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2018-14RESOLUTION No. 2018 -14 A RESOLUTION APPROVING AN AMENDED MUTUAL AID AGREEMENT FOR THE NORTHERN ILLINOIS POLICE ALARM SYSTEM WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution authorizes units of local government to contract or otherwise associate among themselves in any manner not prohibited by law or ordinance; and WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution and the Illinois Intergovernmental Cooperation Act, 5 ILCS 220/1, et seq., authorizes units of local government to exercise any power or powers, privileges or authority which may be exercised by the unit of local government individually to be exercised and enjoyed jointly with any other local government or body in the State; and WHEREAS, the Northern Illinois Police Alarm System ("NIPAS") is an intergovernmental organization established via an intergovernmental service and mutual aid agreement ("NIPAS Agreement") entered into by law enforcement agencies serving the northern Illinois and Chicagoland region ("Participating Agencies'j; and WHEREAS, through the NIPAS Agreement, the Participating Agencies have agreed to provide one another with mutual aid in the event of an emergency situation within the primary law enforcement jurisdiction of a Participating Agency that threatens or causes loss of life and propelly and exceeds the stand-alone physical and organizational capabilities of that Participating Agency; and WHEREAS, on February 18, 2003, the Village of Buffalo Grove Corporate Authorities adopted Resolution No. 2003-10 approving the NIPAS Agreement whereby the Village's Police Department became a Participating Agency in NIPAS subject to the terms and conditions of the NIPAS Agreement; and WHEREAS, as NIPAS has now expanded to over 100 Participating Agencies, the needs of NIPAS have evolved and grown in complexity beyond the constraints of the NIPAS Agreement as it is currently constituted; and WHEREAS, in order to adequately continue to meet those needs and serve its growing number of Participating Agencies, NIPAS has requested that its Participating Agencies agree to amend the NIPAS Agreement by entering into an amended NIPAS Agreement ("Amended NIPAS Agreement'l; and WHEREAS, the Village of Buffalo Grove Corporate Authorities has determined that it is in the best interests of the Village and its residents to enter into the Amended NIPAS Agreement; 1 NOW, THEREFORE, BE IT RESOLVED by the Village of Buffalo Grove Corporate Authorities, Lake County, Illinois, as follows: SECTION 1: RECITALS. The foregoing recitals are incorporated into, and made a part of, this Resolution. SECTION 2: APPROVAL OF AMENDED NIPAS AGREEMENT. The Village of Buffalo Grove Corporate Authorities hereby approve the Amended NIPAS Agreement in substantially the form attached to this Resolution as Exhibit A. SECTION 3: AUTHORIZATION TO EXECUTE AMENDED NIPAS AGREEMENT. The Village of Buffalo Grove Corporate Authorities hereby authorize and direct the Village President and the Chief of Police of the Village Police Department to execute and the Village Clerk to attest, on behalf of the Village of Buffalo Grove the Amended NIPAS Agreement approved in Section 2 of this Resolution. SECTION 4: EFFECTIVE DATE. This Resolution shall be in full force and effect from and after its passage and approval according to law. AYES: 6 — Berman, Stein, Ottenheimer, Weidenfeld, Johnson, Smith NAYS: 0 - None ABSENT: 0 - None PASSED: June 18, 2018 APPROVED: June 18, 2018 ATTEST: Janet M. Sirabian, Village Clerk vge President Approved as to form: William Raysa, Village Attorn 2 EXHIBIT A AMENDED NIPAS AGREEMENT EXHIBIT Northern Illinois Police Alarm System SYS1EM �IIIS P�tl�i Amended Mutual Aid Agreement and Plan The undersigned Participating Law Enforcement Agencies agree pursuant to the Constitution of the State of Illinois, 1970, Article VII, Section 10, the Inter- governmental Cooperation Act (5 ILCS 220/1 et seq.), 65 ILCS 5/1-4-6, 65 ILCS 5/11-1-2.1, and 745 ILCS 1017--101 et seq., as follows: Section 1 Purpose of Amended Mutual Aid Agreement and Plan This Amended Mutual Aid Agreement and Plan is made in recognition of the fact that natural occur- rences, or man-made occurrences, may result in situations which are beyond the ability of individual law enforcement agencies to manage and respond to effectively in terms of manpower and equipment re- sources on hand at a given time. Each Participating Agency has and does express its intent to assist other Participating Agencies by assigning some of its man- power and equipment resources to a Stricken Agency as resources and situations allow. The specific intent of this Amended Mutual Aid Agreement and Plan is to permit each Participating Agency to more fully safe- guard the lives, persons, and property of all citizens within its respective Primary Law Enforcement Juris- diction. Section 2 Definitions For the purpose of this Amended Mutual Aid Agree- ment and Plan, the following terms are defined as follows: Aiding Agency., A Participating Agency furnishing po- lice equipment and manpower to a Stricken Agency. Amended Mutual Aid Agreement and Plan: An amended Mutual Aid Agreement Plan which shall go into effect and supersede the Original Mutual Aid Agreement and Plan pursuant to the procedures set forth in Section 5 of this Amended Mutual Aid Agree- ment and Plan. Amended NIPAS Bylaws: Amended NIPAS Bylaws, which shall go into effect and supersede the WAS Bylaws upon their adoption, pursuant to Article XV, Section 1 of the NIPAS Bylaws, by a majority of the Original Participating Agencies present at the special meeting of Original Participating Agencies called, pur- suant to Article XI, Section 4 of the NIPAS Bylaws, at least 60 days after the last of the following two events to occur: (i) the passage and approval of an ordinance or resolution approving participation in WAS and the Amended Mutual Aid Agreement and Plan, in the manner provided by law, by the corporate authorities of at least three -fourths of the Participating Agencies; and (ii) the execution of this Amended Mutual Aid Agreement and Plan by the heads of the corporate authorities and the commanding officers of at least three -fourths of the Original Participating Agencies. Emergency Situation: A situation occurring within a Stricken Jurisdiction that requires the Stricken Agen- cy to perform Law Enforcement Services that would exceed the stand-alone physical and organizational capabilities of the Stricken Agency. Law Enforcement Services: The serving and protect- ing of the lives, persons, and property of all citizens within a Primary Law Enforcement Jurisdiction, includ- ing, without limitation, the investigation of all crimes occurring or alleged or suspected to have occurred within its Primary Law Enforcement Jurisdiction. Mutual Aid: Response and assistance by the Aiding Agencies in the event of an Emergency Situation. Mutual Aid Agreement and Plan: A definite and pre- arranged written agreement and plan whereby the provision of Mutual Aid is agreed upon in accordance with the Police Alarm Assignments as developed by the commanding officers of the Participating Agen- cies. NIPAS Bylaws: Those bylaws establishing the WAS Board, as required pursuant to Section 3.G of the Original Mutual Aid Agreement and Plan, and the rules by which the NIPAS Board shall operate adopted by the Participating Agencies on March 23, 1988, and subsequently amended by the Participating Agencies on March 21, 1991, April 17, 1992, May 11, 1994, May 20, 1998, and May 20, 2009. NIPAS Board. The Board of Officers of NIPAS, the governing board of NIPAS, established pursuant to Section 3.G of the Original Mutual Aid Agreement and Plan. Page 1 Northern Illinois Police Alarm System (NIPAS): An organization of Northern Illinois law enforcement agencies participating in the Original Mutual Aid Agreement and Plan and this Amended Mutual Aid Agreement and Plan. Original Mutual Aid Agreement and Plan: That Mu- tual Aid Agreement and Plan pursuant to which NI - PAS and the Participating Agencies operate and are governed, which shall be in effect until the Amended Mutual Aid Agreement and Plan goes into effect and supersedes the Original Mutual Aid Agreement and Plan pursuant to the procedures set forth in Section 5 of this Amended Mutual Aid Agreement and Plan. Original Participating Agencies: Those Participating Agencies whose corporate authorities had approved participation in NIPAS and whose head of corporate authorities and commanding officers had executed the Original Mutual Aid Agreement and Plan prior to May 1, 2018. Participating Agency: A law enforcement agency ded- icated to performing Law Enforcement Services for its Primary Law Enforcement Jurisdiction that commits itself to participate in NIPAS pursuant to the terms of this Amended Mutual Aid Agreement and Plan. Police Alarm Assignments: A pre -determined listing of manpower and equipment that will respond to aid a Stricken Agency. Primary Law Enforcement Jurisdiction: A geographi- caily, politically, or contractually defined area for which a Participating Agency is primarily responsible for per- forming Law Enforcement Services. Specialized Teams: A subsidiary team of NIPAS es- tablished by the NIPAS Board, consisting of Partici- pating Agencies electing to participate pursuant to a separate agreement, and dedicated to performing a specialized set of Law Enforcement Services for the sole benefit of the Participating Agencies electing to participate in the Specialized Team and not for the benefit of all of NIPAS or all of the Participating Agen- cies. Stricken Agency. The Participating Agency that is pri- marily responsible for performing Law Enforcement Services for a Stricken Jurisdiction. Stricken Jurisdiction: The Primary Law Enforcement Jurisdiction in which an Emergency Situation occurs that is of such magnitude that it cannot be adequately managed or responded to by the Participating Agen- cy primarily responsible for performing the Law En- forcement Services for that Primary Law Enforcement Jurisdiction. Section 3 Amended Mutual Aid Agreement and Plan The corporate authorities of each Participating Agen- cy are authorized on behalf of that Participating Agen- cy to enter into and subsequently alter and amend, on the advice of the commanding officer of the Partici- pating Agency, this Amended Mutual Aid Agreement and Plan as follows: A. Whenever an Emergency Situation is of such magnitude and consequence that it is deemed advisable by the senior officer present of the Stricken Agency, or his or her designee, to re- quest Mutual Aid from the Aiding Agencies, the senior officer present of the Stricken Agency, or his or her designee, may do so in accordance with the following: 1. Immediately determine what resources are required according to the Police Alarm As- signments. 2. Immediately determine if the required equip- ment and personnel can be committed in response to the request from the Stricken Agency. 3. Dispatch immediately the personnel and equipment required to the Stricken Agency in accordance with the Police Alarm Assign- ments. B. The rendering of Mutual Aid under the terms of this Amended Mutual Aid Agreement and Plan shall not be mandatory in accordance with the Police Alarm Assignments if local conditions pro- hibit response. In that event it is the responsi- bility of the Aiding Agency to immediately notify the Stricken Agency of the circumstances that prevent the provision of Mutual Aid in response to the Emergency Situation. C. The senior officer present of the Stricken Agency, or his or her designee, shall assume full respon- sibility and command for operations at the scene. The senior officer present of the Stricken Agency, or his or her designee, will assign personnel and equipment, of the Aiding Agencies, to positions when and where he or she deems necessary. D. Requests for Mutual Aid under this Amended Mu- tual Aid Agreement and Plan will be initiated only in the event of an Emergency Situation in which the demands for Law Enforcement Services on the Stricken Agency exceed the stand-alone physical and organizational capabilities of the Stricken Agency. Aiding Agencies will be released and returned to duty in their own Primary Law En- forcement Jurisdiction as soon as the Emergency Situation is resolved to the point which permits the Stricken Agency to satisfactorily handle it with its own resources or, as pursuant to subsection B above, when an Aiding Agency so decides. E. All Law Enforcement Services performed under this Amended Mutual Aid Agreement and Plan Page 2 shall be rendered without reimbursement of any shall be no less than $2,000,000 or a project/ party from the other(s). Requests for indemnifi- contract specific aggregate of $1,000,000. cation for unusual or burdensome costs incurred in the performance of Mutual Aid may be submit- 2• Business Automobile Liability: $1,000,000 ted by the Aiding Agency to the Stricken Agency. combined single limit per accident for bodily Indemnification of such costs shall be at the dis- injury and property damage. cretion of the corporate authorities of the Stricken 3, Workers' Compensation and Employers' Lia- Agency. ilit : Workers' Compensation coverage with statutory limits and Employers' Liability limits F. Each Participating Agency assumes the respon- of $500,000 per accident. sibility for members of its police force acting pur- suant to this Amended Mutual Aid Agreement and 4. Each Agency shall bear the responsibility for Plan, both as to indemnification of said members its own insurance even in the event of inade- of the Participating Agency's police force as pro- quate, nonexistent or exhausted coverage. vided for by 651LCS 5/1-4-6 in the case of munic- ipal Participating Agencies or 55 ILCS 5/5-1002 I. The commanding officers of the Participating in the case of county Participating Agencies, or Agencies shall maintain a governing board, the any other Statute of the State of Illinois or law or NIPAS Board, and establish an operational plan bylaw of the Participating Agencies, as the case for giving and receiving Mutual Aid under this may be, and as to personal benefits to said mem- Amended Mutual Aid Agreement and Plan. Said bers of the Participating Agency's police force, plan shall be reviewed, updated and tested at reg- all to the same extent as they are protected, in- ular intervals. sured, indemnified and otherwise provided for by the Statutes of the State of Illinois or the laws or J. Each Participating Agency agrees to pay dues bylaws of the Participating Agencies when those or fees, as determined by the NIPAS Board in members of the Primary Agency's police force are its sole and absolute discretion, in exchange for acting solely within the Participating Agency's Pri- the Participating Agency's participation in NIPAS. mary Law Enforcement Jurisdiction. Payments of such dues or fees, if any, are due at G. Defense and Indemnification of NIPAS. the commencement of participation in NIPAS and thereafter upon request from the NIPAS Board. 1. Defense. In the event that NIPAS is named as a party to a lawsuit, claim or action as a K. The NIPAS Board, from time to time as it sees separate party, either individually or in ad- NIP - fit, may establish Specialized Teams within NIP- dition to other Participating Agencies, the AS dedicated to performing specialized sets of Stricken Agency shall be responsible, a1 its Law Enforcement Services for the sole benefit of the sole cost, for the defense of NIPAS isuch those Participating Agencies who elect to partici- lawsuit, claim action. pate in each Specialized Team and may set forth the scope of services or mission, participation 2. Indemnification. To the extent permitted by criteria, rules and regulations, and additional fees law, the indemnification of NIPAS from and or dues for each Specialized Team at its discre- against any liability, damage, cost, includ- tion (collectively, "Additional Requirements'l. ing plaintiff's attorneys fees, or expense as- Participating Agencies may elect to participate sessed against NIPAS shall be shared equal- in these Specialized Teams in accordance with ly between each Participating Agency named the Additional Requirements for each Specialized as a party to the lawsuit, claim or action. Team, as set forth by the NIPAS Board. The spe- cialized benefits and additional Mutual Aid offered H. Insurance Requirements. Each Participating by each Specialized Team shall be available only Agency under the terms of this Amended Mutual to those Participating Agencies which have elect - Aid Agreement and Plan shall procure and main- ed to: (i) participate in that particular Specialized tain, at its sole and exclusive expense, insurance Team; and (ii) comply with the Additional Require - coverage which covers itself, its personnel and ments of that particular Specialized Team, as set equipment and liability for its participation in pro- forth by the NIPAS Board. Approval and Execution viding Mutual Aid pursuant to this Amended Mu- of this Amended Mutual Aid Agreement and Plan tual Aid Agreement and Plan as follows: by the undersigned law enforcement agency only 1. Commercial General Liability (Including con- grant the undersigned law enforcement agency tractual liability coverage): $1,000,000 com- participation in NIPAS as a whole and access to bined single limit per occurrence for bodily the Mutual Aid from other Participating Agencies injury, and property damage and $1,000,000 in the event of an Emergency Situation, as those per occurrence for personal injury. The gen- terms are defined in Section 2 and pursuant to eral aggregate shall be twice the required oc- the terms set forth in this Amended Mutual Aid currence limit. Minimum General Aggregate Agreement and Plan, and do not grant or guaran- tee to the undersigned law enforcement agency Page 3 participation in a Specialized Team or access to the specialized benefits and additional Mutual Aid offered by each Specialized Team. Section 4 Termination A. Any Participating Agency may withdraw from participation in NIPAS and this Amended Mutual Aid Agreement and Plan by notifying the WAS Board in writing ("Termination Notice'l, on or before December 31 of any calendar year, where- upon the participation of the withdrawing Partic- ipating Agency will terminate effective as of May 1 of the calendar year following the calendar year in which the Termination Notice is received by the WAS Board. B. Any participating agency that fails to meet its ob- ligations in accordance with this Amended Mu- tual Aid Agreement and Plan or with the WAS Bylaws may have its participation in WAS ter- minated by a two-thirds vote of the WAS Board pursuant to Article III, Section 8 of the Amended NIPAS Bylaws. C. Any Participating Agency found responsible for any behavior detrimental to law enforcement or whose continued participation would be det- rimental to NIPAS, may have its participation in NIPAS suspended or terminated by a two-thirds vote of the NIPAS Board pursuant to Article III, Section 9 of the Amended WAS Bylaws. Before any Participating Agency may be suspended or terminated from participation in NIPAS, the Par- ticipating Agency will be notified and shall have an opportunity to appear before the NIPAS Board. Section 5 Adoption and Effect of Adoption A. If the undersigned law enforcement agency is an Original Participating Agency, this Amended Mu- tual Aid Agreement and Plan shall be in full force and in effect only upon the date of the last of the following events to occur ("Original Participat- ing Agency Effective Date'J: The passage and approval of an ordinance or resolution approving participation in NIP - AS and this Amended Mutual Aid Agreement and Plan, in the manner provided by law, by the corporate authorities of the undersigned Original Participating Agency ("Approval'j; 2. The execution of this Amended Mutual Aid Agreement and Plan by the head of the cor- porate authorities and the commanding offi- cer of the undersigned Original Participating Agency ("Execution'l; 3. The Approval of participation in NIPAS and this Amended Mutual Aid Agreement and Plan, in accordance with the procedures set forth in Section 5.A.1 of this Amended Mutual Aid Agreement, by the corporate authorities of at least three -fourths of the Original Partic- ipating Agencies; 4. The Execution of this Amended Mutual Aid Agreement and Plan, in accordance with the procedures set forth in Section 5.A.2 of this Amended Mutual Aid Agreement, by the heads of the corporate authorities and the commanding officers of at least three -fourths of the Original Participating Agencies; and 5. The adoption of the Amended NIPAS Bylaws, pursuant to Article XV, Section 1 of the NIPAS Bylaws, by a majority of the Original Partici- pating Agencies present at the special meet- ing of the Original Participating Agencies called, pursuant to Article XI, Section 4 of the NIPAS Bylaws, at least 60 days after the last to occur of the two events listed in Section 5.A.3 and Section 5.A.4 of this Amended Mu- tual Aid Agreement and Plan. If this Amended Mutual Aid Agreement and Plan is brought into full force and effect pursuant to this Sec- tion 5.A of this Amended Mutual Aid Agreement and Plan, then, as of the Original Participating Agency Ef- fective Date: (i) the undersigned Original Participating Agency shall remain a Participating Agency in WAS and, if the undersigned Original Participating Agen- cy has elected to participate in a Specialized Team or Specialized Teams, the participation of the under- signed Original Participating Agency in its respective Specialized Team or Specialized Teams shall contin- ue; (ii) the Original Mutual Aid Agreement and Plan shall be terminated; (iii) this Amended Mutual Aid Agreement and Plan and the provisions contained herein shall supersede and control over the Original Mutual Aid Agreement and Plan and any provision contained therein; (iv) the NIPAS Bylaws shall no lon- ger govern NIPAS; and (v) the Amended NIPAS By- laws and the provisions contained therein shall gov- ern NIPAS and supersede and control over the WAS Bylaws and any provision contained therein. The participation in NIPAS, and in any Specialized Team, of any Original Participating Agency that fails to complete the Approval and Execution of this Amend- ed Mutual Aid Agreement and Plan in accordance with this Section 5.A on or before the day before the Original Participating Agency Effective Date will be terminated as of the day after the Original Participat- ing Agency Effective Date. Any Original Participating Agency who has its participation in NIPAS terminated may seek participation in NIPAS again at any time in accordance with the procedures set forth in Section 5.13 of this Amended Mutual Aid Agreement and Plan. Page 4 B. If the undersigned law enforcement agency is not undersigned law enforcement agency is a party shall an Original Participating Agency, this Amended be superseded by this Amended Mutual Aid Agree - Mutual Aid Agreement and Plan shall be in full ment and Plan and provisions contained herein and force and in effect with respect to the undersigned the Amended NIPAS Bylaws and provisions con - law enforcement agency upon the date of the last tained therein. of the following events to occur ("New Participat- ing Agency Effective Date'j: 1. The Approval of participation in NIPAS and Section 6 General Provisions this Amended Mutual Aid Agreement and Plan, in accordance with the procedures set A. Non -Waiver of Immunities. No Participating forth in Section 5.A.1 of this Amended Mutual Agency to this Amended Mutual Aid Agreement Aid Agreement, by the corporate authorities and Plan while performing under the terms of this of the undersigned law enforcement agency; Amended Mutual Aid Agreement and Plan shall 2. The Execution of this Amended Mutual Aid be deemed to waive any governmental immuni- Agreement and Plan, in accordance with ty or defense to which the Participating Agency the procedures set forth in Section 5.A.2 of would otherwise be entitled under statute or com- this Amended Mutual Aid Agreement, by the mon law, head of the corporate authorities and the B. Contractual Obligation. The obligations and re - commanding officer of the undersigned law sponsibilities incurred by a Participating Agency enforcement agency; and under this Amended Mutual Aid Agreement and 3. The approval by the NIPAS Board of the un- Plan shall remain continuing obligations and re- dersigned law enforcement agency as a Par- sponsibilities of such party. Nothing contained ticipating Agency in NIPAS pursuant to Article herein shall be deemed to affect other Mutual Aid III of the Amended NIPAS Bylaws. agreements that a party may have executed. If this Amended Mutual Aid Agreement and Plan is C. Application of Law and Venue. This Amended Mu - brought into full force and effect pursuant to this Sec- tual Aid Agreement and Plan shall be governed tion 5.8 of this Amended Mutual Aid Agreement and by and construed under the laws of the State of Plan, then, as of the New Participating Agency Ef- Illinois. The exclusive venue for the enforcement fective Date: (i) this Amended Mutual Aid Agreement of the provisions of this Amended Mutual Aid and Plan and provisions contained herein and the Agreement and Plan or the construction or inter - Amended NIPAS Bylaws and provisions contained pretation of this Amended Mutual Aid Agreement therein shall control the undersigned law enforcement and Plan shall be in a state court in the County of agency's participation in NIPAS; and (ii) any previous Cook, Illinois. agreement or bylaws related to NIPAS to which the IN WITNESS WHEREOF, this Amended Mutual Aid Agreement has been duly executed by the following parties: Village of Buffalo Grove Name of Law Enforcement Agency (seal) /�&IAJIA AA AAA J0 A A of Hea rporate uthorities� Commanding Offic of Law Enforcement Agency ATTEST: Clerk Date Page 5 BYLAWS OF THE NORTHERN ILLINOIS POLICE ALARM SYSTEM The purpose of these bylaws is to establish a governing board as required by Section 3.1 of the 'Amended Mutual Aid Agreement and Plan,* and the rules under which the governing board shall operate. Adopted by the participating agencies on March 23, 1988, and as amended on March 21, 1991, April 17, 1992, May 11, 1994, May 20, 1998, May 20, 2009, and , 201_. Article I - Authority The Northern Illinois Police Alarm System (NIPAS) was established in 1983 pursuant to the 'Northern Illinois Police Alarm System Agreement,' an intergovernmental service agreement. Between 1983 and 201_, NIPAS operated pursuant to the Northern Illinois Police Alarm System Agreement. On 201_, NIPAS voted by three -fourths vote of the participating agencies to terminate the Northern Illinois Police Alarm System Agreement and approve the Amended Mutual Aid Agreement and Plan. Since that date, NIPAS has operated pursuant to the Amended Mutual Aid Agreement and Plan. Article II - Purpose NIPAS is organized to provide a system of mutual aid among participating law enforcement agencies. The purpose is set forth in the Amended Mutual Aid Agreement and Plan reading as follows (capitalized terms are defined in Section 2 of the Amended Mutual Aid Agreement and Plan): This Amended Mutual Aid Agreement and Plan is made in recognition of the fact that natural occurrences, or man- made occurrences, may result in situations which are beyond the ability of individual law enforcement agencies to manage and respond to effectively in terms of manpower and equipment resources on hand at a given time. Each Participating Agency has and does express its intent to assist other Participating Agencies by assigning some of its manpower and equipment resources to a Stricken Agency as resources and situations allow. The specific intent of this Amended Mutual Aid Agreement and Plan is to permit each Participating Agency to more fully safeguard the lives, persons, and property of all citizens within its respective Primary Law Enforcement Jurisdiction. Article III - Participating Agencies Section 1 On or before 201_, participation in NIPAS shall be in full force and in effect with the passage and approval of an ordinance or resolution by the corporate authorities of the participating law enforcement agencies approving participation in NIPAS and the Northern Illinois Police Alarm System Agreement, in the manner provided by law, and in the execution of the Northern Illinois Police Alarm Sys- tem Agreement by the head of the corporate authorities of the participating law enforcement agency. Section 2 On or after 201_, participation in NIPAS shall be subject to the following provi- sions: a) If a law enforcement agency is a participating agency in NIPAS pursuant to the Northern Illinois Police Alarm System Agreement as of May 1, 2018, the corporate authorities of the law enforcement agency have passed and approved an ordinance or resolution approving participation in NIPAS and the Amended Mutual Aid Agreement and Plan on or before ' . 201_, and the head of the corpo- rate authorities and the commanding officer of the law enforcement agency have executed the Amended Mutual Aid Agreement and Plan on or before , 201_ then as of , 201. that law enforcement agency shall remain a participating agency in NIPAS and, if it has elected to participate in any specialized teams pursuant to Article VII of these bylaws, shall continue its participation in its respective specialized team or specialized teams. b) If a law enforcement agency is a participating agency in NIPAS pursuant to the Northern Illinois Police Alarm System Agreement as of May 1, 2018, and the corporate authorities of the law enforcement agency have not passed and approved an ordinance or resolution approving participation in NIPAS and the Amended Mutual Aid Agreement and Plan on or before , 201_, or the head of the corporate authorities and the commanding officer of the law enforcement agency have not executed the Amended Mutual Aid Agreement and Plan on or before 201-, then that law en- forcement agency's participation in NIPAS, and in any specialized team pursuant to Article VII of these by- laws, will be considered terminated as of , 201. Such law enforcement agency may seek participation in NIPAS again at any time on or after , 201_, in accord- ancewith the procedures set forth in Article III, Section 2.c of these bylaws. c) If a law enforcement agency is not a participating agency in NIPAS as of May 1, 2018, or has its partici- pation in NIPAS terminated pursuant to Article III, Sections 2, 8, 9, or 10 of these bylaws after May 1, 2018, then that law enforcement agency shall be a participating agency in NIPAS upon the last of the fol- lowing events to occur: Northern Illinois Police Alarm System P.O. Box 96 • Wheeling, Illinois 60090 (847) 459-8531 • nipasQnipas.org i) The passage and approval of an ordinance or resolution approving participation in NIPAS and the Amended Mutual Aid Agreement and Plan, in the manner provided by law, by the corporate authorities of the law enforcement agency; ii) The execution of the Amended Mutual Aid Agreement and Plan by the head of the corporate authorities and the commanding officer of the law enforcement agency; HD The approval of the law enforcement agency as a participating agency in NIPAS by the Board of Officers pursuant to the provisions set forth in this Artide III; and iv) The payment of required fees or dues, in an amount set forth by the Board of Officers in its sole and absolute discretion, by the law enforcement agency to NIPAS. Section 3 Participation in NIPAS shall be limited to Illinois law enforcement agencies, as defined by Illinois Statutes. Section 4 Board of Officers, will by a majority vote, approve or disapprove the participation of any requesting law en- forcement agency after the submission of: a) Letter from the requesting law enforcement agency formally notifying the Board of Officers of the law enforcement agency's request to participate in NIPAS; b) Letter of recommendation from an active NIPAS participating agency in good standing recommending the approval of the law enforcement agency's participation in NIPAS. c) Copy of Ordinance or resolution passed by the corporate authorities of the law enforcement agency ap- proving participation in NIPAS and the Amended Mutual Aid Agreement and Plan, in the manner provided by law; d) Copy of Amended Mutual Aid Agreement and Plan executed by the head of the corporate authorities and the commanding officer of the law enforcement agency; and e) Any other materials that the Board of Officers may deem necessary, in its sole and absolute discretion, for the evaluation of the law enforcement agency's request to participate in NIPAS. Section 5 When considering a law enforcement agency's request for participation, the Board of Officers shall con- sider all factors including: a) An agency's capabilities of providing or being resources to the NIPAS participating agencies. b) Geographic proximity to other NIPAS agencies. Section 6 Participating agencies each have one vote. Section 7 Each participating agency shall pay dues or fees, as determined by the Board of Officers of NIPAS in its sole and absolute discretion, in exchange for the participating agency's participation in NIPAS. Payments of such dues or fees, if any, are due at the commencement of participation in NIPAS and thereafter upon request from the Board of Officers of NIPAS. Section 8 Any participating agency that fails to meet its obligations in accordance with the Amended Mutual Aid Agreement and Plan or with these bylaws may have its participation in NIPAS terminated by a two-thirds vote of the Board of Officers. Section 9 Any participating agency found responsible for any behavior detrimental to law enforcement or whose continued participation in NIPAS would be detrimental to NIPAS, may have its participation suspended or terminated from participation in NIPAS by a two-thirds vote of the Board of Officers. Before any participat- ing agency may be suspended or terminated from participation in NIPAS, the participating agency will be notified and shall have an opportunity to appear before the Board of Officers. Section 10 Any participating agency may withdraw from participation in NIPAS and the Amended Mutual Aid Agree- ment and Plan by notifying the Board of Officers in writing (Termination Notice), on or before December 31 of any calendar year, whereupon the participation of the withdrawing participating agency will terminate ef- fective as of May 1 of the calendar year following the calendar year in which the Termination Notice is re- ceived by the Board of Officers. Section 11 Participating agencies that have been admitted to participate in NIPAS pursuant to Article III, Sections 1 or 2 of these bylaws and whose participation in NIPAS has not been suspended or terminated pursuant to Ar- ticle III, Sections 2, 8, 9, or 10 of these bylaws shall qualify as active NIPAS participating agencies for the purposes of these bylaws. Article IV — Board of Officers Section 1 The Board of Officers of NIPAS shall consist of the Officers of NIPAS (President, Vice -President, Secre- tary, and Treasurer, as set forth in Article V of these bylaws), the immediate past President, and six at - large members selected from active NIPAS participating agencies. All members of the Board of Officers must be the Chief Executive Officer or official designee of a participating NIPAS agency. Section 2 The Officers of NIPAS (President, Vice -President, Secretary; and Treasurer) shall be elected, appointed, or filled, whichever the case may be, and serve terms in accordance with Article V of these bylaws. Northern Illinois Police Alarm System P.O. Box 96 • Wheeling, Illinois 60090 (847) 459-8531 • nipas@,nipas.org Section 3 The immediate past President shall be the person who was succeeded by the President then holding of- fice and shall serve a two-year term or until their successors in the office of the President have duly com- pleted their term as President, provided their law enforcement agency remains an active NIPAS participat- ing agency during their term of office. In the event the participation in NIPAS of the law enforcement agency of the immediate past President is terminated or suspended, the office of the immediate past Pres- ident shall remain vacant until a new President is elected and the person who is succeeded by the new President shall fill the office of the immediate past President for a new two-year term. Section 4 The remaining members of the Board of Officers shall be appointed, by the President, at the Annual Gen- eral Meeting and shall serve a one-year term or until their successors have been duly appointed, provided their law enforcement agency remains an active NIPAS participating agency during their term of office provided. In the event the participation in NIPAS of the law enforcement agency of any at -large member of the Board of Officers is terminated or suspended, the President or Board of Officers may call a special meeting pursuant to Article XI, Section 4 of these bylaws in order to appoint a replacement to fill the re- mainder of the one-year term of the at -large member whose law enforcement agency was terminated or expelled as a participating agency in NIPAS. Section 5 The Board of Officers shall have the authority to take all appropriate actions and to perform all duties re- quired to accomplish the goals of NIPAS. Section 6 The Board of Officers shall convene at a time and place as specified by the President. The President shall preside at the meetings of the Board of Officers and conduct business for NIPAS. Minutes of these meetings shall be available to all participating agencies and the members of the Board of Officers upon request. Section 7 Six members of the Board of Officers shall constitute a quorum. Section 8 Objections to rules or actions by Board of Officers may be made by any participating agency. Such an objection made by a participating agency will be brought to a vote of all participating agencies at the next Annual General Meeting or a special meeting called pursuant to Article XI, Section 4 of these bylaws, and decided by a majority vote of the participating agencies present in accordance with Article XIII, Sections 2 and 3 of these bylaws. Section 9 The Board of Officers shall promulgate an operational plan for giving and receiving aid under the provisions of the Amended Mutual Aid Agreement and Plan. Article V — Officers of NIPAS Section 1 The Officers of NIPAS shall consist of a President, Vice -President, Secretary, and Treasurer. They shall each be the Chief Executive Officer or official designee of a participating agency that: (i) is in good stand- ing; and (i) has been an active NIPAS participating agency for the entire 12-month period immediately preceding their election. Section 2 The President and Vice -President shall be elected in accordance with Article V, Sections 8 and 9 of these bylaws or filled in accordance with Article V, Sections 5 and 6 of these bylaws and shall each hold office for a term of two years or until their successors have been duly elected, provided their law enforcement agency remains an active NIPAS participating agency during their term of office. Section 3 The Secretary and Treasurer shall be appointed by the President with the approval of the Board of Offic- ers and shall each hold office for a term of one year or until their successors have been duly appointed, provided their law enforcement agency remains an active NIPAS participating agency during their term of office. Section 4 All Officers may be reelected or appointed for additional terms of office Section 5 Vacancies in the position of President within the two year term shall be filled with the Vice -President in accordance with Article VI, Section 2 of these bylaws. Section 6 Vacancies in the position of Vice -President within the two-year term shall be appointed by the President subject to approval by the Board of Officers. Section 7 Vacancies in the positions of Secretary or Treasurer within the one-year term shall be appointed by the President subject to approval by the Board of Officers. Section 8 A Nominating Committee consisting of three current members of the Board of Officers shall be appointed by the President of the Board of Officers. It shall be the duty of the Nominating Committee to present one nominee for President and one nominee for Vice -President. The Committee will obtain the consent of the nominee to serve if elected prior to placing the name in the nomination. The current Officers shall not serve as members of the Nominating Committee members. Any active participating agency of NIPAS may make additional nominations from the floor. Section 9 Election shall occur at the Annual General Meeting. Election shall be by ballot, but if there is only one nominee for each office, election may be by voice vote. A majority shall elect on the first ballot. In the event no candidate receives a majority vote, a second ballot shall be taken between the two candidates receiving the highest number of votes. Elected officers shall be installed at the Annual General Meeting Northern Illinois Police Alarm System P.O. Box 96 • Wheeling, Illinois 60090 (847) 459-8531 • nipas@nipas.org and shall assume their duties of office at that time. Article VI — Duties of the Officers Section 1 The President shall preside at the Annual General Meeting, any special meeting called pursuant to Article XI, Section 4 of these bylaws, and all meetings of the Board of Officers. Section 2 The Vice -President shall serve as an assistant to the President and in the absence, or the inability, of the President, shall perform the duties of that office. If a vacancy occurs in the office of the President, the Vice -President will succeed in that office for the remainder of the term. Section 3 The Secretary shall keep an accurate record of the proceedings of all meetings for NIPAS. The Secre- tary shall carry on all official correspondence of NIPAS under the direction of the Board of Officers, make available to all participating agencies and the members of the Board of Officers the official minutes of all meetings upon request, and maintain charters and legal documents and all official records and correspondence. Section 4 The Treasurer shall receive all monies of NIPAS and shall be custodian of all funds; these funds to be deposited in a financial institution approved by the Board of Officers. The Treasurer shall give a full report at the Annual General Meeting. The Treasurer shall also sign checks and perform such other duties as usually pertain to the office. Article VII — Specialized Teams Section 1 The Board of Officers is authorized, from time to time as it sees fit, to establish subsidiary specialized teams within NIPAS dedicated to performing specialized law enforcement services for the sole benefit of those participating agencies who elect to participate in each specialized team and not for the benefit of all of NIPAS or all of the participating agencies. Section 2 The Board of Officers may set forth the scope of services or mission, participation criteria, rules and regu- lations, and additional fees or dues for each specialized team at its discretion. Section 3 Participating agencies may elect to participate in these specialized teams in accordance with the scope of services or mission, participation criteria, rules and regulations, and additional fees or dues for each specialized team, as set forth by the Board of Officers pursuant to Article VII, Section 2 of these bylaws. Section 4 The specialized benefits and additional mutual aid offered by each specialized team shall be available only to those participating agencies which have elected to: a) Participate in that particular specialized team; and b) Comply with the scope of services or mission, participation criteria, rules and regulations, and addition- al fees or dues for that particular specialized team, as set forth by the Board of Officers pursuant to Article VII, Section 2 of these bylaws. Section 5 The Amended Mutual Aid Agreement and Plan and these bylaws only grant a participating agency partici- pation in NIPAS as a whole and access to mutual aid from other participating agencies in the event of an emergency situation pursuant to the terms set forth in the Amended Mutual Aid Agreement and Plan, and do not grant or guarantee to a participating agency participation in a specialized team or access to the specialized benefits and additional mutual aid offered by each specialized team. Article Vill — NIPAS Staff Section 1 The Board of Officers are authorized to appoint and discharge staff to help carry out administrative duties of NIPAS. Section 2 The duties and responsibilities of appointed staff are defined in the 'Critical Incident Plans,' "Emergen- cy Services Team Standard Operating Guidelines,' and "Mobile Field Force Standard Operating Guide- lines.' Article IX — Compensation Section 1 Officers of NIPAS and members of the Board of Officers shall serve without compensation. Section 2 The Board of Officers may approve compensation, as needed, for all other professional services required by NIPAS. Article X — Disbursements All disbursement of funds must be reviewed by the NIPAS System Manager or Team Coordinator and approved by the Treasurer and reported to the Board of Officers. Disbursements must be approved in accordance with a policy established by the Board of Officers. Article XI — Meetings Section 1 General NIPAS meetings shall be held annually at such date, time and place as shall be determined by the Board of Officers (Annual General Meeting). Section 2 Board of Officers shall meet when determined by the President. Northam Illinois Police Alarm System P.O. Box 96 • Wheeling, Illinois 60090 (847) 459-8531 • nipas(onipas.org Section 3 The Board of Officers may suspend meetings if they are in conflict with other law enforcement activities. Section 4 Special meetings of the participating agencies may be called by the President or the Board of Officers if NIPAS business so dictates. Article XII — Committees The President of the Board of Officers shall create such committees as are deemed necessary to accomplish the purpose and the needs of NIPAS. Article XIII — Rules of Order Section 1 The rules contained in Roberts Rules of Order (current edition) shall govem NIPAS in all cases to which they are applicable only to the extent they are not inconsistent with these bylaws. Section 2 A majority of the participating agencies then currently active in NIPAS shall constitute a quorum for the conduct of business at the Annual General Meeting and at any special meeting called pursuant to Article XI, Section 4 of these bylaws. Section 3 If a quorum in accordance with Article XIII, Section 2 of these bylaws is present, all matters put to a vote at the Annual General Meeting or special meeting shall be decided by a majority vote of the active par- ticipating agencies present, unless otherwise stated in these bylaws. Section 4 If a quorum in accordance with Article IV, Section 7 of these bylaws is present, all matters put to a vote at a Board of Officers meeting shall be decided by a majority vote of the members of the Board of Officers unless otherwise stated in these bylaws. Article XIV — Fiscal Year The fiscal year of NIPAS shall be from May 1 to April 30. Article XV — Amendments Section 1 These bylaws may be amended at the Annual General Meeting or any special meeting of NIPAS partici- pating agencies called pursuant to Article XI, Section 4 of these bylaws, by a majority vote of those partici- pating agencies present, providing the amendment shall have been sent to all participating agencies at least fifteen days prior to the meeting. Section 2 Prior to the meeting at which the amendment is to be considered, the Board of Officers shall consider the proposed amendment and report its recommendations to all participating agencies prior to their vote on the proposed amendment. Article XVI — Property The legal and equitable title of all property shall remain with NIPAS. Article XVII — Dissolution Section 1 If at the Annual General Meeting or any special meeting called pursuant to Article XI, Section 4 of these by- laws, three -fourths of the alive participating agencies vote in favor of dissolution of NIPAS, NIPAS shall be dis- solved within sixty days of such vote. Section 2 Immediately after a vote favoring dissolution, the Board of Officers shall proceed to settle any financial obligations pending against NIPAS, to wind down any contractual obligations, and to dispose of all proper- ty held. Section 3 All funds and property remaining after all claims have been settled, shall be turned over to the Board of Officers for disposal. Section 4 The property may be offered for purchase to participating agencies via sealed bid, as determined by the Board of Officers. If the property is not purchased or bids refused, then it shall be turned over to such nonprofit, tax exempt organizations as selected by the Board of Officers. Section 5 All NIPAS funds remaining shall be distributed, by the Board of Officers, to such nonprofit, tax exempt, charitable, scientific, educational, or law enforcement organizations as selected by the Board of Officers. Article XVIII — Effective Date These bylaws shall be in full force and in effect from and after their passage and approval at the Annual General Meeting or special meeting of the Northern Illinois Police Alarm System. Northem Illinois Police Alarm System P.O. Box 96 • Wheeling, Illinois 60090 (847) 459-8531 • nipas@,nipas.org