due by the City or credits to the City for the period of its membership has been made
by the Board of Directors. In connection with this determination, the Board may exercise
similar powers to those provided for in Article 23(c) of this Agreement.
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••-.WCIA~merIQcal AgreementOctober 1,1991.'
ARTICLE 23
Page 13
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Termination and Distribution
(a) This Agreement may be terminated any time during the first three noncancelable
years by the written consent of all Member Cities, and thereafter by the written consent of three-
fourths of the Member Cities; provided, however, that this Agreement and the Authority shall
continue to exist for the purpose of disposing of all claims,distribution of assets and all other
functions necessary to wind up the affairsof the Authority.
(b) Upon termination of this Agreement, all assets of the Authority shall be distributed
only among the partiesthat have been Members of the Joint Protection Program, including any
of those parties which previously withdrew pursuant to Article 20 or 21 of this Agreement, in
accordance with and proportionate to their cash (including assessment) payments and
property (at market value when received) contributions made during the term of this
Agreement. The Board shall determine such distribution within six months after the last
pending claim or loss covered by this Agreement has beenfinally disposed of.
(c) The Board is vested with all powers of the Authority for the purpose of winding up
and dissolving the business affairs of the Authority. These powers shall include the power to
require Member Cities,including those which were Member Citiesatthe time the claim aroseor
at the time the loss was incurred, to pay their share of any additional amount of assessment
deemed necessary by the Board for final disposition of all claims and losses covered by this
Agreement. A City's share of such additional assessment shall be determined on the same
basis as that provided for annual assessments in Article 13{d) and (e) of this Agreement, and
shall be treated as if it were the next year's annual assessmentfor that City, subject to the limits
described in Article 13{h)of this Agreement.
ARTICLE 24
Provisions for By-Laws and Manual
As soon as practicable after the first meeting of the Board of Directors, and within the'
first twelve months of the Authority's existence,the Board shall cause to be developed Authority
By-Laws and a policy and procedure manual to govern the day-to-day operations of the
Authority. Each Member City shall receive a copy of any By-LaWS,policy statement or manual
developed under this Article.·
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ARTICLE 25
Notices
Notices to Member Cities hereunder shall be sufficient if mailed to the office of the City
Clerk of the respective Member City.
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WdA Interlocal Agreement October 1,1991
ARTICLE 26
Page 14
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Amendment
This Agreement may be amended at any time by the written approval of two-thirds of all
City Councils or Commissions of Cities signatory to it, or by an amendment adopted in the
manner provided for inthe By-Laws.
ARTICLE 27
Prohibition Against Assignment
No City may assign any right, claim or interest it may have under this Agreement, and no
creditor, assignee or third party beneficiary of any City shall have any right, claim or title to any
part, share, interest, fund, assessment or asset of the Authority.
ARTICLE 28
Agreement Complete
The foregoing constitutes the full and complete Agreement to the parties. There are no
oral understandings or agreements not set forth in writing herein.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement by
Authorized officialsthereof on the date indicated in the appropriate Appendix.
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