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HomeMy WebLinkAboutReso 179-14 CEDA Membership RESOLUTION NO. 179 - 14 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN ********* APPROVING AN ASSOCIATE MEMBERSHIP AGREEMENT BETWEEN THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY AND THE CITY OF DUBLIN WHEREAS, the City of Dublin, 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 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 ("CEDA") 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, CEDA is a public entity separate and apart from the parties to the Agreement and the debts, liabilities and other obligations of CEDA will not be the debts, liabilities or obligations of the City or other members of the Authority; and WHEREAS, the form of Associate Membership Agreement ("Membership Agreement") between the City and CEDA is incorporated by this reference as Exhibit 1; and WHEREAS, the City is willing to become an Associate Member of CEDA subject to the provisions of the Membership Agreement. NOW, THEREFORE BE IT RESOLVED that the City Council of the City of Dublin hereby approves the Associate Membership Agreement, attached hereto as Exhibit 1, titled "Associate Membership Agreement by and between the California Enterprise Development Authority and the City of Dublin, California." BE IT FURTHER RESOLVED that the City Manager is authorized to execute the Agreement substantially in the form attached hereto and to undertake such further action as may be necessary and desirable to carry out the intent of this Resolution. Page 1 of 2 PASSED, APPROVED AND ADOPTED this 21st day of October, 2014 by the following vote: AYES: Councilmembers Biddle, Gupta, Hart, Haubert, and Mayor Sbranti NOES: None ABSENT: None ABSTAIN: None V e its.a- Mayor ATTEST: C14,40Z' / .:CD4/-* City Clerk Reso No. 179-14,Adopted 10-21-14, Item 4.7 Page 2 of 2 ASSOCIATE MEMBERSHIP AGREEMENT by and between the CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY and the CITY OF DUBLIN,CALIFORNIA THIS ASSOCIATE MEMBERSHIP AGREEMENT (this "Associate Membership Agreement"), dated as of April 26, 2012 by and between CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY(the"Authority")and the CITY OF DUBLIN,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 Authority Actions. The City/County hereby agrees to be subject to and bound by the A.Agreement and B.Bylaws of the Authority. 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 S. 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. 4833-7301-9141.1 2 • 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 ahota,'Chair Attest: 7. / //// ' _ _ is `` Michhqlle Stephens,Asst. )etary tin CITY OF Dub ,CALIFORNIA By: Christopher L. Foss, City Manager Attest: City Clerk 4833-7301-9141.1 3