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Resolution 1999-53 City of Gilroy, Community Development Agency and Gilroy Industrial Development Authority " . . RESOLUTION NO. 99-53 RESOLUTION APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF AN AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT RELATING TO THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY WHEREAS, the City of Gilroy, California (the "City"), has expressed an interest in participating in the economic development financing programs (the "Programs") in conjunction with the parties to that certain Amended and Restated Joint Exercise of Powers Agreement Relating to the California Statewide Communities Development Authority, dated as of June I, 1988 (the "Agreement"); and WHEREAS, there is now before this City Council the form of the Agreement; and WHEREAS, the City proposes to participate in the Programs and desires that certain projects to be located within the City be financed pursuant to the Programs and it is in the public interest and for the public benefit that the City do so; and WHEREAS, the Agreement has been filed with the City, and the members of the City Council of the City, with the assistance of its staff, have reviewed said document; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GILROY AS FOLLOWS: Section 1. The Agreement is hereby approved and the Mayor or the City Manager or designee thereof is hereby authorized and directed to execute said document, with such changes, insertions and omissions as may be approved by said Mayor or City Manager, and the City Clerk or such Clerk's designee is hereby authorized and directed to affix the City's seal to said document and to attest thereto. Section 2. The Mayor, the City Manager, the City Clerk and all other proper officers and officials of the City are hereby authorized and directed to execute such other agreements, documents and certificates, and to perform such other acts and deeds, as may be necessary or convenient to effect the purposes of this Resolution and the transactions herein authorized. DOCSSFI:358410.1 40929-222 ADI . . Section 3. The City Clerk of the City shall forward a certified copy of this Resolution and an originally executed Agreement to: Ana Marie del Rio, Esq. Orrick, Herrington & Sutcliffe LLP Old Federal Reserve Bank Building 400 Sansome Street San Francisco, California 94111 Section 4. This resolution shall take effect immediately upon its passage. ADOPTED by the City Council of the City of Gilroy at a regular meeting of said Council held on the14tWay ofJune, 1999, by the following vote: )\)1ES: COUNCILMEMBERS: Arellano, Morales, Rowlison, Springer, Sudol, and Gilroy NOES: COUNCILMEMBERS: None AJBSE~: COUNCILMEMBERS: Gifford Mayor K. A. MIKE GILROY ATTEST: ~~ City Clerk RHONDA FELLIN RESOLUTION NO. 99-53 DOCSSFU58410.1 40929-222 ADt 2 ." .' . . " , WITNESSETH , , AMENDED AND RESTATED JO I NT EXERC I SE OF POWERS AGREEMENT -. RELATING TO THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY THIS AGREEMENT. ~ated as of June 1. 1988. by and among the parties executing this Agreement (all such parties. except those which have withdrawn in accordance with Section 13 hereof. being herein referred to as the "program participants.) : WHEREAS, pursuant to Title 1. Division 7. Chapter.5 of the Gover~~ent Code of the State of California (the "Joint Exercise of powers Act"). two or more public agencies may by agreement jointly exercise any power common to the contracting parties; and WHEREAS. each of the Program participants is a "public agency" as that term is defined in Section 6500 of the Government Code of the State of California, and WHEREAS, each of the Program participants is empowered to promote economic development, including. without :i~i:ation. the promotion of opportunities for the creation or retention of employment. the stimulation of economic activity, and the increase of the tax base. within its boundaries; and WHEREAS, a public entity established pursuant to the Joint Exercise of powers Act is empowered to issue industrial development bonds pursuant to the California Industrial Development Financing Act (Title 10 (commencing with Section 91500 of the Government Code of the State of California)) (the "Act") and to otherwise undertake Linancing programs under the Joint Exercise of powers Act or other applicable provisions of law to promote economic development through the issuance of bonds. notes. or other evidences of indebtedness. or certificates of participation in leases or other agreements (all such instruments being herein collectively referred to as "sonds"); and WHEREAS, in order to promote economic development within the State of California, the County Supervisors . AssoClation of California ("CSAC"). together with the California Manufacturers Association. has established the Bonds for Industry program (the "program"). . . WHEREAS, in furtherance of the Program, certain California counties (collectively. the -Initial participants-) have entered into that certain Joint Exercise of powers Agreement dated as of November 16. 1967 (the -lnitial Agreement-), pursuant to which the California Counties Industrial Development Authority has been established as a separate entity under the Joint Exercise of powers Act for the purposes and with the powers specified in the Initial Agreement; and WHEREAS, the League of California Cities (-LCe-) has determined to join as a sponsor of the Program and to actively participate iT the administration of the Authority; and WHEREAS, the Initial Participants have determined to specifically authorize the Authority to issue Bonds pursuar.t to Article 2 of the Joint Exercise of Powers Act (-Article 2-) and Article 4 of the Joint Exercise of Powers Act (-Article ,-). as well as may be authorized by the Act or other applicable law; and WHEREAS, the Initial Participants desire to rename the California Counties Industrial Development. Authority to better reflect the additional sponsorship of the Program;.and WHEREAS. each of the Initial Participants has determined that it is in the public interest of the citizens within its boundaries, and to the benefit of such Initi~l Participant and the area and persons served by such Initial Participant, to amend and restate in its entirety the Initial Agreement in order to implement the provisions set forth above; and WHEREAS. it is the desire of the Program Participants to use a public entity established pursuant to the Joint.Exercise of powers Act to undertake projects within their respective jurisdictions that may be financed with Bonds issued pursuant to the Act. Article 2, Article 4. or other applicable provisions of law; and WHEREAS, the projects undertaken will result in significant public benefits. including those public benefits set forth in section 91502.1 of the Act, an increased level of economic activity, or an increased tax base. and will. therefore serve and be of benef!t to the inhabitants of the jurisdictions of the Program Participants; NOW, THEREFORE, the Program participants. for and in consideration of the mutual promises and agreements herein cont2ined, do agree to restate and amend the Initial Agreement in its entirety to provide as follows: .' . . Section 1. Purpose. This Agreement is made pursuant to the provisions of the Joint Exercise of Powers Act, relating to the joint exercise of powers common to public agencies, in this case being the Program Participants. The Pr~gram Participants each possess the powers referred to in the recitals hereof. The purpose of this Agreement is' to establish an agency for, and with the purpose of, issuing Bonds to finance projects within the territorial limits of the Program participants pursuant to the Act, Article 2, Article 4, or other appliable provisions of law; provided, however that nothing in this Agreement shall be const.ued as a limitation on the rights of the Program Participants to pursue economic development outside of this Agreement, including the rights to issue Bonds through industrial development 'authorities under the Act, or as . otherwise permitted by law. Within the various jurisdictions of the Program participants such purpose will be accomplished and said power& exercised in the manner hereinafter set forth. Section 2. ~. This Agreement shall become effective as of the date hereof and shall continue in full force and effect for a pc;icd of forty (40) years from the date hereof, or untii such time as it is terminated in writing by all the Program Participants; provided, however, that this Agreement shall not terminate or be terminated until the date on which all Bonds or other indebtedness issued or caused to be issued by the Authority shall have been retired, or full provision shall have been made for their retirement, including interest until their retirement ~ate. Section 3. Authority. A. CREATION AND POWERS OF AUTHORITY. (1) Pursuant to the Joint Exercise of Powers Act, there is hereby created a public entity to be known as the .California Statewide communities Development Authority. {the (, "Authority"). and said~AuthOrity shall be a public entity !' separate and apart from the Program Participants. Its debts, \ liatilities and obligations do not constitute debts, liabilities or obligat~ons of any party to this Agreement. I I COMMISS:rON. , B. The Authorit~ shall be administered by a Commission (the .Commission") which shall consist of seven members, each 3 . . serving in his or her individual capacity as a member of the Comrr,ission. The Commission shall be the administering agency of this Agreement. and. as such. shall be vested with the powers set forth herein. and shall execute and administer ihis Agreement in accordance with the purposes and functions provided herein. . Four members of the Commission shall be appointed by the governing body of CSAC and three members of tbe commission shall be appointed by the governing body of LCC. Initial members of the Commission shall serve a term ending June 1, 1991. Successors to such members shall be selected in tbe manner in which the respective initial member was selected and shall serve a term of three years. An) appointment to fill an unexpired term. however, shall be for such unexpired term. The term of office specified above shall be app1icab1e'un1ess the term of office of the respective member is terminated as hereinafter provided, and provided that the term of any member shall not expire until a successor thereto has been appointed . as provided herein. Each of CSAC and LCC may appoint an alternate member of the Com~isslon for each member 'of the commission which it appoints. Such alternate member may act 'as a member of the Commission in place of and during the absence or disability of such regularly appointed member. All references in this' A;:ecment to any member of the Commission shall be deemed to refer to and include the applicable alternate member when so acting in place. of a regularly appointed member. Each member or alternate member of the commission may be removed and replaced at any time by the governing body by which such member was appointed. Any individual. including any member of the governing body or staff of CSAC or LCC. shall be eligible to serve as a member or alternate member of the Commission. . Members and alternate members of the Commission shall not receive any compensation for serving as such but shall be entitled to reimbursement for any expenses actually incurred in connection with serving as a member or alternate member. if the commission shall determine that such expenses shall be reimbursed and there are unencumbered funds available for such purpose. C OFFICERS: DUTIES: OFFICIAL BONDS. The Commission shall elect a Chair. a Vice-Chair, and a Secretary of the AuthoLity from among'its members to serve.for such term as shall be determined by the commission. The COIT~ission shall appoint one or more of its officers or 'l . . employees to serve as treasurer, auditor. and controller of the Authority (the -Treasurer-) pursuant to section 6505.6 of the Joint Exercise of Fowers Act to serve for such term as shall be determined by the Commission. subject to the applicable provisions of any resolution. indenture or other instrument or proceeding authorizing or securing Bonds (each such resolution. indenture, instrument and proceeding being herein referred to as an -Indenture-) providing for a trustee or other fiscal agent. the Treasurer is designated as ~he depositary' of the Authority to have custody of all money of the Authority. from whatever source derived. The Treasurer of the Authority shall have the powers. duties and responsibilities specified in Section 6505.5 of the ~oint Exercise of powers Act. The Treasurer of the Authority is designated as the public officer or person who has charge of, handles, or has access to any property of the Authority. and such officer shall file an official bond with the Secretary of the Authority in the amount specified by resolution of the Commission but in no event less than $1.000. If and to the extent permitted by law, any such officer may satisfy this requirement by filing an official bond in at least said amount obtained in connection with another public office. The Commission shall have the power to appoint such ct~er officers and employees as it may deem necessary and to retain independent counsel. consultants and accountants. The Commission shall have the power; by resolution, to the extent permitted by the Joint Exercise of Fowers Act or any other applicable law. to delegate any of its functions to one or more of the members of the commission or officers or agents of the Authority and to cause any of said members. officers or agents to take any actions and execute any documents or instruments for and in the name and on behalf of the commission or the Authority. D. MEETINGS OF THE COMMISSION. (1) Reaular Meetinas. The Commission shall provide for its regular meetings; provided. however. it shall hold at least one regular meeting each year. The date. hour and place of the holding of the regular meetings shall be fixed by resolution of the Commission and a copy of such resolution shall be filed with each party hereto. 5 . .. (2) Special Meetinqs. special meetings of the Commission may be called in accordance with the provisions of Section 54956 of tbe Government Code of the State of California. (3) Ralph M. Brown'Act. All meetings of the Commission, including, ~itbout .limitation. regular, adjourned reQular. special, and adjourned special meetings shall be called, ~oticed. held and conducted in accordance with the provisions of the Ralph M~ Brown Act (commencing with Section 54950 of the Government Code of' the State of California). (4) Minutes.' The Secretary of the Authority shall cause to be kept minutes of the regular, adjourned regular, special. and aojourned special meetings of the Commission aod shall. as soon as possible after each meeting, cause a copy of the minutes to be forwarded to each member of the Commission. (5) Quorum. A majority of the members pf the COmmission wbich' iucluces at least one member appointed by the governing body of each of CSAC and LCe shall constitute a quorum for the transaction of business. No action'may be taken by the CO~~lssion except,upon the affirmative vote of a majority of the members of the Commission which incudes at least one me~~er appointed by the governing body of each of CSAC and LCe. except that less than a quorum may adjourn a meeting to another time and place. E. RULES AND REGULATIONS. The Authority may adopt, from time to time, by resolution of the Commission such rules and regulations for the conduct of its meetings and affair~ as may be required.' Section 4. PowerS. The Authority shall have any and all powers relating to economic development authorized by law to each of the parties hereto and separately to the public entity herein created. including, without limitation. the promotion of opportunities for the creation and retentiop of employment, the stimulation of economic activity, and the increase of the tax base, within the jurisdictions. of' such parties.'. Such powers shall include the common powers specified in this 6 . . Agreement and may be exercised in the manner and according to the method provided in this Agreement. All such powers common to the parties are specified as powers of the Authority; The Authority is hereby authorized to do all acts necessary for the exercise of such powers. including, but not limited t9. any or all of the following: to make and enter into contracts; to employ agents and employees: to acquire. construct, provide for maintenance and operation of. or maintain and operate. any buildings. works or improvements: to acquire, hold or ~ispose of property wherever located: to incur debts, liabilities or obligations: to receive.gifts. contributions and donations of property, funds, services and other forms of assistance from persons. firms. corporations and any governmental entity; to sue and be sued in its own name; and generallY to do any and all things necessary or convenient to the promotion of economic development, including without limitation the 'promotion of opportunities for .the creation or retention of employment. the stimulation of economic activity, and the increase of the tax base. all as herein contemplated. without limiting the generality of the foregoing, the Authority may issue or cause to be issued bonded and other indebtedness. and pledge any property or revenues as security to the extent permitted under the Joint Exercise of powers Act. including Article 2 and Article 4. the Act or any other applicable provision of law. The manner in which the Authority shall exercise its ~owers and perform its duties is and shall be subject to the restrictions upon the manner in which a California county could exercise such powers and perform such duties until a Ca11fornia general law city shall become a Program Participant. at which time it shall be subject to the restrictions upon the manner in which a California general law city could exercise such powers and perform such duties. The manner in which the Authority shall exercise its powers and perform its duties shall not be subject to any restrictions applicable to the manner in which any other public ~gency could exercise such powers or perform such duties, whether such agency is a party to this Agreement or not. . 7 For the purposes of this Agreement. the term -riscal Year- shall mean the fiscal year as established from time to time by the Authority, being, at the date of this Agreement. the period from July 1 to and including the following June 30, except for the first Fiscal Year which shall be the period from the date of this Agreement to June 30, 1988. Section S. Fiscal Year. -::,ChC, . . Section 6. Disposition of Assets. At the end of the term hereof or upon the earlier termination of this Agreement BS set forth in Section 2 hereof. after payment of all expenses Bnd lia~ilities of the Authority. all property of the Authority ~oth real Bnd personal shall automatically vest in the Program Participants and shall thereafter remain the sole property of the Program Participants; provided, however. that any su~plus money on hand shall be returned in proportion to the contributions made by the Program Participants. Section 7. Bonds. The Authority shall issue Bonds for the purpose of exercising its powers and raising the funds necessary to carry out its purposes under this Agreement. Said Bonds may. at the discretion of Authority. be issued in series. The services of ~ond counsel. financing consultants and other consultants and advisors working on the projects and/or.their financing shall be used by the Authority. The fees and 'expenses of such counsel, consultants, advisors, and the expenses of eSAC. LeC. and the commission shall be paid from the proceeds of the Bonds or any other unencumbered tunds of the Authority available for such purpose. Section 9. Local Approval. A copy of the application for financing of a project shall be filed by the Authority with the Program Participant in whose jurisdiction the project is to ~e located. The Authority shall not issue Bonds with respect to any project unless the governing body of the Program Participant in whose jurisdiction the project is to be located. or its dulY' . authorized designee. shall approve. conditionally or unconditionally, the project. including the issuance of Bonds therefor. . Action to approve or disapprove a project shall be taken within 45 days of the filing with the Program participant. Certification of approval or disapproval shall ~e made by the clerk of the governing body of the Program Participant. or by such other officer as may be designated ~y the applicable Program participant, to the Authority. Section S. Sonds Only Limited and Special. Oblioations of Authority. The Bonds. together with the interest and premium, if any. thereon, shall not be deemed to constitute a debt of any Program Participant. eSAC, or Lee or pledge of the faith and credit of the Program Participants. CSAC, LCe, or the ~ .' " . . Authority. The Bonds shall be only special obligations of the Authority, and the Authority shall under no circumstances be obligated to pay the Bonds or the respective project costs e%cept from revenues and other funds pledged therefor. Neither the Program Participants. CSAC. LCC. nor the Authority shall be obligated to pay the principal' of. premium. if any. or interest on the Bonds, or other costs incidental thereto. e%cept from the revenues and funds pledged therefor. and neither the faith and credit nor the taxing power of the Program Participants nor the faith and credit of CSAC. LCC. or the Authority shall be pledged to the payment of the principal of, premium, if any. or interest on the Bonds nor shall the Program Participants. CSAC. LCC, or the Authority in any . manner be obligated to make any appropriation for such payment.. No covenant or agreement contained in any Bond or Indenture shall be deemed to be a covenant or agreemerit of any member of the Commission. or any officer. agent or employee of the Authority in his individual capacity and neither the Commission of the Authority nor any officer thereof executing. the Bonds shall be liable personally on any Bond or be subject to any personal liability or accountability by reason of the issuance of any Bonds. Section 10. Accounts and Reports. All funds of the Authority shall be strictly accounted for. The Authority shall establish and maintain such funds and accounts as may be required by good ~ccounting practice and by any provision of any Indenture (to the extent such duties are not assigned to a trustee of Bonds). The books and records of the Authority shall be open to inspection at all reasonable times by each Program Participant. The Treasurer of the Authority shall cause an independent audit to be made of the books of accounts and financial records of the Agency by a certified public accopntant or public accountant in compliance with the provisions of Section 6505 of the Joint Exercise of powers Act. In each case the minimum requirements of the audit shall be ~hose prescribed by the State Controller for special districts under Section 26909 of the Government Code of the Sta~e of California and shall conform to generally accepted audi;t i ng st anda rds. When such an audit of accounts and records is made by a certified public accountant or public accduntant, a report thereof shall be filed as public records witq each Program participant and also with the county auditor of each county in which a Program Participant is located. Such report shall be filed within 12 months of the end of the Fiscal Year or Years under examination. . 9 <70hC, . . Any costs of the audit, including contracts with. or employment of. certified public accountants or public accountants in making an audit pursuant to this Section, shall be borne by the Authority and shall be a charge against any unencumbered funds of the Authority available for that purpose. In any Fiscal Year the Commission ~ay, by resolution adopted by unanimous vote, replace.the annual special audit with an audit covering a two-year period. 7he 7reasurer of the Authority, within 120 days after the close of each Fiscal Year, shall give a complete written report of all financial activities for such Fiscal Year to each of the Program Participants to the extent such activities are not covered by the reports of the trustees for the Bonds. 7he trustee appointed under each Indenture 'shall establish suitable funds, lurnish financial reports and provide suitable accounting procedures to carry out the provisions of said Indenture, Said trustee may be given such duties in said Indenture as may be desirable to carry out this Agreement. Section 11. Funds. . subject to the applicable provisions of each Indenture, which may provide for a trustee to receive, have custody of and disburse Authority funds, the 7reasurer of the Authority shall receive, have the custody of and disburse ~'1tMnrity funds pursuant to the accounting procedures developed under Section 10 hereof, and shall make the disbursements required by this Agreement or otherwise necessary to carry out any of the provisions or purposes of this Agreement. Section 12. Notices. Notices and other communications hereunder to the Program Participants shall be sufficient if delivered to the clerk of the governing body of each Program Participant. Section 13. Withdrawal end Addition of Parties. A Program participant may withdraw from this Agreement upon written notice to the Commis~ion: provided, however. that no such withdrawal shall result in the dissolution of the Authority so long as any Bonds remain outstanding under an Indenture. Any such withdrawal shall be effective only upon receipt of ~he notice of withdrawal by the Commission which shall acknowledge receipt of such notice of withdrawal in writing and shall file such notice as an amendment to this Agreement effective upon such filing. 10 . . Qualifying public agencies may be aoded as parties to this Agreement and become Program participants upon: (i) the filing by such public agency of an executed counterpart of this Agreement, together with a certifieo copy of the resolution of the governing body of such public agency approving this Agreement and the execution and delivery hereof; and (ii) adoption of a resolution of the Commission approving the addition of such public agency as a Program Participant. Upon satisfaction of such conditions, the Commission shall file such executed counterpart of this' Agreement as an amendment hereto. effective upon such filing. Section 14. Indemnification. To the full extent permitted by law. the commission may authorize indemnification by the Authority of any'~erson who is or was a member or alternate member of the commission. or an officer, 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 member or alternate member of the commission, or an officer. employee or other agent of the Authority, 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, in the case of a criminal proceeding: had 'no reasonable cause to believe the conduct of such person was unlawful and, in the case of an action by or in the right of the Authority, acted with such care. including reasonable inquiry, as an ordinarily prudent person in a like position would use under similar circumstances. Section 15. Contributions and Advances. 11 Contributions or advances of public funds and of the use of personnel. equipment or property may be made to the Authority by the parties hereto for any of ,the purPDses of this Agreement. payment of public funds may be made to defray the cost of any such contribution. Any such advance may be made subject to repayment, and in such case shall be repaid, in the manner agreed upon by the Authority and the party making such advance at the time of .such advance. Section 16. Immunities. All of the privileges ana immunities from liabilities. exemptions from laws. ordinances and rules, all pension. relief. disability, workers' compensation. and other benefits which apply to the activity of officers. agents or employees of Program participants when performing their . . respective functions within the territorial limits of their respective public agencies, shall apply to them to the same degree and extent while engaged as members of the CommissioD or otherwise as an officer. agent or other representative of the Authority or while engaged in the performance of any of their functions or duties extraterritorially under the provisions of this Agreement. Section 17. Amendments. Except as provided in Section 13 above. this Agreement shall not be amended. modified. or altered except by a writte''l\instrument duly executed by each of the Program Pa rti ci pants. Section 18. Effectiveness. This Agreement shall become effective and be in full "force and effect and a legal, valid and binding obligation of. each of the program Participants at 9:00 a.m.. California time, on the date that the Commission shall have received from each of the Initial Participants an executed counterpart of this Agreement, together with a certified copy of a resolution of the governing body of each such Initial Participant approving this Agreement and the execution and delivery hereof. Section '9. Partial Invallditv. If anyone or more of the terms, provisions. promises, covenants or conditions of this Agreement shall to any extent be adjudged invalid, unenforceable. void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms. provisions, promises, covenants and conditions of this Agreement shall not be affected thereby. and shall be valid and enforceable to the fullest extent permitted by law. Section 20. Successors. This Agreement shall be binding upon and shall inure to the benefit of the successors of the parties hereto. Except to the extent expressly provided herein. no party may assign any right or obligation hereunder without the consent of the other parties. Section 21. Miscellaneous. This Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 12 ." . . The section headings herein are for convenience only and are not to be construed as modifying or governing the language in the section referred to. Wherever in this Agreement any consent or approval is required. the same shall not be unreasonably withheld. This Agreement is made in the State of California. under the Constitution and laws of such state and is to be so construed. This Agreement is the complete and exclusive statement of the agreement among the parties hereto. which supercedes and merges all prior proposals, understandings, and other agreements. including, without limitation, the Initial Agreement, whether oral, written, or implied in conduct, between and among the parties relating to the subject matter of this Agreement. IN WITNESS "~REOF, the parties hereto have caused this Agreement to be executed and attested by their proper officers thereunto duly authorized, and tbeir official seals to be hereto affixed, as of the day and year first above written. Program Participant: [SEAL] By Name: - Title: ATTEST: By Name: Ti tIe: 13 . . ATTACHMENT A AMENDMENT TO A JOINT POWERS AGREEMENT FOR THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY 270 PARTICIPANTS AS OF June 8,1998 CITIES (173) City of Agoura Hills City of Alhambra City of Albany City of Altascadero City of Anaheim City of Arcadia City of Auburn City of Avalon City of Azusa City of Bakersfield City of Banning City of Beaumont City of Bell City ofBerucia City of Berkeley City ofBrea City ofBrentwood City of Buena Park City of Burbank City of Burlingame City of Campbell City of California City City of Canyon Lake City of Carlsbad City of Carson City of Cathedral City City of Ceres City of Chula Vista City of Chowchilla City of Citrus Heights City of Claremont City of Clear lake City of Clovis City of Commerce City of Corcoran City of Corona City of Cotati City of Cudahy City of Cypress Town ofDanville City of Davis City of Dos Palos City of EI Cajon City ofEl Centro City ofEmeryville City ofEncinitas City ofEscondido City ofEtna City of Eureka City of Fairfield City of Folsom City of Fresno City of Fountain Valley City ofFullerton City of Glendora City of Grass Valley City of Gridley City of Hanford City of Hawaiian Gardens City of Hercules City of Hollister City of Huntington Beach City of Huntington Park City of Industry City ofIngJewood City ofIone City of Irvine City of La Mesa City of La Palma City of Laguna Beach City of Laguna Hills City Lake Forest City of Lake port City ofLakewood City of Lancaster City of Lathrop . City of Red lands. City of Rial to City ofRichrnond City of Riverside City ofRohnert Park City ofRoseville City of Sacramento City of Salinas Town of San Anselmo City of San Bernardino City of San Bruno City of San Buenaventura City of San Diego City of San Gabriel City of San Jose City of San Juan Capistrano City of San Luis Obispo City of San Marcos City of Sanger City of Santa Clarita City of Santa Cruz City of Santa Fe Springs City of Santa Maria City of Santa Monica City of Santa Paula City of Santa Rosa City of Sausalito City of Seal Beach City of Seaside City of Selma City of Southgate City of South Lake Tahoe City of Stoc\....ton City of Sui sun City ofThousand Oaks City of Torrance Town ofTruckee City ofTurlock I City ofTwentynine Palms City of Union City City ofUpland City of Va cavil Ie City of Vallejo City of Visalia City of Vista City ofWatsonville City of West Covina City of Lincoln City of Lindsay City of Livingston City ofLodi City ofLompoc City of Long Beach City of Los Angeles City of Los Banos City ofLynwood City of Madera City ofManteca City ofMarysville City ofMaywood City of Merced City ofMil1brae City of Mission Viejo City of Modesto City of Monterey City of Monterey Park Town of Moraga City of Moreno Valley City of Morgan Hill City of Mountain View City of National City City of Norwalk City of Nova to City of Oakland City of Oceanside City of Orange City of Oroville City of Oxnard City of Pacifica City of Palm dale City of Palos Verdes Estates City of Paramount City of Pasadena City of Patt erson City ofPetaluma City of Pin ole City of Pittsburg City of Placerville City of Pleasant on City of Pleasant Hill City of Pomona City of P ortervill e City of Po way City of Redding DOCSLAL78072.1 Page 2 of 4 City of West Sacramento City of Whittier City of Woodland COUNTIES (47) Alameda County Butte County Calaveras County Colusa County Contra Costa County Del Norte County El Dorado County Glenn County Humboldt County Imperial County Inyo County Kern County Kings County Lake County Lassen County Los Angeles County Madera County Mariposa County Mendocino County Merced County Modoc County Monterey County Napa County Nevada County Orange County Placer County Riverside County Sacramento County San Bernardino County San Diego County San Joaquin County San Mateo County Santa Barbara County Santa Clara County Santa Cruz County Sierra County Siskiyou County Solano County Sonoma County Stanislaus County Sutter County DOCSlAl :78072.1 . Tehama Count)l. Trinity County Tulare County Ventura County Yolo County Yuba County DISTRICTS (45) American River Fire Protection District Apple Valley Fire Protection District Annona Community Services District Big Bear City Community Services District Bolinas Community Public Utility District Bostonia Fire Protection District Cardiff Sanitation District Chino Valley Independent Fire District Crest Fire Protection District Davis Joint Unified School District Diablo Water District Encinitas Fire Protection District Encinitas Sanitary District Hamilton Branch Community Services District Hilmar County Water District ldyllwild Fire Protection District Irish Beach Water District June Lake Public Utility District Keyes Community Services District Lake County Service Area No, 20 Lakeside Fire Protection District Lakeside Irrigation District Los Trancos County Water District Madera County Maintenance District No.1 - Hidden Lakes Estates Meeks Bay fire Protection District Mid Carmel Valley Fire Protection District MilIview County Water District North County Fire Protection District Oceano Community Services District Paradise Irrigation District Peninsula Library System Rancho Cucamonga Fire Protection District San Bernardino County Service Area No, 70 San Diego Rural Fire Protection District San Lorenzo Valley Water District Page 3 of4 San Miguel Consolidated ~rotection District ... Scotts Valley County Water District Sierra Lakes County Water District Springville Public Utility District Squaw Valley County Water District Stinson Beach County Water District Tri-Cities Municipal Water District Tuolumne County Water District NO.1 Upper Lake County Water District Vista Unified School District Winton Water & Sanitary District AGENCIES (4) City of Rialto Redevelopment Agency Culver City Redevelopment Agency Peninsula Library System Whittier Redevelopment Agency cITI' AND cOUNlY (J) City and County of San Francisco DOCSLAI :78072.1 . Page 4 of 4 . . . I, RHONDA PELLIN, City Clerk of the City of Gilroy, do hereby certify that the attached Resolution No. 99-53 is an original resolution, duly adopted by the Council of the City of Gilroy at an adjourned regular meeting of said Council held on the 14th day of June, 1999, at which meeting a quorum was present. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Official Seal of the City of Gilroy this 17th day ofJune, 1999. ~ (Seal)