HomeMy WebLinkAboutAGENDA REPORT 1999 0421 CC REG ITEM 10FTO:
FROM:
DATE:
MOORPARK CITY COUNCIL
AGENDA REPORT
Honorable City Council
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ITEM t O . F.
CITY OF MOORPARK, CALIFORNIA
City Council Meeting
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BY
John E. Nowak, Assistant City Manager G
07 April 1999 (Council meeting of 04- 21 -99)
SUBJECT: Consider Resolution No. 99- Approving
Participation in a Joint Powers Agreement
Creating the Ventura Cities Mortgage Financing
Authority.
BACKGROUND: State law allows for local public entities to
enter in a Joint Powers Agreement (JPA) to exercise any
power that is common to them. The Area Housing Authority
of the County of Ventura is proposing to use a JPA to
create the Ventura Cities Mortgage Financing Authority.
The purpose of the Authority would be to issue mortgage
bonds to be used for homebuyer down payment assistance and
developer assistance.
DISCUSSION: The Area Housing Authority of the County of
Ventura is proposing to establish a "Ventura Cities
Mortgage Financing Authority" (Authority) through a Joint
Powers Authority (JPA). The purpose of the Authority would
be to issue mortgage bonds which would be used to provide
down payment assistance to homebuyers and which could be
used by developers to provide affordable housing. The
Board of the Authority would be comprised of
representatives from the County and those cities that are
parties to the JPA. These entities would have voting
members on the Board and would establish the guidelines for
the Authority's actions. Other cities could join as
Associate members and partake in the bond availability, but
would not be able to vote on matters before the Authority.
0001.46
Joint Powers Agreement
Meeting of 21 April 1999
Page 02
The basic purpose of the Authority would be to issue
mortgage revenue bonds that are repaid from the proceeds of
the mortgage payments. The money would be available for
downpayment assistance to qualified purchasers and for
developers to use in conjunction with providing affordable
housing units. Fifty - percent of the funds must go to
households earning 90% or less of the county median income
($58,770 for family of 4). The balance of the funds can be
used for households earning up to 120% of the median income
($78,360). The properties must be owner - occupied. The
interest rates charged are based on the interest rate of
the bonds when sold. The loans are assumable and can be
paid early without penalty. The Authority operates with
funds received from the sale of the bonds and other charges
to lenders. There are no costs to member cities.
The advantage for the City of Moorpark to join the JPA as a
voting member is that it would be a participant in
determining in the exact parameters of the program's
operations and the possible distribution of funding
availability. The cost involved would be staff and /or
Council time in attending the meetings. If the Council
decides not to join as a voting member it could join the
Authority later as an Associate member and have the funds
available for purchases in the City. The program does
provide an additional financial option in assisting with
home ownership in the City at no direct dollar cost to the
City. The City also has the option to withdraw from the
JPA with 30 day written notice, except if financing has
been approved and provided within the City, the City
remains a member unless the JPA as a whole terminates.
RECOMMENDATION• Staff recommends the City Council adopt
Resolution No. 99- approving the Joint Powers Agreement
creating the Ventura Cities Mortgage Financing Authority
and the City of Moorpark joining as a member, subject to
final language approval by the City Manager and City
Attorney.
Attached: Resolution No. 99-
0 ®014
RESOLUTION NO. 99-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
MOORPARK, CALIFORNIA, APPROVING THE JOINT POWERS
AGREEMENT CREATING THE VENTURA CITIES MORTGAGE
FINANCING AUTHORITY AND PROVIDING OTHER MATTERS
PROPERLY RELATED THERETO
WHEREAS, the City of Moorpark together with certain
other cities within the County of Ventura and the County of
Ventura (collectively the "Members ") , proposes to enter
into the Joint Powers Agreement creating the Ventura Cities
Mortgage Financing Authority (the "Joint Powers Agreement ")
to provide for the express purpose of the joint exercise of
powers under Part 5 of Division 31 (commencing with Section
52000) of the California Health and Safety Code, being the
provisions of the Code which authorize the undertaking of
home mortgage financing programs.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MOORPARK
DOES HEREBY RESOLVE AS FOLLOWS:
SECTION 1. The City Council hereby approves the Joint
Powers Agreement creating the Ventura Cities Mortgage
Financing Authority, attached hereto and made a part hereof
as Attachment No.l, as if contained herein in its totality.
SECTION 2. The Mayor is hereby directed to execute said
Joint Powers Agreement.
SECTION 3. The City Council hereby authorizes the
performance of the Joint Powers Agreement by the City.
SECTION 4, The City Clerk shall cause the Joint Powers
Authority to be delivered to its members.
SECTION 5. The City Clerk shall certify to the
adoption of this resolution and shall cause a certified
resolution to be filed in the book of original Resolutions.
PASSED AND ADOPTED this 21st day of April 1999.
Patrick Hunter, Mayor
ATTEST:
Deborah S. Traffenstedt, City Clerk
Attachment: Joint Powers Agreement
32035 -01
JH:ACH:Isj
JOINT POWERS AGREEMENT
CREATING THE
VENTURA CITIES MORTGAGE FINANCING AUTHORITY
Dated as of
February 1, 1999
1/11/99
1/28/99
2/9/99
3/23/99
RECEIVED
APR e 8 1999
-itt•• of Moorpari:
ti [mi»istrativF ; ,,, F. t rtment
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TABLE OF CONTENTS
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ARTICLE I
CREATION OF THE VENTURA CITIES MORTGAGE FINANCING
AUTHORITY.......................................................................................... ..............................1
ARTICLEII
PURPOSE ................................................................................................ ..............................3
ARTICLE III
DEFINITIONS ........................................................................................ ..............................3
ARTICLEIV
PARTIES TO AGREEMENT ................................................................ ..............................4
ARTICLEV
TERM OF AGREEMENT ...................................................................... ..............................4
ARTICLE VI
POWERS OF THE AUTHORITY ......................................................... ..............................4
ARTICLE VII
MEMBER ENTITY RESPONSIBILITIES ............................................. ..............................5
ARTICLE VIII
MEMBERSHIP ....................................................................................... ..............................5
ARTICLEIX
BOARD OF DIRECTORS ...................................................................... ..............................7
ARTICLEX
COMMITTEES ....................................................................................... ..............................7
ARTICLE XI
BOARD AND COMMITTEE MEETINGS .......................................... ..............................7
ARTICLE XII
OFFICERS AND EMPLOYEES ............................................................ ..............................9
ARTICLEXIII
FISCAL YEAR ........................................................................................ ..............................9
ARTICLEXIV
BUDGET ................................................................................................. ..............................9
ARTICLE XV
ANNUAL AUDITS AND AUDIT REPORTS .................................... ..............................9
ARTICLE XVI
ESTABLISHMENT AND ADMINISTRATION OF FUNDS ........... .............................10
ARTICLE XVII
ADMINISTRATIVE COSTS ................................................................ .............................10
ARTICLEXVIII
NEW MEMBERS ................................................................................... .............................10
ARTICLEXIX
WITHDRAWAL .................................................................................... .............................10
ARTICLEXX
EXPULSION .......................................................................................... .............................11
ARTICLE XXI
TERMINATION AND DISTRIBUTION ............................................ .............................11
ARTICLEXXII
NOTICES ............................................................................................... .............................11
ARTICLE XXIII
PROHIBITION AGAINST ASSIGNMENT ....................................... .............................11
i
11 J () X311, 13
ARTICLE XXIV AMENDMENTS ................................................................................... .............................12
ARTICLE XXV SEVERABILITY ..................................................................................... .............................12
ARTICLE XXVI LIABILITY OF THE AUTHORITY ..................................................... .............................12
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ARTICLE XXVII AGREEMENT COMPLETE ................................................................. .............................12
ARTICLE XXVIII EXECUTION OF COUNTERPARTS .................................................. .............................12
ARTICLE XXIX GOVERNING LAW ............................................................................. .............................13
lll
JOINT POWERS AGREEMENT
CREATING THE
VENTURA CITIES MORTGAGE FINANCING AUTHORITY
This Joint Powers Agreement creating the Ventura Cities Mortgage Financing Authority
(the "Agreement ") is made by and among the public entities listed in Appendix A and all public
entities which execute and deliver Associate Membership Agreements (collectively, the "Member
Entities ") pursuant to Article VIII, all of which Member Entities shall be cities or counties
organized and operating under the laws of the State of California and all of which are a public
agencies as defined in California Government Code Section 6500.
RECITALS
I. California Government Code Sections 6500 -6515, permitting two or more local
public entities by agreement to jointly exercise any power common to them, authorizes the
Member Entities to enter in this Joint Powers Agreement (the "Agreement ") creating the Ventura
Cities Mortgage Financing Authority.
II. Each Member Entity desires to join together with the other Member Entities to
provide for the express purpose of the joint exercise of powers under Part 5 of Division 31
(commencing with Section 52000) of the California Health and Safety Code, being the provisions
of law which authorize the undertaking of home mortgage financing programs and multifamily
rental housing financing programs.
III. The governing board of each Member Entity has determined that it is in the
Member Entity's best interest and in the public interest that this Agreement be executed, or
otherwise entered into by Associate Membership Agreement, and that it participate as a member
of the public entity created by this Agreement.
Now therefore, the Member Entities, by, between and among themselves, in consideration
of the mutual benefits, promises and agreements set forth below and in any applicable Associate
Membership Agreement, hereby agree as follows:
ARTICLE I
CREATION OF THE VENTURA CITIES MORTGAGE FINANCING AUTHORITY
Pursuant to Chapter 5, Division 7, Title 1 of the Government Code of the State of California
(commencing with Section 6500) (as amended from time to time, the "JPA Law "), the Member
Entities create a public agency, separate and apart from the Member Entities to be known as the
Ventura Cities Mortgage Financing Authority (the "Authority "). Pursuant to Government Code
Section 6508.1, the debts, liabilities, and obligations of the Authority shall not constitute debts,
liabilities, or obligations of any Member Entity. A Member Entity may separately contract for or
assume responsibility for specific debts, liabilities, or obligations of the Authority. For purposes
of, and to the extent required by, Government Code Section 6509, in exercising its powers the
Authority shall be subject to the restrictions upon the manner of exercising the powers of the city
Member Entity specified in the Bylaws, except as otherwise authorized or permitted by the JPA
Law.
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ARTICLE II
PURPOSE
This Agreement is entered into by Member Entities under the JPA Law to provide for the
express purpose of the joint exercise of powers under part 5 of Division 31 (commencing with
Section 52000) of the California Health and Safety Code, being the provisions of law which
authorize the undertaking of Home Mortgage Financing Programs.
ARTICLE III
DEFINITIONS
In this Agreement unless the context otherwise requires:
"Administrative Costs" means the Authority's general operating costs and expenses.
"AHACV" means the Area Housing Authority of the County of Ventura.
"Associate Member" means a Member Entity described in Article VIIIB.
"Authority" means the Ventura Cities Mortgage Financing Authority.
"Board" or "Board of Directors" is the governing body of the Authority constituted as set
forth in Article IX of this Agreement.
"Bylaws" means the bylaws adopted by the Board of the Authority, as amended from time
to time.
"County" means the County of Ventura.
"Home Mortgage Financing Program' means a program for the financing of home
mortgages for persons and families of low and moderate income undertaken by the Authority
pursuant to Part 5 of Division 31 (commencing with Section 52000) of the California Health and
Safety Code, as amended from time to time, and includes, without limitation, financing of
multifamily rental housing pursuant to Chapter 7 of said Part 5.
"JPA Law" means Chapter 5 of Division 7 of Title 1 (commencing with Section 6500) of the
California Government Code, as amended from time to time.
"Member Entity" includes each public agency (as defined in Section 6500 of the JPA Law)
which is a party to this Agreement, either as a Voting Member or an Associate Member.
"Voting Member" means a Member Entity described in Article VIIIA.
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01315.6
ARTICLE IV
PARTIES TO AGREEMENT
Each Member Entity certifies that it intends to and does contract with every other Member
Entity which is a signatory to this Agreement or an Associate Membership Agreement and, in
addition, with such other Member Entity as may later be added as a Member Entity under
ARTICLE XVIII. Each Member Entity also certifies that the deletion of any Member Entity from
this Agreement does not affect this Agreement nor each Member Entity's intent to contract with
the Member Entities then remaining.
ARTICLE V
TERM OF AGREEMENT
This Agreement became effective as of February 1, 1999, and continues in full force until
terminated in accordance with ARTICLE XXI.
ARTICLE VI
POWERS OF THE AUTHORITY
The Authority through its Board of Directors is authorized, in its own name, to do all acts
necessary to fulfill the purpose of this Agreement referred to in ARTICLE II including, but not
limited to, each of the following:
A. Make and enter into contracts;
B. Incur debts, liabilities and obligations; provided that no debt, liability or obligation
of the Authority shall be a debt, liability or obligation of a Member Entity except as separately
agreed to by a Member Entity;
C. Acquire, hold or sell or otherwise dispose of real and personal property by eminent
domain or other appropriate means;
D. Receive contributions and donations of property, funds, services and other forms of
assistance from any source;
E. Sue and be sued in its own name;
F. Employ agents and employees;
G. Acquire, construct, manage and maintain buildings;
H. Lease real or personal property as lessee and as lessor;
Receive, collect, invest and disburse monies;
4
J. Issue revenue bonds or other forms of indebtedness, as provided by law;
K. Carry out other duties as required to accomplish other responsibilities as set forth
in this Agreement;
L. Assign, delegate or contract with a Member Entity or third party to perform any of
the duties of the Board, including but not limited to, acting as administrator for the Authority; and
M. Exercise all other powers necessary and proper to carry out the provisions of this
Agreement.
The powers shall be exercised in the manner provided by applicable law and as expressly
set forth in this Agreement and any applicable Associate Membership Agreement; provided that,
pursuant to and to the extent required by California Government Code Section 6509, the
Authority shall be restricted in the exercise of its powers in the same manner as the City of
is restricted in its exercise of similar powers; and provided further that, if the
City of shall cease to be a Member Entity, then the Authority shall be restricted in
the exercise of its power in the same manner as the City of
ARTICLE VII
MEMBER ENTITY RESPONSIBILITIES
Each Member Entity further has the obligations and responsibilities set forth in this
Agreement and the Bylaws.
ARTICLE VIII
MEMBERSHIP
A. Voting Members.
All cities and the County whose housing authorities are members of AHACV shall be
eligible to join the Authority as Voting Members subject to the approval of the Board of Directors.
A Voting Member shall have approved entering into and delivery of this Agreement by a duly
adopted resolution filed with the Secretary. Voting members shall be entitled to vote and to
exercise the other rights provided in this Agreement. The current list of Voting Members is set
forth in Appendix A attached hereto and hereby made a part hereof, subject to amendment as
provided in Article XXIV.
B. Associate Members.
1. All cities in the County and the County shall be eligible to join the Authority
as Associate Members, subject to the approval of the Board of Directors and as further
provided in the By -Laws.
2. Associate Members shall be entitled to attend all meetings of the Board of
Directors but shall not be entitled to vote or participate in debate. No representative of an
Associate Member may become an officer of the Authority.
C. Associate Membership Agreement.
Each Associate Member shall execute and deliver to the Authority an Association
Membership Agreement which shall contain the following provisions substantially in the
following form (or otherwise as provided in the Bylaws) and which Associate Membership
Agreement shall be deemed incorporated into and shall become a part of this Agreement for
purposes hereof and of California Government Code Section 6502.
1. The applicable city or the County shall express its desire to become an
Associate Member and the Authority shall express its approval of such Associate
Membership.
2. The purpose of the Associate Membership Agreement shall be to permit the
Associate Member to participate in Home Mortgage Financing Programs (as defined in this
Agreement).
3. The applicable city or the County shall be made an Associate Member of the
Authority for all purposes of this Agreement and the Bylaws of the Authority, the
provisions which shall be incorporated into the Associate Membership Agreement by
reference. From and after the date of execution and delivery of the Associate Membership
Agreement by the Authority and the applicable city or the County, such city or the County
shall be and remain an Associate Member of the Authority.
4. The applicable city or the County 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
Authority. In addition, no officer, employee or representative of the city or the County
shall have any right to become an officer or director of the Authority.
5. The applicable city or the County shall agree to be subject to and bound by
all actions previously taken by the Board of Directors of the Authority to the same extent
as other Member Entities are subject to and bound by such actions; provided, however,
that under no circumstances shall actions previously taken by the Board of Directors result
in any liability or cost to the applicable city or the County.
6. The debts, liabilities and obligations of the Authority shall not be the debts,
liabilities and obligations of the applicable city or the County.
7. Execution of the Associate Membership Agreement shall conclusively
satisfy the requirements of this Agreement and the Bylaws of the Authority for
participation by the applicable city or the County in any Home Mortgage Financing
Program.
8. The Association Membership Agreement shall contain such other
provisions or revisions as shall be provided in the bylaws of the Authority.
ARTICLE IX
BOARD OF DIRECTORS
There shall be a Board of Directors to govern the affairs of the Authority. The Board shall
be comprised of one director and two alternate directors from each Voting Member. Each director
has one vote. One alternate director may cast a vote as a member of the Board of Directors only in
the absence of the director. Each director shall be an elected official of the Voting Member. Each
director shall be designated by the governing board of the respective Voting Member. Each
alternate director shall be appointed by the applicable director.
Directors and alternate directors are not entitled to compensation. The Board may
authorize reimbursement of expenses incurred by directors or alternate directors.
The powers of the Board are each of the powers of the Authority not specifically reserved
to the Member Entities by this Agreement.
IX; and
The Member Entities retain the following powers:
A. The designation of the Board of Directors by Voting Members as specified in ARTICLE
B. Approval of an amendment to this Agreement as specified in ARTICLE XXIV.
ARTICLE X
COMMITTEES
The Board may create an Executive Committee comprised of members of the Board and
delegate one or more of its powers to the Executive Committee. An appointment to the Executive
Committee is as set forth in the Bylaws.
The Board may create other committees, as desired, pursuant to the requirements of the
Bylaws.
ARTICLE XI
BOARD AND COMMITTEE MEETINGS
The Board shall hold at least one regular meeting each year, at which time the Board shall
elect its officers as appropriate to comply with ARTICLE XII. The Board shall fix the date, hour
and place at which each regular meeting is to be held. Each Board meeting shall be held in
Ventura County. The Chair presides at all meetings. A special meeting may be called upon written
request by the Chair or at least one -third of the Voting Members.
7 p S0 �- r -p 1
Each regular, adjourned regular, and special meeting of the Board and of all committees
shall be called, noticed, held and conducted in accordance with the Ralph M. Brown Act (Sections
54950, et seq. of the Government Code).
The Secretary shall keep or have kept minutes of each regular meeting of the Board and
each committee. As soon as possible after each meeting, the Secretary shall have a copy of those
minutes forwarded to each member of the Board and relevant committee.
As soon as practicable after the first meeting of the Board or within such time as fixed or
extended by the Board, the Board shall approve Authority Bylaws and administrative policies and
procedures for the transaction of its business to govern the day -to -day operations of the
Authority. The adoption of Authority Bylaws and administrative policies and procedures requires
a vote of two- thirds (2/3) of the Board of Directors.
No business may be transacted by the Board without a quorum of members of the Board
being present except that less than a quorum may adjourn from time to time. A quorum consists
of a majority of the members of the Board.
W
ARTICLE XII
OFFICERS AND EMPLOYEES
The Officers of the Authority are the Chair, Vice - Chair, President, Chief Financial Officer
and Secretary.
The officers shall be elected or appointed by the Board at its first meeting. The term of
office for Chair, Vice -Chair and Secretary is one year. The President and Financial Officer shall
serve as set forth in the Bylaws. The duties of the officers shall be as provided in the Bylaws. The
officers shall assume the duties of their offices upon formation of the authority or as appropriate.
If either the Chair, Vice -Chair or Secretary ceases to be a member of the Board, the resulting
vacancy shall be filled at the next regular meeting of the Board held after the vacancy occurs.
Officers are not entitled to compensation. The Board may authorize reimbursement of
expenses incurred by officers.
The Board may appoint such officers and employees and may contract with such persons
or firms as it considers necessary to carry out the purposes of this Agreement.
AHACV is hereby designated to act as the administrative agency. The Member Entities
acknowledge that this designation may cause potential conflicts to arise and waive any liability on
the part of AHACV except for its fraud, gross negligence or mismanagement. AHACV may not be
removed as the administrative agency except by reason of its fraud, gross negligence or
mismanagement or except by vote of not less than two- thirds of the members of the Board.
AHACV shall be reimbursed by the Authority for services rendered on the Authority's
behalf, which reimbursement shall be an Administrative Cost.
ARTICLE XIII
FISCAL YEAR
The first fiscal year of the Authority is the period from the date of this Agreement through
June 30,1999. Each subsequent fiscal year of the Authority shall end on June 30.
ARTICLE XIV
BUDGET
The Board shall adopt an annual budget not later than sixty (60) days before the beginning
of each fiscal year.
ARTICLE XV
ANNUAL AUDITS AND AUDIT REPORTS
9 000164
The Chief Financial Officer shall cause an annual financial audit to be made by an
independent certified public accountant with respect to all Authority receipts, disbursements,
other transactions and entries into the books. A report of the financial audit shall be filed as a
public record with each Member Entity. The audit shall be filed no later than required by State
law. The Authority shall pay the cost of the financial audit and charge the cost against the Member
Entities in the same manner as other administrative costs.
ARTICLE XVI
ESTABLISHMENT AND ADMINISTRATION OF FUNDS
The Authority is responsible for the strict accountability of all funds and reports of all
receipts and disbursements. It shall comply with every provision of law relating to the
establishment and administration of funds, particularly Section 6505 of the California Government
Code
The funds shall be accounted for on a full accrual basis.
The Chief Financial Officer shall receive, invest, and disburse funds only in accordance
with procedures established by the Board and in conformity with applicable law. The Authority
shall require the Chief Financial Officer to procure errors and omissions insurance or a fidelity
bond.
ARTICLE XVII
ADMINISTRATIVE COST
The Board shall establish the Administrative Costs of the Authority, if any, for each fiscal
year. The Board shall impose fees in connection with financings undertaken pursuant to this
Agreement, which fees shall be used to pay Administrative Costs. AHACV, or any successor
entity under Article XII as the administrative agency, shall be responsible for paying
Administrative Costs if, and to the extent, fees received in connection with such financings are
insufficient to pay Administrative Costs.
ARTICLE XVIII
NEW MEMBERS
A new public entity may be admitted as a Member Entity only upon a two- thirds (2 \3)
vote of the Board of Directors.
Each applicant for membership shall pay all fees and expenses set by the Board.
ARTICLE XIX
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; 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.
ARTICLE XX
EXPULSION
Subject to the restrictions of Article XXI, the Authority may expel a Member Entity from
the Authority by a two- thirds (2/3) vote of the Board of Directors for a breach of this Agreement
or the Bylaws determined by the Board to be a material breach. The procedure for hearing and
notice of expulsion of a Member Entity shall be as provided in the Bylaws.
ARTICLE XXI
TERMINATION AND DISTRIBUTION
This Agreement shall continue until terminated. However, it cannot be terminated until
such time as all principal of and interest on revenue bonds and other evidences of indebtedness
issued by the Authority shall have been paid in full. Thereafter, this Agreement may be
terminated by the written consent of two- thirds of the Voting Members; provided, however, that
this Agreement and the Authority shall continue to exist after termination for the purpose of
disposing of all claims, distribution of assets and all other functions necessary to conclude the
obligations and affairs of the Authority.
After completion of the Authority's purposes, any surplus money on deposit in any fund
or account of the Authority shall be returned in proportion to the contributions made as required
by Section 6512 of the California Government Code. The Board is vested with all powers of the
Authority for the purpose of concluding and dissolving the business affairs of the Authority.
ARTICLE XXII
NOTICES
Notices to each Voting Member under this Agreement is sufficient if mailed to its
respective address on file with the Authority.
ARTICLE XXIII
PROHIBITION AGAINST ASSIGNMENT
11 () ® () 1_ �_)' b
No Member Entity may assign a right, claim, or interest it may have under this Agreement.
No creditor, assignee or third party beneficiary of a Member Entity has a right, claim or title to any
part, share, interest, fund or asset of the Authority.
ARTICLE XXIV
AMENDMENTS
This Agreement may be amended by a unanimous vote of the Voting Members acting
through their governing bodies. A proposed amendment must be submitted to each Voting
Member at least thirty (30) days in advance of the date when the Voting Member considers it. An
amendment is to be effective immediately unless otherwise designated. Appendix A to the
Agreement may be amended to correctly list current Voting Members without separate action by
the Voting Members or the Board.
ARTICLE XXV
SEVERABILITY
If a portion, term, condition or provision of this Agreement is determined by a court to be
illegal or in conflict with a law of the State of California, or is otherwise rendered unenforceable or
ineffectual, the validity of the remaining portions, terms, conditions and provisions is not affected.
ARTICLE XXVI
LIABILITY OF THE AUTHORITY
Subject to limitations thereon contained in any indenture of trust or other documents
pursuant to which financings of Home Mortgage Financing Programs are implemented, funds of
the Authority may be used to defend, indemnify, and hold harmless the Authority, any Member
Entity, any member of the Board and any employee or officer of the Authority for their actions
taken within the scope of their duties while acting on behalf of the Authority.
ARTICLE XXVII
AGREEMENT COMPLETE
The foregoing constitutes the full and complete Agreement of the Member Entities. There
are no oral understandings or agreements not set forth in writing herein.
ARTICLE XXVIII
EXECUTION OF COUNTERPARTS
This Agreement, including as a part hereof all Associate Membership Agreements, may be
executed in any number of counterparts, each of which shall for all purposes be deemed to be an
original and all of which shall together constitute but one and the same instrument.
12 '; ()
;.
ARTICLE XXIX
GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the Laws of the
State of California.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day
and year written below.
APPROVED AS TO LEGAL FORM CITY OF
Los
Legal Counsel
Dated:
By:_
Title:
Attest:
By:
Title:
14 O00i6�
Receipt Acknowledged and
Designation as Administrative
Agency Accepted;
Dated:
AREA HOUSING AUTHORITY OF THE
COUNTY OF VENTURA
Executive Director
[ATTACH COUNTERPART SIGNATURES AND "APPENDIX A - VOTING MEMBERS "]
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