Resolution No. 6429512
RESOLUTION NO. 6429
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CYPRESS,
APPROVING ASSOCIATE MEMBERSHIP BY THE CITY OF CYPRESS
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
THE CITY COUNCIL OF THE CITY OF CYPRESS HEREBY FINDS, RESOLVES,
DETERMINES, AND ORDERS AS FOLLOWS:
WHEREAS, the City of Cypress, California (the "City "), is a municipal corporation
and charter city, 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
Cypress does hereby find 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 finds 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.
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Section 4. This resolution shall take effect immediately upon its passage.
PASSED AND ADOPTED by the City Counci of the City of Cypress at a regular
meeting held on the 27th day of May, 2014.
ATTEST:
-t'LL q 3(L -t a_ 11
CITY CLERK OF THE CITY OF CYPRESS
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) SS
MAYOR
F T E CITY OF CYPRESS
I, DENISE BASHAM, City Clerk of the City of Cypress, DO HEREBY CERTIFY
that the foregoing Resolution was duly adopted at a regular meeting of the said City
Council held on the 27th day of May, 2014, by the following roll call vote:
AYES: 5 COUNCIL MEMBERS: Bailey, Narain, Yarc, Johnson and Mills
NOES: 0 COUNCIL MEMBERS: None
ABSENT: 0 COUNCIL MEMBERS: None
(1--OuLoe g
CITY CLERK OF THE CITY OF CYPRESS
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EXHIBIT 1
ASSOCIATE MEMBERSHIP AGREEMENT
by and between the
CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY
and the
CITY OF CYPRESS, 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
CYPRESS, CALIFORNIA, a municipal corporation and charter city, 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, the 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:
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 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.
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
By:
ATTEST:
Denise Basham, CMC
City Clerk
CYPRESS, CALIFORNIA
Leroy Mills
Mayor
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