HomeMy WebLinkAboutCALIFORNIA HOME FINANCE AUTHORITY JOINT EXERCISE OF POWERS OF AUTHORITY-2014A- 2015-130
CALIFORNIA HOME FINANCE ALTMORrr Y
AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT
(Original date,July I, 1993 ail as last amended and restated December 10, 2011)
PHIS AMENDED AND RESTATED A I"ED JOIN I EXERCISE ISE OF POWERS AGREEMENT
MENI'
( "Agreement) is entered into by and among the counties listed on Attachment I hereof and
incorporated herein by reference. All such counties are referred to herein as'Members with the
respective powers, privileges and restrictions provided herein.
RECITALS
A. WHEREAS, the California Rural Horne Mortgage Finance Authority ( "CRHNIFA ") was
created by a Joan Exercise of Powers Agrecurtent dated,Jtdy 1, 093 pursuatit to the Jonnt Lxercisc
of Powers Act (commencing with Article I of Chapter 5 of Division 7 of Tittle 1 of the
Government Code of the State of California (the "Act "), By Resolutioi,) 2003 -02, adopted on
January 15, 2003, the no-one of the authority was cha gcd to CRHMIA Homebuyers Fund. The
i most recent amendment to the Joint Exercise of Powers Agreement was on Jiumauy 28, 2004.
ss
B. WHEREAS, the Members of CRHMFA Homebuyers Fund desire to update, reaffirm,
clarify and revise certain provisions of the jouit powers agreement, includijig the renaming of the
joint powers authority, as set forth herein,
C. WHERDVS, die Members are each empowered by law to linartce the coustructiou,
acquisition, improvement and rehabilitation of neat property.
D. WHITEAS, by this Agreement, the Members desire to create and establish a joint powers
authority to exercise their respective powers for die purpose of financing the coustruction,
acquisition, improvement and rehabilitation of real property within the jurisdiction of the Authority
as authorized by the Act.
NOW, THEREFORE, in consideration of tlne mutual covenants contained hereui, the Members
individually and collectively agree as follows:
Definitous
Unless Elie context odnerwise requires, the follouvig terms shall for purposes of this
Agreement have the meanings specified below:
"Ace uieauns the Joint Exercise of Powers Act, commencing with Article 1 of Chapter 5 of
Division 7 of Titic I of fie Government Code of the State of California, including die Marks -Roos
Local Bond Pooling-Act of` 1985, as amcnnded.
"Agreement" rncinns this Joint Exercise o1' Powers Agreement, as the same now exists or as it
may from time to tune be amended as provided herein.
"Associate Member" means a county, city or odrer public agency wbicb is not a voting
member of the Rural County Representatives of California, a California nonprofit corporation
( "RCRC "), witli legal power avid authority similar to that of dne Members, admitted pursuant to
parp;rapli 4.d. below to associate membersliip herein by vote of die Board.
"Audit Committee" mans a committee made up of dre rriue- member Executive
Committee.
"Authority" mcauns Califomia Home Finance Authority ("CHF), formerly knowu as
CRHMFA Homebuyers Fund or Calitbruia Rural Home Mortgage Fiuturce Authority.
"Board" means tlic governing board of dre Audiority as described in Section 7 below.
"Bonds" nnearrs bonds, notes, warrants, leases, certificates o' p<ardcipadou, installment
purchase agreenneuts, loan agreemeuts and other securities or obligations issued by the Autliority,
or 6nauciig agreements entered into by the Authority pursuant to the Act aril Luny oilier obligadou
within the meaning of tlne terra "Bonds" uuder the Act.
"Delegate" means die Supervisor desigirated by the governing board of eaclr Member to
serve ou dre Board of the Authority.
"Executive Committee" means the niuc- member Executive Committee of the Board
established pursuant to Sectiou 10 hereof.
"Membee meaurs any couriLy wlricln is a member of RCRC, bas executed this Agreement
aid lras become a member of dne Authority.
"Obligations" racaurs bonds, notes, warrants, leases, certificates of participation, installment
purchase agreements, loaun agreements arid ottrer securities or obligatious issued by die Authoriy,
or financing agreements entered into by the Authority pursncnt to the Act and airy oilier financial
or legal obligation of dre Autborily nrder the Act.
"Program" or "ProjecC means any work, improvement, prograun, project or service
wrdertakcri by die Authority.
"Rural County Representatives of California" or "RCRC" means the uonprolit cutity
incorporated wider that came iu the Slate of California.
"Supervisor" means am elected County Supervisor from au RCRC member corunty.
2. Purpose
The purpose of Llne Authority is to provide funauciig for [lie acquisition, cousQuctiou, ,
improvemc-ut and rehabili(atiou of real property in accordaucc with applicable provisions of Law
for the benefit of residents and (-()1) 11111 hr pursuit of this purpose, this Agreement provides
For the joint exercise of powers comimou to any of its Members aid Associate Members as
provided herein, or otlievvise autborized by the Act and other applicable laws, including assisting
bh financing as autbori4ed herein, jointly exercised ill (lie tnauuer set forth herein.
3. Principal Place of Business
The principal office of the Authority sball be 1215 K Street, Suite 1650, Sacrameuto,,
California 95814.
4. Creation of Authority; Addition of Members or Associate Members
a. The Authority is Increby created pursuaut to the Act. As provided air [he Act, cite
Authority sliall be a public entity separate and distinct from the Members or Associate rMcmbers.
b. Elie Authority will cause it notice of this Agreement or any amendment hereto to
be prepared and filed with the office of the Secretary of State of California in a timely fashion in
Lite mariner sct Forth ill Section 6503.3 of tlrc Act.
C. A county tha[ is a member of RCRC may petition to become a member of Lite
Authority by submitting to Lire Board a resolution or evidence of other fornnal action taken by its
goveruiug body adopting this Agreement. The Board sliall review the petition for membership
and shrill vote to approve or disapprove tlue petition. It the petitiou is approved by a mljority of'
Lite Board, such county shall immediately become a Member of the Auhority.
d. Art Associate Member may be added to (lie Authority upon the affirmative
approval of its respective governing board and pursuuht to action by the Authority Board upon
such terms and conditions, and with such rights, privileges and responsibilities, as may be
established from time to tune by die Board. Such terms and couditious, and rights, privileges and
responsibilities may vary aunong tite Associate Members. Associate Members shall be entitled to
participate in oue or more programs of hire Authority as determilted by fie Board, but shall not be
voting members of the Board. The Executive Director of tic Authority shall enforce the terms
aril conditions for prospective Associate Members to the Auhhority as provided by resolution of
the Board and as attended from mile to time by die Board. Cluuhges in the terms and conditions
for Associate Membership by the Board will not constitute an amendment of this Agreement.
5. Term and Termination of Powers
This Agreement shall become effective From tine date hereof until tine earlier of tine time
when all Bonds and airy interest thereon shrill Itave been paid in full, or provision for suchh
payment shalt have been made, or when tine Authority shall no longer own or hold amy interest in a
public capital improvement or program. The Authority shall coutiuue to exercise the powers
Inereul conferred upon it until tertuivahiou of this Agreement, except that if auhy Bouds are issued
and delivered, ill uo event shall [lie cxcrcisc of the powers herein granted be terminated mrtil all
Bouds so issued and delivered and die interest thercou shall have been paid or provision for such
paynrcnf shall have been manic and any other debt incurred with respect to any other financing
program established or administered by [he Authority has been repaid ill hill and is no longer
owstah(hng.
6. Powers; Restriction upon Exercise
a. 1 "o effectuate its purpose, the Aandaoriry shall have the power to exercise any alit all
powers of the Members or of a ,joint powers authority miler the Act and other applicable
provisions of law, subject, however, to (lie conditions and restrictious herein contained. Each
Member or Associate Member may also separately exercise auy 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 [lie activities of die Authority as it deems necessary
or desirable to accomplish its purpose.
C. The Authority shall have the power to finance the construction, acquisition,
improvement and rehabilitation or real property, including the power to purchase, with the
arnouhrts received or to be received by it pursuant to a bond purchase agreement, boucls issued by
any or its Members or Associate Members and other local agencies at public or negotiated sale, for
the purpose set forth herein and bn accordance with the Act_ All or any part of such bonds so
purchased may he held by the Authority or resold to public or private purchasers at public or
negotiated safe. The Autiority shall set any other terms and couditious of any purchase or sale
coutemplated herein as it deems uccessuy or conveuieut and in furtherance of the Act. The
Authority may issue or cause to be issued Bonds or other indebtedness, and pledge any or its
property or revenues as security to the exteut permitted by resolutiou of the Board under any
applicable provision of law. The Authority may issue Bonds in accordance awida the Act in order
to ruse Finds necessary to effectuate its purpose hereunder and may enter into agzcemeuts to
secure such Bonds. Tlhc Authority may issue other Forms of indebtedness authorized by due Act,
and to secure such debt, to furtlher such purpose. The Audhority may utilize other lonns of capital,
including, but riot limited to, the Authority's internal resources, capital markets and other terms of
private capital investment authorized by the Act.,
c1. The Authority is hereby authorized to do all acts necessary for due 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,
hl) acquiring, holding or disposing of real or personal property wherever
located, including property subject to mortgage,
(5) incurring debts, liabilities or obligations,
(6) receiving rifts, contributions and donadous of property, fuu(ls, services and
any other forms of assistance from persons, firms, corporations or
governmental entities-,
(7) suing and being sued in ifs own n anic, and litigating or sealing auy suits or
claims,
(S) doing any and all things necessary or convenient to (lie exercise of its
specific powers and to accomplishing its purpose
(9) establishing and /or adnhunislering districts to finance and refinance die
acquisition, installation and improvement of euengy efficiency, water
conservation and rericivable cuergy improvcmcrits to or oil real property
and ill buildiugs. The Authority may enter into one or more agrccmcuts,
including without limitation, participatiou agreements and implemeutatiou
agreements to implemcul such programs.
C. Sub ice[ to the applicable provisious of any iudeuturc or resolution providing for the
iuvestmcut of monies held thereunder, the Authority shall have the power to invest ally of its hinds
as dte Board deems advisable, in the same maluer and upon the same conditions as local agencies
pursuutt to Sections 53601 of the Government Codc of the State of Caliloritia.
l'. All property, ecluipntcut, supplies, funds and records old the Authority shat] be
owned by Else Authority, except as may be provided otherwise herein or by resolution of the
Board.
g. Pursuant to the provisious of Sectou 6508.1 of the Act, the debts, liabilities and
obligations of the Authority shall not be clebts, liabilities aril obligations of the Members or
Associate Members. Any Bouds, together with my interest and premium thercou, shall not
constitute debts, liabilities or obligations of any Menhber. The Members or Associate Members
hereby agree that au), such Bouds issued by the Authority shall riot constitute general obligations of
the Authority but shall be payable solely from the moucys pledged to the repayment of principal or
iriterest oil such Bonds under rte terms of the resolution, indenture, trust, agreemcut or otter
instrunheut pursuarst to which such Bouds are issued. Neither die Members or Associate
Members nor the Authority shall be obligated to pay the prutcipa l of or premium, if auty, or
interest on the Bouds, or otter costs incidental thereto, except from the revenues and funds
pledged therefor, awl neither the faith and credit uor the taxing power of the Members or
Associate Members or die Authority shall be pledged to the payment of rte principal of or
premium, if auty, or interest oil the Bouds, uor shall the Members or Associate Members of tic
Authority be obligated ill any manner to make, arty appropriation for such payment No covenant
OF agreemcut contained ill ally Boud shall be deemed to be a covenant or agreemcut of ally
Delegate, or any officer, agent or employee of die Authority ill an individual capacity, awl neither
the Board uor ahny officer ttcreol' executing the Bouds or ,usy document related thereto shall be
liable personally oil any Bowl or be subject to any personal liability or accountability by rcasou of
the issualce of any Bouds.
Governing Board
a. The Board shall consist of the nuxtber of Delegates equal to ouc representative
from each Mcmber.
b. The governing body ol' each Member shalt appoint one of its Supervisors to serve
as a Delegate ou the BOU6. A Member's appoiuuneut of its Delegate shall be delivered ill writrg
(which may be by cicctmuic maul) to the Authority and shall be effective until lie or site is replaced
by such governing body or no longer a Supervisor; any vacancy shall be filled by the governing
booty of the Member ill the samie ntahuter provided ill dais paragraph b..
C. The governing body of each Member of the Board shall appoint a Supervisor as all
alternate to setve oil the Board ill the abscuce of the Delegate; the alternate may exercise all the
rights and privileges of the Delegate, including the right to be couutcd ill constituting a quorum, to
participate in the proceedings of the Board, acid to vote upon any and all matters. No alternate
may, have more thaul one vote at any meeting of the Board, and auiy Member's designation of art
alternate sliall be delivered ill iuiting (which may be by electronic nail) to die Authority and shall
be effective until such alternate is replaced by his or her governing body or is uo louger a
Supervisor, unless otherwise specificd in such appoinwiew. Any vacancy sltall lie tilled by [he
governing body of the Member in the sa nic mauuner provided in this paragraph c..
d. Arty person who is riot a member of the governing body of a Member and who
attends a mectin g on behalf of such Member may not vote or be counted toward a quorum but
may, at the discretiou of rte Chair, participate in open tuectings he or site attends.
C. Each Associate Member may desigtlate a non- voting representative to tine Board
who may not be counted toward a quorum but who may attend open neetings, propose agenda
items and otherwise participate in Board Meetings.
C Delegates shall not receive compensation for serving as Delegates, but may claim
uxl receive reimbursement for expenses actually incurred in coumetion with such service
pursuant to ides approved by the Board and subject to [lie availability of funds.
g. The Board sltall have the power, by resolution, to the extcut permitted by the Act
or auy other applicable law, to exercise airy powers of the Authority uxl to delegate ally of its
functions to the Executive Committee or one or more Delegates, officers or agents of the
Authority, and to cause any autiorimd Delegate, officer or agent to take any actions urd execufc
ury documents for and in tie name and on behalf of the Board or die Authority.
li. The Board may establish such committees as it deems necessary for tiny lawful
purpose; such committees are advisory only and may not act or purport to act on behalf of die
Board or the Authority.
i. Tlic Board shall develop, or cause to be developed, and reviciw, modify as
necessary, acid 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 officer or as provided by resolution of the Board.
h. Meetings of the Board shall be called, noticed, held and conducted pnrsuaut to the
provisions of the Ralph M. Brown Act, Chapter 9 (commcuciug iwith Section ri L950) of Paut I of
Division 2 ofTitle 5 of the Government Code of tie 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) Dclegtltes or a majority of' the number of current
Dclegates sltall coustitute a quorum for tnuusacting busiucss at auy meeting of the Board, except
that less than a quorum may act to adjourn a meeting. Each Delegate shall have ouc vote
C. Mccdugs may be. held at any location desigiiatcd ill notice properly given for a
meeting aud may be conducted by telephonic or similar means ill lily miner otherwise allowed
by law.
9. Officers, Duties, Official Bonds
a. The Board shall elect a chair and vice chair from among the Delegates at [lie
Board's annual meeting who shall serve a term of oue (l) 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 [he Board. The vice chair shall perform such duties in the absence or
in die event of the unavailability of the chair.
b. The Board shall contract annually with RCRC to administer the Agreemcnt aid to
provide administrative services to [lie Authority, and (lie President and Chicf Executive Officer of
RCRC shall serve cr ollicio as Executive Director, Secretary, Treasurer, and Auditor of the
Authority. As chief executive of the Authority, the Executive Director is authorized to execute
contracts and other obligatious of die Authority, unless prior Board approval is required by a third
pity, by law or by Boud specification, and to perform other dudes specified by the Board. The
Executive Director may appoint such other officers as may be required for the orderly conduct of
die Authority's business grid atlairs who shall serve at the pleasure of the Executive Director.
Subject to the applicable provisions of any indenture or resolution providing for a trustee or other
fiscal agent, the P,xecutive Director, as Treasurer, is dCSiirl tied as die custodian of the Authority's
finds, Gom whatever source, aud, as such, slnadl have [lie powers, duties arid responsibilities
specified in Section 6505.5 of the Act. The Executive Director, as Auditor, shall have tie poavcrs,
duties and responsibilities specified in Sccdon 6505.5 of [he Act.
C. The Legislative Advocate for the Authority shall be die Rural County
Representatives of California.
d. The Treasurer aud Auditor are public ofllccrs who have charge of, handle, or have
access to all property of the Autun'ity, and a bond for such officer ill the amount of at least one
hundred thousand dollars (S too,000 tio) shall be obtained at the expense of Pile Authority and
fled with the Execudvc Director. Such bond may secure the fiddhliuf performance of such
officer's duties with respect to another public office if such bond ill at least the same amount
specifically mentions [lie office of tie Authority as required herein. 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 Sectiou 6505 of the Act.
c. 'file business of rile Authority shall be conducted under the supervisiou of die
hxxecutive Director by RCRC personnel.
10, Leecudvc Commiuee of the Authority
a. Composition
'rbc Aatiority sliall appoint nine (9) members of its Board to save oil an Executive
Committee.
b. Powers and Limitations
The l:xectrtive Conrniacc shall act ill an advisory capacity and make
recommendations to the Autuxity board. Duties will include, but not be limited to, review of the
quarterly and annual budgets, service as the Audit Committee for tie Autliolity, periodically
review this AgreemeuL; and complete any other tasks as may be assigned by die Board. The
Exccutivc Committee shall be subject to all linutatious imposed by this Agreement, other
applicable law, and resolutions of the Board.
n0111n1
A majority of the Executive C,otilmittec shall coustitthte a gtioruin for transacting
tntsi less of (tic Executive Committee.
11. Disposition of Assets
Upon termination of this Agreement, all remaining assets and liabilities of tic Authority
sliall be distributed to the respective Members ill such manner as sliall be determined by the
Board and in accordance wide the law.
12. Agreement Not Exclusive; Operation in Jurisdiction 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. 'rhis Agreement sliall not be deemed to aunend or after the
terms of othher agreements among the Members or Associate Members.
13. Conflict of Interest Code
The Authority shall by resoluton adopt a Conflict of hiterest Code as required by law.
14. Contributions and Advances
Contributions or advances of public funds and of personnel, equipment or property may
be made to the Authority by ally Member, Associate Member or ally other public agency to
bIrtiCe the purpose of this Agreeuncut. Payment of public hinds may, be made to defray the cost of
any contribution. Any advance may be made subject to repayment, and ill that case shall be repaid
in the manner agreed upon by the advauciug Member, Associate iVlenibcr or other public agency
and ate ;Authority at is time of making dm advance.
15. Fiscal Year, Accounts; Reports; Annual Budget; Administrative Expenses
I
, The fiscal year of the Authority shall be the period Froiu January 1 of each year to
and uhcludiug the following December 31, except for any partial liscat year resulting trom a change
in accouutinig based oil a different fiscal year previously
b. Prior to ('lie bcgiuning of each fiscal year, die Board shall adopt a budget for (lie
succeeding fiscal year.
V. The Authority shall establish and maintain such funds and accounts as may be
required by genes ally 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 ivicmber and its
representatives.
d. The Auditor shall either make, or coutract with a certified public accountant or
public accountant to matte, an annual audit of the accounts and records of the Authority. The
minimum requirements of die audit shall be those prescribed by the State Controller ("or special
districts under Section 26909 of (lie Government Code of the State of California, and shall
conf'onu to generally accepted auditihhg standards. Wheu an audit of accounts and records is hnacle
by a certified public accountant or public accountant, a report thereof shall be tiled as a public
record with each Member (and also with (lie auditor of Sacrahneuto County as the county in which
the Autlhority'soflice is located) within 12 mouths after the cud of the fiscal year.
C. In ally year in which the auumat budget of the Authority does lint exceed five
dhousauhl dollars (45,000.00), the Boaud may, upon urianinhous approval of the Board, replace die
annual audit with an cusuing one -year period, but in no event for a period longer dsan two fiscal
years.
16. Duties of Members or Associate Members; Breach
if any Member or Associate Member shill default in performing any covenant contained
herein, such default shall not excuse that hYlember or Associate Member from fulfilling its other
obligations hereunder, and such defaulting Member or Associate Member shall remain liable fbr
the performance of all covenants hereof Each VLcmber or Associate Member hereby declares
that this Agreement is entered into for the beuelit of the Authority created hereby, and each
Member or Associate Member hereby gausts to the Authority (lie right to enforce, by whatever
lawful menus the Authority deems appropriate, all of the obligations of each of the pasties
hereunder. Each and all of the remedies given to the Authority hereunder or by uhy law now or
hcreailter enacted are cumulative, uid the exercise of one right or remedy shall not impair the right
of the Authority to any or all other renaedias.
irf�.RriI h ._'o,
,ro 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, consulLust, employee or
other agent of tlhc Authority, and wlho was or is a party or is thrcatcued to be made a party to a
proceeding by reasou of [lie fact that such person is or was such a 1 clegate, altcruatc, officer,
consultant, employce or other aLgeut of the Authority. Such indemnification may be male against
expenses, judgments, lhhes, settlements and other amounts actually and reasonably incurred ill
conuectiou with suclh proceecliug, 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, ill the case of a criminal
proceeding, had no reasonable cause to believe his or her conduct was unlawful and, in the case of
an actiou by or in (lie right of the Authority, acted with such cue, including reasonable inquiry, as
an ordinarily prudent person in a like position would use under similar circumstances.
18. Immunities
All of the privileges and immunities from liabilities, exemptions from law, ordinances and
rules, till pcusiou, relic(, disability, workers compensation and other benefits which apply to the
activity of officers, agents or employees of any of Lire Members or Associate Members when
perforining their respective functions, shall apply to them to the sanic degree and extent while
engaged as Delegates or otherwise as au officer, agent or other rcpreseuGdivc of the Authority or
while engaged in (lie perl'ornrauce of any of their tuuctious or duties under the provisions of this
Agreement.
19. Amendment
This Abreenicia may be amended by lire adoption of the amendment by the governing
bodies of a majority of the Members. Tire anuudmeut shall become cllcc6ve on the first clay of
lire month following the last required member agency approval, Ali amendment may be initiated
by the Board, upon approval by a maiority of the Board. Any proposed amendment, iuclud ng the
text of die proposed change, shall be given by the Board to each b'Iomber's Delegate for
prescutatiou and action by each Member's board withiii 60 days, which time may be extended by
the Board.
Tile fist of Members, Attachment 1, may be updated to reflect new and /or withdrasnr
Members without requiring formal amrendment of the Agreement by die Auflrority Board of
Directors.
80. Withdrawal of Member or Associate Member
If a Manber withdraws as member of RCRC, its ntcmbersliip in tine Authority shall
automatically terminate. A Member or Associate Merul= may withdraw from this Agrcemcut
upon written uo6ce to the Board; provided however, flint no such withdrawal shall result in the
dissolutiou of the Autliorily as long as any Bonds or oilier obligations of the Authority remain
outsL•mding. Any such withdrawal shall become eflective thirty (30) days after a resolution adopted
by the Member's governing body which authorizes withdrawal is received by the Authority.
Notwithstanding tine foregoing, any termination of membership or widrdrawal from the Authority
shall not operate to relieve any terminated or wididraiving Member or Associate Member From
Obligations incurred by such terminated or withdrawiaig Member or Associate Member prior to
tine time of its termination or willidrrwal.
$0. Miscellaneous
a. Counterparts. This Agreement may be executer( in several counterparts, each of
which shall be an original and all of which shall constitute but one Mud (tic same instrument.
b. Construction. The section headings herein are for comvnicuce out), and are not to
be couserued as naodilying or govenung the language in the section referred to.
C. Approvals. Wherever iu dais Agreement any consent or approval is recluired, tie
shad shall not be uureasouably widdield.
d. Jurisdiction; Venue. This AgTcemetu is made in the State ol' California, under flee
Coustitutiou a11d laws of such State and is to be so construed; any action to enforce o • interpret its
terms shall be brought iu Sacramento County, California.
c. Integration, This Agreement is the complete and exclusive statement of tic
agreeaueut among the parties hereto, and it supersedes and merges all prior proposals,
uuderstaudiugs, and other agreements, whether oral, written, or implied in conduct, between and
amoug tic parties relating to dac subject matter of this Agreement.
f. Successors; Assignment This Agreement shall be bhxling upon aid shall inure to
dale benefit of the successors of [tale parties hereto. Except to the extent expressly provided herein,
no Member may assign any right or obigatiou hereunder without the consent of the Board.
g. Severability. Should any part, term or provision of this Agreement be decided by
[lie courts to be illegal or in couflict with uay law of the State of California, or otherwise be
rendered uncnforceablc or itiell`ectual, the validity of dale remaining parts, tcrms or provisions
hereof shall 1101, be aftected thercbv.
1$c parties hereto have caused 6iis Agreement to be executed uxl attested by their properly
authorized officers.
AS ADOPTED BY THE MEMBERS:
Originally datedJuly 1, 1993
Amended and restated December t0, 1998
Ameuded and restated February 18, 1999
Amended and restated September 18, 2002
Amended and restated jai uiary 28, 2004
Amended and restated December 10, 2011
I RG'iNATIIRES ON FOLL,O i 1I7NG I'i1 GE31
SIGNATURE 'PAGE FOR NEW ASSOCIATE MEMBERS
ATTEST:
Maria D. Huizar
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By'
o Sandoval
ie£Assistant City Attorney
AFTER EXECUTION PLEASE SEND TO:
Golden State Finance Authority
(formerly California Home Finance Authority)
1215 K Street, Suite 1650
Sacramento, CA 95814
82671.000096038611
CITY O NTA ANA
David Cavazos
City Manager
ATPACIIMENT 1
CALIFORNIA HOME FINANCE AUTHORPPY MEMBERS
As of December 10, 201
Alpine County
Amador County
Butte County
CalavcrtnS County
Colusa County
Del Norte County
El Dorado County
Glean County
F-lumboldt County
Imperial County
Inyo County
lake County
l risen County
Madera County
Mariposa County
MCUdociuo County
Mcrced County
Modoc County
Mono County
Napa County
Nevada County
Placer CouLLy
Plums County
San Benito Com1ty
Shasta County
Sierra Coady
Siskiyotl County
Sutter Couuly
Telnaulna. Comity
Trinity County
TuolumnC County
Yolo County
Yuba Couuly