County of Del Norte
City of Crescent City
Crescent City Harbor District
Joint Meeting
Veterans Hall
810 H Street
Crescent City, CA 95531
June 11, 2024 5:00 P.M.
Attachments
1. 1997 JOINT POWERS AGREEMENT (CURRENT)
2. [REVISED] JOINT POWERS AGREEMENT (JPA) FOR TRI-AGENCY
ECONOMIC DEVELOPMENT AUTHORITY AS APPROVED BY BOARD OF
SUPERVISORS With Section 5.05E regarding offshore generation of wind energy included.
Note: The City Council & Harbor Commission approved the attached revised JPA without Section 5.05E. . The JPA will not be effective until all member agencies have agreed to and executed the same version.
Date Posted: 6/10/2024
JO]NT POWERS AGREEMENT FOR
IMPLEMENTATION OF ECONOMIC DEVELOPMENT ACT JON PROGRAM
THIS JOfNT POWERS AGREEMENT' originally made and entered on the gth day of December , Lg7s, by and between the couNry oF DEL NORTE r d political subdivision of the State of California, hereinafter referred to as "couNTy", the clry oF cREscENT CITY, California, a municipal corporation, hereinafter referred to as "crrY", and the GRESCENT crry HARBOR DrsrRrcr, a public agency dury formed and operatj.ng in Del Norte county. california, under the Harbors and Navigation Code of the State of California. hereinafter referred to as "DrsrRrcr" is hereby amend.ed by said parties this ScL A4hday of Lggl.
REC TTALS: This Agreement is made r+ith reference to the following facts:
(a) Whereas, successful achievement in the implementation of an Economic Development Action PIan and Strategy as more particularly described j-n this area's Project Independence plan and Report daled December 1975, as well as the successful achievement in the implementatlon of the Del Norte County strategic plan as more particularly described in the PIan and Report by such name dated 1996, and economic development in general, reguires a united, coordinated, orcierly and positj-ve approach to overcome the ef fects 'tt9f scarcity of population, l-imited land areas available for ia&onornic Arowth and development, severely limited local public funds, limited tax base, and inad.equacies of resources , facilities anci services; and
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(b) Whereas, Congress has enacted a number of laws
establj.shing new and more effective domestic aid prograns including the Special Economic Development And Adjustment Assistance Program enacted as Title IX of the Public Works and Economic Development Act of L965, €rs amended, but these federal domestic aid programs are legally and administratively complex and impose substantial demands on local leadership and staff resourcesi and a more areawide coordinated and united organizational structure is needed to make the most effective use of such federal domestic aid programs, to implement and carry out this area's Title IX PROJECT INDEPENDENCE program, and to inplement and carry out the DEL NORTE COUNIIY STRATEGIC PLAN and other econonj.c development programs; and (c) Whereas, the necessity for additional and improved public f acilities and services, stimulat, j-on of puhlic and private economj.c development activities, j.nitiatlng new and nore effective financial asslstance procedures and mechanisrns as required for further public and private economic development programs and projects, presents problerns whj.ch cannot be.. adequately net by individual public agencies ln this area; and
(d) lfhereas, the COUNTY, CITY and DISTRICT, have heretofore inf ormal ly created the TRI -AcENCy ECONOMIC DEVELOPMENT ORGANI ZATION and have appointed two representatives from each such public agency tO SErrrE AS the GOVERNING BOARD of said TRI-AGENCY ORGANIZATION; and
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(e) Whereas. the parties hereto have the common power to perform the kind of functions and services as hereinaft.er described within their respective jurisdictions; and
(f) whereas, the parties hereto recognize that the exigencies of the economic problems in this area and within their respective juri-sdictions reguire that the COUNTY, CITY and DISTRICT unify and coordinate their efforts in solving said economic problems by entering into this Agreement to provide for the joint exercise of their said. porrrers in implementing this area's Title IX PROJECT TNDEPENDENCE program, to formalry establish a joint powers organization for the irnplementation and execution of Del Nort,e County's Econornic Developnient Action Plan and Strategy pursuant to the aforesaid Special Economic Development And Adjustrnent Assistance Program enacted by congress in 1974, as weLr as for the implementatlon and execution of the DEL NoRTE couMrY STRAIEGIC PLAN and other economic development programs and to officially establish the structure of the GOVERNING BOARD of said joint powers agency; and
(g) Whereas, such a Joint Powers Agreement is authorj.zed by the provisions of Title It Division T, Chapter 5 (commencing with Section 6500) of the Government Code of t,he State of California whicir authorizes the joint exercise by agreement of two di mpre public agencies of any power common to them;
NOW, THEREFORE, rT IS AGREED AS FOLLOWS;
3 ARTICLE r DEFINITIONS
sE.crroN- I . 01 , GENERAL, unress the context otherwise requires, the words and terms defined in this ARTTCLE shall, for t.he purposes hereof, have the meanings herein specified.
SECTION L.02. ACT. ACT means Title T, Division 7, Chapter 5 (commencing with Section 6500) of the Government Code of the State of California,
SECTION 1.03. ADMINI STRATIVE EXPENSE . Administrative expense means those sums of money required to be expended by the AUTI{ORItY from an administrative expense fund to be estabrished and maintained by lhe AUTHORfTY to finance those costs of administering this Agreement and for carrying out the powers and functions aut.horized in thls Agreement.
SECTION 1.04. AUfHORITY. AUTHORITY means The ERI-AGENCY ECONOMIC DEVELOPMENT AIIFHORITY created pursuant to this Agreement.
SECTION 1.05. FISCAL YEAR. Fiscal year means the period from July I to and including the following June 30.
SECTTON 1.06. GOVERNTNG BOARD. GOVERN]NG BOARD means the GOVERNING BOARD of the AUTHORITY established pursuanL to this Agreement.
sEcTroN 1.07. STATE. St,ate means the State of California.
SECT]ON ]..08. PROJECT INDEPENDENCE. PROJECT INDEPENDENCE means the Economic Development Action Plan and Strategy for Del Nort.e county, california, ES described in the pran and Report by such name dated December Lg71 and which was prepared by rneans of a Development Grant from the Economj"c Develclpment Administration, and 4 including the further detaired pranning, designing, engineering, construction, leasirg, selling, operation and maj-ntenance of the specific facj-lities and projects described in said Plan and Report, or that portion of such functions, services and activities as are within the legal. power and authorily of one or all of the parties hereto. and further including aII IegaI, adrninistrative, financial and technical servlces and activities connected therewith.
SECTION ]..09 . DEL NORTE COUMTY STRATEGIC PLAN. DEL NORTE COUNTT STRATEGIC PLAN (hereinafter ',STRATEGIC PLAN") means the economic developrnent program as described in the PIan and Report by such name dated L995 and which was prepared by means of a strategic planning grant from the United .States Department of Agriculture, United. States Forest Service, and including the further detailed planning. designing, enqineeri*g, construction, Ieasing, selling, operatLon and maintenance of t'he specific faciliti-es and projects described in said Plan and Report or those specific facilities and projeets that are added from time to time by the governing bodies of the parties to this AEreement, or that portj,on of such functions, services and activities as are within the legal power and authority of one or all of the parties hereto, and further including all 1ega1, administrative, financial and techpical services and activities connected therewith.
ECTION 2 .01
ARTICLE I1
P.URPOSE
PURPOSE. It is the purpose of this Agreement
to provide a unj.ted, coordinated, orderly, positive and more 5 effeclive means for implementing and carrying into execution an Economic Deveropment Action plan And strategy for the general benefit of all of the people of De1 Norte county, californiar &s such Plan and Strat.egy is more particularly described in this area's PROJECT INDEPENDENCE program outlined in said Economic Development Action Pran and strategy dated December Lg75 and prepared with federal financial assistance provided by the Economj-c Development Administration under fltle IX of the Public works and Economlc Development Act of 1965, as amended, and as such pran and Strategy ls outlined in the STRATEGIC PLAN, b! establishing and. maintaining a multipurpose and separate TRI-AGENCY ECONOMIC DEVELOPMEI{I AUTHORfTY in the area and by vesting this AUTHORITY with Power (1) to effectively implement, coordinate and administer the Economic Development Action Plan And Strategy and the STRATEGIC PLAN for Del Nort,e county, californla; in ,aceordance with the purpose and intent of the speciar Economj-c Development And Adjustment Assistance Program enacted by Congress in 1974 as Title rx of the Public works and Economic Development Act of 1965, as amended -
SECTION 2 .02. ECOIIOMIC D_E]VELOP$EJNIT.. In addition to the specific activities described in PRoJECT TNDEPENDENCE, the AUTHORITY is vested with the power to effectively implernent, coordinate and administer general economic development programs for the County of Del Nort.e. State of California, including the City ot Crescent City and the Crescent City Harbor District, in accordance with local, state and fed.eral laws, General economic development 5 progxams shall include, but are not limited to, public works projects, projects which raj-se the econornic and educational levels of the residents of DeI Norte County, projects which provide jobs. and projects which assist industrial developrnent. Further, the AUTHORITY shall be vested with the power to implement, coordinate and adminisLer the DEL NORTE COUNTY STRATEGIC PLAN when adopted and as t.hereafter modified by the governing bodies of the COUNTY, CfTY and DISTRICT.
ARTICLE TII
FOR}4ATION AND ORGANIZATION
SECTION 3.01. CREATION OF AUTHORITY. Pursuant to the ACT, there is hereby created a public entity to be known as the "TRfAGENCY ECONOMIC DEVELOPMEMF A(JIFHORITY", herein called "AUTHORfT9".
The AUEI{ORIfY is a public entity separate and apart from COUNTY, CITY and DISTRICT and shall administer this Agreement, subject only o restrictions that ity of Crescent CitY would have if it were administering and executing this Agreement.
SECTION 3.02. GOVERNING BOARD. ThE AUTHORITY ShAII bC
administered hy a GOvERNING BOARD of six (6) rnem.bers and three (3) alternates. Two (2) members and one (f) alternate member shall be appointed by the Cily Council of CITY from its Council two (2) members and one (1) alternate member shall be appointed by the Board of Supervisors of COUNTY from its Board; and tr.ro (2J members and one { 1 } alternat'e member shall be appointed by the Boarci oi Harbor Commissioners of DISTRICT from i-Ls Board. Alternates shafl have voting powers only if one or more of its members from the same 7 jurisdiction are absent. The GOVERNING BOARD sha-l-1 be calted the ''GOVERNING BOARD OF THE TRI-AGENCY ECONOMIC DEVELOPMENT AUTHORITY".
All voting power of the AUTHORITy shall reside in the GOVERNING BOARD.
Each member of the GOVERNfNG BOARD shall serve at the pleasure of the authority that appointed that member. Each member shall cease to be a member of t'he GOVERNING BOARD when such member ceases to hold office on the governing body of Lhe authority that appointed that member. Vacancies on the GOVERNING BOARD shall be filled by the respective appointing parties. Any member of the GOVERNING BOARD of the AUTHORITY may be removed at any time in the same manner as Lhat member was appointed.
A. The members of the GOVERNING BOARD that took office
immediately upon the executj.on of the originar Agreement in December 1975 by COUNTY, CI?Y and DISTRICT and whose selection and appointment was made and confirmed by the respestive governing bodies of the couNTY. crrY and DrsrRrcr by execution of this Agreement are as follows:
1. c APPOINTEES
(a) BERNARD McCLENDON (bi Joril{ E, FRASER 2. CTTY APPOINTEES (ai RICHARD L. BRowN tbi DALE F. LONG 3. pISTITICT APPOTNTEES
( a ) JAI,IES J. YARBROUGH
{b) CARL A. BROWER
B. No person while serving as a member of the GOVERNTNG BOARD of the Au?HoRrrY shall be eriglbre to be appointed to any other saLarjed office or employment in the service of the AUTIIORITY nor 'B
sha1l that member become eI-igible for such appointment within one year after that rnember has ceased to be a member of the GOVERNING BOARD of the AUTHORITY.
C. The members of the GOVERNING BOARD of the AUTHORITY shall be conpensated for time spent and reimbursed for reasonable and necessary expenses incurred in the performance of their duties as provided in the bylaws
SECTTON 3.03. REGULAR MEETINGS. The GOVERNING BOARD ShAII provide for its regular meetings; provided, however, that at least one regular meeting shall be held once each month. The date, hour and place of the holding of regular meetings shall be fixed by resolution of Lhe GOVERNfNG BOARD, and a copy of such resolution shall be filed with each party hereto.
SECTION 3.04 . RATPH M. BROWN ACT. AII meetings of the
GOVERNING BOARD, includltg, without limitation, regular, adjourned regular and speciat meetings, sha1l be called, noticed, held and conducted ln accordance with the provisions of the RALPH M. BROWN ACT (commencing with Section 54950 of the Government Code of the State of California).
SECTION 3.05. MINUTES. ThC SECTEI ary of the AUTHORITY shall cause t.o be kept minutes of the rneetings of the GOVERNING BOARD and shall, as soon as possible afLer each meeti-ng, cause a copy of the minutes to be forwarded to each member of Lhe GOVERNING BOARD. sEcrroN 3.06. QUORUM. Four (4) members of the GOVERNING BOARD shal1 cons'uitute a guorum for the transaction of business, except that less than a quorum may adjourn, from time to time; 9 provided t,hat both of the following shall occur for the approval of any action of the GOVERNING EOARD: (a) t'he afflrmative vote of at l-east four (4 ) members of the GOVERNING BOARD and (b) that there is at least one (1) vote on the prevairing side from each of crry, COUNTY, and DISTRICT.
SECTION 3.07. RULES. The GOVERNING BOARD of t.he AUTHORITY may adopt, from time to time, such rules and regurations for the conduct of its meetj-ngs and affalrs as ar€ necessary for the purposes hereof.
SECTION 3 . 08. OFFICE. ThC GOVERNING BOARD Of ThE AUTHORITY may establish and maintain an office within the area as it deems wilI best facilltate the accomplishment of the objectives and purposes of t.he AUIHORITY.
sEcTroN 3.09. ES. Ihe TRI-AGENCY ECONOMIC
DEVELOPMENT AiIFHORITY shall encompass all of the territory within the geographical boundaries of DEL NoRTE couNTy, california, SECTION 3 . 10. AUTHORTTY OF PARTIES TO AGREEMEIiIT. ThE delegation of certain powers to the AUTHORItY shall not affec! or diminish the authority of any of the parties to this agreement.
Each party t.o this agreement shaJ-l have and retain the authority, within a reasonable time after notiee,.to deLennine if the proposed project is in compliance with al-l ruJes, regulations, permits and standards within its jurisdict.ion as woutd appry Lo any other project.
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ARTICLE IV - OFFICERS AND EMPLOYEES
sEcTroN 4.01. CHAIRMAN, VICE-CHAIRMAN AND SECRETARI. fhE GOVERNING BOARD shal1 elect a Chairman and Vice-Chairman and shall appoint a Secretary who rdy, but need noL, be a member of the GOVERNING BOARD. The officers shall perforrn the duties normal to said offices; and
A. The Chairperson shall sign all contracts on behalt of the AUTHORITY and perform such other duties as may be imposed by the GOVERNTNG BOARD;
B. The Vice-Chairperson shall act, sign contracts, and
perform all of t,he Chairperson's duties in the absence of the Chairperson; and
C. Ttre Secret.ary shall countersign all contracts on behalf of the AUTHORITY, perform such other duties as may be imposed by the GOVERNING BOARD. and keep minuLes of al.l meetings and cause a copY of the minutes to be forwarded to each of the members of the GOVERNING BOARD and to COUNtrY, CITY and DISTRICT.
SECTION 4.02. DESIGNATION OF TREASURER. The Secretary of the tri-Agency shall be appointed. to serve as the Treasurer of the authority. The Treasurer shall have the duties and obligations'set forth in Sections 5505 and.6505.5 of the ACT and shall assure that there sha1l be strict accountability of all funds and report of all receipts and dlsbursements of the AUTHORIfY.
SECTION 4.03. BONDING PERSONS HAVING ACCESS TO PROPERTY.
From time to time, the parties hereto shall designate t,he public officers or persons, in addition to the ECONOI,IIC DEVELOPI4ENT 11 coRPoRATroN, having charge of handring or having access to any property of the AUTHoRrry, and the respective amounts of the official bonds of the ECoNoMIC DEVELoPMENr coRpoRATroN and such other persons pursuant to Section 6505.1 of the ACT.
SECTI ON 4.04. LEGAL ADVISoR. The GOVERNING BOARD shall serect, appoint, emproy and retain the regal advisor of the AUrHoRrrY, who sharL perform such duties as may be prescribed by the GOVERNING BOARD.
SE roN 4.05. OTHER EMPLOYEES.. Ihe GOVERNING BOARD shall have the power to appoint and enploy such other officers, employees, consultants, advisors and independent contractors as may be necessary for the purposes hereof.
ECTION 4.06. C.OMPENqATION. The GOVERNING BODY shalI
determine the compensation af, and pay from AUTHoRrry funds {including payment from funds which the AUTHORITY may receive from time to time in Lhe form of federal and state grants) the salaries, wages, fees and other compensation of such pranning, engineerlng, Iega1, financial, or other technical and professional personnel, consultants, and other employees of the AUTHORfTY.
SECTION 4,07 . NON-CIVIL SERVICE. Nothing herein contained shall be construed as making the ALIIIHORIrY a department of the couNTY, crgY or DrsrRrcr or as placing any of the officers, counsel, personnel, or employees of the AUTHoRTTy under any form of Civil Service or merit, system or und.er any other form of specially protected employment right or status.
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ARTICLE V POWERS
SECTION 5.0I. GENERAL POWERS. The AUTHORITY CrEAtCd by this Agreement shaLl exercise its general powers relaLing to economic development, subject only to the restrj-ctions that the City of Crescent City would have if it were administering and executing this Agreement.
As provided in the ACT, the AUTHORITY shall be a public ent.ity separate from the parties hereto, The AUTHORITY shall have the power to administer, carry out and 5-mplement an Economic Development Action Plan and Strategy for Del Norte County, Californiar ds such plan and strategy j-s more particularly described ln this area's PROJECT INDEPENDENCE program outlined in said Economic Development Action PIan and Strategy dated Decernber 1975, and. as outllned in the STRATEGIC PLAN and programs of econoni.c development as set forth in SECTION 2.02 of ARTICLE II hereof, and to further administer, coordinate, promote, carry out and irnpJ-ement the purposes of this Agreement as referred to in Section 2.01 of ARTICLE II hereaf, and, in connection therewith, the AUTHORtty shall have the power to finance, acguire, construct, Iease, operate and maintain project structures, buitdings and facilities; all subject to the provisions of this Agreement.
SECTION 5,02. REVENUE BONDS. The AUTHORITY, as a separate public entit,y, shall have the power to issue revenue bonds pursuant to the laws of the State of California as the same now reads or may be hereafter amended, and to provide for the repayment thereof.
The AUTHORITY sha1l also have all .'he po$rers provided for in 13 r
Article 2 of the ACT (commencing with Government Code Sectj-on 6540), as said ACT now reads or may be hereafter amended.
SECTION 5 .03. SPECIFIC POWERS. The AUTHORITY is hereby authorized, in its own name, la do all acts necessary for the exercise of the foregoing powers for the purposes of this Agreement including, but not linited to, any or aI1 of the followin'g:
A. To make and enter into contractsl
B. To employ agents, employees, consultants, and indqpendent contractors;
C. To acquire, construct, manage, maintain or operate any buildings, works, or improvements ;
D. To acquire, hold or dispose of real and personal property, or any interest therein. by deed, purchase, lease, contract, gift' devise, er otherwise;
E. To sue and be sued in its own name, except as otherwise provided by Iaw. The exercise by the AUTHORITY of the power to sue or be sued j-n its own name shall- be subject to .the restrictlons on the exercise of such power applicable to CITY.
An action to determine the validity of any Contract may be brought. pursuant to Chapter 9 (commencing with Section 860) ' Title 10, Part 2 of the Code of Civil Procedure of the SLate of Californla.
F. To incur debts, liabilities or obligations, provided that no debt, liability or obligation shall constitute a debl. Iiability or obligation of COUNTY, CfTy or DISTRICT;
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G. To apply for, accept. receive and disburse grants' loans and other financial- assistance from any agency of the United States of America or of the State of California, or fron any other public agency or from other sources, public or private, and expend such funds for the purposes set forth in this Agreement;
H. To delegate portions of it-s f unctions to an advj-sory body or administrative entity for the purposes of program development or program implementation; provided, however, that any annual budget of the agency to which the delegation is made must be approved by t.he GOVERNING BOARD of the AUTHORITY.
I. To invest any money in the treasury, pursuant to Section 6505.5 of the ACT, that is not required for the immediate necessities of t^he AUTHORITY, as the AUTHORITY determines is advisable, in uhe same manner and upon the same conditions as local agencieE, pursuant to California Government Code Section 53600, et seq. r Ers hereafter modlfied and supplant.ed;
J. To carry out and enforce al-t the provisions of this Agreement I
K. To contract for and obtain j.nsurance against any insurable rj.sk reasonably anticipated to result frorn the exercise of any powers or functions of the AUTHORITY or the performance of any duties by the officers and employees of the AUTHoRITY;
L. To make, adopt, amend., and repeal its bylaws, rules, resolutions, and procedural regulations not inconsistent with, and to carry into effect, the powers granted in and pulposes of this Agreement;
15 M. To perform such duties and functions as may be necessa-ry or appropriate for the administration and coordination of federal or staie assisted economic planning and development programs and projects within the geographj.cal boundaries of Del Norte County, CaI ifornia;
N. To do any perform any and all acts necessary to
participate in federal- or state assisted economic development projects within the jurisdictional boundaries of the AUTHORITV, including, without Iimitation. applylng for, accepting and administering grants or other financial assistance from the federal governnentf the state, or other public agencies I or frlom any other sources, public or privaLe, for such economic development projects; to use and expend such funds for any of the purposes as described or referred t.o in this Agreenent; and to enter into and carry out contracts or agreements in connect.ion therewith which are not inconsistent with the purposes and powers of the AUIHORITY as set forth in this Agreement; and
O. To adopt a seal and alter j-t at its pleasure.
P. To establish appropriate operating committees and special advisory commissions to assist the AUTHORITY in carrying out the purposes of this Agreement a$ set forth in ARTICLE II and to assist the AUTHORITy in j-mplementing economic development projects and programs to improve the quality of life in the area.
SECTION 5 . 04. RESTRICTIONS ON POFiERS. The fotlowing specific restrictions on the powers and functions of the AUTHORITY shall apply and be observed by the AUTHORITY:
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A. the AUTHORITY shall have no taxing powers.
B. The AUIHORITY shall not interfere in the internal affairs of a nember entity.
C. The AUTHORITY shall have no veto power over grant
applications submitted to State or federal agencies by a rnember entity
SECTION 5.05. CLAIMS. AIl claims and actions for money or danages against the AUTIIORITY and its officers and employees are governed by Division 3.6 (commencing with Section 810) of Title I of the Gcvernment Code of the State of California. The AUTHORITY shall be deemed a "public entity" wj.thin the meaning of Section 811.2 of Division 3.6 of Title I of said Government Code.
SECTION 5.06. TNIERESTS IN CONTRACTS. fhe provisions of Article 4 (commencing with Section 1090) ' and Article 4 '5 (commencing with Section L100) , Chapter 1, Division 4, Title 1 of the Government Code of the St.ate of California prohibitj-ng certain financial interests l-n public contracts shall apply to the officers, directors and employees of the AUTHORfTY.
SECTION 5.07 . ENFORCEMEIflf BY AIIIHORfTY. The AUTHORITY is hereby authorized to take any or all legal actions necessary and permitted by Iaw to enforce this Agreement.
ARTICLE VI - METHOD OF PROCEDURE
SECTION 6.0]-. ASSUMPTION OF RESPONSIBILITIES. UPON
completion of the initial organization of the GOVERNING BOARD and the appointment of t.he Secret.ary and Legal Advisorn the AUTHORITY sha1l proceed. to carry out its duties and responsibilities as set L7
forth in this Agreement, incruding the imprementation of the Econornic Development Action PIan and Strategy for Del Norte County, California, dateC December lg?5 and the STRATEGIC PLAN and other economic development programs.
SECTION 6.O2. PRIOR APPROVAL OF GOVERNING BODY FOR
CONSTRUCTION OF IMPRCIVEMENTS. Prior to the conmencement of any action, including action to secure funding, associated with an econornic development project which wouLd involve the construction of improvements. the AUTHORITY shall first obtain approval from the governing body of the jurisdict,ion in which the improvement is proposed to be located.
SECTr-ON 6.03. TINATCTNG.ACTrJ/_rErEs pREpEprNG CONSTRUCTI9II.
The AUTHORITY shall secure funds or a firra commitment of funds adequate to finance the activities necessary to be carried out prior to the award of a conLract for the construction of any public project portion of PRoJECE INDEPENDENCE, the STRATEGIC PLAN or other economj-c development project, which includes, but is not limited to, the preparation of constructj-on plans and
specifications. and the acquisition of permits, rights-of-way and land necessary for the construction. The AUTHORITY shall secure such funds through federal and state grants, lhe issuance of bonds, advances from t.he parties hereto, et by any combination thereof.
SECTTON 6.04. ACTIVITIES PRECEDING CONSTRUCTION. Upon
securing funds (or a firm commj-tment of funds) deemed adequate by the GOVERNING BOARD to finance the cost of the activities necessary to be carried out prior to the award of a contract for the 18 construction of any public project portion of PROJECT INDEPENDENCE. the STRATEGIC PLAN or other economj.c development project, the AUTHORfTY shall proceed to conlract r+ith one or more engineering andlor architectural firms for the preparation of construction plans and specifications, to acquire said necessary pernits, rights-of-rray and landr and to carry out alI other activities which are necessary to be performed prior to the award of a contract for the construction of any public works portion of PROJECT INDEPENDENCE or the STRATEGIC PLAN ar other economic development project..
Nothi-ng contained in this Agreement shall be construed as liniting or restricting the timing or procedure to be folloi+ed by the AUTHORITY in obtaining financing required for impJ-ementation of PROJECT INDEPENDENCE, the STRATEGIC PLAN or ot,her economic development project, if some other or different procedure or timing !s required by any federal or stat^e agency providing financial assistance to the AUTHORITY.
SECTION 5. 05. PROJECT FINANCING. Prior to' or upon
completion of the preparation of construction plans and specifications, t.he AUIHORITY shall secure funds ior a firm commitment of funds ) adequate to fj-nance the cost of constructing any public portion of PROJECT INDEPENDENCE, the STRATEGfC PLAN or other economic development project. The AUTHORITY shall secure such funds or firm commitment of such funds through federal and state grants and frorn the issuance of revenue bonds and from other available sources, Said funds shall be adequate, with i,he proceeds 19 of prior bond issues, if E.fifr to finance the entire cost of that portj.on of the public project for which said plans and speciflcaLions have been completed, including, but not limited to, the cost.s of repaying advances made to the AUTHORITY by the parties hereto and for which repayment uas a condition of such advance, the cost of all activities necessarily carried out by the AUTHORITY prior to the award of a contract for the construction, inlerest expenses estimated to accrue prior to the completion of construction, and the estinated cost of the construction and all costs incldental thereto.
sEcTroN 5.06. ION. Upon securing funds (or a firm
commitment of funds) deemed adequate by the GOVERNING BOARD to finance t.he entire cost of constructing any public portion of PROJECT INDEPENDENCE, the STRATEGIC pLAN or other economic development project, the AUTHORITY shall proceed to contract with one or more firms for t.he construction of each such public portion of said PROJECT INDEPENDENCE, the STRATEGIC PLAN or other economic development prqject.
sEcrroN 6.07. OPERATION AND MAINTENANCE . Upon completion of construction of each public portion of PROJECT INDEPENDENCE, the STRATEGIC PIAN or other economic development project and final acceptance thereof by the GoVERNTNG BoARD, the AUTHoRrry may operate and maintain saj-d public project, with its own personnel, by contract with one or more of the parties hereto, or by contracl t+ith a third party/ as determined by the G0VERNTNG BOARDT ox transfer the ownership, operat.ion and mainLenance to one of the 20 parties herelo as may be most consistent with the powers and jurisdiction of such party. Provided, however, that no such transfer sha1l be made by the AUTHORITY in violation of any grant condition or regulation irnposed by any federal or state agency that provided financial assistance for said project. However. AUTHORITY ag'rees to reguest approval and consent to make such transfer in those insLances where it is deemed to be consistenL with the long range purpose and intent of this Agreement and where such transfer would be in the best public interest.
Notwithstanding the above, it j-s understood by all parties that the disposition of any and all completed projects is subject to approval by each party in r.rhose jurisdiction the project is or was Located
ARTICLE VlI FINANCIAL PROVISIONS
SECTION 7.01. FISCAL YEAR, The fiscal year of the AUTHORITY shall be fron JuIy 1 of each year to and includj-ng June 30 of the following year.
SECTI 7 .02. CONTRIBUTIONS. The COUI{IY , CITY and DISTRICT, shall each contribute to the ATIIHORfTY the sum of Two Thousand Five Ftundred Dollars ($2,500.00) on or before August Lr 1976. Any finansial contributions other than set forth above shall be made only upon official action by the governing board of such party hereto as may desire to make any further or additional- contribution to Ihe AUTHoRITY.
The expenditure of funds contributed Lo the AUTHORIIY by the parties hereto shall be used only for ordinary administrative and 2L
operating expenses of the AUTHORIEY and for payment of fees and costs incurred or to be incurred by the AUTHORITY in connection with the preparation, filing and processing of one or more applications for federal financj-al asslstance required for the implernentatj-on of the Economic Development Action Plan and Strategy as referred to hereinabove in Lhis Agreement.
SECTION 7.03 ADVANCES. In addition to t.he financial
€ contributions required. to be nade by each party hereto as set forth in SECTION 7.02 above, each of the parties to this Agreement may advance to the AUTHORITY money in such sums as may be mutually agreed upon by such party and the GOVERNI$G BOARD of the AUTHORITY.
An amount equal to all advances so made by each party, plus interest thereon at a rate to be mutually agreed upon by t'he AUTHORITY and the party making such advance, shall be repaid by the AUTHORITY in cash. Repayment shall be made by Lhe AUTHORITY at sush time or times as the AUTHORITY and, the party making such advance shall mut.ual-Iy agree at the time such advance ls made.
SECTTON 7,O4. ANNUAL BUDGET.
A. lhe GOVERNING BOARD of the AUTHORITY shall, oR or
before l"larch 1 of each year, prepare and submit to each party hereto a budget estimate of the expense of conducting the AUTHORITY for the ensuing year
B. The budget estimate shall be in such form as the
GOVERNING BOARD may prescribe using the guidelines of the California State Controller. The budget estimate shall contain a summary of the fiscal policy of the AUTHORIIY for +-he budget year 4 22
and shall include data showing the relat,ion between the total proposed expenditures and the total anticipated income or other means of financing Lhe budget for Lhe ensuing year, conLrasted wit.h the corresponding data for the current year. The budget may be publj-shed with the County budget. The budget estimates may include unappropriated balance item to be available for appropriaLion in the ensuing fiscal year to meet contingencies other than contingencies resulting from temporary insufficiencies in the revenues of the AUTHORfTY.
C. After submission of the budget estimate, the GOVERNING BOARD shaJ-1 fix a time and a place for hearing by the GOVERNING BOARD thereon. The GOVERNING BOARD shall cause notice of such hearing to be published at least ten {10) days prior to t,he date set for hearing in a newspaper of geheral circulatj.on in the area pursuant to Sections 6060 and 6051 of the Government Code of the Stat.e of California, and shaIl give rnailed notice of such hearing to each party to this Agreement.
AL Lhe budget hearj.ng the GoVERNING BOARD may increase or decrease any item in the budget estimate and may delete any item therefrorn or add any new item thereto.
Upon the conclusion of the budget hearing and not later than May 1 of each year the GOVERNING BOARD shall approve the budget estirnate as submitted to the parties hereto or as revised by the GOVERNING BOARD, and thereupon the same shall constitute the final budget for the ensuing fiscal year.
ZJ
The several items of the final budget shall be deemed
appropriated for the ensuing fj-scal year in the amounts and for the purposes specified in the finai- budget.
SE ION '7 05. RECORDS AND ACCOUNTS. The AUTHORITY shall cause to be kept accurate and correct books of accounL, showing in detail the costs of adminj.stratj-on, bond interest, bond redemption, operaLion and maintenance, and all financial transactions of the AUTHORITY. Said books of account shall be open to inspection at all times by any representalive of any of the parties hereto, or by any accountant or other person authorized by any party hereto to inspect said books of account. The Treasurer shall. in accordance with Section 5505 of the ACT, cause the books of accounL and other financial records o,f the AUEHORITY to be audited annually.
ARTICLE VIII - EERMINATION
sEcTroN I .01_. TERM. This Agre€ment shall be dated and effective the date of its }ast execution by the governing boards of the parties and shall cont.lnue until rescinded or terml-naled as provided herein.
SECTION 8.02. UNILATEF,AL WITHDRAWAL. The Agreement between t.he parties shall remain in effect as to any party, unless and until it is terminated as to such party by notice in writing to all other parties given by withdrawing party at least one hundred eighty ( 180 ) days in advance of the effective date of such terrnination; provided that such terminati and as to an .tsha1l not terminate th the existence of the AUTHORITY herein created. fhe jurisdict!on of 24 AUTHORITY over the territorial area of the withdrawing party shall be exlinguished upon the effective date of said withdrawa]. fhe debts. Iiabj-tities and assets of AUTHORITY shall remain the property and obligation of AUTHORITY and the withdravrin shall have no interesl ilt, nor obligation relating to, AUTHORITY assets and 'Iiabilities. No withdrawal shall be effective wit,hdrawing party has paid all contributions to AUTHoRITY that said wit.hdrawing !L has I I committed.
SECTION 8,03. MI-ITUAL TERMINATION. Should aII the governing boards of t'he parties agree to dissolution of the AUTHORITY as a legal entity, sofa ces of AUTHORITY shall be Paid,
and t'hen the property of AIJTHORITY, whether real or sonal, shall be divided
time during t.he exlstence of AUTHORITY were parties to this Agreement r rtion to the costs borne by each s
the AUTIIORf IY during its
contributions made pursuant to this Agreement.
ARTICLE IX - I{ISCELLANEOUS PROVISI ONS
SECTION 9.01. NOTICES. Notices hereunder shalI be sufficient it delivered to:
COUNTY - COUNTY AD},IINISTRATIVE OFFICER
COUNTY OF DEL NORTE
583 G Street, Suj.te #2
Crescent City, California 95531-
CITY OFFICE OF THE CITY MANAGER
CITY OF CRSSCENT C]TY
3'17 J Street
Crescent City, Califcrnia 95531
23 DI STRICT OFFICE OF THE HARBOR MASTER
CRESCENT CITY HARBOR DISTRICT
lOL Citizens Dock Road
Crescent Cityr Calirornia 95531
5EcrroN 9.a2 AMENDMENT OT' AGREEMENT. This Agreernent nay be amended by an agreement approved by all oi the entities hereto.
Approval of 'uhe GOVERNING BOARD of the AUTHORITY shall not be reguired for arnendment of this Agreement.
SECTION 9. 03. PARTIAL INVALIDITY. If any one or more of the terms, provisions, sections, promises, covenants or conditions of this Aglreement shalt to any extent be adjudged invalid, unenforceable, vold or voidable far any reason whatsoever, by a court of compelent jurisdiction, each and all- af the remaining terms, provisions, promises, covenants and condit,ions of this Agreement. shall not be affected thereby, and shaIl be valid and enforceable to the fullest extent permitt.ed by law.
sEcTroN 9.04. HEADI-ryGS. The section headi-ngs in this Agreement, are for convenience only and are not to be construed as modifying or governing the language in the section referred to.
SECTION 9.05. CONSENT. Whenever ln this Agreement any
consent or approval is required, the same shall not be unreasonably withheld.
SECIION 9.06. LAW GOVERNING. This Agreement is made in the State of California under the constitutlon and laws af such State and is to be so construed.
SECTION 9 .A7 . SUCCESSORS. This
inure to the benefit
AgreemenL shall be binCing
upon and shall of Lhe successors of the
parties.
aa
IN WfTNESS WHEREOF, the parties hereto have caused this Agreernent to be executed and attested by their Proper officers thereunto duly author.ized. and their official seals to be hereto affixed, BS of the day and year written aboveATTEST,
touNTY or DEL N.RTE
en Walsh ar Clausen, Chair
Clerk, Board of Supervisors
CITY /CRESCENT CITY
,{, /_J
t een City
AtTEgr
Secretary
Boa of Harbor Commissioners
CRESCENT CITY HARBOR DISTRICT
./AzaDav A €rlr Pres nt $.a
tt
JOINT POWERS AGREEMENT FOR TRI-AGENCY ECONOMIC DEVELOPMENT
AUTHORITY
THIS JOINT POWERS AGREEMENT, originally made and entered on the 9th day of December, 1975, and amended on October 28, 1997, by and between the COUNTY OF DEL NORTE, a political subdivision of the State of California, hereinafter referred to as "COUNTY", the CITY OF CRESCENT CITY, California, a municipal corporation, hereinafter referred to as "CITY", and the CRESCENT CITY HARBOR DISTRICT, a public agency duly formed and operating in Del Norte County, California, under the Harbors and Navigation Code of the State of California hereinafter referred to as "DISTRICT" is amended by said parties this _______ day of __________________, 2023.
Recitals: This Agreement is made with reference to the following facts:
(a) WHEREAS, the Joint Exercise of Powers Act, Government Code section 6500 et seq., permits two or more public agencies by agreement to jointly exercise any powers common to the contracting parties, and further provides additional powers; and (b) WHEREAS, the Members further have the common powers to establish programs to meet the social needs of their population, including promoting the economic development and welfare of their communities, and to do all acts necessary to participate in any federal program whereby federal funds are granted for purposes of public works or community improvement, pursuant to Government Code sections 12100 et seq., 26227, 52200 et seq., and 53703; and (c) WHEREAS, the Members, in a joint effort, have created the Del Norte Comprehensive Economic Development Strategy (“CEDS”) in accordance with 13 C.F.R §303.7, which states: “CEDS are designed to bring together the public and private sectors in the creation of an economic roadmap to diversify and strengthen Regional economies. The CEDS should analyze the Regional economy and serve as a guide for establishing Regional goals and objectives, developing and implementing a Regional plan of action, and identifying investment priorities and funding sources. Public and private sector partnerships are critical to the implementation of the integral elements of a CEDS set forth in paragraph (b) of this section. As a performance-based plan, the CEDS will serve a critical role in a Region's efforts to defend against economic dislocations due to global trade, competition and other events resulting in the loss of jobs and private investment.” The CEDS is updated periodically.
(d) WHEREAS, the Members may adopt individual economic development strategies as well. (e) WHEREAS, the geographic isolation of Del Norte County requires the coordination and efforts of all governmental entities in the County, including the Tribal Governments, to demand and aid in the maintenance and development of transportation routes to the rest of the state and to demand and aid in the development and maintenance of electrical and broadband infrastructure. (f) WHEREAS, California Senate Bill 100, Officially titled “The 100 Percent Clean Energy Act of 2018” sets a goal of powering all retail electricity sold in California and state agency electricity needs with renewable and zero-carbon resources—those such as solar energy that do not emit climate-altering greenhouse gasses. Complying with state goals and mandates requires a coordinated effort from all local governmental entities. (g) WHEREAS, the necessity for additional and improved public facilities and services, stimulation of public and private economic development activities, initiating new and more effective financial assistance procedures and mechanisms as required for further public and private economic development programs and projects, presents problems which cannot be adequately met by individual public agencies in this area; and
(h) WHEREAS, the COUNTY, CITY and DISTRICT, have heretofore formally created the TRIAGENCY ECONOMIC DEVELOPMENT AUTHORITY and have appointed two representatives from each such public agency to serve as the GOVERNING BOARD of said TRI-AGENCY; and (i) WHEREAS, the parties hereto recognize that the exigencies of the economic problems in this area and within their respective jurisdictions require that the COUNTY, CITY and DISTRICT unify and coordinate their efforts in solving said economic problems by entering into this Agreement to provide for the joint exercise of their said powers in implementing this area's economic development goals.
(j) WHEREAS, such a Joint Powers Agreement is authorized by the provisions of Title I, Division 7, Chapter 5 (commencing with section 6500) of the Government Code of the State of California which authorizes the joint exercise by agreement of two or more public agencies of any power common to them;
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
ARTICLE I
DEFINITIONS
SECTION 1.01. GENERAL. Unless the context otherwise requires, the words and terms defined in this ARTICLE shall, for the purposes hereof, have the meanings herein specified.
SECTION 1.02. ACT. ACT means Title I, Division 7, Chapter 5 (commencing with Section 6500) of the Government Code of the State of California.
SECTION 1.03. ADMINISTRATIVE EXPENSE. Administrative expense means those sums of money required to be expended by the AUTHORITY from an administrative expense fund to be established and maintained by the AUTHORITY to finance those costs of administering this Agreement and for carrying out the powers and functions authorized in this Agreement.
SECTION 1.04. AUTHORITY. AUTHORITY means the TRI-AGENCY ECONOMIC DEVELOPMENT AUTHORITY created pursuant to this Agreement.
SECTION 1.05. FISCAL YEAR. Fiscal year means the period from July 1 to and including the following June 30.
SECTION 1.06. GOVERNING BOARD. GOVERNING BOARD means the GOVERNING BOARD of the AUTHORITY established pursuant to this Agreement.
SECTION 1.07. STATE. State means the state of California.
ARTICLE II
PURPOSE
SECTION 2.01. PURPOSE It is the purpose of the AUTHORITY to implement, coordinate and administer general economic development programs on behalf of the member agencies. General economic development programs shall include, but are not limited to, public works projects, projects which raise the economic and educational levels of the residents of Del Norte County, projects which provide jobs, and projects which assist industrial development.
ARTICLE III
FORMATION AND ORGANIZATION
SECTION 3.01 CREATION OF AUTHORITY. Pursuant to the ACT, there is hereby created a public entity to be known as the "TRI-AGENCY ECONOMIC DEVELOPMENT AUTHORITY", herein called "AUTHORITY". The AUTHORITY is a public entity separate and apart from COUNTY, CITY and DISTRICT and shall administer this Agreement, subject only to the restrictions that the City of Crescent City would have if it were administering and executing this Agreement, and any other express limitation set forth in this Agreement.
SECTION 3.02 GOVERNING BOARD. The AUTHORITY shall be administered by a GOVERNING BOARD of six (6) members and three (3) alternates. Two (2) members and one (1) alternate member shall be appointed by the City council of CITY from its Council two (2) members and one (1) alternate member shall be appointed by the Board of Supervisors of COUNTY from its Board; and two (2) members and one (1) alternate member shall be appointed by the Board of Harbor Commissioners of DISTRICT from its Board. Alternates shall have voting powers only if one or more of its members from the same jurisdiction are absent. The GOVERNING BOARD shall be called the "GOVERNING BOARD OF THE TRI-AGENCY ECONOMIC DEVELOPMENT AUTHORITY". All voting power of the AUTHORITY shall reside in the GOVERNING BOARD.
Each member of the GOVERNING BOARD shall serve at the pleasure of the authority that appointed that member. Each member shall cease to be a member of the GOVERNING BOARD when such member ceases to hold office on the governing body of the authority that appointed that member. Vacancies on the GOVERNING BOARD shall be filled by the respective appointing parties. Any member of the GOVERNING BOARD of the AUTHORITY may be removed at any time in the same manner as that member was appointed.
A. No person while serving as a member of the GOVERNING BOARD of the AUTHORITY shall be eligible to be appointed to any other salaried office or employment in the service of the AUTHORITY nor shall that member become eligible for such appointment within one year after that member has ceased to be a member of the GOVERNING BOARD of the AUTHORITY.
B. The members of the GOVERNING BOARD of the AUTHORITY shall be compensated for time spent and reimbursed for reasonable and necessary expenses incurred in the performance of their duties as provided in the bylaws.
SECTION 3.03. REGULAR MEETINGS. The GOVERNING BOARD shall provide for its regular meetings; provided, however, that at least one regular meeting shall be held once each month. The date, hour and place of the holding of regular meetings shall be fixed by resolution of the GOVERNING BOARD, and a copy of such resolution shall be filed with each party hereto.
SECTION 3. 04. RALPH M. BROWN ACT. All meetings of the GOVERNING BOARD, including, without limitation, regular, adjourned regular and special meetings, shall be called, noticed, held and conducted in accordance with the provisions of the RALPH M. BROWN ACT (commencing with Section 54950 of the Government Code ofꞏ the State of California).
SECTION 3.05. MINUTES. The Secretary of the AUTHORITY shall cause to be kept minutes of the meetings of the GOVERNING BOARD and shall, as soon as possible after each meeting, cause a copy of the minutes to be forwarded to each member of the GOVERNING BOARD.
SECTION 3.06. QUORUM. Four (4) members of the GOVERNING BOARD shall constitute a quorum for the transaction of business, except that less than a quorum may adjourn, from time to time; provided that both of the following shall occur for the approval of any action of the GOVERNING BOARD: (a) the affirmative vote of at least four (4) members of the GOVERNING BOARD and (b) that there is at least one (1) vote on the prevailing side from each of CITY, COUNTY, and DISTRICT.
SECTION 3.07. RULES. The GOVERNING BOARD of the AUTHORITY may adopt, from time to time, such rules and regulations for the conduct of its meetings and affairs as are necessary for the purposes hereof.
SECTION 3.08. OFFICE. The GOVERNING BOARD of the AUTHORITY may establish and maintain an office within the area as it deems will best facilitate the accomplishment of the objectives and purposes of the AUTHORITY.
SECTION 3.09. BOUNDARIES, The TRI-AGENCY ECONOMIC DEVELOPMENT AUTHORITY shall encompass all of the territory within the geographical boundaries of DEL NORTE COUNTY, California.
SECTION 3.10. AUTHORITY OF PARTIES TO AGREEMENT. The delegation of certain powers to the AUTHORITY shall not affect or diminish the authority of any of the parties to this Agreement. Each party to this Agreement shall have and retain the authority, within a reasonable time after notice, to determine if the proposed project is in compliance with all rules, regulations, permits and standards within its jurisdiction as would apply to any other project.
ARTICLE IV
OFFICERS AND EMPLOYEES
SECTION 4.01. CHAIRMAN, VICE-CHAIRMAN AND SECRETARY. The GOVERNING BOARD shall elect a Chairman and Vice-Chairman and shall appoint a Secretary who may, but need not, be a member of the GOVERNING BOARD. The officers shall perform the duties normal to said offices; and A. The Chairperson shall sign all contracts on behalf of the AUTHORITY and perform such other duties as may be imposed by the GOVERNING BOARD;
B. The Vice-Chairperson shall act, sign contracts, and perform all of the Chairperson's duties in the absence of the Chairperson; and
C. The Secretary shall countersign all contracts on behalf of the AUTHORITY, perform such other duties as may be imposed by the GOVERNING BOARD, and keep minutes of all meetings and cause a copy of the minutes to be forwarded to each of the members of the GOVERNING BOARD and to COUNTY, CITY and DISTRICT.
SECTION 4.02. DESIGNATION OF TREASURER/AUDITOR. As allowed for pursuant to Section 6505.6 of the ACT, the Secretary shall serve as the Treasurer and as the Auditor to the AUTHORITY.
Serving in these roles, the Secretary shall comply with the duties and responsibilities set forth in subdivisions (a) to (d) of Section 6505.5 of the ACT. As required by Section 6505.6, the Secretary shall cause an independent audit to be made by a certified public accountant or public accountant.
SECTION 4.03. LEGAL ADVISOR. The AUTHORITY may contract for legal service with counsel as required and shall bear the cost out of its own operating funds.
SECTION 4.04. OTHER EMPLOYEES. The GOVERNING BOARD shall have the power to appoint and employ such other officers, employees, consultants, advisors and independent contractors as may be necessary for the purposes hereof.
SECTION 4.05. COMPENSATION. The GOVERNING BOARD shall determine the compensation of, and pay from AUTHORITY funds (including payment from funds which the AUTHORITY may receive from time to time in the form of federal and state grants) the salaries, wages, fees and other compensation of such planning, engineering, legal financial, or other technical and professional personnel, consultants, and other employees of the AUTHORITY.
SECTION 4.06. NON-CIVIL SERVICE. Nothing herein contained shall be construed as making the AUTHORITY a department of the COUNTY, CITY or DISTRICT or as placing any of the officers, counsel, personnel, or employees of the AUTHORITY under any form of Civil Service or merit system or under any other form of specially protected employment right or status.
ARTICLE V
POWERS
SECTION 5.01. GENERAL POWERS. The AUTHORITY created by this Agreement shall exercise its general powers relating to economic development.
As provided in the ACT, the AUTHORITY shall be a public entity separate from the parties hereto. The AUTHORITY shall have the power to administer, carry out and implement the stated purposes of the AUTHORITY, including, but not limited to, the power to finance, acquire, construct, lease, operate and maintain project structures, buildings and facilities; all subject to the provisions of this Agreement.
SECTION 5.02. RESTRICTION UPON THE MANNER OF EXERCISING POWER. Pursuant to Government Code Section 6509, the power of the AUTHORITY is subject to the restrictions on the exercise of power applicable to the COUNTY.
SECTION 5.03. REVENUE BONDS. The AUTHORITY, as a separate public entity, shall have the power to issue revenue bonds pursuant to the laws of the State of California as the same now reads or may be hereafter amended, and to provide for the repayment thereof. The AUTHORITY shall also have all the powers provided for in Article 2 of the ACT (commencing with Government Code Section 6540), as said ACT now reads or may be hereafter amended.
SECTION 5.04. SPECIFIC POWERS. The AUTHORITY is hereby authorized, in its own name, to do all acts necessary for the exercise of the foregoing powers for the purposes of this Agreement including, but not limited to, any or all of the following:
A. To make and enter into contracts;
B. To employ agents, employees, consultants, and independent contractors; C. To acquire, construct, manage, maintain or operate any buildings, works, or improvements; D. To acquire, hold or dispose of real and personal property, or any interest therein, by deed, purchase, lease, contract, gift, devise, or otherwise;
E. To sue and be sued in its own name, except as otherwise provided by law.
F. To incur debts, liabilities or obligations, provided that no debt, liability or obligation shall constitute a debt, liability or obligation of COUNTY, CITY or DISTRICT; G. To apply for, accept, receive and disburse grants, loans and other financial assistance from any agency of the United States of America or of the State of California, or from any other public agency or from other sources, public or private, and expend such funds for the purposes set forth in this Agreement;
H. To delegate portions of its functions to an advisory body or administrative entity for the purposes of program development or program implementation; provided, however, that any annual budget of the agency to which the delegation is made must be approved by the GOVERNING BOARD of the AUTHORITY.
I. To invest any money, pursuant to Section 6505.5 of the ACT, that is not required for the immediate necessities of the AUTHORITY, as the AUTHORITY determines is advisable, in the same manner and upon the same conditions as local agencies, pursuant to California Government Code Section 53600, et seq., as hereafter modified and supplanted;
J. To carry out and enforce all the provisions of this Agreement; K. To contract for and obtain insurance against any insurable risk reasonably anticipated to result from the exercise of any powers or functions of the AUTHORITY or the performance of any duties by the officers and employees of the AUTHORITY;
L. To make, adopt, amend, and repeal its bylaws, rules, resolutions, and procedural regulations not inconsistent with, and to carry into effect, the powers granted in and purposes of this Agreement; M. To perform such duties and functions as may be necessary or appropriate for the administration and coordination of federal or state assisted economic planning and development programs and projects within the geographical boundaries of Del Norte County, California; N. To do any perform any and all acts necessary to participate in federal or state assisted economic development projects within the jurisdictional boundaries of the AUTHORITY, including, without limitation, applying for, accepting and administering grants or other financial assistance from the federal government, the state, or other public agencies, or from any other sources, public or private, for such economic development projects; to use and expend such funds for any of the purposes as described or referred to in this Agreement; and to enter into and carry out contracts or agreements in connection therewith which are not inconsistent with the purposes and powers of the AUTHORITY as set forth in this Agreement; and
O. To adopt a seal and alter it at its pleasure.
P. To establish appropriate operating committees and special advisory commissions to assist the AUTHORITY in carrying out the purposes of this Agreement as set forth in ARTICLE II and to assist the AUTHORITY in implementing economic development projects and programs to improve the quality of life in the area.
SECTION 5.05. RESTRICTIONS ON POWERS. The following specific restrictions on the powers and functions of the AUTHORITY shall apply and be observed by the AUTHORITY:
A. The AUTHORITY shall have no taxing powers.
B. The AUTHORITY shall not interfere in the internal affairs of a member entity.
C. The AUTHORITY shall have no veto power over grant applications submitted to State or federal agencies by a member entity.
D. The AUTHORITY shall not operate any form of lending program, including, but not limited to, revolving loan programs, intermediate relending programs, or any other program which requires the AUTHORITY to borrow or otherwise obligate itself for the purpose of directly financing community businesses.
E. The AUTHORITY shall not support or pursue activities involving the offshore generation of wind energy.
SECTION 5.06. CLAIMS. All claims and actions for money or damages against the AUTHORITY and its officers and employees are governed by Division 3.6 (commencing with Section 810) of Title I of the Government Code of the State of California. The AUTHORITY shall be deemed a "public entity" within the meaning of Section 811.2 of Division 3.6 of Title I of said Government Code.
SECTION 5.07. INTERESTS IN CONTRACTS. The provisions of Article 4 (commencing with Section 1090), and Article 4 ,5 (commencing with Section 1100), Chapter 1, Division 4, Title 1 of the Government Code of the State of California prohibiting certain financial interests in public contracts shall apply to the officers, directors and employees of the AUTHORITY.
SECTION 5.08. ENFORCEMENT BY AUTHORITY. The AUTHORITY is hereby authorized to take any or all legal actions necessary and permitted by law to enforce this Agreement.
ARTICLE VI
METHOD OF PROCEDURE
SECTION 6.01. ASSUMPTION OF RESPONSIBILITIES. Upon completion of the initial organization of the GOVERNING BOARD and the appointment of the Secretary and Legal Advisor, the AUTHORITY shall proceed to carry out its duties and responsibilities as set forth in this Agreement.
SECTION 6.02. FINANCING ACTIVITIES PRECEDING CONSTRUCTION. The AUTHORITY shall secure funds or a firm commitment of funds adequate to finance the activities necessary to be carried out prior to the award of a contract for the construction of any public project or other economic development project, which includes, but is not limited to, the preparation of construction plans and specifications, and the acquisition of permits, rights-of-way and land necessary for the construction. The AUTHORITY shall secure such funds through federal and state grants, the issuance of bonds, advances from the parties hereto, or by any combination thereof.
SECTION 6.03. ACTIVITIES PRECEDING CONSTRUCTION. Upon securing funds (or a firm commitment of funds) deemed adequate by the GOVERNING BOARD to finance the cost of the activities necessary to be carried out prior to the award of a contract for the construction of any public project or other economic development project, the AUTHORITY shall proceed to contract with one or more engineering and/or architectural firms for the preparation of construction plans and specifications, to acquire said necessary permits, rights-of-way and land, and to carry out all other activities which are necessarily to be performed prior to the award of a contract for the construction of any public works or other economic development project.
Nothing contained in this Agreement shall be construed as limiting or restricting the timing or procedure to be followed by the AUTHORITY in obtaining financing required for implementation of any project, if some other or different procedure or timing is required by any federal or state agency providing financial assistance to the AUTHORITY.
SECTION 6.04. PROJECT FINANCING. Prior to, or upon completion of the preparation of construction plans and specifications, the AUTHORITY shall secure funds (or a firm commitment of funds) adequate to finance the cost of constructing the development project. The AUTHORITY shall secure such funds or firm commitment of such funds through federal and state grants and from the issuance of revenue bonds and from other available sources. Said funds shall be adequate, with the proceeds of prior bond issues, if any, to finance the entire cost of that portion of the public project for which said plans and specifications have been completed, including, but not limited to, the costs of repaying advances made to the AUTHORITY by the parties hereto and for which repayment was a condition of such advance, the cost of all activities necessarily carried out by the AUTHORITY prior to the award of a contract for the construction, Interest expenses estimated to accrue prior to the completion of construction, and the estimated cost of the construction and all costs incidental thereto.
SECTION 6.05. CONSTRUCTION. Upon securing funds (or a firm commitment of funds) deemed adequate by the GOVERNING BOARD to finance the entire cost of constructing any economic development project, the AUTHORITY shall proceed to contract with one or more firms for the construction of each such economic development project.
SECTION 6.06. OPERATION MAINTENANCE. Upon completion of construction a project and final acceptance thereof by the GOVERNING BOARD, the AUTHORITY may operate and maintain said public project, with its own personnel, by contract with one or more of the parties hereto, or by contract with a third party, as determined by the GOVERNING BOARD, or transfer the ownership, operation and maintenance to one of the parties hereto as may be most consistent with the powers and jurisdiction of such party. Provided, however, that no such transfer shall be made by the AUTHORITY in violation of any grant condition or regulation imposed by any federal or state agency that provided financial assistance for said project. However, AUTHORITY agrees to request approval and consent to make such transfer in those instances where it is deemed to be consistent with the long-range purpose and intent of this Agreement and where such transfer would be in the best public interest.
Notwithstanding the above, it is understood by all parties that the disposition of any and all completed projects is subject to approval by each party in whose jurisdiction the project is or was located.
ARTICLE VII
FINANCIAL PROVISIONS
SECTION 7.01. FISCAL YEAR. The fiscal year of the AUTHORITY shall be from July 1 of each year to and including June 30 of the following year.
SECTION 7.02. CONTRIBUTIONS. The Member agencies may contribute funds for the operation of the AUTHORITY.
SECTION 7.03. ANNUAL BUDGET.
A. The GOVERNING BOARD of the AUTHORITY shall, on or before March 1 of each year, prepare and submit to each party hereto a budget estimate of the expense of conducting the AUTHORITY operations for the ensuing year.
B. The budget estimate shall be in such form as the GOVERNING BOARD may prescribe using the guidelines of the California State Controller. The budget estimate shall contain a summary of the fiscal policy of the AUTHORITY for the budget year and shall include data showing the relation between the total proposed expenditures and the total anticipated income or other means of financing the budget for the ensuing year, contrasted with the corresponding data for the current year. The budget estimates may include unappropriated balance item to be available for appropriation in the ensuing fiscal year to meet contingencies other than contingencies resulting from temporary insufficiencies in the revenues of the AUTHORITY.
C. After submission of the budget estimate, the GOVERNING BOARD shall fix a time and a place for hearing by the GOVERNING BOARD thereon. The GOVERNING BOARD shall cause notice of such hearing to be published at least ten (10) days prior tb the date set for hearing in a newspaper of general circulation in the area pursuant to Sections 6060 and 6061 of the Government Code of the State of California, and shall give mailed notice of such hearing to each party to this Agreement.
At the budget hearing the GOVERNING BOARD may increase or decrease any item in the budget estimate and may delete any item therefrom or add any new item thereto.
Upon the conclusion of the budget hearing and not later than May 1 of each year the GOVERNING BOARD shall approve the budget estimate as submitted to the parties hereto or as revised by the GOVERNING BOARD, and thereupon the same shall constitute the final budget for the ensuing fiscal year.
The several items of the final budget shall be deemed appropriated for the ensuing fiscal year in the amounts and for the purposes specified in the final budget.
SECTION 7.05. RECORDS AND ACCOUNTS. The AUTHORITY shall cause to be kept accurate and correct books of account, showing in detail the costs of administration, bond interest, bond redemption, operation and maintenance, and all financial transactions of the AUTHORITY. Said books of account shall be open to inspection at all times by any representative of any of the parties hereto, or by any accountant or person authorized by any party hereto to inspect said books of account. As provided for in Article IV of this Agreement, the Secretary, when serving in their role as Treasurer, shall, in accordance with Section 6505 of the ACT, cause the books of account and other financial records of the AUTHORITY to be audited annually.
ARTICLE VIII - TERMINATION
SECTION 8.01. TERM. This Agreement shall be dated and effective the date of its last execution by the governing boards of the parties and shall continue until rescinded or terminated as provided herein.
SECTION 8.02. UNILATERAL WITHDRAWAL. The Agreement between the parties shall remain in effect as to any party, unless and until it is terminated as to such party by notice in writing to all other parties given by withdrawing party at least one hundred eighty (180) days in advance of the effective date of such termination; provided that such termination by and as to any party shall not terminate this Agreement as to the remaining parties or the existence of the AUTHORITY herein created. The jurisdiction of AUTHORITY over the territorial area of the withdrawing party shall be extinguished upon the effective date of said withdrawal. The debts, liabilities and assets of AUTHORITY shall remain the property and obligation of AUTHORITY and the withdrawing party shall have no interest in, nor obligation relating to, AUTHORITY assets and liabilities. No withdrawal shall be effective until the withdrawing party has paid all contributions to AUTHORITY that said withdrawing party has legally and nonrevocably committed.
SECTION 8.03. MUTUAL TERMINATION. Should all the governing boards of the parties agree to dissolution of the AUTHORITY as a legal entity, all debts of and advances of AUTHORITY shall be paid, and then the property of AUTHORITY, whether real or personal, shall be divided among and distributed to all of the parties who at any time during the existence of AUTHORITY were parties to this Agreement in proportion to the costs borne by each such party to the AUTHORITY during its legal existence by unreimbursed contributions made pursuant to this Agreement.
ARTICLE IX - MISCELLANEOUS PROVISIONS
SECTION 9.01. NOTICES. Notices hereunder shall be sufficient if delivered to:
COUNTY COUNTY ADMINISTRATIVE OFFICER
COUNTY OF DEL NORTE
981 H Street, Suite 210
Crescent City, California 95531
CITY OFFICE OF THE CITY MANAGER
CITY OF CRESCENT CITY
377 J Street
Crescent City, California 95531
DISTRICT OFFICE OF THE HARBOR MASTER
CRESCENT CITY HARBOR DISTRICT
101 Citizens Dock Road
Crescent City, California 95531
SECTION 9.02. AMENDMENT OF AGREEMENT. This Agreement may be amended by an agreement approved by all of the entities hereto. Approval of the GOVERNING BOARD of the AUTHORITY shall not be required for amendment of this Agreement.
SECTION 9.03. PARTIAL INVALIDITY. If any one or more of the terms, provisions, sections, 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 9.04. HEADINGS. The section headings in this Agreement are for convenience only and are not to be construed as modifying or governing the language in the section referred to.
SECTION 9.05. CONSENT. Whenever in this Agreement any consent or approval is required, the same shall not be unreasonably withheld.
SECTION 9.06 LAW GOVERNING. This Agreement is made in the State of California under the constitution and laws of such State and is to be so construed.
SECTION 9.07 SUCCESSORS. This Agreement shall be binding upon and shall inure to the benefit of the successors of the parties.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their proper officers thereunto duly authorized, and their official seals to be hereto affixed, as of the day and year written above.
ATTEST COUNTY OF DEL NORTE
_____________________________________ __________________________________ Kylie Goughnour Darrin Short, Chair
Clerk, Board of Supervisors
ATTEST CITY OF CRESCENT CITY
_____________________________________ __________________________________ Robin Patch, City Clerk Blake Inscore, Mayor
ATTEST CRESCENT CITY HARBOR DISTRICT
__________________________________
Harry Adams, President
_____________________________________
Rick Shepherd, Secretary
Board of Harbor Commissioners