HomeMy WebLinkAboutRes 11-19 WA Memorandum of Understanding with Foundation regarding Executive Director position WESTLAKE ACADEMY
RESOLUTION NO. 11-19
A RESOLUTION OF THE BOARD OF TRUSTEES OF WESTLAKE ACADEMY
AUTHORIZING THE PRESIDENT OF THE BOARD OF TRUSTEES TO ENTER INTO
A MEMORANDUM OF UNDERSTANDING WITH THE WESTLAKE ACADEMY
FOUNDATION TO IDENTIFY THE SUPPORT THE ACADEMY WILL PROVIDE TO
THE FOUNDATION AND THE RETURN BENEFIT TO THE ACADEMY.
WHEREAS, Westlake Academy desires to provide support to the Westlake Academy
Foundation in order to maximize the potential revenue generated by the Foundation for the
benefit of Westlake Academy; and
WHEREAS, the Board of Trustees of Westlake Academy has determined that such
support will serve an educational purpose; that sufficient controls are in place to ensure an
educational purpose is served; and there will be a return benefit to the Academy ; and
WHEREAS,the Board of Trustees finds that the passage of this Resolution is in the best
interest of Westlake Academy.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE
WESTLAKE ACADEMY, TEXAS:
SECTION 1: The above findings are hereby found to be true and correct and are
incorporated herein in its entirety.
SECTION 2: The Board of Trustees of the Westlake Academy hereby approves the
Memorandum of Understanding with the Westlake Academy Foundation attached hereto as
Exhibit "A"; and further authorizes the President of the Board of Trustees to execute this
agreement.
SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid
by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions
hereof and the Board hereby determines that it would have adopted this Resolution without the
invalid provision.
SECTION 4: That this resolution shall become effective from and after its date of
passage.
WA Resolution 11-19
Page 1 of 2
PASSED AND APPROVED BY THE BOARD OF TRUSTEES OF WESTLAKE
ACADEMY, A CHARTER.. SCHOOL OF THE STATE OF TEXAS, ON THE 15t" DAY
OF AUGUST 2011.
Laura Wheat, President
ATTEST:
Kell Edwa s, Board Secretary Thomas E. Brym , S perintendent
APPROVED AS TO FORM:
CYCkAkQ J S /�>�
L Sta*Lowry or Janet S. Bubert
School Attorney
WA Resolution 11-19
Page 2 of 2
EXHIBIT A
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding is entered into by and between the Town of Westlake
("Town"), as the charter holder of Westlake Academy ("Academy"), the Westlake Academy
Board of Trustees ("Academy Board") and the Board of Directors ("Foundation Board") of the
Westlake Academy Foundation (the "Foundation"), desiring to memorialize the nature of the
relationship between these entities, ratify and approve past activities and mutually acknowledge,
for the future,the respective obligations and rights of the parties.
A. Public Purposes: The Town and the Academy Board have identified the following
educational public purposes for the Academy's support of the Foundation:
1. Because of the uncertainty and restrictions inherent in the Texas public charter
school finance system, the Academy must seek alternative sources of revenue in
order to continue and/or enhance its quality education programs.
2. Maximization of alternative revenue sources requires strong community support.
3. Strong community support to assist the Academy in maximizing alternative
revenue sources requires reciprocal commitment and support from the Academy.
4. The Academy has realized gains from its investment in the Academy Education
Foundation through the provision of facilities and personnel support.
5. The Foundation has provided grants to the Academy for capital improvements,
professional development, and support for general operating expenses.
6. Continuation of the momentum achieved in maximizing alternative revenue
sources through the Foundation requires a continual commitment from the
Academy.
7. Community involvement in raising money for educational programs achieves a
concurrent psychological and philosophical investment in the Academy.
8. The community's legitimate expectation is that the Academy supports the
Foundation through the Foundation's limited use of facilities, equipment and
personnel.
9. The community realizes a convenience in having the Academy allow use of its
facilities by the Foundation.
10. Solicitations of revenue by Foundation directors and personnel relieves the fund-
raising burden of the Town as the charter holder responsible for operations of the
Academy and allows the Academy's Superintendent, administrators, teachers and
staff to increase focus on the Academy's educational mission.
WAResolutim 11-19
11. All net revenues from fiend-raising activities will be used to further the
Foundation's mission of providing financial support for the Academy.
12. In compliance with legal authority which requires sufficient controls are in place
to ensure that the use of the Academy's resources serve a proper educational
purpose, it is necessary for the Academy to have oversight over any individual
who represents the Academy or the Foundation in seeking additional revenue
sources.
B. Commitment: The Academy Board agrees to provide the following to the Foundation,
provided that the public purposes continue to be met and the controls identified herein
continue to be implemented, and subject to the Academy Board's continuing right to
refuse to appropriate the necessary funds in any budget year. All Academy support shall
be within the sole discretion of the Academy's Board, and such support shall be
monitored by the Academy Board and recorded in the Academy accounting records as
donations to the Foundation.
1. The salary and benefits for the employees of the Academy that perform services
for the Foundation, subject to the Foundation's commitment to donate annually to
the Academy an amount equal to the value of the salary and benefits..
2. Office space facilities and utilities for the employees of the Academy serving the
Foundation.
3. All or a portion of the equipment used by the employees of the Academy serving
the Foundation.
4. Employees of the Academy who are serving the Foundation shall not be entitled
to receive supplemental compensation directly from the Foundation. Nothing in
this provision shall prohibit the Foundation from making a grant at the request of
the Academy for professional development, recruitment, or retention of
employees who are serving the Foundation. In addition, nothing in this provision
shall prohibit the Foundation and the Academy from entering into cost sharing
agreements regarding shared Employees that will jointly serve the Academy and
the Foundation.
5. The Academy agrees to employ a Director of Development and assign this
position the responsibilities associated with schools tours, pursuit of grants, and
community development.
C. Responsibilities of Foundation:
1. The Foundation is an instrumentality of the Town with all the authority granted to
a non-profit corporation organized in Texas and for the purpose of providing
financial support to the Academy.
2. The Foundation agrees that, during the term of this Memorandum of
Understanding, the Foundation will use its best efforts to solicit, collect, invest
WA Resolution 11-19
and administer fiends for the benefit of the Academy. In compliance with legal
authority which requires that the Academy show a return benefit to the Academy
for the use of any public resources that create a private benefit, the Foundation
agrees that, in each of the Foundation's fiscal years, the Foundation shall
contribute more to the Academy than the value of the Academy's contribution to
the Foundation or Academy funding may, in the Board's discretion, either cease
or be decreased for the corning fiscal year. For purposes of this Agreement,
amounts contributed to the Academy in any fiscal year shall not include monies
donated as a result of school tours, grant requests, or general community
development work unrelated to the Foundation's fund-raising events and
campaigns.
3. The Foundation agrees that it will require any person working on its behalf to
follow all policies and procedures of the Academy when representing the
Academy or the Foundation in any capacity.
4. The Foundation agrees that it will continue to recognize the Academy as the sole
beneficiary of its solicitation programs.
5. The Foundation shall establish the responsibilities of the Executive Director of the
Foundation for overseeing the affairs of the Foundation, supporting the
Foundation's volunteer Board, and administering the events and campaigns of the
Foundation.
b. The Academy and Foundation hereby agree to share the costs associated with the
Director of Development for the Academy and the Executive Director of the
Foundation equally during the term of this Memorandum of Understanding.
D. Controls: The Academy Board and the Foundation Board agree on the following
controls, to ensure that a proper public educational purpose is served by this arrangement:
1. All Academy personnel serving the Foundation shall be at-will employees of the
Academy, under the direct supervision of the Superintendent or his/her designee.
The Superintendent or his/her designee shall consult with the Foundation Board
President or his/her designee to develop a mutually-agreed-upon job description
for Academy personnel providing services for the Foundation. Additionally, the
Superintendent or his/her designee shall consult with the Foundation Board
President or his/her designee regarding the selection and performance evaluation
of any Academy personnel providing services to the Foundation, including setting
of yearly performance goals for these personnel.
2. The Foundation shall abide by all policies and procedures of the Academy related
to facility and equipment use, personnel, public information, and all other
applicable policies.
3. The Foundation shall annually provide a cost-benefit evaluation to the Academy
regarding the Academy's investment in the Foundation and the Foundation's use
WA Resolution 11-19
of this investment for educational or public purposes. This evaluation shall be
presented annually to the Academy Board at a public Board meeting.
4. In compliance with legal authority which requires that the Academy show a return
benefit to the Academy for the use of any public resources that create a private
benefit, the Academy shall determine each year, at the time of development of the
Academy's budget, whether adequate consideration has been received from the
Foundation in the previous fiscal year and will likely be received in the following
fiscal year, to assist the Board in determining funding for the coming fiscal year.
5. The Foundation agrees and understands that any Academy employee serving the
Foundation may, outside of the employee's work with the Foundation, and solely
as an employee of the Academy, research, seek, develop, write and submit grants
for educational programs to further the Academy's educational mission.
6. The Foundation understands that, as a result of the Academy's investment in the
Foundation, the documents of the Foundation are subject to the Texas Public
Information Act, absent any specific exemption, and the Foundation agrees to
abide by the Texas Public Information Act.
This Memorandum of Understanding shall become effective on the last date signed by an
authorized representative of either party and shall continue in effect for a period of 1 year.
AGREED TO this ttjth day of NAp�u_c�-1- , 20 I 1 .
WESTLAKE ACADEMY WESTLAKE ACADEMY
BOARD OF TRUSTEES FOUNDATION
///,"Z� 4�11
President P e en
ATTEST: ATTEST:
Secretary Secretary
TOWN OF WESTLAKE
Mayor
370002.3
(rev. 08-15-11)
WA Resolution 11-14