1151RESOLUTION NO. 1151
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROLLING
HILLS, CALIFORNIA APPROVING ASSOCIATE MEMBERSHIP BY THE
CITY OF ROLLING HILLS IN THE CALIFORNIA ENTERPRISE
DEVELOPMENT AUTHORITY AND AUTHORIZING AND
DIRECTING THE EXECUTION OF AN ASSOCIATE MEMBERSHIP
AGREEMENT RELATING TO ASSOCIATE. MEMBERSHIP OF THE
CITY IN THE AUTHORITY
WHEREAS, the City of Rolling Hills, California (the "City"), a municipal corporation,
duly organized and existing under the Constitution and the laws of the State of California; and
WHEREAS, the City, upon authorization of the City Council, may pursuant to Chapter 5
of Division 7 of Title 1 of the Government Code of the State of California, commencing with
Section 6500 (the "JPA Law") enter into a joint exercise of powers agreement with one or more
other public agencies pursuant to which such contracting parties may jointly exercise any power
common to them; and
WHEREAS, the City and other public agencies wish to jointly participate in economic
development financing programs for the benefit of businesses and nonprofit entities within their
jurisdictions offered by membership in the California Enterprise Development Authority (the
"Authority") pursuant to an associate membership agreement and Joint Exercise of Powers
Agreement Relating to the California Enterprise Development Authority (the "Agreement'); and
WHEREAS, under the JPA Law and the Agreement, the Authority is a public entity
separate and apart from the parties to the Agreement and the debts, liabilities and obligations of
the Authority will not be the debts, liabilities or obligations of the City or the other members of
the Authority; and
WHEREAS, the form of Associate Membership Agreement (the "Associate Membership
Agreement') between the City and the Authority is attached; and
WHEREAS, the City is willing to become an Associate Member of the Authority subject to
the provisions of the Associate Membership Agreement.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Rolling
Hills, hereby finds, determines and declares as follows:
Section 1. The City Council hereby specifically finds and declares that the actions
authorized hereby constitute public affairs of the City. The. City Council further fmds that the
statements, findings and determinations of the City set forth in the preambles above are true and
correct.,
Section 2. The Associate Membership Agreement presented to this meeting and on file
with the City Clerk is hereby approved: The Mayor of the City, the City Manager, the City Clerk
and other officials of the City are each hereby authorized and directed, for and on behalf of the
City, to execute and deliver the Associate Membership Agreement in substantially said form,
with such changes therein as such officer may require or approve, such approval to be
conclusively evidenced by the execution and delivery thereof.
Section 3. The officers and officials of the City are hereby authorized and directed,
jointly and severally, to do any and all things and to execute and deliver any and all documents
which they may deem necessary or advisable in order to consummate, carry out, give effect to
and comply with the terms and intent of this resolution and the Associate Membership
Agreement. All such actions heretofore taken by such officers and officials are hereby
confirmed, ratified and approved.
Section 4. This resolution shall take effect immediately upon its passage.
Resolution No. 1151 - 1 -
PASSED, APPROVED AND ADOPTED THIS 14TH DAY OF OCTOBER 2013.
FRANK "EHILL
MAYOR
ATTEST:
qWjh U)
HEIDI LUCE
DEPUTY CITY CLERK
Resolution No. 1151 - 2 -
1
1
1
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) §§
CITY OF ROLLING HILLS )
I certify that the foregoing Resolution No. 1151 entitled:
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROLLING
HILLS, CALIFORNIA APPROVING ASSOCIATE MEMBERSHIP BY THE
CITY OF ROLLING HILLS IN THE CALIFORNIA ENTERPRISE
DEVELOPMENT AUTHORITY (CEDA); AND AUTHORIZING AND
DIRECTING THE EXECUTION OF AN ASSOCIATE MEMBERSHIP
AGREEMENT RELATING TO ASSOCIATE MEMBERSHIP OF THE
CITY IN THE AUTHORITY
was approved and adopted at a regular meeting of the City Council on October 14, 2013 by the
following roll call vote:
AYES: Councilmembers Dieringer, Lay, Pieper and Mayor Hill.
NOES: None.
ABSENT: Councilmember Black.
ABSTAIN: None.
and in compliance with the laws of California was posted at the following:
Administrative Offices
A
n
HEIDI LUCE
DEPUTY CITY CLERK
Resolution No. 1151 - 3 -
CERTIFICATE OF CLERIC OF THE CITY COUNCIL
CITY OF ROLLING HILLS
I, Heidi Luce, Deputy City Clerk of the City of Rolling Hills, hereby certify that the
foregoing is a full, true and correct copy of a resolution duly adopted at the meeting of the City
Council of the City of Rolling Hills duly and regularly held in the Council Chamber, 2
Portuguese Bend Road, Rolling Hills, California, on October 14, 2013, of which meeting all of
the members of said City Council had due notice.
I further certify that I have carefully compared the foregoing copy with the original
minutes of said meeting on file and of record in my office; that said copy is a full, true and
correct copy of the original resolution adopted at said meeting and entered in said minutes; and
that said resolution has not been amended, modified, rescinded or revoked in any manner since
the date of its adoption, and the same is now in full force and effect.
IN WITNESS WHEREOF, I have executed this certificate this 15`" day of October, 2013.
r
*iAW
HeidiLuce
Deputy City Clerk
City of Rolling Hills
Resolution No. 1151 - 4 -
1
1
iI
k
ASSOCIATE MEMBERSHIP AGREEMENT
by and between the
CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY
and the
CITY OF ROLLING HILLS, CALIFORNIA
THIS ASSOCIATE MEMBERSHIP AGREEMENT (this "Associate Membership
Agreement'), dated as of by and between CALIFORNIA
ENTERPRISE DEVELOPMENT AUTHORITY (the "Authority") and the CITY OF ROLLING
HILLS, CALIFORNIA, a municipal corporation, duly organized and existing under the laws of
the State of California (the "City");
WITNESSETH:
WHEREAS, the Cities of Selma, Lancaster and Eureka (individually, a "Member" and
collectively, the "Members"), have entered into a Joint Powers Agreement, dated as of June 1,
2006 (the "Agreement'), establishing the Authority and prescribing its purposes and powers; and
WHEREAS, the Agreement designates the Executive Committee of the Board of
Directors and the President of the California Association for Local Economic Development as
the initial Board of Directors of the Authority; and
WHEREAS, the Authority has been formed for the purpose, among others, to assist for
profit and nonprofit corporations and other entities to obtain financing for projects and purposes
serving the public interest; and
WHEREAS, the Agreement permits any other local agency in the State of California to
join the Authority as an associate member (an "Associate Member"); and
WHEREAS, the City desires to become an Associate Member of the Authority;
WHEREAS, City Council of the City has adopted a resolution approving the Associate
Membership Agreement and the execution and delivery thereof,
WHEREAS, the Board of Directors of the Authority has determined that the City should
become an Associate Member of the Authority;
NOW, THEREFORE, in consideration of the above premises and of the mutual
promises herein contained, the Authority and the City do hereby agree as follows:
4833-7301-9141.1
Section 1. Associate Member Status. The City is hereby made an Associate Member of
the Authority for all purposes of the Agreement and the Bylaws of the Authority, the provisions
of which are hereby incorporated herein by reference. From and after the date of execution and
delivery of this Associate Membership Agreement by the City and the Authority, the City shall
be and remain an Associate Member of the Authority.
Section 2. Restrictions and Rights of Associate Members. The City shall not have the
right, as an Associate Member of the Authority, to vote on any action taken by the Board of
Directors or by the Voting Members of the Authority. In addition, no officer, employee or
representative of the City shall have any right to become an officer or director of the Authority
by virtue of the City being an Associate Member of the Authority.
Section 3. Effect of Prior Authoritv Actions. The City hereby agrees to be subject to and
bound by all actions previously taken by the Members and the Board of Directors of the
Authority to the same extent as the Members of the Authority are subject to and bound by such
actions.
. Section 4. No Obligations of Associate Members. The debts, liabilities and obligations
of the Authority shall not be the debts, liabilities and obligations of the City.
Section 5. Execution of the Agreement. Execution of this Associate Membership
Agreement and the Agreement shall satisfy the requirements of the Agreement and Article XII of
the Bylaws of the Authority for participation by the City in all programs and other undertakings
of the Authority.
'M
4833-7301-9141.1 2
1.
IN WITNESS WHEREOF, the parties hereto have caused this Associate Membership
Agreement to be executed and attested by their proper officers thereunto duly authorized, on the
day and year first set forth above.
CALIFORNIA ENTERPRISE
DEVELOPMENT AUTHORITY
By:
Gurbax Sahota, Chair
Board of Directors
Attest:
Michelle Stephens, Asst. Secretary
CITY OF ROLLING HILLS, CALIFORNIA
\1
By: _
Frank 9. Hill, Mayor
City Council
Attest:
Heidi Luce
Deputy City Clerk
4833-7301-9141.1 3