PREAMBLE

This document constitutes the collaborative agreement of the CAPS Education Collaborative which is
established and exists pursuant to the provisions of Section 4E of Chapter 40 of the General Laws of the
Commonwealth of Massachusetts, and acts amendatory thereof as they may from time to time be enacted
by the legislature.

MEMBERSHIP

Ashburnham/Westminster Regional School Committee
Athol/Royalston Regional School Committee
Fitchburg School Committee
Gardner School Committee
Leominster School Committee
Mahar Regional School Committee
Narragansett Regional School Committee
Orange School Committee
Petersham School Committee
Quabbin Regional School Committee
Winchendon School Committee

ARTICLE I

Purpose

B. The CAPS Education Collaborative exists to provide special education and related
services to the pupils of member school committees when it is determined that such
services and programs can most effectively and economically be provided on a
collaborative basis.

ARTICLE II

Financial Terms

A. All funds of the Collaborative shall be deposited into and shall comprise the CAPS
Education Collaborative Trust Fund, and the Collaborative’s fiscal year shall commence
July 1. Revenues of the Collaborative shall be derived from the following sources:

  1. Administrative Assessment. Each participating school committee shall, on July 1
    of each year, be assessed three dollars times the number of students on previous
    October 1 in total school district or such other amount as may be determined by
    the Board of Directors to defray overhead and non-programmatic costs of the
    CAPS Education Collaborative.
  2. Program Assessment. The costs of each program, as determined by the Director
    and approved by the Board shall be assessed to member school committees on the
    basis of the number of pupils enrolled in each program from the respective school
    committees. Non-member surcharges shall be assessed.
  3. Gifts, Grants, Contributions. The Director may, with the approval of the Board of
    Directors, from time to time, accept gifts, grants or contributions from
    governmental and private sources, whether in cash or in kind, which will further
    the purposes of the CAPS Education Collaborative.

B. All affairs of the CAPS Education Collaborative Trust Fund shall be under the direction
of a Treasurer appointed by the Board of Directors. The Treasurer may be a treasurer of
the city, town or regional school district belonging to the CAPS Education Collaborative,
but no member of the Board of Directors of the CAPS Education Collaborative may serve
as its Treasurer.

Subject to the direction of the Board of Directors, this Treasurer is authorized to receive
and disburse funds of the CAPS Education Collaborative Trust Fund without further
appropriation.

The Treasurer shall annually give bond for the faithful performance of duties in a form
and amount approved by the Commonwealth of Massachusetts Department of Revenue,
and the Board of Directors of the CAPS Education Collaborative. Any funds of the
CAPS Education Collaborative Trust Fund not immediately necessary for operations may
be invested by the Treasurer, consistent with the provisions and requirements of Section
54 of Chapter 44 of the General Laws.

Funds unexpended at the end of any fiscal year may, at the discretion of the Board, be
allocated to a reserve or stabilization fund, to operations, or refunded to member school
committees.

ARTICLE III

Method of Termination

The CAPS Education Collaborative may be terminated at the end of any fiscal year by a
majority vote of the entire Board of Directors; it may be terminated at any other time
upon a two-thirds vote of the entire Board of Directors. Each member school committee
and the regional office of the Department of Education shall be notified of such vote.
Notification shall be at least thirty days prior to the effective date of termination. In
either case any vote to terminate the CAPS Education Collaborative must be taken no less
than thirty (20) days prior to its intended effective date. Upon Termination of the
Collaborative its net assets, if any, shall be distributed to member school committees in
equal shares.

Prior to termination the Board of Directors shall cause to be performed a final fiscal audit
of the Collaborative, a copy of which shall be made available to each member school
committee and to the Department of Education.

ARTICLE IV

Method of Withdrawal

Any member school committee may withdraw from the CAPS Education Collaborative as of
June 30 in any year after first having given one hundred fifty (150) days advance written notice
of such intention to all Board Members and the regional office of the Department of Education.
Withdrawal effective at any time other than June 30 shall require one hundred eighty (180) days
advance written notice.

Upon withdrawal no school committee shall be entitled to any assets of the CAPS Education
Collaborative. No other penalties shall be incurred.

ARTICLE V

Procedure for Admitting New Members and Reinstating Former Members

Any school committee may become a member of the CAPS Education Collaborative by means
of the procedure for amendment of this agreement set forth in Article VI, and such admission
shall become effective upon the approval of the Commissioner of Education and payment by the
applicant of such fees, if any, which the Board of Directors may assess as a condition of
membership.

ARTICLE VI

Procedure for Amending Agreement

The collaborative agreement of the CAPS Education Collaborative may be amended from time
to time as the need may be, pursuant to the following procedure:

  1. A proposal for amendment of the collaborative agreement may be initiated by any
    member school committee or district, any member of the Board of Directors or by the
    Executive Director.The proposed amendment shall be presented in writing to the Secretary of the Board
    of Directors no less than ten (10) days prior to a meeting of the Board of Directors
    which it shall first be read.
    3. Within ten (10) days following the first reading of any proposed amendment the
    Secretary shall cause copies thereof to be sent via certified mail to all members of the
    Board of Directors together with notice as to the time and place of the second reading
    and vote thereon.
    4. The proposed amendment shall be read a second time at the regular meeting next
    subseque3nt to its first reading, at which time it may be approved by a vote of twothirds
    (2/3) of the Board Members present and voting.
    5. Following the second reading and approval of any proposed amendment as set out in
    paragraph 4, it will be submitted to the Commissioner of Education, upon approval by
    whom it shall become effective.

ARTICLE VII

Powers and Duties of the Board of Directors

A. The Board of Directors of the CAPS Education Collaborative shall consist of a Director
appointed by each member school committee, each of whom will have one (1) vote; in
addition, a designee of the Department of Education and the Executive Director of the
CAPS Education Collaborative shall be non-voting members of the Board of Directors.
Wherever more than one school committee is represented by the same Director, said
Director shall have one vote for each school committee represented.

B. A quorum shall consist of a majority of the voting members of the Board and the Board
may act by a simple majority of members present and voting unless otherwise provided in
this Agreement.

C. Meetings of the Board of Directors shall be held periodically from September to June,
and during July and August when needed.

D. It is the function and responsibility of the Board of Directors to formulate policy for the
CAPS Education Collaborative, appoint an Executive Director and Treasurer, and
oversee the operation of the Collaborative to the end that the educational needs of
students enrolled in collaborative programs are met in an effective and economical way.

E. The Board is vested with all authority given it by Chapter 40, section 4E of the General
Laws, and all acts amendatory or supplementary thereof.

F. The Board shall annually organize itself by electing a Chairperson, Vice-Chairperson and
Secretary. The Chairperson with the concurrence of the Board, may appoint such
committee of the Board as will facilitate its work.

G. The Board shall appoint an Executive Director and a Treasurer, each of whom shall serve
at the pleasure of the Board.

  • a. The Executive Director shall have day to day operational charge of all activities
    of the CAPS Education Collaborative and shall be responsible for overseeing all
    its programs and personnel and with implementing the policy of the Board.
  • b. The Treasurer is the chief financial officer of the CAPS Education Collaborative

with the powers set out in Chapter 40, section 4E and this collaborative
agreement. He shall report to the Board of Directors through the Executive
Director.

ARTICLE VIII

Indemnification

Neither the Executive Officer nor any member of the Board shall be liable to the Collaborative or
to any member hereof for any act or omission of the Executive Officer or any member of the
Board or be held personally liable in connection with the affairs of the Collaborative except only
liability arising out of his own willful misfeasance, bad faith, gross negligence or reckless
disregard of duty to the Collaborative of its members.

Neither the Executive Officer nor any member of the Board or member shall be personally liable
for any debt, claim, demand, judgment, decree, liability or obligation of any kind or, against or
with respect to the Collaborative or arising out of any action taken or omitted for or on behalf of
the Collaborative and the Collaborative shall be solely liable therefor and resort shall be had
exclusively to the Collaborative property for the payment or performance thereof and each
member of the Board, member and any Executive Officer shall be entitled to full indemnity and
full reimbursement out of Collaborative property, including, without limitation, fees and
disbursements of counsel, if, contrary to the provisions hereof, such Board Member, Executive
Officer or member shall be held personally liable. Any person dealing with the Collaborative
shall be informed of the substance of this provision except that any such person need not be
informed of the indemnification contained herein and, where the Board deems it appropriate,
documents or instruments executed by or by authority of the Board shall contain reference
hereto.

The Executive Officer and his legal representatives and each Board Member and his legal
representatives and each member and its legal representatives shall be indemnified by the
Collaborative against all liabilities and expenses, exclusive of amounts paid to the Collaborative,
including judgments, fines, penalties, amounts paid in settlement and counsel fees, incurred in
reasonable settlement of any action, suit or proceeding to which such member of the Board,
member or Executive Officer or his/its legal representatives may be made a party or otherwise
involved by reason of his/its capacity as member of the Board, Executive Officer or member,
except only liabilities and expenses arising out of his/its own willful misfeasance, bad faith,
gross negligence or reckless disregard of duty to the Collaborative as finally adjudged in such
action or, in the event of settlement or termination of such action without final adjudication, as
determined by independent counsel for the Collaborative. Said right of indemnification shall be
in addition to any other rights to which such member of the Board or Executive Officer or
member may be entitled as a matter of law or which may be lawfully granted to him/it.

Harold Raynolds Jr. (signature on file) 5/25/88
Commissioner of Education