HomeMy WebLinkAbout#11 - Joint Powers Agreement for IT ServicesSTAFF REPORT
DATE: December 15, 2020
CONSENT
AGENDA ITEM: Joint Powers Agreement (JPA) for IT and Phone Services
TO: Mayor and Council
SUBMITTED BY: Kristina Handt, City Administrator
BACKGROUND:
Council first began discussing joining a joint powers agreements (JPA) for IT services at the March work
session. Information was presented on the history of Metro-INET (which provides the city’s IT and
telephone services), the need for the change and a proposal to move forward with a JPA rather than just
having each entity contract with the City of Roseville.
ISSUE BEFORE COUNCIL:
Should the City Council approve a JPA with Metro-INET?
PROPOSAL DETAILS/ANALYSIS:
A committee of members has been working of reviewing options for about a year and are recommending
the creation of a joint powers agreement. They worked with Jim Strommen (attorney at Kennedy and
Graven) to prepare the draft joint powers agreement in your packet.
Also included in the packet is a more detailed list of services that is currently provided by Metro I-Net and
the transition plan. During 2021, upon approval of the joint powers agreement by all member agencies, the
MIJPA will officially incorporate. Per the joint powers agreement, the board of the directors for the MIJPA
will convene and elect officers. Once constituted, the MIJPA Board officers will be elected and consider
agreements to cover the transition period (defined as calendar year 2021) for legal, administrative and
financial services. The Board will also recruit and hire the Metro I-Net Executive Director (MIED). Once
hired, the MIED will begin drafting organizational policies and determine longer term legal,
HR/Administrative, and financial services as well as determining and securing space needs. In order to
allow for an orderly transition in employees receiving wages and benefits and to ensure minimal disruption
to member agency services, Metro I-Net employees will remain employees of the City of Roseville during
2021. By the start of 2022 all employees and assets will be transferred to MIJPA.
FISCAL IMPACT:
Lake Elmo’s 2021 cost for services (IT support, software, hardware and phones) is $81,096 which makes
up about 2.26% of the overall costs of Metro I-Net.
OPTIONS:
1) Approve the Joint Powers Agreement for the Establishment of the Northeast Metropolitan Area
Municipal Internetworking Collaborative to be known as “Metro-INET”
2) Do not approve the Joint Powers Agreement for the Establishment of the Northeast Metropolitan
Area Municipal Internetworking Collaborative to be known as “Metro-INET”
RECOMMENDATION:
If removed from the consent agenda:
“Motion to approve the Joint Powers Agreement for the Establishment of the Northeast Metropolitan
Area Municipal Internetworking Collaborative to be known as “Metro-INET”
ATTACHMENT:
• Dec 1, 2020 Memo from Pat Trudgeon
• JPA
• Metro INET Voting Exhibit
• List of Services
• Transition Plan
City Manager’s Office
Memo
To: Metro-INET Members
cc: Pete Bauer & Jason Swalley, Metro-INET
From: Patrick Trudgeon, Roseville City Manager
Date: December 1, 2020
Re: Metro-INET Joint Powers Agreement
Metro-INET originally started as a collaboration between Roseville and Mounds View to
share IT resources in 1999. Since that time, Metro-INET has grown to 35 member
organizations receiving full IT services and 9 associate members receiving limited IT services.
Not only has the number of Metro-INET members grown, each member agency’s needs have
grown exponentially. Some examples in recent years include the deployment of laser fiche,
remote computer access, electronic door access, wireless access points, as well as body cam
support for law enforcement.
Currently, Metro-INET is under organizational control of the Roseville City Manager and
Roseville City Council. All Metro-INET employees are actually Roseville employees and fall
under Roseville personnel policy, its liability coverage, and compensation structure. The
Roseville City Manager makes employment decisions for Metro-INET including the hiring
and termination of employees. The City of Roseville includes the $3.5 million Metro-INET
budget as part of its city budget.
While this arrangement has worked for many years, the following issues is making it harder to
keep Metro-INET sustainable into the future:
•Roseville City Council concern about the amount of Metro-INET staff and the
added liability and carrying costs for that amount of employees
•Roseville City Council concern the use of space within City given other city
department space needs
•The Roseville employee compensation plan lags behind the market for other local
governments and especially with LOGIS, a joint powers entity that provides IT
services to many local governments in the Twin Cities. LOGIS has recruited
several Metro-INET staff members over the past couple of years
•As a result of the Roseville compensation plan and organizational structure, it is
not possible to create the necessary executive leadership to guide the large $3.5
million Metro-INET enterprise
• Finally, it should be noted that the Roseville City Council could at any time
decide to no longer be the lead agency for Metro-INET and a result, breakup
Metro-INET and let members figure out how to best provide IT services for their
organization. It should be pointed out that Roseville City Council has not
discussed doing this, but it is always a potential concern in the future.
Having Metro-INET as a joint powers entity does provide members more direct control over
governance of Metro-INET, including costs, personnel, and policies and takes away
uncertainty of the future of Metro-INET.
In 2020, a sub-committee of Metro-INET members met to work on a draft of the joint powers
agreement. Working with Attorney Jim Strommen of Kennedy and Graven, the sub-
committee finalized the JPA document. The sub-committee shared the draft JPA agreement
with the League of Minnesota Cities General Counsel and the League of Minnesota Insurance
Trust staff for their review. They suggested several changes to the document that have been
incorporated into the final versions. Finally, the sub-committee distributed the draft document
to all members so that their specific city/board attorney could review the document. To-date,
we have not received any significant comments that changes the document.
The highlights of the joint powers agreement are as follows:
• The initial members of the JPA will be the current members of Metro-INET
• JPA is planned to become effective on 1/1/2021
• Metro-INET will be governed by a Board of Directors with each member having a
Director and Alternate designated
• Metro-INET board meetings subject to open meeting law
• Each member will have the number of votes equivalent to its share of the budget
• Members will not be allowed to vote if they are in default of their financial obligation
or violation of IT security policies
• Metro-INET board will meet at least four times (Jan., April, July, Oct.) annually
• Metro-INET board will have officers elected to 3-year terms
• Metro-INET board will have power take all action in establishing and managing the
operations of Metro-INET
• Metro-INET board will enter into a contract with a member to serve as the fiscal and
operations agent for the organization
• Metro-INET board will hire an executive director who will be responsible for day-to-
day operations
• The executive director will have broad authority to run the operations of Metro-INET
• The executive director can be terminated by a 2/3 vote of the Metro-INET board
• The Metro-INET board will establish an executive committee consisting of the 5
board officers. The fiscal agent and Executive Director will serve as ex officio
members of the executive committee in an advisory and non-voting capacity
• The executive committee would meet on a more frequent basis and work on duties as
assigned by the board such as the budget and administrative issues
• The JPA outlines the schedule for the creation and consideration of the annual budget.
• The JPA creates 3 different classes of charges
• Class 1 – Core Services
• Class 2 – Supplemental
• Class 3 – Necessary additional charges
• The class charges are described in more detail as Attachment A of the JPA
• The JPA outlines procedures for members to withdraw from Metro-INET
• JPA creates a Metro-INET “Associate” which is an entity that is receiving a
contractual service from Metro-INET
• The JPA has no termination date but does outline procedures to dissolve the
organization
For 2021, there are no additional costs that will be borne by members by entering into the
JPA. Costs for the transition have been incorporated into the budget numbers given to each
member earlier in 2020. It is expected that starting in 2022, there will be additional
administrative costs for the JPA. The final financial impact, however, will be decided by the
newly constituted Metro-INET board.
JOINT POWERS AGREEMENT
FOR THE ESTABLISHMENT OF
THE NORTH EAST METROPOLITAN AREA MUNICIPAL
INTERNETWORKING COLLABORATIVE, TO BE KNOWN AS
“METRO-INET”
i
TABLE OF CONTENTS 1
2
Page 3
4
ARTICLE I GENERAL PURPOSE ........................................................................................ 1 5
Section 1.1 Purpose ................................................................................................ 1 6
7
ARTICLE II DEFINITION OF TERMS ................................................................................ 1 8
Section 2.1 Definitions ........................................................................................... 1 9
Section 2.1.1 Metro-INET 10
Section 2.1.2 IT Services ............................................................................................... 11
Section 2.1.3 Board ................................................................................................... 1 12
Section 2.1.4 LGU .................................................................................................... 1 13
Section 2.1.5 Member ............................................................................................... 1 14
Section 2.1.6 Associate ............................................................................................. 1 15
Section 2.1.7 Data ........................................................................................................ 2 16
17
ARTICLE III MEMBERSHIP ................................................................................................. 2 18
Section 3.1 Eligibility ............................................................................................. 2 19
Section 3.2 Execution of JPA and Payment of Member Charges ........................... 2 20
Section 3.3 Initial Members .................................................................................... 2 21
Section 3.4 Transition of Initial Member IT Services Agreements ....................... 2 22
Section 3.5 Effective Date ..................................................................................... 2 23
Section 3.6 New Members ..................................................................................... 2 24
Section 3.7 Conditions of Membership ................................................................. 2 25
Section 3.8 Appointment of Directors ................................................................... 3 26
27
ARTICLE IV BOARD OF DIRECTORS ............................................................................... 3 28
Section 4.1 Governing Body ................................................................................... 3 29
Section 4.2 Appointment of Alternate Directors .................................................... 3 30
Section 4.3 No Proxy Voting ................................................................................. 3 31
Section 4.4 Notice of Change of Director or Alternate Director ........................... 3 32
Section 4.5 Compensation of Directors and Alternate Directors ........................... 3 33
Section 4.6 Number of Votes of Directors ............................................................. 3 34
Section 4.7 Quorum ............................................................................................... 4 35
Section 4.8 Motions ............................................................................................... 4 36
Section 4.9 Suspension of Vote ............................................................................. 4 37
Section 4.10 Bylaws ................................................................................................. 4 38
Section 4.11 Remuneration of Director Expenses ................................................... 4 39
Section 4.12 Removal of Directors .......................................................................... 4 40
Section 4.13 Director Vacancies .............................................................................. 4 41
42
ARTICLE V MEETINGS AND OFFICERS ........................................................................ 4 43
Section 5.1 Special Meetings .................................................................................. 4 44
Section 5.2 Regular Meetings ................................................................................. 5 45
ii
Section 5.3 Notice of Regular Meetings ................................................................. 5 46
Section 5.4 Public Meetings ................................................................................... 5 47
Section 5.5 Officers ............................................................................................... 5 48
Section 5.6 Chair and Vice Chair .......................................................................... 5 49
Section 5.7 Secretary ............................................................................................. 5 50
Section 5.8 Officer Vacancies ................................................................................ 5 51
52
ARTICLE VI POWERS AND DUTIES OF THE BOARD.................................................. 6 53
Section 6.1 Powers and Duties................................................................................ 6 54
Section 6.2 General Purpose .................................................................................. 6 55
Section 6.3 Governance ......................................................................................... 6 56
Section 6.4 Membership Dues ............................................................................... 6 57
Section 6.5 Service Charges .................................................................................. 6 58
Section 6.6 Gifts, Loans and Grants ...................................................................... 6 59
Section 6.7 Annual Audit ....................................................................................... 6 60
Section 6.8 Annual Budget .................................................................................... 6 61
Section 6.9 Delegation to Executive Committee ................................................... 7 62
Section 6.10 Accumulation and Maintenance of Capital ......................................... 7 63
Section 6.11 Data, Data Processing and Management Information Systems .......... 7 64
Section 6.12 PERA .................................................................................................. 7 65
Section 6.13 Necessary and Incidental Powers ........................................................ 7 66
67
ARTICLE VII FISCAL AND OPERATIONAL SERVICES; EXECUTIVE DIRECTOR ... 7 68
Section 7.1 Fiscal and Operations Agent ............................................................... 7 69
Section 7.2 Executive Director ............................................................................... 7 70
Section 7.3 Term of Executive Director ................................................................ 8 71
72
ARTICLE VIII EXECUTIVE COMMITTEE ........................................................................ 8 73
Section 8.1 Membership of Executive Committee ................................................. 8 74
Section 8.2 Bylaws of Executive Committee ........................................................ 8 75
Section 8.3 Quorum ............................................................................................... 8 76
Section 8.4 Regular Meetings ................................................................................ 8 77
Section 8.5 Special Meetings ................................................................................. 8 78
Section 8.6 Notice of Meetings .............................................................................. 8 79
Section 8.7 Duties and Responsibilities ................................................................. 8 80
Section 8.8 Preparation and Modification of Charges ........................................... 9 81
82
ARTICLE IX FINANCIAL MATTERS ............................................................................... 9 83
Section 9.1 Fiscal Year .......................................................................................... 9 84
Section 9.2 Adoption of Annual Budget ................................................................ 9 85
Section 9.3 Cost Sharing Charges .......................................................................... 9 86
Section 9.4 Invoices to Members ........................................................................... 9 87
Section 9.5 Classification of Cost Sharing Charges ............................................ 10 88
Section 9.6 Special Financial Assistance from Members .................................... 10 89
Section 9.7 Expenditures ..................................................................................... 11 90
iii
Section 9.8 Contracts ........................................................................................... 11 91
92
ARTICLE X WITHDRAWAL ........................................................................................... 11 93
Section 10.1 Notice of Withdrawal ........................................................................ 11 94
Section 10.2 Claim to Assets upon Withdrawal .................................................... 11 95
Section 10.3 Financial Obligations upon Withdrawal ........................................... 11 96
Section 10.4 Financial Obligations prior to Withdrawal ....................................... 12 97
98
ARTICLE XI ASSOCIATES .............................................................................................. 12 99
Section 11.1 Associates ......................................................................................... 12 100
Section 11.2 Admission of Associates ................................................................... 12 101
Section 11.3 Confirmation of Associate Status ..................................................... 12 102
Section 11.4 Appointment of Director and Alternate Director .............................. 12 103
Section 11.5 Charges ............................................................................................. 12 104
Section 11.6 Application to Become a Member .................................................... 12 105
Section 11.7 Notice of Withdrawal as Associate ................................................... 12 106
107
ARTICLE XII DISSOLUTION ............................................................................................ 12 108
Section 12.1 Dissolution ........................................................................................ 12 109
Section 12.2 Effectuation of Dissolution ............................................................... 13 110
Section 12.3 Distribution of Assets and Payment of Outstanding Obligations ...... 13 111
Section 12.4 Allocation of Deficit ......................................................................... 13 112
Section 12.5 Distribution of Computer Software .................................................. 13 113
114
ARTICLE XIII INDEMNIFICATION ................................................................................. 13 115
Section 13.1 Cooperative Activity of Single Governmental Unit ......................... 13 116
Section 13.2 Indemnification ................................................................................. 13 117
118
ARTICLE XIV AMENDMENT ........................................................................................... 14 119
Section 14.1 Amendment of JPA ........................................................................... 14 120
121
ARTICLE XV MISCELLANEOUS ..................................................................................... 14 122
Section 15.1 Data Practices .................................................................................... 14 123
Section 15.2 Audit ................................................................................................. 14 124
Section 15.3 Counterparts ...................................................................................... 14 125
Section 15.4 Headings ........................................................................................... 14 126
Section 15.5 Severability ....................................................................................... 14 127
Section 15.6 Applicable Law ................................................................................. 14 128
129
ARTICLE XVI DURATION ................................................................................................ 15 130
Section 16.1 Term .................................................................................................. 15 131
v.11.9.20
1
JOINT POWERS AGREEMENT FOR THE ESTABLISHMENT OF 132
THE NORTH EAST METROPOLITAN AREA MUNICIPAL 133
INTERNETWORKING COLLABORATIVE 134
135
The parties to this joint powers agreement (“JPA”) are local governmental units (“LGUs”) 136
of the State of Minnesota authorized to enter into this JPA. This JPA is made and entered into 137
pursuant to Minnesota Statutes, Section 471.59. 138
139
ARTICLE I 140
GENERAL PURPOSE 141
142
Section 1.1. Purpose. The general purpose of this JPA is to provide for an organization 143
that the participating Members may jointly and cooperatively provide for the development and 144
operation of IT Services for the use and benefit of the Members, and others. To the extent permitted 145
by law, the Members will support the establishment of the IT Services and seek to expand the 146
number of participating agencies either as Members or as non-Member LGUs receiving services 147
from Metro-INET. 148
ARTICLE II 149
DEFINITION OF TERMS 150
151
Section 2.1. Definitions. The terms defined in this Article shall have the meanings given 152
them for the purposes of this JPA. 153
154
Section 2.1.1. Metro-INET. “Metro-INET” means the “North East Metropolitan Area 155
Municipal Internetworking Collaborative,” the organization created by this JPA. 156
157
Section 2.1.2. IT Services. “IT Services” means the development, operation and 158
maintenance of advanced internet networking and data services through ownership or lease of any 159
and all systems, equipment, technology or means and methods necessary to provide competitive, 160
up-to-date IT services to Members and non-Member LGUs. 161
162
163
Section 2.1.3. Board. “Board” means the Board of Directors of Metro-INET, consisting 164
of one Director from each LGU participating as a Member of Metro-INET pursuant to this JPA. 165
166
Section 2.1.4. LGU. “LGU” means any city, township, independent public safety 167
organization, watershed management organization, watershed district, cable commission or other 168
political subdivision of the State of Minnesota that is qualified to enter into joint powers 169
agreements as defined in Minnesota Statutes, Section 471.59, and as it may be amended from time 170
to time. 171
172
Section 2.1.5. Member. “Member” means an LGU that enters into this JPA and is at the 173
time involved, a Member in good standing. 174
175
Section 2.1.6. Associate. “Associate” means an LGU that is not a Member but has agreed 176
to affiliate with Metro-INET in accordance with Article XI and other applicable JPA provisions. 177
2
Section 2.1.7. Data. “Data” means all information in digital form that can be transmitted 178
or processed. 179
180
ARTICLE III 181
MEMBERSHIP 182
183
Section 3.1. Eligibility. Any Minnesota LGU is eligible to be a Member of Metro-INET. 184
185
Section 3.2. Execution of JPA and Payment of Member Charges. An LGU desiring to 186
be a Member shall execute a copy of this JPA and shall pay all Member charges, prorated if 187
appropriate, under Article IX. 188
189
Section 3.3. Initial Members. The initial Members of Metro-INET shall be the City of 190
Roseville (“Roseville”) and those LGUs that are parties to a joint powers agreement or an 191
otherwise existing contractual arrangement for IT Services from Roseville, on or prior to 192
December 31, 2020. Upon the execution of this JPA by an initial Member, the clerk or other 193
corresponding officer shall file with the Roseville City Manager a copy of the executed JPA, 194
together with a certified copy of the authorizing resolution or other action. The resolution 195
authorizing the execution of this JPA shall also designate the Member’s Director and Alternate 196
Director (“Alternate”). 197
198
Section 3.4 Transition of Initial Member IT Services Agreements. Any joint powers 199
agreement or contract for IT Services between two or more Metro-INET Members that has not 200
been terminated prior to the Effective Date of this JPA shall be terminated by the affected parties 201
at the earliest possible date, without disrupting the delivery of IT Services to the affected parties. 202
After the Effective Date, any term of an earlier agreement for IT Services still in force shall be 203
interpreted not to conflict with this JPA, which shall supersede the earlier agreement if the earlier 204
agreement and this JPA cannot be reconciled. The Board shall have authority to take any action it 205
deems reasonable and prudent to facilitate the transition to Metro-INET by any initial Member, 206
including the creation of a committee authorized to assist affected parties in the termination of 207
earlier agreements and to seek Board approval of action necessary to facilitate the transition. 208
209
Section 3.5. Effective Date. This JPA shall become effective on January 1, 2021 [[or other 210
date agreed upon by the initial Members]] (“Effective Date”). Within thirty (30) days after the 211
Effective Date, the Roseville City Manager shall call the first meeting of the Board, which shall 212
be held not later than fifteen (15) days after the notice has been delivered to each Director and 213
Alternate. 214
215
Section 3.6. New Members. LGUs that do not qualify for initial membership under 216
Section 3.3 and seek to join Metro-INET shall be admitted by a vote of the Board as it determines 217
at its organizational meeting, or as soon thereafter as the Board may decide and adopt in the 218
bylaws. 219
220
Section 3.7. Conditions of Membership. The Board may impose additional conditions 221
upon the admission of new Members. 222
223
3
Section 3.8. Appointment of Directors. Directors and Alternates shall be appointed by 224
the Member governing body to serve until their successors are appointed and qualified. Directors 225
shall be the chief administrative officer of the Member. 226
227
ARTICLE IV 228
BOARD OF DIRECTORS 229
230
Section 4.1. Governing Body. Metro-INET shall be governed by a Board of Directors 231
consisting of a Director and Alternate from each Member. At the organizational meeting and 232
annually thereafter, the Board shall elect an executive committee that may advise or act for the 233
Board as the Board may delegate to the executive committee as necessary, upon meetings duly 234
called, as provided in Article VIII. 235
236
Section 4.2. Appointment of Alternate Directors. Each Member shall appoint one 237
Alternate to the Director. The Alternate shall be entitled to attend all meetings of the Board and 238
may vote in the absence of the Director. 239
240
Section 4.3. No Proxy Voting. There shall be no voting by proxy. All votes must be cast 241
in person at Board meetings by the Director or Alternate, unless the meeting is duly conducted in 242
accordance with Minnesota Statutes, Sections 13D.02 (interactive TV) or 13D.021 (telephone or 243
other electronic means allowed if health pandemic or emergency). 244
245
Section 4.4. Notice of Change of Director or Alternate Director. When the Member 246
changes its designated Director or Alternate the Member shall provide written notice to Metro-247
INET with the name, email address and mailing address of the person so appointed. 248
249
Section 4.5. Compensation of Directors and Alternate Directors. Directors and 250
Alternates shall serve without compensation from Metro-INET, but it shall not prevent a Member 251
from providing compensation for its Director or Alternate if such compensation is lawfully 252
authorized by such Member. 253
254
Section 4.6. Number of Votes Held by Directors. Unless otherwise expressly provided 255
herein, each Director shall have the number of votes equivalent to the Member’s share of Metro-256
INET’s annual budget, as established by the Board and calculated as follows: Each Member’s 257
percentage share of Metro-INET’s annual budget shall be determined by Member use of Metro-258
INET IT Services. Said Member share shall be rounded up to the nearest whole number, and that 259
number shall be the Member’s total number of votes in any vote of the Board. Members shall have 260
at least one vote. The number of votes for initial Members, and the total votes of the Directors for 261
the initial Board, shall be as set forth in the attached Exhibit A, and is subject to change annually 262
with the addition or subtraction of Members. The number of votes for each Director shall be 263
recalculated annually upon the adoption by the Board of the next fiscal year budget. Upon the 264
addition of a new Member, the Board shall estimate the new Member’s share of Metro-INET’s 265
annual budget for the period prior to adoption of the succeeding year’s budget and assign the 266
proportionate number of votes to the new Member for the remainder of that fiscal year. The number 267
of votes of existing Members shall not change during the year that new Member or Members join 268
Metro-INET. 269
4
Section 4.7. Quorum. The presence of at least ten (10) Directors of Members in good 270
standing at a regular or special meeting shall constitute a quorum of the Board allowing it to 271
transact business, provided that the ten Directors hold at least a majority of the total Member votes. 272
273
Section 4.8. Motions. A majority of the Member vote totals represented by those Directors 274
present at a meeting is required to pass all motions, unless a greater majority is provided in this 275
JPA. 276
277
Section 4.9. Suspension of Vote. A Director, or Alternate shall not be eligible to vote 278
during the time the Member they represent has been notified by Metro-INET that it is in default 279
on any required assessment, contract or other contribution to Metro-INET or regarding security 280
breaches or other acts deemed by the Board to materially impair the quality of IT Services provided 281
by Metro-INET. During the existence of such default, the vote(s) of such Member shall not be 282
counted for the purposes of a meeting quorum or majority on a Board meeting vote. If a Member 283
remains in default for a period of more than forty-five (45) days after written notice on failure to 284
pay any billing from Metro-INET or notice of other default referenced above, the Board may act 285
to terminate the Member from Metro-INET by a majority vote of the Board at a regular meeting 286
or special meeting called for that purpose. 287
288
Section 4.10. Bylaws. At the Metro-INET organizational meeting the Board shall adopt 289
bylaws governing its procedures, including but not limited to, the time, place and frequency of its 290
regular meetings or procedures and voting majorities required for certain votes. Such bylaws may 291
be amended from time to time pursuant to Section 4.8 of this JPA. 292
293
Section 4.11. Remuneration of Director or Alternate Expenses. The Board shall have no 294
obligation to pay remuneration of Director or Alternate expenses, which shall be subject to the policies of 295
Member appointing them. The Board may, however, in its sole discretion, pay the reasonable and 296
necessary expenses of officers, Directors and Alternates incurred in connection with special duties 297
they undertake on behalf of Metro-INET, but such reimbursement shall not include the expenses 298
incurred solely for attending meetings of Metro-INET within the seven-county Twin Cities 299
metropolitan area. 300
301
302
Section 4.12. Removal of Directors. Any Director or Alternate shall be subject to removal 303
by the governing body of the Member. 304
305
Section 4.13. Director Vacancies. A vacancy on the Board shall be promptly filled by the 306
governing body of the Member whose position on the Board is vacant. 307
308
ARTICLE V 309
MEETINGS AND OFFICERS 310
311
Section 5.1. Special Meetings. Special meetings of the Board may be called: (a) by the 312
chair; (b) by the executive committee; or (c) upon the written request of a majority of the Directors. 313
Subject to an emergency exception, as defined by statute, at least three (3) days’ written notice of 314
5
special meetings shall be published and given to all Directors and Alternates. Such notice shall 315
include the agenda for the special meeting and the time, date and location of the meeting. 316
317
Section 5.2. Regular Meetings. The specific date, time and location of regular meetings 318
of the Board shall be determined by the Board as provided in the Bylaws. The Board shall be 319
required to meet at least four (4) times a year. Its regular meetings shall be held on the dates and 320
at times of each January, April, July and October as determined by the Board at the October 321
meeting and duly published to establish the four regular meetings. 322
323
Section 5.3. Notice of Regular Meetings. Notice of regular meetings of the Board shall 324
be given to the Directors and Alternates by the secretary at least fifteen (15) days in advance of 325
the meeting and the agenda for such meetings shall accompany the notice. However, business at 326
regular meetings of the Board need not be limited to matters set forth in the agenda. 327
328
Section 5.4. Public Meetings. Meetings of the Board and of the executive committee shall 329
be considered “public” meetings. Notices, agendas, and schedules of such meetings shall be given, 330
maintained and distributed pursuant to the Open Meeting Law, Minnesota Statutes, Section 331
13D.01, et seq. 332
333
Section 5.5. Officers. The officers of the Board shall consist of the chair, vice-chair, 334
secretary and two (2) officers-at-large, who shall be elected by the Directors at the initial meeting 335
of the Board. The chair and vice-chair shall be elected to three-year (3) terms, commencing at the 336
initial meeting of the Board and every three (3) years thereafter. The secretary shall be elected to 337
a two-year (2) term, commencing at the initial meeting of the Board, and shall be elected to three-338
year (3) terms following the completion of the initial term every three (3) years thereafter. The 339
officers-at-large shall be elected to a one-year (1) term, commencing at the initial meeting of the 340
Board, and shall be elected to three-year (3) terms following the completion of the initial term 341
every three (3) years thereafter. The intent of the election of officers is to ultimately establish three-342
year (3), staggered terms of officers with the chair and vice-chair being elected in the same year. 343
Other than the initial meeting of the Board, new officers shall take office at the adjournment of the 344
meeting of the Board at which they are elected. 345
346
Section 5.6. Chair and Vice Chair. The chair shall preside at all meetings of the Board 347
and the executive committee. The vice-chair shall act as chair in the absence of the chair. 348
349
Section 5.7. Secretary. The secretary shall be responsible for keeping a record of all of the 350
proceedings of the Board and the executive committee. 351
352
Section 5.8. Officer Vacancies. A vacancy shall immediately occur in the office of any 353
officer upon his or her resignation, death or upon ceasing to be an employee of the Member. Upon 354
a vacancy occurring in any office, the Alternate shall serve until the Member appoints a new 355
Director. 356
357
6
ARTICLE VI 358
POWERS AND DUTIES OF THE BOARD 359
360
Section 6.1. Powers and Duties. The powers and duties of the Board shall include the 361
powers set forth in this Article. 362
363
Section 6.2. General Purpose. The Board shall take such action as it deems necessary and 364
appropriate to accomplish the general purposes of the organization including, but not limited to, 365
the establishment of data processing and information systems, engaging in the development and 366
implementation of the necessary programs therefor, acquiring any necessary site, purchasing any 367
necessary supplies, equipment and machinery, employing any necessary personnel and operating 368
and maintaining any systems for the handling of data processing and management information for 369
the Members and for others. Any of the foregoing activities, or any other activities authorized by 370
the JPA, may be accomplished by entering into contracts, leases or other agreements with others, 371
whenever the Board shall deem this to be advisable. 372
373
Section 6.3. Governance. The Board shall have full supervisory control and management 374
of the affairs of Metro-INET including the power to make contracts as it deems necessary to make 375
effective any power to be exercised by Metro-INET pursuant to this JPA; to provide for the 376
prosecution and defense or other participation in actions or proceedings at law in which it may 377
have an interest; to employ such persons as it deems necessary to accomplish its duties and powers 378
on a full-time, part-time or consulting basis; to conduct such research and investigation as it deems 379
necessary on any matter related to or affecting the general purposes of the organization; to acquire, 380
hold and dispose of property both real and personal as the Board deems necessary; and to contract 381
for space, materials, supplies and personnel with a Member or Members or with others. 382
383
Section 6.4. Membership Dues. The Board may establish and collect membership dues. 384
385
Section 6.5. Service Charges. The Board may establish and collect charges for its services 386
to Members and to others. 387
388
Section 6.6. Gifts, Loans and Grants. The Board may accept gifts, apply for and use 389
grants or loans of money or other property from the state, or any other governmental units or 390
organizations and may enter into agreements required in connection therewith and may hold, use 391
and dispose of such moneys or property in accordance with the terms of the gift, grant, loan or 392
agreement relating thereto. 393
394
Section 6.7. Annual Audit. The Board shall cause an annual independent audit of the 395
books to be made and shall make an annual financial accounting and report in writing to the 396
Members. Its books and records shall be available for and open to examination by its Members at 397
all reasonable times. 398
399
Section 6.8. Annual Budget. The Board shall establish the annual budget for the 400
organization as provided in this JPA. 401
402
7
Section 6.9. Delegation to Executive Committee. The Board may delegate authority to 403
the executive committee of the Board, between Board meetings. Such delegation of authority shall 404
be by resolution of the Board and may be conditioned in such manner as the Board may determine. 405
406
Section 6.10. Accumulation and Maintenance of Capital. The Board may accumulate 407
and maintain reasonable working capital reserves and may invest and reinvest funds not currently 408
needed for the purposes of the organization. Such investment and reinvestment shall be in 409
accordance with and subject to the laws applicable to the investment of city funds. 410
411
Section 6.11. Data, Data Processing and Management Information Systems. The 412
Board shall make Metro-INET data processing and management information systems available to 413
its Members, subject to reasonable charges for the development and processing thereof. Metro-414
INET shall not own Member Data, which shall be returned to the Member upon its withdrawal 415
made pursuant to this JPA or upon dissolution. 416
417
Section 6.12. PERA. The Board may provide for any of its employees to be members of 418
the Public Employees Retirement Association and may make any required employer contributions 419
to that organization and any other employer contributions which municipalities are authorized or 420
required by law to make. 421
422
Section 6.13. Necessary and Incidental Powers. The Board may exercise any other power 423
necessary and incidental to the implementation of its aforementioned powers and duties. 424
425
ARTICLE VII 426
FISCAL AND OPERATIONAL SERVICES; EXECUTIVE DIRECTOR 427
428
Section 7.1. Fiscal and Operations Agent. The Board shall designate a Member to serve 429
as the fiscal and operations agent of Metro-INET (“Fiscal Agent”). The Fiscal Agent shall provide 430
services as set forth in the JPA and on additional matters as may be determined by the Board 431
through authorization for services by contract with Metro-INET. The Fiscal Agent shall be 432
responsible for management of all of Metro-INET’s funds, for the keeping and storing of Metro-433
INET’s financial records, recommending to the Board and maintaining adequate insurance 434
coverage of Metro-INET consistent with municipal liability limitations under Minnesota law, and 435
to provide for the annual financial audit and accounting of all Metro-INET related activities. The 436
Fiscal Agent shall be responsible for collecting and preserving all Metro-INET records and data 437
pursuant to the requirements of the Minnesota Government Data Practices Act, Minnesota 438
Statutes, Chapter 13. The Fiscal Agent shall post a fidelity bond or other insurance against loss of 439
organization funds in an amount approved by the Board, at the expense of Metro-INET. 440
441
Section 7.2. Executive Director. The Board shall hire an executive director to be 442
responsible for the management of the day-to-day operations of Metro-INET, executing the policy 443
directives of the Board, including, the power to implement contracts authorized by the Board, the 444
prosecution and defense or other participation in actions or proceedings in law; to employ 445
personnel or retain as consultants such persons as he or she may deem necessary to carry out 446
Metro-INET functions; to conduct such research and investigation as necessary on any matter 447
related to or affecting the general purposes of Metro-INET; to manage real and personal property 448
8
acquired by Metro-INET; and to investigate, advise the Board regarding contracts for space, 449
materials, supplies and personnel either with a Member or Members or with third parties and 450
coordinating with Members for the implementation of internet connection, system maintenance 451
and data processing. The executive director shall prepare a report to the Board regarding the 452
operations of Metro-INET for each quarterly and annual meeting of the Board. 453
454
Section 7.3. Term of Executive Director. The executive director shall serve for an 455
indefinite period as defined by the contract, which may be terminated and the director removed by 456
a vote of a two-thirds majority of the total votes of the Board. 457
458
ARTICLE VIII 459
EXECUTIVE COMMITTEE 460
461
Section 8.1. Membership of Executive Committee. The Board shall establish an 462
executive committee consisting of five (5) voting members. Its members shall consist of the five 463
(5) officers of the Board as defined in Article V, Section 5.5. The Fiscal Agent and Executive 464
Director shall serve as ex officio members of the executive committee in an advisory and non-465
voting capacity. 466
467
Section 8.2. Bylaws of Executive Committee. The executive committee may adopt 468
bylaws governing its own procedures, which shall be subject to this JPA, the bylaws of the Board, 469
and any resolutions or other directives of the Board. 470
Section 8.3. Quorum. Three (3) members of the executive committee shall constitute a 471
quorum and a majority of the executive committee members present at a meeting where a quorum 472
exists may act, notwithstanding the number of votes held by each member in accordance with 473
Article IV, Section 4.6. 474
Section 8.4. Regular Meetings. The specific date, time and location of regular meetings 475
of the executive committee shall be determined by the executive committee. The executive 476
committee shall meet at least four (4) times a year. Notice of regular meetings of the executive 477
committee shall be given to the members of the executive committee and the executive director at 478
least seven (7) days in advance and the agenda for such meetings shall accompany the notice. 479
Section 8.5. Special Meetings. Special meetings of the executive committee may be called 480
by the chair or upon the call of any two other members of the executive committee. The date, time 481
and location of the special meeting shall be fixed by the person or persons calling it. At least three 482
(3) days advance written notice of such special meeting shall be given to all members of the 483
executive committee by the person or persons calling the meeting. 484
485
Section 8.6. Notice of Meetings. Pursuant to the Open Meeting Law, all meetings of the 486
executive committee shall be noticed and published at least three (3) days prior to the meeting. 487
488
Section 8.7. Duties and Responsibilities. The executive committee shall have the 489
following duties and responsibilities: (a) to exercise the powers and perform the duties delegated 490
to it by the Board and subject to such conditions and limitations as may be imposed by the Board; 491
(b) to cause to be prepared a proposed annual budget each year which shall be submitted to the 492
9
Board at least thirty (30) days before the annual meeting for the Board’s review and ratification; 493
and (c) to present a full report of its activities at each regular meeting of the Board. 494
495
Section 8.8. Preparation and Modification of Charges. The executive committee shall 496
have the responsibility to prepare and modify charges for the use of the programs and facilities of 497
Metro-INET, both as to Members and non-members, subject to Board approval. 498
499
ARTICLE IX 500
FINANCIAL MATTERS 501
502
Section 9.1. Fiscal Year. The fiscal year of Metro-INET shall be the calendar year. 503
504
Section 9.2. Adoption of Annual Budget. The annual budget of Metro-INET must be 505
adopted in the following manner: 506
507
(a) prior to May 1 the Board will supply each member with a proposed preliminary 508
budget for the coming fiscal year; 509
510
(b) prior to the meeting of the Board in July the Board will supply each Member with 511
a proposed budget adjusted for withdrawal notifications received pursuant to 512
Article XI; 513
514
(c) the annual budget for the coming fiscal year shall be adopted at the July Board 515
meeting. 516
517
Promptly after adoption of the budget, the Board must mail copies of the budget to the 518
chief administrative officer of each Member. Upon adoption of the budget each Member is 519
obligated to Metro-INET for the budgeted revenues and cost sharing charges fixed by the Board 520
for the ensuing fiscal year in accordance with this Article. 521
522
Section 9.3. Cost Sharing Charges. The Board shall have authority to fix cost sharing 523
charges for all Members in an amount sufficient to provide the funds required by the budgets of 524
the organization. The Board shall notify the chief administrative officer of each Member of the 525
amounts of such charges, on or before May 1 of each year. The Board shall prepare, and may 526
amend, a document setting forth the cost sharing charges and policies for Members and rates for 527
services provided to non-members. Such document(s) and policies shall be made available to 528
Members for review and comment upon request. 529
530
Section 9.4. Invoices to Members. Invoices for all charges shall be sent to the Members 531
by the Fiscal Agent and shall be due when rendered. Any Member whose charges have not been 532
paid within forty-five (45) days after the date of the invoice may be declared in default by the 533
Board or executive committee and shall not be entitled to further voting privileges nor to have its 534
Director hold any office nor to use any Metro-INET facilities or programs until such time as the 535
default is cured and Metro-INET has been paid in full. Additionally, in the event that such charges 536
have not been paid within forty-five (45) days of the date of the invoice, and such default remains 537
uncured after a reasonable time following notice to cure, the membership of such Member may be 538
10
terminated by a majority vote of the Board. In the event of a dispute between the Member and the 539
Board as to the amount which is due and payable, the Member shall nevertheless make such 540
payment in order to preserve its status as a Member, but such payment may be made under protest 541
and without prejudice with respect to the Member’s right to dispute the amount of the charge and 542
to pursue any legal remedies available to it. 543
544
Section 9.5. Classification of Cost Sharing Charges. The charges to the Members of 545
Metro-INET shall be divided, for cost sharing purposes, into three different classes, as further 546
described in Attachment A to this JPA and incorporated herein: 547
(a) Core Services (“Class 1 Charges”). Class 1 Charges shall cover all of Metro-548
INET’s general administrative and operational expenses for core services in having 549
a member participate as a domain member of Metro-INET. Core services are 550
generally defined as services provided by Metro-INET that provides IT support to 551
the Member and its employees to conduct the Member’s business. These core 552
services may change over time upon Board approval based on different needs of 553
Members. Changes in the delivery of Class 1 Charges shall be paid by each Member 554
as fixed monthly, quarterly or annual membership dues, as determined by the 555
Board. The amount of Class 1 Charges required to be paid by each Member shall 556
be determined annually by the executive committee, upon approval by the Board. 557
Class 1 Charges shall be prorated to new Members and not retroactively applied to 558
them. 559
(b) Supplemental Services (“Class 2 Charges”). Class 2 Charges shall cover the costs 560
of design and development of computer programs and systems and other capital 561
costs for services requested by the Member. Supplemental services are generally 562
defined as services provided by Metro-INET at the request of the Member to meet 563
its specific needs. These supplemental services may change over time upon Board 564
approval based on different needs of Members and changes in the delivery of such 565
services. Class 2 Charges shall be paid by each Member as fixed monthly, quarterly 566
or annual membership dues, as determined by the Board. The amount of Class 2 567
Charges required to be paid by each Member shall be determined annually by the 568
executive committee, upon approval by the Board. Class 2 Charges shall not be 569
retroactively applied to new Members. 570
(c) Necessary Additional Charges (“Class 3 Charges”). Class 3 Charges shall cover 571
the costs of system operation and maintenance in serving non-members, on an “as 572
requested” basis as determined by the Board when it deems such charges necessary. 573
The amount of such charges that are applicable to each non-member shall be 574
determined by the Board. The amount of the charges shall cover all costs incurred 575
by Metro-INET in providing these services to the non-member. The Board shall 576
have authority to negotiate and enter into contracts with non-members receiving 577
Class 3 Charges. 578
Section 9.6. Special Financial Assistance from Members. It is anticipated that certain 579
Members may be in a position to extend special financial assistance to Metro-INET in the form of 580
grants, or other in-kind payments including use of facilities or other infrastructure deemed 581
beneficial to Metro-INET. The Board shall credit any such in-kind payment against any charges 582
11
which the granting Member would otherwise have to pay. The Board may also enter into an 583
agreement, as a condition to any such grant, that it will credit all or a portion of such grant towards 584
charges which have been made or in the future may be made against one or more specified 585
Members. 586
587
Section 9.7. Expenditures. Board funds may be expended by the Board in accordance 588
with procedures established by law for the expenditure of funds by cities. Orders, checks, drafts 589
and other legal instruments shall be signed by the chair or vice-chair and countersigned by the 590
secretary or such other person as shall be designated by the Board. 591
592
Section 9.8. Contracts. Contracts shall be let and purchases shall be made in accordance 593
with the legal requirements applicable to contracts and purchases by Minnesota cities. 594
595
ARTICLE X 596
WITHDRAWAL 597
598
Section 10.1. Notice of Withdrawal. Any Member may at any time prior to June 1 of a 599
given year, give written notice of withdrawal from Metro-INET. Written notice of withdrawal 600
submitted prior to June 1 shall be a timely withdrawal and the Member shall not be responsible for 601
its share of the next year’s budget not already made the obligation of the Member by a prior, multi-602
year budget commitment approved by the Board. The withdrawing Member’s financial obligation 603
prior to withdrawal upon timely notice will be based on the Charge 1, 2 and 3 Charges outstanding 604
for the remainder of the calendar year and additional years for which the Board committed Metro-605
INET to such financial obligation while the Member was with Metro-INET as a Member. In such 606
case the Member shall be responsible for the net present value of its a pro rata share of such 607
commitment. Written notice of withdrawal after June 1, shall be untimely for purposes of 608
withdrawal prior to the next calendar year but shall serve as notice for withdrawal effective the 609
year following. A Member’s nonpayment of charges as set forth herein or its failure to comply 610
with Metro-INET operational security requirements or other policy prescribed by the Board, 611
without cure after written notice and a reasonable time to cure, shall constitute the Member’s notice 612
of withdrawal from Metro-INET as determined by the Board pursuant to Section 4.8 at a regular 613
or special meeting. All Member withdrawals shall take effect at the end of the applicable fiscal 614
year, unless otherwise provided by the Board. 615
616
Section 10.2. Claim to Assets upon Withdrawal. A Member’s withdrawal from Metro-617
INET at a time when such withdrawal does not result in dissolution of the organization shall forfeit 618
the Member’s claim to any assets of the organization except that it shall have access to any 619
software developed for its use while it was a Member in accordance with and subject to the 620
provisions of Article XIII, Section 13.5(b). 621
622
Section 10.3. Financial Obligations upon Withdrawal. Upon withdrawal the Member 623
shall continue to be responsible (1) for all of its prorated share of any unpaid Class 2 Charges; (2) 624
for its share of Class 1 Charges to the effective date of withdrawal; (3) for its share of any Class 3 625
Charges to the effective date of withdrawal; and (4) for any contractual obligations it has separately 626
incurred with Metro-INET. 627
628
12
Section 10.4. Financial Obligations prior to Withdrawal. A Member who has not given 629
notice of withdrawal on or before June 1 of a given year is obligated for the budgeted revenues 630
and the cost sharing charges fixed by the Board for the ensuing fiscal year in accordance with 631
Article IX. 632
633
ARTICLE XI 634
ASSOCIATES 635
636
Section 11.1. Associates. It is understood that certain LGUs may desire to enter into a 637
contractual arrangement with Metro-INET for limited IT Services. Such LGUs may affiliate with 638
Metro-INET as “Associates.” 639
640
Section 11.2. Admission of Associates. An LGU desiring to become an Associate may do 641
so in the same manner as is applicable to becoming a Member, except as otherwise provided in 642
this Article. 643
644
Section 11.3. Confirmation of Associate Status. At the time of joining Metro-INET as 645
an Associate, the LGU shall indicate in writing that it is not joining as a Member but as an 646
Associate. 647
648
Section 11.4. Appointment of Director and Alternate Director. An Associate may 649
appoint a Director and an Alternate Director to the Board but such Director (or Alternate) shall be 650
without voting power, shall not be eligible to serve as an officer and shall not be counted for 651
quorum purposes. 652
653
Section 11.5. Charges. The Board shall establish the charges to be paid by Associates and 654
for that purpose it may classify Associates in accordance with their varying circumstances. 655
656
Section 11.6. Application to Become a Member. An Associate may apply for 657
membership status and become a Member upon the requisite vote as required in Article III, Section 658
3.5. 659
660
Section 11.7. Notice of Withdrawal as Associate. An Associate may discontinue its 661
association with Metro-INET at any time by giving written notice of withdrawal to the secretary. 662
Withdrawal shall not relieve such withdrawing Associate from its obligation to pay any charges 663
which the Associate has incurred up to the time of withdrawal. 664
665
ARTICLE XII 666
DISSOLUTION 667
668
Section 12.1. Dissolution. Metro-INET shall be dissolved whenever: (1) the total number 669
of remaining Members is less than five; or (2) by two-thirds of the votes represented by all 670
Members of the Board. 671
672
13
Section 12.2. Effectuation of Dissolution. In the event of dissolution, the Board shall 673
determine the measures necessary to effectuate the dissolution and shall provide for the taking of 674
such measures as promptly as circumstances permit and subject to the provisions of this JPA. 675
676
Section 12.3. Distribution of Assets and Payment of Outstanding Obligations. Upon 677
dissolution, the remaining assets of Metro-INET and payment of all of its outstanding obligations, 678
the remaining assets of Metro-INET shall be distributed among the then existing Members in 679
proportion to their contributions, as determined by the Board. 680
681
Section 12.4. Allocation of Deficit. If, upon dissolution, there is an organizational deficit, 682
such deficit shall be charged to and paid by the Members on a pro rata basis, based upon the Class 683
1 and 2 Charges incurred by such Members during the two years preceding the event which gave 684
rise to the dissolution. 685
686
Section 12.5. Distribution of Computer Software. In the event of dissolution the 687
following provisions shall govern the distribution of computer software owned by or licensed to 688
Metro-INET: 689
690
(a) All such software shall be an asset of Metro-INET. 691
692
(b) A Member or former Member may use (but may not authorize reuse by others) any 693
software developed during its membership upon (1) paying any unpaid sums due 694
Metro-INET; (2) paying the costs of taking such software; and (3) complying with 695
reasonable rules and regulations of the Board relating to the taking and use of such 696
software. Such rules and regulations may include a reasonable time within which 697
such software must be taken by any Member or former Member desiring to do so. 698
699
ARTICLE XIII 700
INDEMNIFICATION 701
702
Section 13.1. Cooperative Activity of Single Governmental Unit. Metro-INET shall be 703
considered a separate and distinct public entity to which the Members have transferred all 704
responsibility and control for actions taken pursuant to this JPA. To the fullest extent permitted by 705
law, actions by the Members pursuant to this JPA are intended to be and shall be construed as a 706
“cooperative activity” and it is the intent of the Members that they shall be deemed a “single 707
governmental unit” for the purposes of liability, as set forth in Minnesota Statutes, Section 471.59, 708
subdivision 1a (a); provided further that for purposes of that statute, each Member expressly 709
declines responsibility for the acts or omissions of the other party. The Members are not liable for 710
the acts or omissions of the other Members except to the extent to which they have agreed in 711
writing to be responsible. 712
Section 13.2. Indemnification. Metro-INET shall defend, indemnify and hold harmless 713
the Members against all claims, losses, liabilities, suits, judgments, costs and expenses arising out 714
of action or inaction of the Board, its Directors or Alternates, the Fiscal Agent, the executive 715
director and other employees or agents of Metro-INET pursuant to this JPA. Metro-INET shall 716
defend and indemnify the employees of any Member acting pursuant to the JPA except for any act 717
or omission for which the Member’s employee is guilty of malfeasance, willful neglect of duty or 718
14
bad faith. A Member shall defend, indemnity and hold harmless Metro-INET against all claims, 719
losses, liabilities, suits, judgments, costs, and expenses arising out of action or inaction of the 720
Member regarding the Member’s Data. This JPA to defend and indemnify does not constitute a 721
waiver by Metro-INET or any Member of the limitations on liability provided by Minnesota 722
Statutes, Chapter 466. 723
ARTICLE XIV 724
AMENDMENT 725
726
Section 14.1. Amendment of JPA. This JPA sets forth all understandings of the Members. 727
All prior agreements, understandings, representations whether consistent or inconsistent, verbal or 728
written, concerning this JPA, are merged into and superseded by this written JPA. No modification 729
or amendment to the JPA shall be binding unless all Members agree in writing to the proposed 730
change or amendment. 731
ARTICLE XV 732
MISCELLANEOUS 733
734
Section 15.1. Data Practices. The Members agree to comply with the Minnesota 735
Government Data Practices Act, Minnesota Statutes, Chapter 13, as it applies to all data created, 736
collected, received, stored, used, maintained or disseminated by Metro-INET. If a Member 737
receives a request to release the data referred to in this section, it must immediately notify the 738
executive director. The executive director will give the Member who has received the data request 739
instructions concerning the release of the data to the requester before the data is released. 740
Section 15.2. Audit. The books, records and documents relevant to this JPA are subject to 741
audit by the Members and the State of Minnesota at reasonable times upon written notice. 742
Section 15.3. Counterparts. This JPA may be executed simultaneously in two or more 743
counterparts, each of which will be deemed an original, but all of which together will constitute 744
one and the same instrument. 745
Section 15.4. Headings. The subject headings of the sections and subsections of the JPA 746
are included for purposes of convenience only, and shall not affect the construction of 747
interpretation of any of its provisions. 748
Section 15.5. Severability. In case any one or more of the provisions of this JPA shall be 749
invalid, illegal, or unenforceable in any respect, the validity, legality and enforceability of the 750
remaining provisions contained in this JPA will not in any way be affected or impaired thereby. 751
Section 15.6. Applicable Law. This JPA shall be governed by and construed in accordance 752
with the laws of the State of Minnesota. Any disputes, controversies, or claims arising out of this 753
JPA shall be heard in Minnesota state district or courts with the venue being in Ramsey County, 754
and the Members waive any objection to the jurisdiction of these courts, whether based on 755
convenience or otherwise. 756
15
ARTICLE XVI 757
DURATION 758
759
Section 16.1. Term. This JPA shall continue in effect indefinitely until terminated in 760
accordance with its terms. 761
762
16
IN WITNESS WHEREOF, the undersigned local governmental unit has caused this JPA 763
to be signed and delivered on its behalf. 764
765
766
767
768
769
(Name of LGU) 770
771
By: 772
773
Its: 774
775
776
By: 777
778
Its: 779
780
Dated: , 20___. 781
2021 Member Budget 3,559,694$ Budget Share RoundUp Votes
AH Arden Hills 81,645$ 2.29%3.00%3
ANO Anoka 310,909$ 8.73%9.00%9
BV Birchwood Village 8,312$ 0.23%1.00%1
CCW Coon Creek Watershed 39,980$ 1.12%2.00%2
CFD Centennial Fire 17,234$ 0.48%1.00%1
CLPD Centennial Lakes Police 54,333$ 1.53%2.00%2
CP Circle Pines 50,772$ 1.43%2.00%2
CV Centerville 28,549$ 0.80%1.00%1
EB East Bethel 52,794$ 1.48%2.00%2
FH Falcon Heights 48,511$ 1.36%2.00%2
FL Forest Lake 171,330$ 4.81%5.00%5
GL Gem Lake 5,786$ 0.16%1.00%1
HL Ham Lake 54,323$ 1.53%2.00%2
HUGO Hugo 86,070$ 2.42%3.00%3
LAU Lauderdale 19,598$ 0.55%1.00%1
LC Little Canada 63,805$ 1.79%2.00%2
LCFD Little Canada Fire 12,688$ 0.36%1.00%1
LE Lake Elmo 80,407$ 2.26%3.00%3
LEX Lexington 29,125$ 0.82%1.00%1
LJFD Lake Johanna Fire 41,667$ 1.17%2.00%2
LL Lino Lakes 218,604$ 6.14%7.00%7
MAH Mahtomedi 56,521$ 1.59%2.00%2
MV Mounds View 160,718$ 4.51%5.00%5
MW Maplewood 69,006$ 1.94%2.00%2
MWMO Mississippi Watershed 47,877$ 1.34%2.00%2
NO North Oaks 20,139$ 0.57%1.00%1
NSP North St. Paul 222,401$ 6.25%7.00%7
OAK Oakdale 264,286$ 7.42%8.00%8
RV Roseville 678,842$ 19.07%20.00%20
RW RWMWD 59,505$ 1.67%2.00%2
SA Saint Anthony 186,022$ 5.23%6.00%6
STF Saint Francis 132,379$ 3.72%4.00%4
VH Vadnais Heights 115,580$ 3.25%4.00%4
VLM Vadnais Lakes Watershed 14,447$ 0.41%1.00%1
WBT White Bear Twp 55,529$ 1.56%2.00%2
3,559,694$
Total 119
Needed to Pass 60
Metro I‐NET Program Description
Code Program Name Description
Core Services
A1 USER SUPPORT Personnel, operating costs, associated software and licensing
A2 COMPUTER SUPPORT Personnel, software and licensing associated with computer deployment, software distribution and maintenance
A3 EXCHANGE EMAIL SUPPORT Microsoft Exchange email support, client access licensing, email filtering, archiving, and associated server costs
A4 WINDOWS SERVER SUPPORT Microsoft server operating system support, licensing, updates, and application support
A5 NETWORK SYSTEM SUPPORT Network support and configuration of switches, routers, firewalls, and other misc. network equipment
A6 LAN/WAN Metro I‐NET shared network equipment, fiber leases/locates, denial of service protection, and internet access
Supplemental Services
V01 CISCO TELEPHONY Cisco phones, call manager, voicemail, jabber, and associated hardware/licensing
S01 ADOBE SUBSCRIPTIONS Adobe licensing and support
S02 MOBILITY SERVICES Remote computer access ‐ Netmotion, Remote Desktop, Splashtop, and/or Anyconnect
S03 OPEN PROGRAM
S04 LASERFICHE Laserfiche licensing, support, and server costs
S05 MILESTONE VMS Milestone Camera/VMS licensing, support, and server costs
S06 ARBITRATOR VPU/BWC Arbitrator squad/body camera video licensing, support, and server costs
S07 FACILITY WI‐FI Cisco wireless controllers, support, and access point licensing
S08 vSAN Server virtualization hardware and software, backup servers, tape libraries, and associated licensing/support
S09 S2 CARD ACCESS S2 card access / door controller software and support
S10 CISCO SMARTNET Advanced Cisco support on individual agency network equipment
S11 FIBER MAINTENANCE Fiber locates and maintenance on individual agency fiber connectivity
S12 OPEN PROGRAM
S13 LETG RMS LETG RMS (Police) shared server, storage, support, and licensing
TRANSITION PLAN FOR METRO I-NET
This plan is created to guide the transition from City of Roseville Metro I-Net (RMI) to
Metro I-Net Joint Powers Authority (MIJPA)
Purpose of transition plan
• Allow for orderly transition of operations, personnel, and assets from RMI to
MIJPA
• Identify transition costs
• Create a measured pace of transition to allow for comfort of existing RMI
employees and RMI agencies
Given where we find ourselves here in 2020, during the COVID pandemic, this
transition plan is underpinned by the following milestones:
• In 2020, the framework and costs of the new MIJPA will be established and
agreed upon by the RMI agencies.
• In 2021, the MIJPA as an entity will be established, the MIJPA Board will be
elected and begin to meet, and the MIJPA Executive Director will be hired and
begin to create an institutional framework for the MIJPA
• In 2022, all assets and personnel will be assigned to the MIJPA
TIMELINE FOR WORK FOR 2020 (MIJPA CREATION)
Summary: The working group will finalize the draft joint powers agreement and send it
out for review by agency managers and their legal counsels. Metro I-Net members are
expected to approve the JPA by the end of the year.
The City of Roseville, in conjunction with RMI staff will identify costs to service MIJPA
during the interim period of the transition in 2021 and begin the process of identifying
costs for transferring assets from RMI to MIJPA
DETAILS OF 2020 WORK PLAN
METRO I-NET WORKING GROUP
In 2020, the Metro I-Net Working Group will do the following:
• Approve JPA transition plan
• Review draft Joint Powers Agreement
• Finalize language with Attorney Strommen
• Review JPA transition costs for 2021
• Identify long-term cost estimates for administrative/financial/legal services for
MIJPA
• Provide member agencies an estimate of costs for the transition and final
implementation of the MIJPA
• Assist in getting approval of JPA by all member agencies
CITY OF ROSEVILLE/ROSEVILLE METRO I-NET
In 2020, the City of Roseville/Roseville Metro I-Net will do the following:
• Identify costs to serve MIJPA during the transition
• Identify costs for transferring assets to MIJPA
• Assist the working group in identifying long-term costs for
administrative/financial/legal services for MIJPA
• Assist in getting approval of JPA by all member agencies
METRO I-NET MEMBER AGENCIES
In 2020, the Roseville Metro I-Net member agencies will do the following:
• Review the draft Metro I-Net joint powers agreement
• Secure approval of JPA from governing bodies
TIMELINE FOR WORK FOR 2021(MIJPA TRANSITION)
Summary: Upon approval of the joint powers agreement by all member agencies, the
MIJPA will officially incorporate. Per the joint powers agreement, the board of the
directors for the MIJPA will convene and elect officers. Once constituted, the MIJPA
Board officers will be elected and consider agreements to cover the transition period
(defined as calendar year 2021) for legal, administrative and financial services. The
Board will also recruit and hire the Metro I-Net Executive Director (MIED). Once hired,
the MIED will begin drafting organizational policies and determine longer term legal,
HR/Administrative, and financial services as well as determining and securing space
needs.
In order to allow for an orderly transition in employees receiving wages and benefits and
to ensure minimal disruption to member agency services, Metro I-Net employees will
remain employees of the City of Roseville during 2021.
DETAILS OF 2021 WORK PLAN
METRO I-NET BOARD
• Incorporate Metro I-Net as a joint powers authority
• Hold first board business meeting
o Elect Chair and other officers
o Enter into agreements for interim period of 2021
Legal
HR/Admin
Financial
• Begin recruitment and hire Metro I-Net Executive Director (MIED)
• Enter into agreement with City of Roseville regarding management of Roseville
Metro I-Net employees by Metro I-Net Executive Director during interim period
• Carry out board business as described in joint powers agreement, including
setting a 2022 budget.
METRO I-NET EXECUTIVE DIRECTOR
• MIED is sole employee of MIJPA
• MIED focuses on administrative duties
O Organizational policies
O Service Contracts
Legal
Administrative/HR
Financial/Payroll
O Determining space needs and securing space
CITY OF ROSEVILLE/ROSEVILLE METRO I-NET
• Provide administrative/HR/financial services to MIJPA
• Enter into agreement with MIJPA regarding management of Roseville Metro I-
Net employees by Metro I-Net Executive Director during interim period
• Assist in transition of RMI assets and employees to MIJPA employees at the start
of 2022
MIJPA TRANSITION COMPLETE – JANUARY 2022