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HomeMy WebLinkAboutCC Resolution 14009 (PACE)RESOLUTION NO. 14009 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL, CALIFORNIA CONSENTING TO INCLUSION OF PROPERTIES WITHIN THE CITY'S JURISDICTION IN THE CALIFORNIA HOME FINANCE AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 2014-1 (CLEAN ENERGY) TO FINANCE RENEWABLE ENERGY IMPROVEMENTS, ENERGY EFFICIENCY AND WATER CONSERVATION IMPROVEMENTS AND ELECTRIC VEHICLE CHARGING INFRASTRUCTURE AND APPROVING ASSOCIATE MEMBERSHIP IN THE JOINT EXERCISE OF POWERS AUTHORITY RELATED THERETO WHEREAS, the California Home Finance Authority ("Authority") is a joint exercise of powers authority established pursuant to Chapter 5 of Division 7, Title 1 of the Government Code of the State of California (Section 6500 and following) and the Joint Powers Agreement entered into on July 1, 1993, as amended from time to time (the "Authority JPA"); and WHEREAS, the Authority is in the process of amending the Authority JPA to formally change its name to the Golden State Finance Authority; and WHEREAS, the Authority has established the Community Facilities District ("CFD") No. 2014-1 (Clean Energy) in accordance with the Mello -Roos Community Facilities Act, set forth in sections 53311 through 53368.3 of the California Government Code (the "Act") and particularly in accordance with sections 53313.5(1) and 53328.1(a) (the "District"); and WHEREAS, the purpose of the District is to finance or refinance (including the payment of interest) the acquisition, installation, and improvement of energy efficiency, water conservation, renewable energy and electric vehicle charging infrastructure improvements permanently affixed to private or publicly -owned real property (the "Authorized Improvements"); and WHEREAS, the City of San Rafael (the "City") is committed to development of renewable energy generation and energy efficiency improvements, reduction of greenhouse gases, and protection of the environment; and WHEREAS, in the Act, the Legislature has authorized a parcel within the territory of the District to annex to the District and be subject to the special tax levy of the District only (i) if the city or county within which the parcel is located has consented, by the adoption of a resolution by the applicable city council or county board of supervisors, to the inclusion of parcels within its boundaries in the District and (ii) with the unanimous written approval of the owner or owners of the parcel when it is annexed (the "Unanimous Approval Agreement'), which, as provided in section 53329.6 of the Act, shall constitute the election required by the California Constitution; and WHEREAS, the City wishes to provide innovative solutions to its property owners to achieve energy efficiency and water conservation and in doing so cooperate with Authority in order to efficiently and economically assist property owners in the City in financing such Authorized Improvements; and WHEREAS, the Authority has established the District as permitted by the Act and the Authority JPA, originally made and entered into July 1, 1993, as amended to date; and the City, City CFD Opt -In 1 - 82671.00001 \9523870.4 desires to become an Associate Member of the Authority by execution of the Authority JPA, a copy of which is attached as Exhibit "A" hereto, to participate in the programs of the Authority and, to assist property owners within the incorporated area of the City in financing the cost of installing Authorized Improvements; and WHEREAS, the City will not be responsible for the conduct of any special tax proceedings; the levy and collection of special taxes or any required remedial action in the case of delinquencies in the payment of any special taxes in connection with the District. NOW, THEREFORE, BE IT RESOLVED THAT: 1. The City Council finds and declares that properties in the City's incorporated area will be benefited by the availability of the Authority CFD No. 2014-1 (Clean Energy) to finance the installation of the Authorized Improvements. 2. The City Council consents to inclusion in the Authority CFD No. 2014-1 (Clean Energy) of all of the properties in the incorporated area within the City and to the Authorized Improvements, upon the request of and execution of the Unanimous Approval Agreement by the owners of such properties when such properties are annexed, in compliance with the laws, rules and regulations applicable to such program; and to the assumption of jurisdiction thereover by the Authority for the purposes thereof. 3. The consent of this City Council constitutes assent to the assumption of jurisdiction by Authority for all purposes of the Authority CFD No. 2014-1 (Clean Energy) and authorizes Authority, upon satisfaction of the conditions imposed in this resolution, to take each and every step required for or suitable for financing the Authorized Improvements. 4. The City Council hereby approves joining the Authority as an Associate Member and authorizes the Mayor or the City Manager to execute the Authority JPA and other necessary documents to effectuate such membership. 5. City staff is authorized and directed to coordinate with Authority staff to facilitate operation of the Authority CFD No. 2014-1 (Clean Energy) within the City, and report back periodically to the City Council on the success of such program. 6. The City Council hereby finds that adoption of this Resolution is not a "project" under the California Environmental Quality Act ("CEQA"), because the Resolution does not involve any commitment to a specific project which may result in a potentially significant physical impact on the environment, as contemplated by Title 14, California Code of Regulations, Section 15378(b )( 4)). 7. This Resolution shall take effect immediately upon its adoption. The City Clerk is directed to send a certified copy of this resolution to the Secretary of the Authority. I, ESTHER C. BEIRNE, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of said City held on Tuesday the 8`h day of September 2015, by the following vote, to wit: City CFD Opt -In -2- 82671.00001\9523870.4 2- 82671.00001\9523870.4 AYES: COUNCILMEMBERS: Bushey, Colin, Gamblin, McCullough & Mayor Phillips NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None ESTHER C. BEIRNE, City Clerk City CFD Opt -In -3- 82671.00001\9523870.4 3- 82671.00001\9523870.4 Exhibit A JPA Agreement [to be inserted] City CFD Opt -In .4- 8267 1.00001\9523870.4 4- 82671.00001\9523870.4 EXHIBIT A CALIFORNIA HOME FINANCE AUTHORITY AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT (Original date July 1, 1993 and as last amended and restated December 10, 2014) THIS AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT ("Agreement") is entered into by and among the counties listed on Attachment 1 hereof and incorporated herein by reference. All such counties are referred to herein as "Members" with the respective powers, privileges and restrictions provided lnereih. 10 x6i I Im A. WHEREAS, the California Rural Home Mortgage Finance Authority ("CRHMFA") was created by a Joint Exercise of Powers Agreement dated July 1, 1993 pursuant to the Joint Exercise of Powers Act (commencing with Article 1 of Chapter 5 of Division 7 of Title 1 of the Govenimeut Code of the Slate of Califonua (the "Act"). By Resolution 2003-02, adopted oil January 15, 2003, the name of the authority was changed to CR14WA Homebuyers Fund. The most recent anuendnuennt to the Joint Exercise of Powers Agreement was on January 28, 2004. B. WHEREAS, the Members of CRHMFA Homebuyers Fund desire to update, reaffirm, clarify and revise certain provisions of die joint powers agreement, including die renaming of the joint powers authority, as set forth herein. C. WHEREAS, the Members are each empowered by law to finance the construction, acquisition, improvement ahud rehabilitation of real property. D. WHEREAS, by flu's Agreement, die Members desire to create and establish a joint powers authority to exercise their respective powers for due purpose of fnhahhcing die construction, acquisition, improvement and rehabilitation of real property within the jurisdiction of the Authority as authorized by the Act. NOW, THEREFORE, iu consideration of the mutual covenants contained herein, the Members individually and collectively agree as follows: 1. Defuuitions Unless due context otherwise requires, die following terms shall for purposes of this Agreement have the meanings specified below: "Act." means the Joint Exercise of Powers Act, commencing with Article 1 of Chapter 5 of Division 7 of Tide 1 of due Government Code of die State of California, including die Marks -Roos Local Bond Pooling Act of 1985, as amended. "Agreement" means this Joint Exercise of Powers Agreement, as the same now exists or as it may from time to time be amended as provided hereihh. "Associate Member" means a county, city or other public agency which is not a voting member of the Rural County Representatives of Califonnia, a Califonua nonprofit corporation ("RCRC"), with legal power and authority similar to that of the Members, admitted pursuant to paragraph 4.d. below to associate membership herein by vote of' the Board. "Audit Committee" means a committee made up of the ranine -member Executive Committee. "Authority" means California Home Finance Authority ("CIIF"), fonnerly known as CRHMFA Homebuyers Fund or California Rural Home Mortgage Finance Authority. "Board" means the governing board of the Authority as described in Section 7 below. "Bonds" means bonds, notes, warrants, leases, certificates of participation, installment purchase agreements, loan agreements annd other securities or obligations issued by the Authority, or financing agreements entered into by the Authority pursuant to the Act and any other obligation within the meaning of the term "Bonds" under the Act- "Delegate" ct"Delegate" means the Supervisor designated by die govenninng board of each Member to serve oil the Board of the Authority. "Executive Committee" means the none -member Executive Committee of the Board established pursuant to Section 10 hereof. "Member" means any county which is a member of RCRC, has executed this Agreement and has become a member of the Authority. "Obligations" means bonds, notes, warrants, leases, certificates of participation, installment purchase agreements, loan agreements and other securities or obligations issued by the ,Authority, or financing agreements entered into by die Authority pursuant to die Act and any other fuhancial or legal obligation of the Authority under the Act "Program" or "Project" means any work, unprovemennt, program, project or service wndertakenn by the Authority. "Rural County Representatives of California" or "RCRC" means the nonprofit entity incorporated under that name in the State of California. "Supervisor" means an elected County Supervisor from all RCRC member cownty. 2. Purpose T1he purpose of die Authority is to provide financing for the acquisition, construction, , improvement and rehabilitation of real property in accordance with applicable provisions of law for die benefit of residents and communities. In pursuit of this purpose, this Agreement provides for the joint exercise of powers common to any of its Members and Associate Members as provided herein, or otherwise authorized by the Act and other applicable laws, including assisting in fuiancuig as authorized hereihh, jointly exercised in the maiuier set forth herein. 3. Principal Place of Business The principal office of the Authority shall be 1215 K Street, Suite 1650, Sacramento, California 95814. 4. Creation of Authority; Addition of Members or Associate Members a. The Authority is hereby created pursuant to the Act. As provided in die Act, die Authority shall be a public entity separate anted distinct from the Members or Associate Members. b. The Authority will cause a notice of this Agreement or any ameudhmennt hereto to be prepared and filed with the office of the Secretary of State of California in a timely fashion in the maiuher set forth in Section 6503.3 of the Act. C. A county that is a member of' RCRC may petition to become a member of the Authority by submitting to die Board a resolutiou or evidence of other formal action taken by its govenning body adopting this Agreement. The Board shall review the petitiou for membership anted shall vote to approve or disapprove the petition. If the ped iouh is approved by a majority of' the Board, such county shall immediately become a Member of die Authority. d. Ann Associate Member may be added to the Authority upon the affirmative approval of its respective govenhinng board annd pursuant to action by die Authority Board upon such terms aid couditions, annd with such rights, privileges and responsibilities, as may be established from time to time by die Board. Such terms and coudidons, and rights, privileges anted respousibilities may vary amonhg the Associate Members. Associate Members shall be entitled to participate un one or more programs of the Authority as detenminhed by the Board, but shall not be voting members of die Board. The Executive Director of die Authority shall enforce die terns and connditionns for prospective Associate Members to the Authority as provided by resolution of the Board and as amended from time to time by the Board. Clhannges rote die terms and conditions for Associate Membership by the Board will not constitute all amendment of this Agreement. 5. Term and Termination of Powers This Agreement shall become effective fiom the date hereof until the earlier of the time when all Bonds and any innterest thereon shall have been paid in full, or provision for such payment shall have been made, or when the Authority shall no longer own or hold army interest un a public capital improvement or program. The Authority shall continue to exercise the powers herein conferred upon it until termination of this Agreement, except that if any Bonds are issued and delivered, in no event shall the exercise of the powers hereon granted be tenninated until all Bonds so issued anted delivered aid die interest thereon shall have been paid or provision for such payment shall have been made arnd ashy other debt incurred with respect to ashy other finhancing program established or administered by the Authority has been repaid in full and is nno longer outstanding. 6. Powers; Restriction upon Exercise a. To effectuate its purpose, the Authority shall have the power to exercise any and all powers of the Members or of a joust powers authority under the Act and other applicable provisions of law, subject, however, to the conditions and restrictions herein contained. Each Member or Associate Member may also separately exercise any and all such powers. The powers of the Authority are limited to those of a general law county. b. The Authority may adopt, from time to time, such resolutions, guidelines, rules and regulations for the conduct of its meetings and the activities of the Authority as it deems necessary or desirable to accomplish its purpose. C. The Authority shall have the power to funannce the construction, acquisition, improvement and rehabilitation of real property, including die power to purchase, with die amounts received or to be received by it pursuant to a bond purchase agreement, bonds issued by any of its Members or Associate Members and other local agencies at public or negotiated sale, for the purpose set fords herein and in accordance with die Act All or any part of such bonds so purchased may be held by the Authority or resold to public or private purchasers at public or negotiated sale. The Authority shall set any other terns and conditions of' any purchase or sale contemplated herein as it deems necessary or convenient and un furtherance of die Act. The Authority may issue or cause to be issued Bonds or other indebtedness, and pledge any of its property or revenues as security to the extent permitted by resolution of the Board wider any applicable provision of law. The Authority may issue Bonds un accordance with the Act un order to raise funds necessary to effectuate its purpose hereunder and may enter into agreements to secure such Bonds. The Authority may issue other forms of indebtedness authorized by die Act, and to secure such debt, to further such purpose. The Authority may utilize other forms of capital, including, but not limited to, die Authority's inhtenhal resources, capital markets and other forms of private capital investment authorized by the Act. d. The Authority is hereby authorized to do all acts necessary for the exercise of its powers, including, but not limited to: (1) executing contracts, (2) employing agents, consultants and employees, (3) acquiring, constructing or providing for maintenance and operation of any building, work or improvement, (4) acquiring, holding or disposing of real or personal property wherever located, including property subject to mortgage, (5) incurring debts, liabilities or obligations, (6) receiving gifts, contributions and donations of property, fiends, services and any other forms of assistance from persons, firms, corporations or govenumental entities, (7) suing and being sued in its own name, and litigating or settling any suits or claims, (8) doing any and all Lungs necessary or convenient to die exercise of its specific powers and to accomplishing its purpose (9) establishing and/or administering districts to finance and refunance the acquisition, installation and improvement of energy efficiency, water conservation and renewable energy improvements to or on real property and in buildings. The Authority may enter into one or more agreements, including without lunitation, participation agreements and implementation agreements to implement such programs. e. Subject to die applicable provisions of ally indehnture or resolution providing for the investment of monies held thereunder, the Authority shall have the power to invest any of its favids as the Board deems advisable, inn the same manuner and upon die same conditions as local agencies pursuant to Section 53601 of the Govennmennt Code of the State of Califonhia. f. All property, equipment, supplies, funds and records of die Authority shall be ownned by the Authority, except as may be provided otherwise herein or by resolution of the Board. g. Pursuant to the provisions of Section 6508.1 of the Act, the debts, liabilities and obligations of die Audhority shall not be debts, liabilities and obligations of the Members or Associate Members. Any Bonds, together with any interest and premium thereon, shall not constitute debts, liabilities or obligations of any Member. The Members or Associate Members hereby agree that any such Bonds issued by die Authority shall not constitute general obligations of the Authority but shall be payable solely from the moneys pledged to the repayment of principal or interest on such Bonds raider the terms of the resolution, indenture, trust, agreement or other instrument pursuant to which such Bonds are issued. Neither die Members or Associate Members nor the Authority shall be obligated to pay the principal of or prennium, if any, or interest on die Bonds, or other costs incidental thereto, except from the revenues and funds pledged therefor, annd neither the faith and credit nor die taxing power of the Members or Associate Members or the Authority shall be pledged to the payment of the principal of or premium, if any, or interest on the Bonds, nor shall the Members or Associate Members of the Authority be obligated in any mamer to make any appropriation for such payment. No covenant or agreemeut coutainhed inn any Boud shall be deemed to be a covenant or agreement of any Delegate, or any officer, agent or employee of the Authority un an individual capacity, and neither the Board nor any officer thereof executing the Bonds or ally document related thereto shall be liable personally ou any Bond or be subject to any personal liability or accountability by reason of the issuance of any Bonds. 7. Governing Board a. The Board shall consist of the number of Delegates equal to one representative from each Member. b. The governing body of each Member shall appoint one of its Supervisors to serve as a Delegate on the Board. A Member's appointment of its Delegate shall be delivered inn writing (which may be by electronic mail) to the Authority and shall be effective until he or she is replaced by such governing body or no longer a Supervisor; any vacancy shall be filled by die govenhing body of die Member un the same manner provided in this paragraph b.. C. The govenhing body of each Member of the Board shall appoint a Supervisor as ani altenhate to serve on the Board in the absence of the Delegate; the alternate may exercise all the rights and privileges of the Delegate, including the right to be counted in constituting a quorum, to participate un the proceedings of the Board, and to vote upon any and all matters. No alternate may have more than one vote at any meeting of the Board, and any Membcr's dcsignation of an alternate shall be delivered in writing (which may be by electronic mail) to the Authority and shall be effective until such alternate is replaced by his or her governing body or is no longer a Supervisor, unless otherwise specified un such appointment Any vacancy shall be filled by the governing body of the Member in the same manner provided in this paragraph c.. d. Any person who is not a member of the governing body of a Member and who attends a meeting on behalf of' such Member may not vote or be counted toward a quorum but may, at the discretion of the Chair, participate in open meetings lie or she attends. C. Each Associate Member may designate a nnonn-voting representative to the Board who may not be counted toward a quorum but who may attend open meetings, propose agenda items and otherwise participate in Board Meetings. f. Delegates shall not receive compensation for serving as Delegates, but may claim and receive reimbursement f'or expenses actually incurred un connection with such service pursuant to rules approved by the Board and subject to the availability of funds. g. The Board shall have the power, by resolution, to the extent permitted by the Act or any other applicable law, to exercise any powers of die Authority and to delegate any of its functions to the Executive Committee or one or more Delegates, officers or agents of the Authority, and to cause any authorized Delegate, officer or agent to take any actions and execute any documents for and in die name and on behalf of the Board or the Authority. ln. The Board may establish such committees as it deems necessary for any lawful purpose; such committees are advisory only and may not act or purport to act oil behalf of the Board or the Authority. i. The Board shall develop, or cause to be developed, and review, modify as necessary, and adopt each Program. 8. Meetings of the Board . a. The Board shall meet at least once annually, but may meet more frequently upon call of any oflicer or as provided by resolution of the Board. b. Meetings of the Board shall be called, noticed, held and conducted pursuant to the provisions of the Ralph M. Brown Act, Chapter 9 (commencing with Section 54950) of Part I of Division 2 of Title 5 of the Government Code of die State of California. C. The Secretary of the Authority shall cause minutes of all meetings of the Board to be taken and distributed to each Member as soon as possible after each meeting. d. The lesser of twelve (12) Delegates or a majority of the number of current Delegates shall constitute a quorum for transacting business at any meeting of the Board, except that less than a quorum may act to adjouni a meeting. Each Delegate shall have one vote. e. Meetings may be held at any location desigiiated in notice properly given for a meeting and may be conducted by telephonic or similar means in ahhy maimer otherwise allowed by law. 9. Officers; Duties; Official Bonds a. The Board shall elect a chair and vice chair from among the Delegates at the Board's auhual meeting who shall serve a term of one (1) year or until their respective successor is elected. The chair shall conduct the meetings of the Board and perform such other duties as may be specified by resolution of the Board. The vice chair shall perform such duties iu the absence or in die event of the unavailability of die chair. b. The Board shall contract auhually with RCRC to admiirister the Agreement aid to provide administrative services to the Authority, and die President and Chief Executive Officer of RCRC shall serve ex officio as Executive Director, Secretary, Treasurer, and Auditor of the Authority. As chief executive of die Authority, die Executive Director is authorized to execute contracts and other obligatioihs of die Authority, unless prior Board approval is required by a third party, by law or by Board specification, and to perform other duties specified by the Board. The Executive Director may appoint such other officers as may be required for the orderly conduct of the Authority's business and affairs who shall serve at the pleasure of the Executive Director. Subject to die applicable provisions of any indenture or resolution providing for a trustee or other fiscal agent, the Executive Director, as Treasurer, is designated as the custodian of the Authority's funds, from whatever source, and, as such, shall have die powers, duties and responsibilities specified iii Sectioih 6505.5 of die Act The Executive Director, as Auditor, shall have die powers, duties and responsibilities specified in Section 6505.5 of the Act C. The Legislative Advocate for the Authority shall be the Rural Cownty Representatives of California. d. The Treasurer and Auditor are public officers who have charge of, handle, or have access to all property of die Authority, and a bond for such officer in the amount of at least one hundred thousand dollars ($100,000.00) shall be obtained at die expense of the Authority and filed with the Executive Director. Such bond may secure the faithful performance of such officer's duties with respect to another public office if such bond in at least die same amount specifically mentions the office of the Authority as required hereihn. The Treasurer and Auditor shall cause periodic independent audits to be made of the Authority's books by a certified public accountant, or public accountant, in compliance with Section 6505 of the Act. e. The business of die Authority shall be conducted wider the supervision of the Executive Director by RCRC persoiunel. 10. Executive Committee of the Authority a. Cominositioll The Authority shall appoint nine (9) members of its Board to serve oil ail Executive Committee. b. Powers and Limitations The Executive Committee shall act in ail advisory capacity and make recommendations to the Authority Board. Duties will include, but not be limited to, review of the quarterly and annual budgets, service as die Audit Committee for the Authority, periodically review this Agreement; and complete any other tasks as may be assigned by the Board. The Executive Committee shall be subject to all limitations imposed by this Agreement, other applicable law, and resolutions of die Board. C. Quorum A majority of the Executive Committee shall constitute a quorum for transacting business of the Executive Committee. 11. Disposition of Assets Upon termination of this Agreement, all remaining assets and liabilities of the Authority shall be distributed to the respective Members in such marnner as shall be determined by the Board and un accordance with die law. 12. Agreement Not Exclusive; Operation inJurisdiction of Member This Agreement shall not be exclusive, and each Member expressly reserves its rights to carry out other public capital improvements and programs as provided for by law and to issue other obligations for those purposes. This Agreement shall not be deemed to amend or alter the terms of other agreements among the Members or Associate Members. 13. Conflict of Interest Code The Authority shall by resolution adopt a Conflict of Interest Code as required by law. 14. Contributions and Advances Contributions or advances of public finnhds and of personuhel, equipment or property may be made to die Authority by any Member, Associate Member or any other public agency to further the purpose of this Agreement. Payment of public funds may be made to defray the cost of any contribution. Array advance may be made subject to repayment, and in that case shall be repaid in the manner agreed upon by die advancing Member, Associate Member or other public agency and the Authority at the time of making the advance. 15. Fiscal Year; Accounts; Reports; Annual Budget; Administrative Expenses a. The fiscal year of die Authority shall be the period from January 1 of each year to and including the following December 31, except for any partial fiscal year resulting from a change in accounting based on a different fiscal year previously. b. Prior to the beginning of each fiscal year, the Board shall adopt a budget for the succeeding fiscal year. C. The Authority shall establish and maintain such funds and accounts as may be required by generally accepted accounting principles. The books and records of the Authority are public records and shall be open to inspection at all reasonable times by each Member and its representatives. d. The Auditor shall either make, or contract with a certified public accountant or public accountant to make, an annual audit of the accounts and records of the Authority. The minimum requirements of the audit shall be those prescribed by the State Controller for special districts under Section 26909 of the Government Code of die State of California, and shall conform to generally accepted auditing standards. When an audit of accounts and records is made by a certified public accountant or public accountant, a report thereof shall be filed as a public record with each Member (and also with die auditor of Sacramento County as die county in which die Authority's office is located) within 12 months after die end of die fiscal year. e. Inn any year in which the annual budget of the Authority does not exceed five thousand dollars ($5,000.00), the Board may, upon unanimous approval of the Board, replace the arcual audit with an ensuing one-year period, but in no event for a period longer than two fiscal years. 16. Duties of Members or Assodaite Members; Breach If any Member or Associate Member shall default in performing any covenant contained herein, such default shall not excuse that Member or Associate Member from fulfilling its other obligations hereunder, and such defaulting Member or Associate Member shall remain liable for die performance of all covenants hereof. Each Member or Associate Member hereby declares that this Agreement is entered into for the benefit of the Authority created hereby, and each Member or Associate Member hereby grants to die Authority the right to enforce, by whatever lawful means die Audhonity deems appropriate, all of the obligations of each of the parties hereunder. Each and all of the remedies given to the Authority hereunder or by any law now or hereafter enacted are cumulative, and die exercise of one right or remedy shall not impair die right of die Authority to any or all other remedies. 17. Indemnification To the full extent permitted by law, the Board may authorize indemnification by the Authority of any person who is or was a Board Delegate, alternate, officer, consultant, employee or other agent of the Authority, and who was or is a party or is threatened to be made a party to a proceeding by reason of the fact that such person is or was such a Delegate, alternate, officer, consultant, employee or other agent of die Authority. Such indemnification may be made against expenses, judgments, fines, settlements and other amounts actually and reasonably incurred in. connection with such proceeding, if such person acted in good faith and in a manner such person reasonably believed to be in the best interests of the Authority and, uh the case of a criminal proceedinhg, had rano reasonable cause to believe his or her conduct was whlawful aiid, ih the case of all action by or ill the right of the Authority, acted with such care, uicluduig reasonable uiquiry, as all ordinarily prudent person inn a like position would use wider similar circumstances. 18. Immunities All of the privileges acid immwuties from liabilities, exemptions from law, ordinnanhces and rules, all pension, relief, disability, workers' compensation and other benefits which apply to die activity of officers, agents or employees of any of the Members or Associate Members when performing their respective functions, shall apply to them to the same degree anted extent while engaged as Delegates or otherwise as all officer, agent or other representative of the Authority or while engaged in the performance of any of their fiuhctions or duties wider the provisions of this Agreement. 19. Amendment This Agreement may be amended by die adoption of die amendment by die govenhinhg bodies of a majority of the Members. The amendment shall become effective on the first day of' the month following the last required member agency approval. Ani amendment may be initiated by the Board, upon approval by a majority of the Board. Arany proposed amenndnnenht, including the text of the proposed chanhge, shall be given by the Board to each Member's Delegate for presentation and action by each Member's board within 60 days, which time may be extended by the Board. The list of Members, Attaclmhehnt 1, may be updated to reflect new anted/or withdrawn Members without requiring formal amendment of the Agreement by the Authority Board of Directors. 20. Withdrawal of Member or Associate Member If a Member withdraws as member of RCRC, its membership in the Authority shall automatically terminnate. A Member or Associate Member may withdraw from this Agreemennt upon written notice to die Board; provided however, that nho such withdrawal shall result ill the dissolution of the Authority as long as ally Bonds or other obligations of the Authority remain outstanhdinhg. Any such withdrawal shall become effective tarty (30) days after a resolution adopted by the Members govenhing body which authorizes withdrawal is received by die Authority. Notwithstanhduhg the foregoing, ally termination of membership or withdrawal from the Authority shall phot operate to relieve any termihhated or withdrawing Member or Associate Member from Obligations incurred by such terminated or withdrawing Member or Associate Member prior to the time of its termination or withdrawal. 20. Miscellaneous a. Counterparts. This Agreement may be executed inn several cowhterparts, each of which shall be all original and all of which shall constitute but one and the same instrument. b. Construction. The section headings herein are for convenience onhly annd are not to be construed as modifying or governing the language in the section referred to. C. Approvals. Wherever in this Agreement any consent or approval is required, die same shall not be wireasonably withheld. d. Jurisdiction; Venue. This Agreement is made in die State of Califonhia, wider die Constitution and laws of such State and is to be so construed; any action to eulorce or interpret its terms shall be brought ihh Sacramento County, Califoriiia. e. Integration. This Agreement is the complete and exclusive statement of' the agreement among the parties hereto, and it supersedes and merges all prior proposals, unhderstanhdnhgs, and other agreements, whether oral, written, or implied in conduct, between and among the parties relating to die subject matter of this Agreement. f. Successors; Assignment This Agreement shall be binding upon and shall inure to the benefit of die successors of die parties hereto. Except to the extent expressly provided herein, no Member may assign any right or obligation hereunder without the consent of die Board. g. Severability. Should any part, term or provision of this Agreement be decided by the courts to be illegal or un conflict with any law of the State of California, or otherwise be renndered wnenforceable or inneflectual, the validity of the remaining parts, terms or provisions hereof shall not be affected thereby. The parties hereto have caused this Agreement to be executed and attested by their properly authorized officers. AS ADOPTED BY THE MEMBERS: Origuhally dated July 1, 1993 Amended anted restated December 10, 1998 Amended and restated February 18, 1999 Amenhded and restated September 18, 2002 Amended and restated January 28, 2004 Amended anted restated December 10, 2014 [SIGNAT(TRES ON FOLLOWING PAGES] SIGNATURE PAGE FOR NEW ASSOCIATE MEMBERS NAME OF COUNTY OR CITY: S�� /)&"Cza a Title: C/i7 v � Attest: B �.s�� �ec Pwv 41 r-/ ZLE-Ric Y [Clerk of the Board Supervisors or City Clerk] AFTER EXECUTION. PLEASE SEND TO: Golden State Finance Authority (formerly California Home Finance Authority) 1215 K Street, Suite 1650 Sacramento, CA 95814 82671.00000\9603 861.1 Dated: / ^� (� 6— ATTACIBUW'T 1 CALIFORNIA HOME FINANCE AUTHORITY MEMBERS As of December 10. 2014 Alpine County Amador Cowity Butte County Calaveras County Colusa Comity Del Norte County F1 Dorado County Gleiui County Humboldt County Imperial County Inyo Cowity Lake County Lassen County Madera Cowity Mariposa County Meudocino Cowity Merced Cowity Modoc County Mono Cowity Napa Cowity Nevada County Placer County Plums Cowity San Benito Cowity Shasta County Sierra Cowity Siskiyou County Sutter County Tehama County Trinity County Tuolumne County Yolo County Yuba County