ae ‘The Town of Concord is a Massachusetts municipal corporation chartered in 1635 with its principal place of business at the Town House, 22 Monument Square, Concord, Massachusetts 01742 (the "Town"). The Concord Free Fublic Library Corporation is a Massachusetts chartitable corporation created by Chapter 99 of the Acts of 1873 (the "corporation" for the statutory purpose of forming and maintaining a public Library in Concord. The Town voted to transfer the Library to the Corporation by vote of the Town on March 31, 1873, *...for the use and benefit of the citizens of the town.” The Act authorized the Town to pay over funds to the Coxporation to cover the expenses of the Library. The corporation has a principal place of business at the Library, 129 Main Street, Concord, Massachusetts 01742. It also owns and provides the Fowler Branch Library in West Concord. ‘The Library Committee appointed by the Selectmen functions in accordance with its charge and the applicable provision of the Town Adninistrative Code! as the sane may be amended from time to time. ‘This Agreement sets out the relationship between the Corporation and the Town. "currently the Library Conmittee consists of seven members appointed by the Selectmen for the pu:pose of: providing policy Guidance to the Library Director, recomending policy and Organizational methods to the Selectmen, and serving as liaison between the Library and the Trustees of the Library Corporation, governmental units, and private groups that relate to LibraryPURPOSES The Concord Library is 2 joint resource of the Town and the Corporation herein (the "Libsary"). The purpose of the Library is to serve ‘the Concord community as a primary source of information and ideas for educational, intellectual, business and recreational pursuits. To accomplish this purpose, the Library shall: Provide, in an easily accessible, efficient and attractive manner, fa collection of informational and recreational materials which responds to the needs of the entire Concord community: 2. Maintain referral capabilities through a knowledge of available interlibrary and interagency resources including internet and on-line databases: | Employ persons professionally skilled in supplying information and ideas through books and other media and through special prograns and exhibits: and 4, Make the Concord conmunity aware of the services the Library provides To carry out the purposes of the Libsary, the Town and the Corporation may, from tine to time, make policy decisions affecting each entity's respective area of responsibility Policy decisions of the Town are those affecting the operation and staffing of the Library and the expenditure of Town resources. Policy decisions of the corporation are those affecting the use and availabilityof buildings, physical plant, land, furnishings, art, Special Collections and other itens to the extent owned by or under the care, custody and contrel of the Corporation Policies of the Corporation which may affect operation and staffing of the Library and Town policies which affect those areas of responsibility of the Cerporation shall not be inconsistent with one another and Anconsistencies,if any;shall be resolved in a spirit of mutual coopersticn land cellaboration between the Town and the Corporation. As an example, the Town may initiate or establish policies or procedures relating to the following: 1, Library operating budget 2. Hours of Library operation; 3. Availability of Library services; 4, Setting fines and fee 5. Setting staffing levels and assignments; 6. Acquisition and disposition of Town owned materials; and 7, Setting periods and Limitations on circulating materials: Policy decisions that are the responsibility of the Corporation include policies or procedures that relate to the following: 2. Budgeting Corporation funds for the maintenance and insurance of the grounds, buildings, physical plant, equipment, furnishings, art and muscial instruments and other tangible personal property belonging to or controlled by the Corporation 2, Setting conditions regulating the use and availability of its buildings, its contents and collections; 3, Investment and distribution practices governing the Corporation'sendowment, gifts and intangible personal property: 4, Fund raising in support of Corporation purposes, including annual appeals, capital campaigns, fund-raising events, grants from foundations or government authorities, bequests and planned giving, and such other fund~ raising tools and support services as the Corporation in ite discretion may employ: |. Awarding scholarships including those required by restricted gifts: 6. Use of the Library facilities, including its special Collections, for events and programs of the Corporation: and 7, Requisition, disposition and loan of Corporation property including custody of third party property. ‘the chief operating officer of the Library is the Director. The Director is responsible for implementing the policies of the Town and those of the Corporation, developed as set forth in the preceding section. The duties of the Director include but are not limited to the roliowing: 1. Overall supervision of Library staff including oversight of custodial and maintenance personnel; 2. Réninistering Town personnel and finance policies with regard to Town employees on the staff and the operation of the Library; 3. Adninistering the Town funds budgeted for the Library. 4. Adsinistering the Corporation's funds budgeted for the Library. 5. Devoting @ portion of the Director's time in support of the corporation's activities and responsibilities; 6. Book and materials selection and removal;7, Allocation of space within the Library buildings for Library purposes; 8. Emergency closing of Library buildings in coordination with the office of the Town Managers Library staff, Town staff, the Corporation, Library Connittes; the Friends of the Library and Library volunteers and regularly informing the Town Manager as to Library matters: 10. Administering the purchase of supplies and materials for the Library and Corporation 11. Scheduling the art gallery; 12. Scheduling special events and programs; 13. Coordinating the use of the Library by conmunity groups and the development of community outreach and awareness programs, including web-based prograns; 1A. Establishing new, or terminating existing, services or programs; and 15. Establishing and administering procedures in coordination with the Town Manager providing for the safety and security of Library employees and patrons. oumeRsiTP OF PROPERTY Title to property used by the Library is and shall be ovned a follows: ouncd by the Coxpozation Land and Landscaping; Buildings? Furniture, Shelving, Fixtures, Books, Art, Musical Instruments, Equipment, Computers, Printers, Software, and other materials purchased with furds of the Corporation or given thereto: Special Collections, materials owsed, given to or purchased by the comporations and Endowment and other funds given to or held by the Corporation.Quned by the Town, ALL books, periodicals, electronic media, shelving, equipment, furniture, electronic and data processing equipment, software and other naterials or equipment or systems purchased with Town funds. STATUS OF THE DIRECTOR AND LIBRARY STAZE The Director is a Town employee appointed by the Town Manager and serves under the direction of the Town Manager. In appointing, evaluating the performance of or terminating the Director, the Town Manager shall seek the opinion of the Corporation which shall appoint a representative te provide Liaison for such purpose. the Curator shall devote a portion of the Curator's time in administering the Corporation's special Collections. The Director shall initiate the Library porsion of the annual Town budget which shall provide for the staffing and cperating expenses of the Library as herein set forth. ‘The Corporation shall annually prepare budget which shall provide for the expenses of the Library that are ite responsibility as herein set forth and shall annually provide a copy of Ite budget and ine audited Sinaneial statement to the Town Manager. Library expenses to be paid for by the Town shall be funded in Library expenses to be paid for by the Corporation shall be funded out of gifts, bequests, investment income, annual giving or capital as determined by the Corporation. Incone accruing from fines and fees shall belong to theTown. Income from copy machines or other equipment or services paid for by ‘the Corporation, shall belong to the Corporation. Gifts made to the Corporation shall be treated as items of income or increase in capital in accordance with applicable accounting principles, and used as determined by the Corporation subject to applicable gifting conditions and applicable statutory requirements. Such gifts and other income of the Corporation in no way shall relieve the Town's obigation to fund the operation and staffing of che Library. LIBRARY EXPENSES and RENOVATIONS ALL operating expenses of the Library (e.g., staff and custodial salaries, books, periodicals and electronic media purchases, utilities, office supplies and Janatorial, interior cleaning and maintenance services) shall be borne by the Town. All capital expenses (e.g., building improvements, renovation, expansion and repairs, equipment, furniture and shelving) grounds maintenance and Corporation expenses (e.g. building, contents and fine arts insurance, fundraising, funds management, administration, accounting and other support services retained by the Corporation ) shall be borne by the Corporation. The Corporation also shall make available to the Library annually at least 990,000 for the purchase of books and media. No renovations or expansion of Library facilities which may affect Library staff or materially impact the Town's operating costs shall be undertaken without consultation with the Director, and the Town Manager. The Town may, subject to applicable law and the approval of the Corporation, provide funds for any proposed renovation or expansion. General Prov: This docunent contains the entire agreement of the parties in respect of the subject matter hereof and supersedes in its entirety the agreement between the parties executed on the 28th of February 1987This Agreenent may be amended or terminated only by mutual written ageenent of the parties specifically referencing this document and executed by an authorized representative thereof, Fach part hereby warrants and represents to the other chat the Individual who 4¢ signing this Agreement has been duly authorized to execute this docunent and to agree to the matters set forth herein. IN WITNESS WHEREOF the parties hereto have executed this agreement this 224 aay of Sune, 2009. “Mh wn ). President TOWN OF CONCOr By