HomeMy WebLinkAboutA4344 - ABAG FINANCE AUTHORITY JOINT POWERS ABAG Finance Authority
Associate Membership Agr
AGREEMENT #4344
4i,7 l!ALP 7 DC
R19958, 12-20-00
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ASSOCIATE MEMBERSHIP AGREEMENT
by and between the
ABAG FINANCE AUTHORITY FOR NONPROFIT CORPORATIONS
and the
CITY OF PALM SPRINGS
THIS ASSOCIATE MEMBERSHIP AGREEMENT dated as of December 20, 2000, is by and
between the ABAG FINANCE AUTHORITY FOR NONPROFIT CORPORATIONS, a joint powers
authority duly organized and existing under the laws of the State of California (the "Authority')
and the CITY OF PALM SPRINGS, a municipal corporation and charter city duly organized and
existing under the laws of the State of California (the"City').
WITNESSETH:
WHEREAS, certain public agencies of the State of California (collectively, the "Members"),
have entered into a Joint Powers Agreement, dated as of April 1, 1990, revised as of September 18,
1990, and further revised as of June 9, 1992 (the "Agreement'), establishing the Authority and
prescribing its purposes and powers; and
WHEREAS, the Authority has been formed for the purpose, among others, to assist
nonprofit corporations and other entities to obtain financing for projects and purposes serving the
public interest; and
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. Pub. The purpose of this Associate Membership Agreement is to assist
nonprofit corporations and other entities to obtain financing for projects and purposes serving the
public interest within or impacting upon the City.
Section 2. Associate Members Status. The City is hereby made an associate member of the
Authority for all purposes of the Agreement, 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.
s • •
Section 3. Restrictions on Rights of Cif. The City shall not have the right, as associate
member of the Authority, to vote on any action to be taken by the Authority or participate in
debate. In addition, no officer, employee or representative of the City shall have any right to
become an officer or director of the Authority.
Section 4. Effect of Prior Authority Actions. The City hereby agrees to be subject to and
bound by all actions previously taken by the Board of the Authority to the same extent as the
other members of the Authority are subject to and bound by such actions.
Section 5. No Obligations of City. The debts, liabilities and obligations of the Authority
shall not be the debts, liabilities and obligations of the City.
Section 6. Administrative Costs. The Board may establish the Administrative Costs of the
Authority, if any, for each fiscal year and may approve a formula for allocating these
Administrative Costs among Member Entities for each fiscal year. Prior written notice shall be
given to the Member Entities of such assessment and any Member Entity who finds such
administrative costs excessive is free to withdraw, pursuant to Section 7. The Board may in its
discretion impose fees in connection with financings, which fees will be applied against
Administrative Costs of the Member Entities in the manner the Board shall determine proper.
Section 7. Withdrawal. Member Entities may withdraw at any time on thirty (30) Days
written notice subject to the following exceptions:
1) the restrictions of Article XXI of the Joint Powers Agreement, as amended; and
2) a member Entity may not withdraw prior to the closing of a financing for which it
has provided authorization as set forth in the Bylaws.
Section 8. Execution of the Agreement. Execution of this Associate Membership
Agreement shall satisfy the requirement of Article XII, Section 1(d) of the Bylaws of the Authority
which require that each new member of the Authority execute the Agreement. In addition, the
City hereby acknowledges such Bylaws.
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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.
ABAG FINANCE AUTHORITY FOR
NONPROFIT CORPORATIONS
By:
Title: /ftiZ�1�� �7'➢91��/�Yt f i iiv
Attest: —�—
By:,/
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/ CITY OF PALM SPRINGS
Title: City Manager
Attest:
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City Clerk
APPROVED 6p�S TOO i-ORIV
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