RESOLUTIONNO.2020-08-10-1  A RESOLUTION AUTHORIZING AND APPROVING EXECUTION OF INTERGOVERNMENTAL CONTRACT WITH THE CITY OF CAMILLA AND MITCHELL COUNTY; ESTABLISHING THE CAMILLAMITCHELL COUNTY LAND BANK; REPEALING ALL RESOLUTIONS IN CONFLICT HEREWITH; AND FOR OTHER  PURPOSES.  WHEREAS, it is in the best interest of the citizens of the City of Camilla that the attached Intergovernmental Contract ("Contract") with Mitchell County be approved and  properly executed;  NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Camilla, Section 1. That certain Contract is hereby approved, and the Mayor, or in her absence, the City Manager is authorized to sign and the City Clerk may affix the City seal. Section 2. A copy of the Contract is attached hereto and specifically incorporated Section 3. All resolutions or parts ofresolutions, in conflict herewith are repealed.  Georgia and it is hereby resolved by authority oft the same;  herein by reference as fully asi ifs set forth verbatim.  SO RESOLVED this Io"'a day of AWGWST  2020.  CITY OF CAMILLA  OF. CA, a SEAL SEORGIA  By:   Kelvin M. Owens, Mayor  Attest: Gop-D Cheryl Ford, Cletk    NTERGOVERAMENTAL CONTRACT BETWEEN MITCHELL COUNTY AND THECITY OF CAMILLA CREATING THE CAMILLAMITCHELL COUNTY: LAND BANK  A Georgia public body corporate and politic  PREAMBLE  This intergovernmental contract is made and entered into this  day of  2020  ("Contract") under Article 9 Section 3 ofthe Georgia Constitution, and sections 36-34-2(5)and 48-4-100 through 48-4-112 oft the Official Code of Georgia Annotated, between Mitchell County and the City of Camilla (hereinafter the "Parties") for the purpose of establishing and creating the Camilla/Mitchell County Land Bank, a separate legal entity and public body corporate to  administer and implement the purposes and objectives oft this Contract.  RECITALS  WHEREAS, in enacting Section 48-4-100 et seq. ofthe Official Code of Georgia Annotated (hereinafter the "Land Bank. Act"). The Georgia General Assembly found that there exists in the State of Georgia a continuing need to strengthen and revitalize the economy of the State of Georgia and local units of government in this state and that it is in the best interests of the State ofGeorgia and local units of government in this State to assembly or dispose of public property, including dilapidated, abandoned and tax delinquent property, in a coordinated manner to foster the development of that property and to promote economic growth in the State of Georgia; WHEREAS, the Land Bank Act permits any county or counties and at least one city located in each participating county to enter into an intergovernmental contract establishing al land bank, the purpose of which would be to acquire tax delinquent and other properties in order to foster the public purpose of returning property which is nonrevenue generating and nontax producing to an effective utilization status in order to provide housing, newi industry and jobs for the WHEREAS, the Parties herein agree that the establishment of a land bank would be beneficial to WHEREAS, the authority for the Parties to enter into this Contract is Article IX, Section III, Paragraph I of the Constitution oft the State of Georgia, which authorizes intergovernmental contracts for up to fifty (50) years for the provision of services or uses ofproperty not otherwise  citizens oft the State of Georgia;  the citizens and governments of and located within Mitchell County;  prohibited by law, and the provisions oft the Land Bank Act; and    WHEREAS, the Parties want to create the Camilla/Mitchell County Land Bank as aj publicbody corporate and politic within the State of Georgia to exercise the powers, duties, functions, and  responsibilities of a land bank under the Land Bank Act. Accordingly, the Parties agree to the following:  ARTICLEI DEFINITIONS  As used in this Contract the following terms shall have the meanings provided in this Article. Section 1.01. "Board of Directors" or "Board" means the Board ofI Directors oft the Land Bank. Section 1.02. "Contract" means this intergovernmental contract between the Parties. Section 1.03. "Effective Date" means the date upon which all oft the following are satisfied: (a) the Contract is approved by resolution oft the Governing Authority ofMitchell (b) the Contract is approved by resolution oft the Governing Authority oft the City of  County; and Camilla; and  Section 1.04. "Fiscal Year" means the fiscal year of the Land Bank, which shall begin on Section 1.05. "Land Bank Act" means Section 48-4-100 et seq. oft the Official Code of Georgia Annotated asi it exists on the Effective Date, and as it may be hereafter amended or replaced, Section 1.06. "Land Bank" means the public body corporate and politic established pursuant to and in accordance with the provisions oft this Contract and known as the: Camilla/Mitchell Section 1.07. "Party" or "Parties" means eitherindividually or collectively, as applicable, Mitchell County or City of Camilla as each is a signatory to this Contract, and any other city, county or consolidated government that becomes a Party to this Contract after the Effective Date. Section 1.08. "Person" means an individual, authority, Limited Liability Company, partnership, firm, corporation, organization, association,, joint venture, trust, governmental entity or other Section 1.09. "Quorum" means a simple majority oft the Board members then in office.  January 1st ofe each year and end on the following December 31st.  subject to the provisions of Section 10.11 oft this Contract.  County Land Bank.  legal entity.    Section 1.10. "Real Property" means all lands and the buildings thereon, all things permanently attached to land or to the buildings thereon, and any interest existing in, issuing out of, or Section 1.11. "School District Advisor" means any non-voting representative to the Board appointed by the Board of Education of a school district for purposes of deliberation and providing or declining the required school district consent for the extinguishment ofs school district taxes on Real Property of the Land Bank in accordance with Section 6.02 oft this Contract  dependent upon land or the buildings thereon.  and the Land Bank Act.  Section 1.12. "State" means the State of Georgia.  ARTICLE II PURPOSE  Section 2.01. Purpose. The purpose of this contract ist to create and empower the Land Bank to exercise the powers, duties, functions and responsibilities ofal land bank under the Land Bank Section 2.02. Programs and Functions. The Land Bank shall endeavor to carry out the powers, duties, functions and responsibilities ofal land bank under the Land Bank Act consistent with this Contact, including, but not limited to, the power, privilege and authority to acquire, manage and dispose ofinterests in Real Property, and to do all other things necessary or convenient to implement the purposes, objectives and provisions of the Land Bank Act and the purposes, objectives and powers delegated to a land bank under other laws or executive orders.  Act.  ARTICLE. III CREATION OF LAND BANK  Section 3.01. Creation and Legal Status ofLand Bank. The Land Bank is established as a separate legal entity and public body corporate, to be known as the Camilla/Mitchell County Land Bank", for the purposes of acting as a land bank under the Land Bank Act and  implementing and administering this Contract.  Section 3.02. By-Laws, and Policies and Procedures. The Board shall adopt by-laws consistent with the provision of this Contract and the Land Bank Act within thirty (30) days after thel Board is appointed. The Board shall adopt policies and procedures consistent with the provisionsof this Contract and the Land Bank Act within ninety (90) days after the Board is appointed. Section 3.03. Principal Office. The principal office oft the Land Bank shall be at a location within the geographical boundaries ofMitchell County, as determined by the Board.    Section 3.04. Title to Land Bank Assets. Except as otherwise provided in this Contract, the Land Bank shall have title to all ofits Real Property and no Party shall have an ownership Section 3.05. Tax-Exempt Status. The Parties intend the activities ofLand Bank to be governmental functions carried out by ani instrumentality or political subdivision of the State as described in Section 115 ofTitle 26 oft the United States Internal Revenue Code, or any corresponding provisions of any future tax code. The Parties also intend the activities oft the Land Bank to be governmental functions carried out by a political subdivision of this State, exempt to the extent provided under Georgia law from taxation by this State, including, but not limited to, ad valorem property tax exemption pursuant to Section 48-5-41 oft the Official Code Section 3.06. Waiver of Special Assessments. Upon the request oft the Land Bank and for the purposes of fostering the goals and objectives of the Land Bank, any Party, ati its option andi in tis discretion, may extinguish special assessments levied by the Party prior to the date of acquisition by the Land Bank against Real Property owned by the Land Bank, or may exempt Real Property Section 3.07. Compliance with Law. The Land Bank shall comply with all federal and state Section 3.08. Relationship of Parties. The Parties agree that no Party shall be responsible, in whole or in part, for the acts oft the employees, agents, and servants of any other Party, whether acting separately or in conjunction with the implementation of this Contract. The Parties shall only be bound and obligated under this Contract as expressly agreed to by each Party. TheLand Bank shall not obligate any Party nor shall any obligation of the Land Bank constitute an Section 3.09 No Third-Party Beneficiaries. Except as otherwise specifically provided, this Contract does not create in any Person, other than a Party, and is not intended to create by implication or otherwise, any direct ori indirect benefit, obligation, duty, promise, right to be indemnified (such as contractually, legally, equitably or by implication), right to be subrogated to Section 3.10. Additional Parties to Contract. At any time subsequent to the Effective Date, in accordance with the Land Bank Act, an additional city located in whole or in part within Mitchell County, or a consolidated government, or an additional county and at least one city located ini that additional county may become a Party to this Contract by completing the  interest in Real Property owned by the Land Bank.  of Georgia Annotated or corresponding provision of future State tax laws.  owned by the Land Bank from the imposition of special assessments. laws, rules, regulations and orders applicable to this Contract.  obligation of any Party.  any Party's rights under this Contract, or any other right or benefit.  following requirements:    (a) unanimous approval oft the Board asi it exists before the addition of the applicable city, county or consolidated government, and execution by the Board chairperson oft the  signature page attached hereto as Appendix I; city, county or consolidated government; and  (b) adoption ofa local law, ordinance or resolution as appropriated to the applicable (c) execution by an authorized representative oft the applicable city, county or  consolidated government of the signature page attached hereto as Appendix I.  ARTICLEIV  BOARD, EXECUTIVE DIRECTOR AND STAFF  Section 4.01. Board Composition. The Land Bank shall be governed by a Board ofDirectors that shall be appointed within ninety (90) calendar days oft the Effective Date. Each member shall serve at the pleasure of the appointing Party and shall serve without compensation. The members shall be residents of their respective appointing Parties and may be employees ofthe Parties. Board members shall have significant documented experience in subject matter relating to the operation ofa Land Bank including, but not limited to: real estate, banking, property  development, finance and accounting. The Board shall consist oft the following members:  (a) One (1) member appointed by the Mitchell County Commission. for an initial term (b) One (1) member appointed by the Mitchell County Commission for an initial term (c) One (1) member appointed by the Camilla City Council for an initial term oftwo (d) Two (2) members appointed by the Camilla City Council for an initial term ofo one  oftwo (2) years; of one (I): year; (2); years; (1)year; and  Section 4.02. Terms ofOffice. Except as otherwise provided in this section, the members of the Board appointed under Section 4.01 shall be appointed for staggered terms. All subsequent board appointments and re-appointments shall be for terms oft two (2): years. The first term of the initial Board members shall commence on the date of the first Board meeting. Each Board member at the election ofl his or her appointing Party may serve an unlimited number ofterms. In the event State law is amended to provide for different terms or composition oft the Board,    then the Board asi it exists at the time ofsuch amendment shall be authorized to take any action Section 4.03. Removal. Board members serve at the pleasure oft their appointing Party and may be removed by the appointing Party at any time with or without cause, or may be removed Section 4.04. Vacancies. A vacancy among the members of the Board appointed under Section 4.01, whether caused by the death, resignation, or removal ofa Board member, shall be filledi in the same manner as the original appointment for the balance oft the unexpired term. Such Section 4.05. Participation by School Districts. Each school district containing within its geographical boundaries Real Property owned by the Land Bank shall be given advance notice of each Board meeting and may designate a School District Advisor to the Board. Section 4.06. Meetings. The Board shall conduct its first meeting no later than thirty (30) calendar days after the Board is appointed. The Board shall meet at least annually and hold such other meetings at the place, date and time as the Board shall determine. All meetings of the Board shall comply with the provision of Sections 50-14-1 et seq. of the Official Code of Georgia Annotated, including, but not limited to, the provisions requiring public notice oft the Section 4.07. Records ofl Meetings. The Board shall maintain a written record of each meeting. Meeting summaries and minutes shall be kept in accordance with Sections 50-14-1 et seq. and Section 4.08. Quorum and Voting. Presence for both quorum and voting at a Board meeting may include teleconfèrence pursuant to Section 50-14-1(g) oft the Official Code of Georgia Annotated as it exists on the Effective Date and as it may be hereafter amended or replaced. All actions of the Board shall be approved by the affirmative vote ofai majority oft the members of the Board present and voting; provided, however, that no action of the Board shall be authorized on the following matters unless approved by a majority of the entire Board membership:  required such that the Board complies with any requirements of State law.  pursuant to any other provision of Georgia law.  vacancy shall be filled as soon as practicable.  time, place and date oft the meetings.  50-18-70 et seq. oft the Official Code of Georgia Annotated.  (a) Adoption oft by-laws and other rules and regulations for conduct of the Land (b) Hiring or firing of any employee or contractor oft the Land Bank. This function may, by a majority vote of the total Board membership, be delegated to a specific officer or committee of the Land Bank, under such terms and conditions and to the extent that the Board  Bank's business;  may specify;    (c) The incurring of debt;  (d) Adoption or amendment of the annual budget;  (e) Sale, lease, encumbrance, or alienation ofr real property, improvements or personal (f) Discharge and extinguishment of liens or claims for real property taxes owed to  property with a value ofmore than $50,000; and  one or more oft the Parties on. Real Property acquired by the Land Bank.  Section 4.09. Board Responsibilities. The Board shall have all powers necessary to carry out and effectuate the purposes and provisions ofthis Contract and the Land Bank Act, including, but not limited to, the powers set forth in Sections 48-4-106 and 48-4-112 ofthe Land Bank. Act. Section 4.10. Fiduciary Duty. The members oft the Board are under a fiduciary duty to conduct the activities and affairs oft the Land Bank in the best interests of the Land Bank, including the safekeeping and use ofa all Land Bank monies and assets. The members oft the Board shall discharge their duties in good faith, with the care an ordinarily prudent person in a like position Section 4.11. Compensation. The members of the Board shall receive no compensation for the performance of their duties. A Board member may engage in private or public employment, or inap profession or business, except to the extent prohibited by Georgia law. The Land Bank may reimburse members of the Board for actual and necessary expenses incurred in the discharge of Section 4.12. Executive Director. The Board may select and retain an executive director. An executive director selected and retained by the Board shall administer the Land Bank in accordance with the operating budget adopted by the Board, general policy guidelines established by the Board, other applicable governmental procedures and policies and this Contract. The executive director shall be responsible for the day to day operations oft the Land Bank, the control management, and oversight of the Land Bank's functions, and supervision of all Land Bank employees, all terms and conditions of the executive director's length of service shall be specified in a written contract between the executive director and the Board, provided that the executive director shall serve at the pleasure oft the Board. The Board may delegate to the executive director any powers or duties it considers proper, under such terms, conditions and Section 4.13. Employees. The Land Bank may employ or otherwise contract for the services of any staff deemed necessary to carry out the duties and responsibilities oft the Land Bank. Such staff may be employed as employees oft the Land Bank, or the services of such staff may be retained pursuant to contracts with any Party or other public or private entities.  would exercise under similar circumstances.  their official duties on behalf of the Land Bank.  to the extent that the Board may specify.    Section 4.14. Expertise ofLand Bank Staff. The staff oft the Land Bank shall be persons who have demonstrated special interest, experience or education in urban planning, community Section 4.15. Ethics. The Board shall adopt ethics policies governing the conduct of Board members, officers, appointees, employees and independent contractors. The policies shall be no less stringent than those provided for public officers and employees under Section 45-10-let seq. oft the Official Code of Georgia Annotated, or corresponding provisions oft future State code Section 4.16. Conflict of Interest. Members of the Board and officers, appointees, employees and independent contractors of the Land Bank shall be deemed to be public officials for the purposes of Section 45-10-20 et seq. oft the Official Code of Georgia Annotated, or corresponding provisions of future State conflicts ofinterest law, and are subject to any other applicable law with respect to conflicts ofinterest. The Land Bank shall establish policies and procedures requiring the disclosure ofrelationships what may give rise to a conflict ofi interest. The Board shall require that any member oft the Board with a direct ori indirect interest in any matter before the Board disclose the member's interest to the Board before the Board takesany  development, real estate, law, finance or related areas.  ofethics.  action on the matter.  ARTICLEV  GENERAL POWERS OF LAND BANK  Section 5.01. General Powers Under Land Bank Act. The Land Bank may exercise all ofthe powers, duties, functions and responsibilities ofa land bank under the Land Bank Act to the Section 5.02. Tax Limitation. The Land Bank shall not levy any type of tax or special Section 5.03 Eminent Domain Prohibited. The Land Bank shall neither possess nor exercise Section 5.04. Limitation on Political Activities. The Land Bank shall not spend any public fund on political activities. Subject to the foregoing, this section in not intended to prohibit the Land Section 5.05. No Waiver of Governmental Immunity. The Parties agree that no provision oft the Contract is intended, nor shall it be construed, as a waiver by any Party of any governmental  extent authorized by the Land Bank Act and any other Georgia law.  assessment.  the power of eminent domain.  Bank from engaging in activities authorized' by applicable law.  immunity provided under applicable law.    Section 5.06. Non-Discrimination. The Land Bank shall comply with all applicable law  prohibiting discrimination.  (a) The Land Bank shall not provide services in ai manner that discriminates against an individual because of religion, race, color, national origin, age, sex, sexual orientation, height, weight, marital status, partisan consideration, disability or genetic information.  (b) The Land bank shall not fail or refuse to hire, recruit, promote, demote, discharge or otherwise discriminate against an individual with respect to employment, compensation, ora a term, condition or privilege of employment because of religion, race, color, national origin, age, sex, sexual orientation, height, weight, marital status, partisan consideration, disability or genetic  information.  ARTICLE VI  SPECIFIC POWERS OF THE LAND BANK  Section 6.01. Acquisition of Real Property. Except as otherwise provided in this Contracto or under this Land Bank Act, the Land Bank may acquire, by gift, devise, transfer, exchange, foreclosure, purchase or otherwise, Real Property or personal property, or rights or interest in Real Property or personal property, on terms and conditions and in a manner the Board considers isi in the best interest of the Land Bank. The Land Bank may purchase Real Property by purchase contract, lease purchase contract or otherwise. The Land bank may acquire Real Property or rights ori interests in Real Property for any purpose the Land Bank considers Section 6.02. Tax Delinquent Real Property. Subject to the notice provided to school districts pursuant to Section 48-4-112(a) of the Land Bank Act, and by resolution of the Board subject to the requirements of Section 4.08 ofthis Contract, the Land Bank may discharge and extinguish Real Property tax liens and claims owed to one or more oft the Parties that encumber Real Property owned by the Land Bank. The Land Bank may bid on and acquire title to Real Property in judicial and non-judicial tax enforcement proceedings in accordance with Section 48-4-112of the Land Bank Act or such other general, special or local laws as may be applicable to the property tax enforcement procedures oft the Parties. The Land Bank may negotiate the acquisition of tax executions in accordance with Section 48-4-112 of the Land Bank Act or such other general, special or local laws as may be applicable to the property tax enforcement Section 6.03. Quiet Title Actions. The Land Bank may initiate a quiet title action to quiet title  necessary to carry out the purposes oft the Land Bank Act.  procedures of the Parties.  to interests in Land bank real Property.    Section 6.04. Execution of] Legal Documents Relating tol Real Property. All deeds, mortgages, contracts, leases, purchases or other contracts regarding Real Property oft the Land Bank, including contracts to acquire or dispose of Real Property, shall be approved by the Board or by aLand Bank staff member designated by the Board, and executed in the name oft the Land Bank. Section 6.05. Holding and Managing Real Property. The Land Bank may hold and ownedi ini its name any Real Property acquired by the Land Bank or conveyed to the Land Bank by the State,a Party to this Contract, a local unit of government, an intergovernmental entity created under the laws oft the State, or any other public or private Person, including, but not limited to, Real Property with or without clear title. The Land Bank may, without the approval of a local unit of government in which Real Property held by the Land Bank is located, control, hold, manage, maintain, operate, repair, lease as lessor, secure, prevent the waste or deterioration of, demolish, and take all other actions necessary to preserve the value of the Real Property it holds or owns. The Land Bank shall maintain all real Property held by the Land Bank in accordance with applicable laws and codes. Real Property held by the Land Bank shall be inventoried and appraised and classified by the Land Bank according to the title status of the Real Property and suitability for use. The inventory shall be maintained as a public record and shall be filed in the principal office oft the Land Bank. The Land Bank may take or perform actions with respect to Real Property held or owned by the Land Bank, including, but not limited to, the following: (a) grant or acquire al license, easement, or option with respect to Real Property as the Land Bank determines is reasonably necessary to achieve the purposes ofthis Contract and the  Land bank Act;  (b) fix, charge, and collect rents, fees, and charges for use ofLand Bank Real (c) pay any tax or special assessment due on Real Property acquired or owned by the (d) take any action, provide any notice or institute any proceeding required to clear or quiet title tol Real Property held by the Land Bank in order to establish ownership by and vest  Property or for services provided by the Land Bank;  Land Bank;  title to Real Property in the Land Bank; and  (e) remediate environmental contamination on any real Property held by the Land  Bank.  Section 6.06. Civil Action to Protect Land Bank Real Property. The Land Bank may institute a civil action to prevent, restrain or enjoin the waste of or unlawful removal ofany Real Property  held by the Land Bank.    Section 6.07. Environmental Contamination. Ifthe Land Bank has reason to believe that Real Property held by the Land Bank may be the site ofenvironmental contamination, the Land Bank shall provide the environmental Protection Division oft the Georgia. Department ofNatural Resources with any information in the possession oft the Land Bank that suggests that the Real Property may be the site ofenvironmental contamination. The Land Bank shall cooperate with the Georgia Department ofNatural Resources with regard to any request made or action taken by Section 6.08. Transfer ofInterests in Real Property by Land Bank. On terms and conditions, in amanner, and for an amount of consideration the Land Bank considers proper, fair and reasonable, including for no monetary consideration, the Land Bank may convey, sell, transfer, exchange, lease as lessor, mortgage as mortgagor or otherwise dispose of Real Property or rights ori interests in Real Property in which the Land Bank holds al legal interest to any public or Section 6.09. Criteria for Conveyance. Land Bank Real Property shall be conveyed in accordance with the Land Bank Act and according to criteria determined in the discretion oft the Board and contained in the policies and procedures adopted by the Board. The Board may adopt policies and procedures that set forth priorities for a transferee's use ofl Real Property conveyed Section 6.10. Structure of Conveyances. Transactions shall be structured in a manner that permits the Land Bank to enforce contractual agreements, real covenants and the provisions of any subordinate financing held by the Land Bank pertaining to development and use of thel Real Section 6.11. Disposition of Proceeds. Any proceeds from the sale or transfer of] Real Property by the Land Bank shall be retained, expended, or transferred by the Land bank as determined by the Board in the best interests ofthe Land Bank and in accordance with the Land Bank Act.  the Department ofNatural Resources.  private Person.  by the Land Bank, including, but not limited to, affordable housing.  Property.  ARTICLE VII  BOOKS,RECORDS, AND: FINANCES  Section 7.01. Land Bank Records. The Land Bank shall keep and maintain at the principal office oft the Land Bank all documents and records of the Land Bank. The records oft the Land bank, which shall be available to the Parties, shall include, but not be limited to, a copy ofthis Contract along with any amendments to the Contract. The records and documents shall be maintained until the termination of this Contract and shall be delivered to any successor entity. Section 7.02. Financial Statements and Reports. The Land Bank shall cause to be prepared, at the Land Bank's expends, audited financial statements (balance sheet, statement ofrevenue: and    expense, statement of cash flows and changes in fund balance) on an annual basis. Such financial statements shall be prepared in accordance with generally accepted accounting principles and accompanied by a written opinion of an independent certified public accounting Section 7.03. Annual Budget. The executive director, or other individual designated by the Board, shall prepare annually al budget for the Land Bank. The Board shall review and approvea Section 7.04. Deposits and Investments. The Land Bank shall deposit and invest funds ofthe Land Bank, not otherwise employed in carrying out the purposes oft the Land bank, in accordance with an investment policy established by the Board consistent with laws and Section 7.05. Disbursements. Disbursements of funds shall be in accordance with guidelines Section 7.06. Performance Objectives. Each Fiscal Year, the executive director, or other individual designated by the Board, shall prepare, for review and approval by the Board,  firm.  budget for the Land Bank immediately preceding each Fiscal Year.  regulations regarding investment of public funds.  established by the Board.  objectives for the Land Bank'sp performance.  ARTICLE VIII  FUNDING AND. EXPENDITURES  Section 8.01. Budget Contributions. While under no obligation, the Parties may contribute to the annual Land Bank budget in such manner as approved by the Party or Parties. Section 8.02. Tax Allocation. The Parties agree that in accordance with Section 48-4-110(c) of the Land Bank Act, 75% [Allocation up to 75% permitted] of the Real Property taxes collected on Real Property, exclusive of any state or school district ad valorem tax, conveyed by the Land Bank after the Effective Date shall be remitted to the Land Bank commencing with the first taxable year following the date of conveyance and shall continue for a period of five years. Section 8.03. Management of Funds. The Land Bank executive director, or other individual designated by the Board, shall be designated the fiscal agent ofthe Land Bank's account established for the management of sales proceeds, monetary contributions made by the Parties, and other Land Bank funds. Standard accounting procedures shall be used in the management of Section 8.04. Authorized Expenditures. The Land Bank shall in its sole discretion and within its budget expend such funds as necessary to carry out the powers, duties, functions and responsibilities ofa a land bank under the Land Bank Act consistent with this Contract.  the accounts.    ARTICLE! IX DURATION OF CONTRACT  Section 9.01. Duration. This Contract shall commence on the Effective Date and shall remain in full force and effect until such time as it has been terminated by the Parties. Section 9.02. Withdrawal by Party. Any Party may withdraw from this Contract upon six(6) months prior notice in writing to the Land Bank and all Parties as provided under Section 10.01. Upon the effective withdrawal of any party to this Contract, the Party SO withdrawing will no longer have any rights to funds or other assets oft the Land Bank. The Land Bank shall not automatically dissolve upon the withdrawal or one or more Parties except that no City may maintain the existence ofal land bank if the County in which the City is located withdraws from the Land Bank, and no County may maintain the existence ofal Land Bank ift the single City that is both located within that county and a Party withdraws from the Land Bank. Section 9.03. Termination. The Land Bank shall be terminated by (i) agreement by all Parties to this Contract, (ii) by affirmative resolution approved by two-thirds of the membership ofthe Board and in accordance with Section 48-4-111 oft the Land Bank Act, or (iii) by withdrawal of one or more Parties such that only one. Party to this Contract remains and such remaining Party is Section 9.04. Disposition upon Termination. As soon as possible after termination, the Land  not a consolidated government. Bank shall finish its affairs as follows:  (a) all of the Land Bank's debts, liabilities, and obligations toi its creditors and all expenses incurred in connection with the termination oft the Land Bank and distribution ofits  assets shall be paid first;  (b) the remaining Real Property and personal property owned by the Land Bank, if any, shall be distributed to any successor entity, subject to approval by the Parties. In the event that no successor entity exists, the remaining Real Property and personal property, and other assets of the Land Bank, shall become assets of the city, county or consolidated government: in which the Real Property is located, unless provided otherwise in any applicable  intergovernmental contracts; and  (c) liability shall be absorbed upon termination as agreed upon by the Board oft the Land Bank. In the absence of agreement by the Board, liability associated with each property  shall be with the Party in which the property is located.  ARTICLEX MISCELLANEOUS    Section 10.01. .Notices. Any and all correspondence or notices required, permitted or provided for under this Contract to be delivered to any Party shall be sent to that Party by first-class mail. All such written notices, including any notice of withdrawal under Article IX, shall be sentt to each other Party's signatory to this Contract, or that signatory's: successor. All correspondence shall be considered delivered to a Party as oft the date that such notice is deposited with sufficient postage with the United States Postal service. Any notice of withdrawal shall be sent via  certified mail, return receipt requested. Notices to Mitchell County shall be sent to  Notices to the City of Camilla shall be sent to: P.O. Box 328, Camilla, Georgia 31730. Notices to the Land Bank shall be sent to the Land Bank Principal Office. All notices sent to the address listed above shall be binding unless said address is changed in writing. Section 10.02. Entire Agreement. This Contract sets forth the entire agreement between the Parties and supersedes any and all prior contracts or understandings between them in any way related to the subject matter oft this Contract. Itis further understood and agreed that the terms and conditions oft this Contract are not a mere: recital and that there are no other contracts, understandings or representations between the Parties in any way related to the subject matter of Section 10.03. Interpretation of Contract. The Parties intend that this Contract shall be construed liberally to effectuate the intent and purposes oft this Contract and the legislative intent and purposes oft the Land Bank Act as complete and independent authorization for the performance ofeach and every act and thing authorized by this Contract and the Land bank Act. All powers granted to the Land Bank under this Contract and the Land Bank Act shall be broadly interpreted Section 10.04. Severability of Provisions. Ifany provision ofthis Contract, or its application to any Person, Party or circumstance, is invalid or unenforceable, the remainder oft this Contract and the application of that provision to other Person, Parties or circumstances is not affected but Section 10.05. Governing Law. This Contract is made and entered into in the State of Georgia and shall in all: respects be interpreted, enforced and governed under the laws of the State of Georgia without regard to the doctrines of conflict ofl laws. The language of all parts of this Contract shall in all cases be construed as a whole according toi its plain and fair meaning, and  this Contract, except as expressly stated in this Contract.  toe effectuate the intent and purpose and not as a limitation of powers.  will be enforced to the extent permitted by law.  not construed strictly for or against any Party.    Section 10.06. Captions and Headings. The captions, headings, and titles in this Contract are intended for the convenience of the reader and are not intended to have any substantive meaning Section 10.07. Terminology. All terms and words used in this Contract, regardless ofthe number or gender in which they are used, are deemed to include any other number and any other Section 10.08. Cross-References. References in this Contract to any article include all sections, subsections, and paragraphs in the article unless specifically noted otherwise. References in this Section 10.09.. Jurisdiction and Venue. In the event ofa any disputes between the Parties over the meaning, interpretation or implementation of the terms, covenants or conditions of this Contract, the matter under dispute, unless resolved between the Parties, shall be submitted to the Superior Section 10.10. Amendments to Contract. With the exception oft the addition of a new Party pursuant to the provisions of Section 3.10 of this Contract, this Contract may be amended or al alternative form of this Contract adopted only upon written amendment approved by all Parties. Section 10.11. Amendments to Land Bank Act. The Land Bank and Board shall have any powers authorized pursuant to any amendments, replacements or substitutions to the Land Bank Section 10.12. Effective Date. This Contract shall become effective as ofthel Effective Date. This Contract is executed by the authorized representatives of the Parties on the date(s) indicated  or to be interpreted as part ofthis Contract.  gender as the context may require.  Contract to any section include all subsections and paragraphs in the section.  Courts ofMitchell County.  Act, unless the Contract is amended by the Parties to provide otherwise.  below:  MITCHELL COUNTY (ac Georgia public body corporate)  CITY OF CAMILLA (a Georgia public body corporate) By: 1 Name: Kelvin M. Owens Title: Mayor  By: Name: Title: Chairperson Date:  Date: AUGuST 10,8080