RES 18-992 - Laserfiche WebLink

• { the Board. The list of Members, Attachment 1, may be updated to reflect new and/or withdrawn Members without requiring formal amendment of the Agreement by the Authority Board of Directors. • 20. Withdrawal of Member or Associate Member • If a Member withdraws as member of RCRC, its membership in the Authority shall automatically terminate. A Member or Associate Member may withdraw from this Agreement upon written notice to the Board; provided however, that no such withdrawal shall result in the dissolution of the Authority as long as any Bonds or other obligations of the Authority remain outstanding. Any such withdrawal.shall become effective thirty (30) days after a resolution adopted by the Member's governing body which authorizes withdrawal is received by the Authority. Notwithstanding the foregoing, any termination of membership or withdrawal from the Authority shall notoperate to relieve any terminated or withdrawing Member or Associate Member from Obligations incurred by such terminated or withdrawing Member or Associate Member prior to the time of its termination or withdrawal. 21. Miscellaneous a. Counterparts. This Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. b. Construction. The section headings herein are for convenience only and are not to be construed as modifying or governing the language in the section referred to. c. Approvals. Wherever in this Agreement any consent or approval is required, the same shall not be unreasonably withheld. d. Jurisdiction;Venue. This Agreement is made in the State of California, under the - Constitution and laws of such State and is to be so construed; any action to enforce or interpret its terms shall be brought in Sacramento County, California. e. Integration. This Agreement is the complete and exclusive statement of the agreement among the parties hereto, and it supersedes and merges all prior proposals, understandings, and other agreements, whether oral,written, or implied in conduct, between and among the parties relating to the subject matter of this Agreement. Successors;Assignment. This Agreement shall be binding upon.and shall inure to the benefit of the successors of the parties hereto. Except-to the extent expressly provided herein, no Member may assign any right or obligation hereunder without the consent of the Board. • g. Severability. Should any part, term or provision of this Agreement be decided by the courts to be illegal or in conflict with any law of the State of California, or otherwise be the first day of the month following the last required member agency approval. An amendment may be initiated by the Board,upon approval by a majority of the Board. Any proposed amendment,including the text of the proposed change, shall be given by the Board to each Member's Delegate for presentation and action by each Member's board within 60 days, which time may be extended by nor any officer thereof executing the Bonds-or any documentrelated thereto shall be - liable personally on any Bond-or be subject to any personal liability or accountability by reason of the issuance of any Bonds. WHEREAS, the City will not be responsible for the conduct of any special tax proceedings; the levy and collection of special taxes or any required remedial action in the case of delinquencies in the payment of any special taxes in connection with the District.