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18-206.00 Spokane County et al: Eastern WA Area Agency on Aging AMENDMENT NO. 3 TO THE INTERLOCAL GOVERNMENT AGREEMENT TO CREATE THE EASTERN WASHINGTON AREA AGENCY ON AGING THIS AMENDMENT NO. 3 ("Amendment No. 3 Agreement") to the Interlocal Government Agreement to Create the Eastern Washington Area Agency on Aging is made and entered into by and among SPOKANE COUNTY, having offices for the transaction of business at W. 1116 Broadway, Spokane, Washington 99201; STEVENS COUNTY, having offices for the transaction of business at Stevens County Courthouse, Colville, Washington 99114;WHITMAN COUNTY,having offices for the transaction of business at the Whitman County Courthouse, Colfax, Washington 99111; PEND OREILLE COUNTY, having offices for the transaction of business at the Pend Oreille County Courthouse, Newport, Washington 99156; FERRY COUNTY, having offices for the transaction of business at the Ferry County Courthouse, Republic,Washington 99166;and the CITY OF SPOKANE, having offices for the transaction of business at 808 W. Spokane Falls Boulevard, Spokane, Washington 99201,jointly referred to as the Parties and the CITY OF SPOKANE VALLEY,having offices for the transaction of business at 10210 E. Sprague Avenue, Spokane Valley, WA 99206. RECITALS: WHEREAS, pursuant to the provisions of RCW 36.32.120(6), the Boards of County Commissioners of counties within the State of Washington have the care of their respective county property and the management of their respective funds and business;and WHEREAS, the 1965 Older Americans Act was passed by Congress for the purpose of establishing programs and services for older Americans and required, in conjunction therewith,the establishment of area agencies on aging to provide services and programs for older Americans; and WHEREAS,pursuant to the above legislation, as well as the provisions of chapter 39.34 RCW, in 1978 Ferry County,Pend Oreille County,Spokane County Stevens County, Whitman County and the City of Spokane entered into an Interlocal Agreement termed "Interlocal Government Agreement to Create the Eastern Washington Area Agency on Aging" ("Interlocal Agreement"); and WHEREAS, in 1987, the Parties executed a document entitled "AMENDMENT TO INTERLOCAL GOVERNMENT AGREEMENT TO CREATE THE EASTERN WASHINGTON AREA AGENCY ON AGING" wherein the Parties amended the Interlocal Agreement to reconfigure the prior"Panel on Aging and Advisory Council" into the current"Planning and Management Council;"and WHEREAS, in 1995, the Parties executed a document entitled "AMENDMENT TO THE BY-LAWS AND THE INTERLOCAL AGREEMENT OF THE EASTERN WASHINGTON AREA AGENCY ON AGING" wherein the Parties amended the Interlocal Agreement and bylaws adopted thereunder to change the name of the agency Page 1 of 6 from "Eastern Washington Area Agency on Aging" to "Aging and Long Term Care of Eastern Washington;" and WHEREAS,the Interlocal Agreement includes an Article addressing Modification which provides as follows: ARTICLE XII. MODIFICATION. No change or addition of any printed portion of this Agreement shall be valid or binding upon any Party. There shall be no modification of the Agreement, except in writing, executed with the same formalities as this present instrument; and WHEREAS, since the execution of the 1978 Interlocal Agreement, the City of Spokane Valley has been incorporated within Spokane County. The Governing Board of the Aging and Long Term Care of Eastern Washington desires to add the City of Spokane Valley to the Interlocal Agreement, including adding a representative of the City of Spokane Valley as a member of the Governing Board, subject to the terms and conditions of the Interlocal Agreement, as amended. NOW, THEREFORE, for and inconsideration of the above referenced recitals which are incorporated herein by reference and other good and valuable consideration, receipt of which is hereby acknowledged,the Parties do agree that the Interlocal Agreement executed in 1978 among the Parties, as amended in 1987 and 1995, be and is hereby modified as follows: MODIFICATION NO. 1: Additional Party. The City of Spokane Valley,by executing this Amendment No. 3 Agreement,will become a party to the Interlocal Agreement executed in 1978 among the Parties, as amended in 1987 and 1995 and all terms and provisions therein: MODIFICATION NO.2: ARTICLE VI.ORGANIZATION of the Interlocal Agreement shall be modified as follows: (Underlined bolded language added, lined out bolded language deleted.) ARTICLE VI. ORGANIZATION. A. General Provisions: The Agency is a separate administrative entity organized as a public regional body in accordance with the requirements with the Federal Older Americans Act, as amended. The principal organizational components shall be a Governing Board, and a Planning and Management Council. B. Governing Board: The Governing Board shall be composed of one representative ((dam))appointed by each of the Counties to this Agreement;((three))two representatives ((dam})) appointed by the Spokane City Council, one of whom shall be the director or designee of the City's Community, Housing and Human Services Department or related Page 2 of 6 department;one representative appointed by the City of Spokane Valley City Council;and as an ex-officio member, the Chairperson of the Planning and Management Council. The Governing Board shall, by a two-thirds(2/3)vote of its membership,adopt and amend the Agency By-Laws. On all other matters, a majority of the total members of the governing Board shall constitute a quorum, and a majority vote of the quorum shall be necessary to take action on any matter coming before the Governing Board. The Governing Board, in addition to adopting and amending the Agency By-Laws, shall have the authority to approve the annual Area Plan on Aging, approve the annual operating budget, adopt personnel policies, adopt Agency operating procedures, appoint an Agency Director, execute agreements and contracts and any other duties as may be established by Agency By-Laws. The Governing Board may select a Chairperson, Vice Chairperson, and other officers. The Chairperson shall be empowered, at times other than open meetings to execute all agreements and contracts which have been negotiated and approved by the Governing Board at open meetings. C.Planning and Management Council: The Planning and Management Council shall be composed of no less than twenty-seven(27)and no more than thirty-five(35)members. It shall be representative of all counties within the Agency's service area. Further,to facilitate close working relationships among((E-WAAA))ALTCEW and the parties hereto, ((six(6r))) seven(7)members of the Council shall be representatives of the units of general purpose local government party to this agreement. Additional composition requirements for the Council,appointment procedures and members' terms of service shall be established in the Agency By-Laws. The Council shall be responsible for performing the following: (1) Planning activities, including development of the Area Plan on Aging for PSA #11, and Annual Updates thereon; (2) Implement the Area Plan on Aging, once adopted by the((EWAAA)) ALTCEW Governing Board; (3) Represent the interest of older persons; (4) Administer the internal affairs of the Agency pursuant to policies and procedures adopted by the Governing Board; (5) When requested by the Governing Board,recruit and screen all applicants for the position of Agency Director,and refer the most qualified candidates to the Board for consideration; (6) Review and recommend to the Board for adoption the Agency's Annual Report concerning its activities; (7) Make recommendations to the Governing Board on amendments to Agency's By-Laws; and Page 3 of 6 (8) Other duties as may be established by the Agency By-Laws. BE IT FURTHER AGREED by the Parties that but for the above MODIFICATION NO. 1 Additional Party, and MODIFICATION No. 2 to ARTICLE VI. ORGANIZATION, all other provisions within the Interlocal Agreement executed in 1978 by the Parties, as amended in 1987 and 1995, shall remain in full force and effect without any change or modification whatsoever. BE IT FURTHER AGREED by the Parties that this Amendment No. 3 may be executed in any number of counterparts, each of which, when so executed and delivered, shall be an original, but such counterparts shall together constitute but one and the same. BE IT FURTHER AGREED, by the Parties that the provisions of this Amendment No. 3 Agreement shall be effective as of January 1, 2019. IN WITNESS WHEREOF, the Parties have caused this Amendment No. 3 Agreement to be executed on the date and year opposite their respective signature blocks. Page 4 of 6 • , DATED: ` %!2Dy/,'i 2)/JY FERRY COUNTY • By: . • `Y • • Chairman A ST: APP' o 'D AS TO FORM: Ferry County ' osecu ng 'or Clerk of the Board DATED: PEND OREILLE COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Pend Oreille County Prosecuting Attorney Clerk of the Board DATED: SPOKANE COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Spokane County Prosecuting Attorney • Clerk of the Board • • DATED: STEVENS COUNTY • By: Chairman ATTEST: APPROVED AS TO FORM: Stevens County Prosecuting Attorney Clerk of the Board Page 5of6 DATED: WHITMAN COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Whitman County Prosecuting Attorney Clerk of the Board DATED: CITY OF SPOKANE By: Mayor ATTEST APPROVED AS TO FORM: City of Spokane Assistant City Attorney Clerk of the City DA'Z'ED: CITY OF SPOKANE VALLEY By: • City Manager ATTEST: APPROVED AS TO FORM: City of Spokane Valley . City Attorney Clerk of the City Page 6 of 6 • DATED: FERRY COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Ferry County Prosecuting Attorney Clerk of the Board DATED: I) —)eva O 1 PEND OREILLE COUNTY By: Chairman /74 ATTEST: VED A FORM: VA ) fl Pend xille Co ty Prosec Attorney Clerk of the Board DATED: SPOKANE COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Spokane County Prosecuting Attorney Clerk of the Board DATED: STEVENS COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Stevens County Prosecuting Attorney Clerk of the Board Page5of6 • DATED: WHITMAN COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Whitman County Prosecuting Attorney Clerk of the Board DATED: CITY OF SPOKANE By: Mayor ATTEST APPROVED AS TO FORM: City of Spokane Assistant City Attorney Clerk of the City DATED: CITY OF SPOKANE VALLEY By: City Manager ATTEST: APPROVED AS TO FORM: City of Spokane Valley Office of the City Attorney City Clerk Page 6 of 6 DATED: FERRY COUNTY By: Chairman ATTEST: APPROVED EjS TO FORM: Ferry County tosecuting Attorney Clerk of the Board DATED: PEND OREILLE COUNTY • By: Chairman ATTEST: APPROVFn AS TO FORM: Pend Oreille County P ro ecuting Attorney CJ Clerk of the Board =`o� cotes s DATED:It.27.t$ • g° iE coG�rOt•Vs'F+'0, SPOKANE COUNTY (/)°t+ r .• airman ATTEST: \t7 `� �C00APPROVED AS TO FORM: . ..) .41-nA-Aff)° Spokane County �� secuting Attorney Clerk of the Board • DATED: STEVENS COUNTY By: Chairman ATIEST: APPROVED AS TO FORM: Stevens County Vosecuting Attorney U Clerk of the Board Page 5 of 6 DATED: WHITMAN COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: li4 Whitman County `r o secuting Attorney Clerk of the Board DATED: CITY OF SPOKANE By: Mayor ATTEST APPROVED AS TO FORM: City of Spokane Assistant City Attorney Clerk of the City DATED: CITY OF SPOKANE VALLEY City"Manager ATTEST: APPROVEI)AS TO FORM: City of Spokane Valley Office of the City Attorney City Clerk Page 6 of 6 DATED: FERRY COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Ferry County Prosecuting Attorney Clerk of the Board DATED: PEND OREILLE COUNTY By: Chairman A 11'EST: APPROVED AS TO FORM: Pend Oreille County Prosecuting Attorney Clerk of the Board DATED: SPOKANE COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Spokane County Prosecuting Attorney Clerk of the Board DATED: 111 1 Ma STEVENS CO, TY Bye Chairman ATTEST: APPROVED AS TO FORM: teve fount Prosecuting Attorney Clerk . e Board Page5of6 DATED: WHITMAN COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Whitman County Prosecuting Attorney Clerk of the Board DATED: CITY OF SPOKANE By: Mayor ATTEST APPROVED AS TO FORM: City of Spokane Assistant City Attorney Clerk of the City DATED: CITY OF SPOKANE VALLEY By: City Manager ATTEST: APPROVED AS TO FORM: City of Spokane Valley Office of the City Attorney City Clerk Page 6 of 6 DATED: J/—/9—/S WHITMAN COUNTY By: ChT)J4n it/IL•14080767 Chairman ATTEST: �n�� / APPROV ED AS TO FORM: WhitmanCountyProsecuting A Clerk of the Board DATED: CITY OF SPOKANE By: • Mayor ATTEST APPROVED AS TO FORM: City of Spokane Assistant City Attorney Clerk of the City DATED: CITY OF SPOKANE VALLEY By: City Manager ATTEST: APPROVED AS TO FORM: City of Spokane Valley , City Attorney Clerk of the City Page 6 of 6 DATED: FERRY COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Ferry County Prosecuting Attorney Clerk of the Board DATED: PEND OREILLE COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Pend Oreille County Prosecuting Attorney Clerk of the Board DATED: SPOKANE COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Spokane County Prosecuting Attorney Clerk of the Board DATED: STEVENS COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Stevens County Prosecuting Attorney Clerk of the Board Page 5 of 6 DATED: WHITMAN COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Whitman County Prosecuting Attorney Clerk of the Board DATED: 12/20/f CITY OF SPOKANE B3(;. "aa.0.1"4".C164"11" Mayor ATTEST APPROVED AS TO FORM: Ve--1,2, • �-,els'' City of SpokanW --,Assistant City Attorney Clerk of the City DATED: CITY OF SPOKANE VALLEY By: City Manager ' OF SPOlc,4 APPROVED AS TO FORM: ( S GIs%`s Office of the City Attorney F:! `4"--110 ATTEST: - ii<er- + Christine Bainbridge, City Clerk Page 6 of 6 DATED: WHITMAN COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Whitman County Prosecuting Attorney Clerk of the Board DATED: CITY OF SPOKANE By: Mayor ATTEST APPROVED AS TO FORM: City of Spokane Assistant City Attorney Clerk of the City DATED: / /ld//4 CITY OF SPOKANE VALLEY By: 141i14-- City 'lCity Manager A APPROVE S ' S TO FORM: • City of Spokane Valley Off e f the dAtiorney City Clerk Page 6 of 6 DATED: FERRY COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Ferry County Prosecuting Attorney Clerk of the Board DATED: PEND OREILLE COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Pend Oreille County Prosecuting Attorney Clerk of the Board DATED: SPOKANE COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Spokane County Prosecuting Attorney Clerk of the Board DATED: STEVENS COUNTY By: Chairman ATTEST: APPROVED AS TO FORM: Stevens County Prosecuting Attorney Clerk of the Board Page 5 of 6 b10tNA INTERLOCAL GOVERNMENT AGREEMENT FILED TO CREATE THE EASTERN WASHINGTON MAR 3 - 1970. AREA AGENCY ON AGING THIS AGREEMENT made and entered into by and among Spokane County, having offices for the transaction of business at W. 1116 Broadway, Spokane, Washington 99201; Stevens County, having offices for the transaction of business at the Stevens County Courthouse, Colville, Washington 99114; Whitman County, having offices for the transaction of business at the Whitman County Courthouse, Colfax, Washington 99111; Pend Oreille County, having .offices for the transaction of business at the Pend Oreille County Courthouse, Newport, Washington 99156; Ferry County, having offices for the transaction of business at the Ferry County Courthouse, Republic, Washington 99166; and the City of Spokane, having offices for the transaction of business at North 221 Wall, Spokane, Washington 99201; each a public agency for the -purposes of Revised Code of Washington 39.34.020, hereinafter jointly referred to as the "Parties." WITNESSET H: WHEREAS, Revised Code of Washington, Section 74.38.030(3) , provides that the Washington State Department .of Social and Health Services may, as part of the program of community based services, designate area agencies in regional areas (planning and service areas) within the State; and WHEREAS, pursuant to Revised Code of Washington, Section 74.36.100, the Washington State Department of Social and Health Services is authorized to take advantage of and participate in the Federal Older Americans Act of 1965 (PL 89-73) and to accept, administer, and disburse any Federal funds that may be available under said act; and WHEREAS, the Federal Department of Health, Education and Welfare, pursuant to PL 89-73 and amendments thereto, has promulgated certain rules and regulations (45 CFR Parts 901-11) which encourage and assist state and area agencies to concentrate resources in order to foster the development of comprehensive and coordinated service systems which serve older persons; and WHEREAS, 45 CFR Sec. 903.57 provides that the state agency (Office on Aging) shall divide a state into distinct multi-county areas called planning and service areas; and WHEREAS, the State Office on Aging has designated the Washington State Counties of Spokane, Stevens, Ferry (excluding that portion of Ferry County within the boundaries of the Colville Indian Reservation) , Pend Oreille, and Whitman as Planning and Service Area Number 11 ; and WHEREAS, 45 CFR Sec. 903.63 provides that following the determination of planning and service areas, the state agency shall designate a single agency or organization within a planning and service area as the area agency on aging; and WHEREAS, The Senior Citizens Services Act provides for establishment of area agencies on aging in regional areas (planning and service areas) within the State; and -2- WHEREAS, 45 CFR Sec. 903.63(C) (3) provides that an area agency can be any office or agency designated by the chief elected official or officials of a combination of units of general purpose local government to act on behalf of such combination for that purpose; and WHEREAS, Revised Code of Washington, Chapter 39.34, titled "Interlocal Cooperation Act" authorizes local governmental units to make the most efficient use of their powers by enabling them to cooperate with other localities on a basis of mutual advantage and thereby provide planning and administrative services in a manner that will accord best with geographic, economic, popula- tion, and other factors influencing the needs and development of local communities; and WHEREAS, Revised Code of Washington, Sec. 39.34 .030(2) provides that "Any two or more public agencies may enter into agreements with one another for joint or cooperative action pursuant to the provisions of this chapter (RCW 39.34)" ; WHEREAS, the parties have a mutual interest in forming a single purpose Council of Governments (C.O.G. ) to facilitate the organization and operation of the Eastern Washington Area Agency on Aging for that geographical region designated by the Washington State Office on Aging as planning and service area Number 11. WHEREAS, the Chairman of the Boards of Commissioners of each of the. five counties and the Mayor of the City of Spokane has been authorized by duly adopted resolution of the County Commissioners of each county and the Spokane City Council, -3- respectively, to execute an agreement to be entitled Interlocal Government Agreement to create the Eastern Washington Area Agency on Aging. NOW, THEREFORE, each of the undersigned executes and mutually agrees in exchange for the agreements of each of the others to create the Eastern Washington Area Agency on Aging by adoption of these ARTICLES OF ASSOCIATION ARTICLE I. NAME. The name of the Association is the Eastern Washington Area Agency on Aging. ARTICLE II. PRINCIPAL. The principal office of the Agency is in Spokane, Washington. ARTICLE III. DURATION. The Agency shall have perpetual existence, except as terminated in ARTICLE X herein. ARTICLE IV. PURPOSE. The purposes for which this Agency is formed are: A. To improve the quality of life of older persons through the development, and the fostering of the development, of comprehensive and coordinated service systems to serve older persons in order to: 1. Secure and maintain maximum independence and dignity in a home environment for older persons capable of self-care with appropriate supportive services, and 2. Remove individual and social barriers to economic and personal independence for older persons; -4- B. To speak and work in behalf of older persons whenever to do so may develop and enhance their best interests and happiness; C. To seek the support of, and join with, individuals and private and public corporations, agencies and organizations whenever it is appropriate and proper to do so for the purposes of fulfilling these objectives; and D. To perform the functions and responsibilities of an Area Agency on Aging as set forth in 45 CFR Part 903. ARTICLE V. POWERS. The Eastern Washington Area Agency on Aging shall have the power to develop an area plan for programs on aging; receive and administer funds granted for programs and services for the elderly; establish a budget for funds appropri- ated by the State for administering the agency; hire any necessary personnel ; expend funds for necessary services identified in the "Area Plan" ; and any other powers expressly granted by the Federal and State enabling legislation referred to heretofore in the Agreement. ARTICLE VI. ORGANIZATION. }i A. General Provisions: The Agency is a separate administrative entity organized as a public regional body in accordance with the requirements of the Federal Older Americans Act, as amended. The principal organizational components shall be a Governing Board, a Panel on Aging and an Advisory Council. -5- B. Governing Board: The Governing Board shall be composed of one representative duly appointed by each of the Counties to this Agreement, three Representatives duly appointed by the Spokane City Council, and as ex-officio members, the Chairpersons of the Panel on Aging and the Advisory Council. The Governing Board shall , by a two-thirds (2/3) vote of its membership, adopt and amend the Agency By-Laws. On all other matters, a majority of the total members of the Governing Board shall constitute a quorum, and a majority vote of the quorum shall be necessary to take action on any matter coming before the Governing Board. The Governing Board, in addition to adopting and amending the Agency By-Laws, shall have the authority to approve the annual Area Plan on Aging, approve the annual operating budget, adopt personnel policies, adopt Agency operating procedures, appoint an Agency Director, execute agreements and contracts and any other duties as may be established by the Agency By-Laws. The Governing Board may select a Chairperson, Vice Chairperson, and other officers. The Chairperson shall be empowered, at times other than open meetings to execute all agreements and contracts which have been negotiated and approved by the Governing Board at open meetings. C. Panel on Aging: The Panel on Aging shall be composed of no less than nineteen (19) and no more than twenty-seven (27) members. The Panel on Aging shall be representative of all counties within the Agency' s service area. Further, to -6- insure that the Panel is broadly representative, six (6) members of the Panel shall be representatives of the units of general purpose local government party to this Agreement, six (6) members of the Panel shall be members of the Advisory Council to the Agency, and the balance of the membership shall be concerned citizen volunteers representative of the community-at-large. Appointment procedures and members ' terms of service shall be established in the Agency By-Laws. The Panel on Aging shall be responsible for the day-to-day administration and supervision of the Agency' s activities, including but not necessarily limited to: (1 ) Development and, once approved by the Governing Board; implementation of the annual Area Plan on Aging; (2) Negotiation of the terms and provisions of prime contracts, sub-contracts and inter-agency agreements; (3) Administration of the internal affairs of the Agency pursuant to policies and procedures adopted by the Governing Board; (4 ) When requested by the Governing Board, recruitment and screening of all applicants for the position of Agency Director and referral of the most qualified candidates to the Governing Board for consideration; (5 ) Development and recommendation to the Governing Board for adoption by the Governing Board the Agency' s -7- Annual Report; (6) Submission of periodic progress reports on Agency' s activities to the Governing Board; (7) Recommending to the Governing Board operating procedures to be followed by the Panel on Aging in their administration of Agency' s activities; and (8) Making recommendations to the Governing Board on Agency By-Laws and amendments thereto. D. Advisory Council: The Advisory Council shall be comprised of at least fifty percent (50%) consumers of services provided by the Agency and shall be composed of at least nineteen (19) and no more than twenty-seven (27) members. The Advisory Council shall be representative of all counties within the Agency' s service area. Its members shall be appointed by the Governing Board. The terms of office and method of selection of the Advisory Council members shall be established by the Agency By-Laws. The Advisory Council shall advise the Governing Board, Panel on Aging, and Agency staff on the development and imple- mentation of the annual Area Plan on Aging, and shall • perform other duties as may be established by the Agency By-Laws. . ARTICLE VII. FISCAL MANAGEMENT. The Agency shall maintain itemized and detailed records covering (A) aging program revenues received from whatever source for financial maintenance of the Agency and all programs thereunder and (B) all expenditures -8- incurred pursuant to adopted program budgets. The Agency shall conform to all fiscal requirements established by State or Federal law. If any matching funds are required for operation and maintenance of the Agency or any programs thereunder, the cost shall be prorated among the Parties based on the per- centage of individuals over 60 years of age located in a particularparties' geographical area to the total percentage P 9 of individuals over 60 years of age in the Region 11 Planning and Service Area. ARTICLE VIII. CONTRACTS AND SUBCONTRACTS. The Governing Board may exclusively enter into prime contracts, concerning the elderly, with the Federal or State governments, and may subcontract with any municipal, profit or non-profit corporation, or individual to provide services for the elderly as identified in the annual Area Plan on Aging. ARTICLE IX. ACQUISITION AND DISPOSAL OF PROPERTY. The Agency shall acquire, hold, and dispose of real and personal property in the same manner as Counties within the State of Washington, as provided for within R.C.W. 36.32 and R.C.W. 36.34, respectively. ARTICLE X. TERMINATION. A. Termination of Association: The term of association for each Party to this Agreement is one (1) year, commencing January 1, 1978. A Party' s participation in the Agreement shall be automatically renewable for additional periods of -9- one (1) year each, without the requirement of formal action by the Party, on the first day of January of each successive year. Any Party to this Agreement desirous of terminating its participation in the Agreement, effective the following January 1, shall deliver written notice to the offices of the Agency by the first day of July of any given year. B. Dissolution: The Agency may be terminated by its re- organization and transformation to another legal form, by the reassignment of its functions and assets to another governmental entity, or its disestablishment by a two-thirds (2/3) vote of the Governing Board upon the recommendation of the Panel on Aging. The property and assets of the Agency will be disposed of in consonance with the reasons for disestablishment or dissolution, being either returned to their source, transferred to an entity continuing the purposes and functions of the Agency, or otherwise will be applied in the promotion of aging planning and aging services. In the event of its insolvency, the Superior Court of Spokane County shall have jurisdiction and authority to appoint trustees and receivers of the Agency property and assets and to supervise such trusteeship or receivership. -10- ARTICLE XI. VENUE STIPULATION. This Agreement has and shall be construed as having been made and delivered within the State of Washington, and it is mutually under- stood and agreed by each Party hereto that this Agreement shall be governed by the laws of the State of Washington, both as to interpretation and performance. Any action at law, suit in equity or judicial proceeding for the enforce- ment of this Agreement or any provision thereof shall be instituted and maintained only in the courts of competent jurisdiction within Spokane County, Spokane, Washington. ARTICLE XII. MODIFICATION. No change or addition of any printed portion of this Agreement shall be valid or binding upon any Party. There shall be no modification of the Agreement, except in writing, executed with the same formalities as this present instrument. ARTICLE XIII. NOTICES. All notices called for or provided for in this Agreement shall be in writing and must be served on any of the Parties at their respective addresses hereinabove given, except as noted in ARTICLE X above. Notices sent by registered mail shall be deemed served when deposited in the United States Mail. • ARTICLE XIV. ALL WRITING CONTAINED HEREIN. This Agreement contains all the terms and conditions agreed upon by the Parties. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of the Parties hereto. -11- IN WITNESS WHEREOF, the Parties undersigned have caused this Agreement to be executed this 1st. day of January , 1978. ATTEST: 4i, .-/i-i-7.-&z__, ,.J6_,-4-(i„_ Sp`•kane County Spokane County By Clerk of the Board _ �) „C‘,_ c__.... e____ g Ito_t_ Approved as to Form: ("airman Deputy Prosecuting Attorney ATTEST: J., OF .4IF�r/4_I - - tman Count Whitman County By AV of the Board l� .i /Q.,:E2 Approved as to Form: airma pp � .A, ,,,,_,.„.,„7- __,4- ) ID + Prosecuting Atto ney ATTEST: // ---77,-;--,-,: - ( i/: ,%/, , -(. GiP nd, / eil1e County Pend Oreille County By Jerk of the Board t i.L-(/, - .7)/, //, , Approved as to Form: Chairma / .4., , a--, sr ilp .,..,. .^` Prosecut ng Attor. I,- -12- ATT ST: V . ,1) / Ferry Count Ferry County By Clerk of the Board / t 4 - //// Approved as to Form: Chai �C///799"rman 7 A7^,-._(2-,,__,,.46,,..---'4-Z-1:.--cA ---k..,- •' Prosecuting Attorney ATTEST: ,moi( Stevens County Stevens County By Clerk of the Boi-e-e-aJ Approved as, to Form:/ 7::-Alk 1 (,) 1 man , \1 i (•/ _ 71e,,dp i Deputy Prosecuting Attorney ATTEST: CiCity opr..,4,),,,iro(k ne City of Spokane By City Ck Approved as to Form: 1 y ''anager IQGY/Nd Corata Counse L� -13- AMENDMENT TO INTERLOCAL GOVERNMENT AGREEMENT TO CREATE THE EASTERN WASHINGTON AREA AGENCY ON AGING THIS AGREEMENT, made and entered into by and among Spokane County, Stevens County, Whitman County, Pend Oreille County, Ferry County, and the City of Spokane, each a public agency for the purposes of Revised Code of Washington 39.34 . 020, hereinafter jointly referred to as the "Parties", is an amendment to the Interlocal Government Agreement entered into by the Parties on January 1, 1978, hereinafter "Original Agreement". WHEREAS, pursuant to the Original Agreement, the Parties on January 1, 1978, created the Eastern Washington Area Agency on Aging, hereinafter "EWAAA"; and WHEREAS, since that date, and with the assistance of local, state and federal funding, EWAAA has provided services to older Americans within the five county area, and WHEREAS, as initially created, EWAAA had three boards, the Governing Board, the Panel on Aging, and the Advisory Council to administer the affairs of the Agency, and WHEREAS, experience has shown that the Panel on Aging and the Advisory Council could be combined into one body without adversely affecting the purpose or operational proficiency of the Agency, and, in fact, by combining these two Boards the Agency should become more effective and efficient in administering its programs, and 1 II WHEREAS, in order to change the structure of the Agency in that manner, the Original Agreement must be amended to reflect those changes -- NOW, THEREFORE, BE IT RESOLVED by the parties hereto: Section 1. That Article VI, Organization, of the Original Agree- ment shall be amended to read as follows: ARTICLE VI ORGANIZATION. • A. General Provisions: The Agency is a separate administrative entity organized as a public regional body in accordance with the requirements with the Federal Older Americans Act, as amended. The principal organizational components shall be a Governing Board, ( (a Panel en .d4l neff and an Advisery eeunei) ) and a Planning and Management Council. B. Governing Board: The Governing Board shall be composed of one representative duly appointed by each of the counties to this Agreement, three representatives duly appointed by the Spokane City Council, and as an ex-officio member( (s) ) , the Chairperson( (s) ) of the ( (Panel en Ael+ng and the Aeivi9ery eeune4i) ) Planning and Management Council. The Governing Board shall, by a two-thirds (2/3) vote of its membership, adopt and amend the Agency By-Laws. On all other matters, a majority of the total members of the Governing Board shall constitute a quorum, and a majority vote of the quorum shall be necessary to take action on any matter coming before the Governing Board. The Governing Board, in addition to adopting and amending the Agency By-laws, shall have the 2 authority to approve the annual Area Plan on Aging, approve the annual operating budget, adopt personnel policies, adopt agency operating procedures, appoint an Agency Director, execute agreements and contracts and any other duties as may be established by the Agency By-Laws. The Governing Board may select a Chairperson, Vice Chairperson, and other offi- cers. The Chairperson shall be empowered, at times other than open meetings to execute all agreements and contracts which have been negotiated and approved by the Governing Board at open meetings. C. ( (Panel en Aging) ) Planning and Management Council: The ( (Panel en Aging) ) Planning and Management Council shall be composed of no less than ( (nineteen {49}) ) twenty-seven (27) and no more than ( (twenty-seven {2'}) ) thirty-five (35) members. ( (The Panel en Aging) ) It shall be representative of all counties within the Agency's service area. Further, to ( (ensure that the Panel is breadly representative) ) fa- cilitate close working relationships among EWAAA and the parties hereto, six (6) members of the ( (Panel) ) Council shall be representatives of the units of general purpose local government party to this Agreement. ( (Six {6} members of the Panel shall be members e€ the Advisery eeuneil to the Ageney; and the balance of the membership shall be eeneerned eitiaen velinteers representative e€ the eemmunity-at- large.-) ) Additional composition requirements for the Council, appointment procedures and members' terms of 3 service shall be established in the Agency By-Laws. The ( (Panel en Aging) ) Council shall be responsible for ( (the day-te-day administration and supervisien of the Ageney-s aetivities- ineluding but net neeessarily limited te) ) per- forming the following: ( (fl} Bevelepment and; epee approved by the Geverning Beard; implementation ef the annual Area Plan en Agng`) ) (1) Planning activities, including development of the Area Plan on Aging for PSA #11, and Annual Updates thereon; ( (f2} Negetiatien ef the terms and previsiens ef the prime eentraete; sub-eentraets and inter-ageney agreements;) ) (2) Implement the Area Plan on Aging, once adopted by the EWAAA Governing Board; ( (f3} Administration ef the internal affairs of the Ageney pursuant to pelieies and preeeduree adapted by the Governing Beardt) ) (3) Represent the interests of older persons; ( ({4} When requested by the Geverning Beard,- reeruitment and eereening of all applieante far the peeitien of Ageney Bireeter and referral of the mast qualified eandidatee to the Geverning Beard €er eensideratien;) ) (4) Administer the internal affairs of the Agency 4 pursuant to policies and procedures adopted by the Governing Board; ( ({5} Bevelepment and recommendation to the Governing Beard for adoption by the 8everning Beard the Ageney-Ls Annual Repent:) ) (5) When requested by the Governing Board, recruit and screen all applicants for the position of Agency Director, and refer the most qualified candidates to the Board for consideration; ( ({6} Submission of periedie progress reports en Ageney4s aetivitiee to the Governing Beard.) ) (6) Review and recommend to the Board for adoption the Agency's Annual Report concerning its activities; ( ({�} Reeemmending to the Governing Beard eperating procedures to be followed by the Panel en Aging in their administration of Ageneyis aetivitieey and) ) (7) Make recommendations to the Governing Board on amendments to the Agency's By-Laws; ( ({6} Making reeemmendatiene to the Governing Beard en Ageney By-Laws and amendments thereto-) ) S8) Other duties as may be established by the Agency By-Laws. ( (B- Advisery eeuneil- The Advisory eeuneil shall be eemprised of at least fifty pereent {56%} consumers of serviees provided by the Ageney and shall be eempesed of at least 5 nineteen f193- and no mere than twenty-seven fz�)- members- The Advisory eeuneil shall be representative of all eeunties within the ageneyls serviee area- Its members shall be eppeinted by the Governing Beard.- The terms of effiee and methed of seleetion of the Advisory eouneil members shall be established by the Ageney By-hews- The Advisery eeuneil shall advise the Governing Beard; Panel on Aging; and Ageney staff en the develepment and implementatien of the annual Area Plan en Aging,- and shall perform ether duties as may be established by the Ageney By-hews-) ) Section 2. Article X, Termination, sub-paragraph B. of the original Agreement shall be amended to read as follows; ARTICLE X. TERMINATION. B. Dissolution: The Agency may be terminated by its reorganization and transformation to another legal form, by the reassignment of its functions and assets to another governmental entity, or its disestablishment by a two-thirds (2/3) vote of the Governing Board upon the recommendation of the ( (Panel en Aging) ) Planning and Management Council. The property and assets of the Agency will be disposed of in consonance with the reasons for disestablishment or dissolution, being either returned to their source, trans- ferred to an entity continuing the purposes and functions of the Agency, or otherwise will be applied in the promotion of aging planning and aging services. In the event of its insolvency, the Superior Court of Spokane County shall have 6 • jurisdiction and authority to appoint trustees and receivers of the Agency property and assets and to supervise such trusteeship or receivership. Section 3 . All other terms and conditions as set forth in the Original Agreement shall remain in full force and effect except as amended hereby. In WITNESS WHEREOF, the Parties undersignedcnhavetcaused this Agreement to be executed this 9r day of 1_ 10�C�-V1 , 1987 . ATTEST-c) f — /. / LL. _L1/..-1.�.L,:. . Spo ane County C1-rk of the Board Spokane County By All Aril. ----4,:d _ a0e..42-- Ap - ed s to • - : ` ha -) man ir,,, ,, __.......imikAinami.. ,4 ...-- - DePros- IIIIPP- � y ATT: T: .00011" IF . l./AII// itman County Whitman County By Illi ;i erk of the Board ....d.—__._.-- .— ice:_ �p•rove. Form: Or airman '41 L i k -. P - u' i'g l'tto eey 7 ATTEST: f_jlt/'.,v - 2,..,../..__ Pend Oreille County P-1 d Oreille • •nty By Clerk of the Board i .,46 Ap•roved as to Form: Chairman OF Cli4 Ar.,-.447m.- -Prosecuting Attorne j/ ATTEST: ti-- Zcl-['a 4, 1 /U-0-L L 1L Ferry County Ferry County By Clerk of the Board 4ret•-•".4e.Z.--..- 4.4.\.‘,e . Approved as to Form: chairman r/ Z r Prosecu "Ing , •tto e ATTEST: Sevens at ( C1/, �' ;: ). County f / Stevens County By Clerk of the Board. ( i-C.- L,L, ,) , ,e,,,_, ,,,‘ Approved as to Form: Chairman ./ilei Z Psecuting Attorney 8 ATTEST: A City f kane City of Spokane By City Cler Gager Approved as to Form: tirtn -74. ' ssistant City Attorney • 9 OPR 87-22 AMENDMENT TO THE BY-LAWS AND THE INTERLOCAL AGREEMENT OF THE EASTERN WASHINGTON AREA AGENCY ON AGING THIS AGREEMENT, made and entered into by and among Spokane County, Stevens County, Whitman County, Pend Oreille County, Ferry County, and the City of Spokane, each a public agency for the purposes of Revised Code of Washington 39.34 .020, hereinafter jointly referred to as the "Parties, " is an amendment to the Interlocal Government Agreement entered into by the Parties on January 1, 1978, hereinafter "Original Agreement. " WHEREAS, pursuant to the Original Agreement, the Parties on January 1, 1978, created the Eastern Washington Area Agency on Aging, and WHEREAS, since that date, and with the assistance of local, state and federal funding, EWAAA has provided services to older Americans and others in need of long term care within the five county area, and WHEREAS, the Governing Board of the Eastern Washington Area Agency on Aging, at its December 9, 1994, Governing Board meeting, voted to change the name of the agency from "Eastern Washington Area Agency on Aging" to "Aging and Long Term Care of Eastern Washington" and WHEREAS, upon the adoption of this amendment, references in the By-laws and the Interlocal Agreement to the Eastern Washington Area Agency on Aging shall be referring to Aging and Long Term Care of Eastern Washington; NOW, THEREFORE, BE IT RESOLVED BY THE PARTIES HERETO, THAT THE EASTERN WASHINGTON AREA AGENCY ON AGING SHALL AMEND ITS BY-LAWS AND THE INTERLOCAL AGREEMENT TO CHANGE ITS NAME TO AGING AND LONG TERM CARE OF EASTERN WASHINGTON. V4DATED this .�% day(� of , 1995. •T ► OF 4.!--: �� .' ��AV/y�Ams;_,_L Spol5priCvnty By Spokane County � �� Clerk of the Board .,fit, -'-2"27 Chairman Approve' as to rm: 44-ti +-K� D- .ti Prosecuting Attorney ATTEST: ---fit4u.,,4- (1,&/?Q/}., Whitman County B Whitman County q, �} Clerk of the Board 014% �! 0 ' i"r ���JJj 4'm airman Ap ro ed to uty Prosecuting Attor ey ATTEST: // Pen ,9015.Fille County Pend Oreille(County 2� Clerk of the Board .A44;-:-P0/9'37r Chairman A••r-oved as to •rm: -D- , . • .-•rosecut .•rttorney ATTEST: , � � Ferry County By Ferry County Clerk of the Board A� 4:2a�-L.) Chairman Approved as to Form: -BelaY�o c Attorney ATTEST: \__ ct-( f - '7(� Lt ( �! 7L .e Stevens County B ,C Stevens unty ) Clerk of /the Board af4 .----z .- 71-62' '�-- Chairman y Approv d jas to F rm• Y. /. . lifri-/-fit Depi - Prosecuting Attorney LY f A/i 11.3) ATTEST: Cityie7 Spokane y City of o) an \ cJ / Clerk ll n fly Cit,v"Manager Approved as to Form: Assistant City Attorney CtyCom.NC Return to Index