Loading...
CC RESOLUTION 2667�J • I I P f) RESOLUTION NO. 2667 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL SEGUNDO APPROVING AND GIVING EXPRESS CONSENT TO THE ADOPTION OF CERTAIN BY -LAWS FOR THE SOUTH BAY RE- GIONAL PUBLIC COMMUNICATIONS AUTHORITY WHEREAS, the Cities of El Segundo, Gardena, Hawthorne, Hrmosa Beach, Manhattan Beach, Palos Verdes Estates and Redondo Beach have heretofore entered into and executed a Joint Powers Agreement for the creation of the South Bay Regional Public Communications Authority (hereinafter "Authority") pursuant to the provisions of Title 1, Division 7, Chapter 5 of the Government Code of the State of California; and WHEREAS, Section 5 of said Joint Powers Agreement provides that the Authority shall be subject to, and shall be governed by those certain By -.laws thereinafter adopted by the unanimous express consent of all of the public agencies which are members of said Authority. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EL SEGUNDO, CALIFORNIA. DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. Said City Council does hereby approve and give its express consent to the adoption of those certain By -laws attached hereto, marked Exhibit "Ai", and incorporated herein by this reference, as the By -laws for said Authority. SECTION 2. This Resolution shall become effective, and said By -laws shall take effect, immediately upon the adoption of a similar Resolution approving said By -.laws by each of the other public agencies which are members of the Authority as hereinabove named. SECTION 3. The City Clerk shall certify to the adoption of this Resolution. APPROVED and ADOPTED this 16th day of December 1975. Mayor ATTEST: II City Clerk i (SEAL) _ •... .. ... .•..^••. r.- rwe.wc+oaiwr..ua'sr:M. ' 4N .W 7 'gwu.+.9ar yif ..ww».. .., :'was u x F •:. ^ ; ow' - x' t i EXHIBIT "All t _ i BYLAWS SoUrH BAY REGIONAL PUBLIC COMMUNICATIONS AL'THORIT� PREA14BLE 3 The South. Bay Regioria l Public COmmuaicztions Authority. �b�����,��.n:� �,� `3uthorz.ty► :) is an agency g nay Voluntarily established by �; l blic agencies signato' to the Jo*nt Powers Agreement �t �:�����:,���� hereto h �r �� 0 .a.erne►r agoies prsurt to the -se of Powers Act of the Gover��naent I; w o � lr - ode of- the State :or��� >.a for the Purpose Of pr'+ovidin - a forum rum. for discussion s t ud,yr drvelc: mcent , implementation , oper tio� and ma .nte Hance of 'Y n .i ate regional public safety se icy s communi ations ,;sys,te for the mutual benefit of the membership. A substantial-, —2ti n of s a Wthority is to rca d p e a computerized cr:.na.l iformatiaxx system dedicated to ��r os e to �' p s related. solely the 41 ministration of criminal just- Ice and, tlhe for such purposes , ty is a. criminal justice system. i ARTICLE I FUNCTION The functions of the Authority are: A. To enter into contracts 8 To employ agents and employees To acquire, bold and dispose of property, real, and ..� :n To acquire, construct, manes ,� operate, g , anal maintain c::'.'k.,y building, portion thereof for the ur os �" P es of carrying out the functions of the Authority. E. To incur debts, liabilities and obligations for the pur•pose of carrying out the functions of the Authority horny. f F .i 4 '� 1 7J Qjy y■ f 3 f 4q. ARTICLE II 1r' AO Am Any public agency is eligible fo r membership in the Authorj�ty; ._._.. � Be, -Membership aSh.fi.p obi h+Rl1. be contingent r.�.nt u � pan the execution of the •To3.Tit Powers Agreement i:rea.tl.n; and es tG3i.7.Lir^Rhl.1.Lg this Authority (hereinafter "Ag �, iT :. �'eem,�nt ) and the payment by each ` such member agency of all assessments ssessmen is and costs as specified herein, C* Subsequent to the effective date of said Agreement� any public agency wishing membership in the Authority ty shall be ad it test. only upon the majority vote of the total membership of the Board of Dlr'ectors • The • Board �f Directors may, by ' a . similar. vote, impose conditions governing • g ng; the admission of such new... members in addition to the terms,- casts, and assess c ent charges as specified in the Agreement or B -- y Lawsr An revenue i3erived from the imposition of such conditions _shall be apportioned among the then existing members by an advance payment credit in proportion to the respective ca sh contribu- tions of each of said members to the Auth i o�'lty t o date. ARTICLE III BOARD OF DIRECTORS A• A Board of Directors is hereby established y stabiished far this Authority,. B • Representation on the Board of Directors shall be as follows: -. The membership of the Board of Directors shall be composed of one representative from each merxtber, agency of the Authority I,� a � � , f 2- Only the official representative or designated alternate representative from each member agency, y, as � hereinafter provided, shall, represent pr sent such member agency on the Board of Directors, - - 3. The official representative and alternate re pre x sentAtive from each member agency shall...be members of the legislative body of each such agency, The legislative body of each member agency shall designate • �n writing to - th(W Authority the names of the official re resent - p at.ve and the alternate representative to the Board of Directors. Such notice of designation shall include the mailing ling address of the persons so appointed, The names and addresses shown on such notice shall, be used as the offi- _ ciao mailing roster for the purpose of P giving any notices regUi.red by this Agreement orb these �`�c y e S B y w° ,�, �dM s� a - 4. Aax official representative or altm rn.at e reps e. senilative shall serve until a succ esso. is appointed pp Inted y the respect * ve member agency, 9 except t i f an g official F r r sent;ati.ve or alternate representative ® ceases to be member of the legislative body of the a o*n.t • a member PP zxx - -. agency, in which case the seat of the official representa- tive or alternate representative shall be vacant until a successor is appointed. 5. The Executive Director and the Chairperson p rson of the xecutive Committee and the Chairperson P of the Techr i.cal Committee shall be ex- officio members of the Board of Directors. C. Board Officers 1. The Board of Directors shall, elect f rom among the membership of the official representatives p xves of said 3 14;� C ,9 Board) a Chairperson and a Vice -Chair arson p The Executive } Director of the Authority shall aura- matica lly be the Secretary of the Board of Directors 2. Officers of the ]hoard of Directors _ is shall. be elected at the first meeting of said Boa rd and-at the first regular meeti k r Zembers of said Board. The annual me _ etin of the .�he Board $ a,ll be the Nast regular scheduled • 3' led meeting pr ©r to March 1 of each year at which meeting he Boa oarci shall consider and adopt the annual budget for-the Authority fo jthe following fiscal year. 2. Notice of regular meetings shah. be gi • ven � © 'representative _ t��e officia:� ve and alternate - repres ertat �.ve of each member agency at least fifteen 1 ° 5} days prior to a sulc'h: meeting. An agenda = g for each such meeting shall _. ac- co p ny the Y1oti ce; however, regular meetings shall not - be' limited to the matters set forth. in such agenda 3. Notice of special meetings shall be g' g Iven to this official representative and alternate representative of � etch member agency in the manner specified by the Coyernment Code of the State of California �n agenda gv �7f�y1 �p`"'`M �f�.7.n �y the the sub ° • ° g ,sect of the special meeting shall a.c- coupany the notice - a i - he date, time and location of spec* mee tings of he Board of Directors shall be determined by y he Chair erson of the Board of Directors. Regular g lar and Special meetings shall _ b_ e held only within the corporate to j uw siction of any of the member agencies. E. Voting in the Board of Directors shall be conducted . in the fc 1 owing manner . Each public agency the a g y t is a member of the jthority shall be entitled to one vote on the card of Directors. Such votes shall be cast ortly by. the official representative in actual attendance, or by the designated alternate re r P e senta t�ve if the official representative i s absent.. I. ¢x No proxy votes or absentee voting shall ll be permitted.. 20 A quorum of the Board of Directors shad c on i of representation of a majorit of y the member agencies and the Board shall act only upon a ma j ority vote of the tote - l membership of the-Authority. - Resolu- tions increasing or decreasing � ng thL bud get or amending the By -Laws require ten . (10) days rior not Lice to all m tuber agencies before a vote may be taken. 3. voting may be either by voice or roll call vote. A roll call vote shall be conducted upon p the . rc est of any representative present. F. Board Rules. I. The Board shall establish rules governing its � 4 0w. conduct ct and procedures, and shall have such express or implied authority as is not inconsistent with or con- - tr= ry to the laws of the State of California the Agree- ment or these By -Laws . 2 . No one serving on the Board shall rec e ive any salary or compensation from the Authority for attending any nIemeting of the Board, r except t p o � e�.mburse reasonable and necessary expenses ' as may be approved b p y the Board.. - ARTICLE Iv POWERS AND DUTIES DP THE BOARD A. The Board of - Director s is hereby designated as the - gove.rning body of the Authority and shall have the duties set powers and ,forth in this Article, B. The Board shall take such action as it deems sary and neces- propriate to accomplish p sh the general purposes of the organizat;to including the establishing of mobile °bile digital and radio i y.. .! . Y Alk commur- ications system; establishing of11911" service estab- _'ishin.g the requisite data processing and information system* engaging in the development and implementation of the nece -- s sar programs thereto, acquiring any necessary site; maintain -� �' P g' _ ing any system for communications and for the handling of data processing and management information. Any of the foregoing activities, or any other activities authorized by the Agree- ment or, these By -Laws, may be accomplished by entering into r coAlUrac:ts', leases or other agreements whenever the Board skull deem such to be advisable, C. Except as oth.ervrise provided in these By- Taws, the Board shall have full control and management of the affairs of this Authority, including g the power to make contracts as it deem:3 necessar to make e w y effective �.ve any power to be exercised by this Authority pursuant to the Agreement and these By-Laws to provide for the prosecution and defense or other particiw - patian .n actions or proceedings at law in . _ g which �.t may have an interest; to employ such persons as it deems necessary to accomplish its duties and powers on a full time, part-time or consulting basis; to conduct- such research a nd investigatiort as 'it deems necessary on any matter related to or affecting the general g purposes of the organization, to acquire, hold and dispo =se of property both real and personal as the Board deems. necessa.°na and to contract for or purchase any necessary space, materials, supplies,-equipment, machinery and personnel with one or more member agencies or other parties, D. The Board, on behalf of the Authority, may acce t p contributions ins or donations and may a - 4 y pply for and use grants or loans of money or other property from the state' or any, other goNrer'nmental units, or individuals, foundations or R5 fl C. organizations and may enter into agreements required � d a.n connec- tion th°Irewith and may hold • ease and dispose of such moneys or property in accordance with the terms of the rant g , dona.ti4ns loan 1 or agreement relating thereto. However, nothing in this . sect lion, should be construed as to reruILre Ithe participation k or r inant ial obligation of any member agency: without the e xpress } rur "itten authorization in the form of a resolution by its .aegis- l.ative body and only to the extent so authorized. E. The Board shall cause an annual independent audit of _ the books to be made and shall make an- annul, financial- accounting and report in writing to the members as re u * q red by 'Section f �' of the aGov+srnment bode Its books and records shall be available for and open to examination b ' its members rs at all reasonable times or as may be required by other Authority agreements. F. 'The Board shall l establish the annual budget for the �� Autho � ti r t�y a s provided in these By-Laws. Go The Board may create species 1 commissions or sub- . I ♦ c omm �t to l♦ The creation cr ea t ion of special 1 G o s � � on��o. sU i -Commit tees Sha11 be b' .a xau r _ resolution - -of the .Board and may be cond.ltioned 1 such Mann 3,n as the Board may deteranine ♦ _ H R may � Board y accumulate and maintain reasonable working a ita l reserves and-may-invest and reinvest Finest ftmds riot currently eeded for the purposes of the organization. Su Such investment and reinvestment shall be in accordance with and M ,j ect to the laws applicable le Pp to the , 'investment o f public funds. - • The Board shall have t . h ♦ . e a� uth ors t y t o en t er into con - tracts Eni3.thll'� one or more of its member agencies for data proCessing and managemjent information services which are beyond the e basic services being provided during Phase IV as specified herein but which are closely related to public safety operational era p tianala actvl.ti.es ♦. - 8 M Members entering into such arrangements with the Authority shall 11 Y - e sub j e Pted to reasonable charges beyond the basic asses sments otherw:' ISO provided herein to cover the cost of development and performance of said services and shall be the only recipients y p is of the re cults of said services unless otherwise authorized a _ nd approved'by the Board and each participating member agency. y The Board may provide for any of its employees to be members of a Retirement system and may make any required er em to P y contribution to that organization and any other employer contri _ r ._._... ... _ but Ions y1kch m4liii pr li t i es are authorized or requIired by law _ ..._ to may/.j� e , Ke The Board shall purchase ' and maintain 11 force, public' liabili.tyl irsura.nce for the Authority nd its off, y 3.cers, agents and employees, L. i The- Board may exercise any other power necessar y and incidental to the implementation of its owers and duties. ut ies M. ,Any representative may, at any meeting- of the Board. of Direct rs , propose a subject or subjects for stud y y b the Authority.�l N. The Board shall make all g �. d- ...zs� y � o decisions �.cons ;and deter -- minati,ons !, for the Authority. .40 Any representative who desires to propose any policy matter fol! determination by the Board of Directors sha.i submit the xtatter! to the Executive Committee in the form of a ro p peed resolut10 prior to the regular meeting of the Beard, of Directors at which s�sch matter will be considered, The Executive Comm* shall consider each such resolution and submit its re • c ©r�nendat ions for action to the Board of Directors . A copy of each such pro-, posed resol cation together with the Executive Committee's recom- mendati action of the Executive Committee which has been taken between meetings, of the Board of Directors. Q'. Each year at its annual meeting the Board of Directors shall retriew the proposed budget and assessment s chedule sub. m itted b! the Executive Committee and shall adopt. an annual budget a�,d, an assessment ent schedule. R. The Board of Directors shall fix the salary of all em ol oyee,� 01" the Authority2'including the Executive Dierector, and shall have the authority to create or abolish emn I n Pos itiont, within the- Authorit Y ARTICLE V EUCUTIVY COMMITTEE A. An Executive Committee is hereby establ ished for this Auth pia it Y I B. 'Representation on the Executive Committe"e shall be Ir as folUjwso 1. The membership of the Executive COMM11ttee shall be composed of-- one representative from each meaffier agency of th: a Authority. The City Manager or Chief n Adm* istra ive i Officer to each member agency shall be the off' cial repre. slelitatiVe to the Executive Committee. The Chair erson p and. Vice-:Chairperson of the Technical COmmittee,, and the Ezleca- ive Director, shall be non-voting ex-'Officio members of the' Executive Committee. iI- The official representative may • appoint an alter- nate 'representative to the Executive Committee bY giving WItte notice to the Authority of the name of such alter- nate r presentative. Such notice of designation shall 10 r � - Y F include the mailing address of the official re res entative and the alternate so appointed. The names and addresses shon on such notice shall be used as the official mailing rost'I,er for the purpose of gIVIng any notices required by this Agreement or by these By-Laws. I 3. An official representative or .,! xe. ' al- terna to re 7� r sentative shall serve until a successor is a PP ointe by the respective member agency, except if an official re � �r�'� sent otive ceases to be the Chief Administra tive Officer or the alternate representative ceases to be an employee of the member agency, in which case the seat of the off . - ci.al representative or alternate representative shall he vacant until a successor is appointed. C. jExecutive Committee Officers.. 1. The Executive Committee shall elect from among the , membership of the official representati ves of said F Committee, a Chairperson and a Vice-Chairperson. Officers_ of the Executive Committee shall �h,all be elect d at the first meeting of the Executi: e Committee and at the first regular meeting on or after July 1 of each___ ear thereafter. Said . election shall 'be the first Item Of business at said meetings and the newly elected officers shall assume office immediately following their election. A vacancy hall i - . y immediately occur in the office, of any officer upon the resignation, death or disability of the, person holding such office, or in the event that an officer ceases to be an official representative of a member) agency. The Conun.ittee shall fill such vacancy in i - I x . . i` 0 !y s:c ordance with the provisions of these By-Laws. 4. The Ch - a�.rperson shall preside at all meetings of the Executive ive Committee. The dice -- Chairperson shall act as Chairperson in the absence of the e Chairperson. In the 1, absence of both the Chairperson and Vice-Chairperson an Acting Cha- irperson would be selected from o. f among tie /cial re � resenta P t eve s r p went., 5 • A recording secretary shall be " -a ppo int ed by the - � _ rt h.a. � 'rperson from the project staff and shah. fee a of ill p record proceedings of the Executive Comuittee. ,... Do e..t.ings . ! V y 1, Regular public meetings g of the Executive Committee shall be held bi- months. at regular y a regular date, time and place.. established by resolution of the Committee pursuant to the provisions of Section 54954 of the Government Code.. Special meet'ngs of the Executive Committee may be called by its Chairperson or by the written request of a majority of the membe rs of said Committee. �. Notice of regular meetings sna -. p be g-.veno the official representative and alternate representative of each member agency a _ - -_ g ._ y t _ least five (5 ) days prior to such tneeti `ng• An agenda for each such meeting �, shall accompany the ntice; however, meetings regular g tinge shall not be limited tO t:h matters set forth in such agenda. Notice of special meetings shall ll be given to the of �iicial representative and alternate representative • of each member agency n the manner specified enc i by the Govern ent Code of the State of California.- ornia. An agenda.. • I specifying the subject of the meeting special ' p shall accompany the notice. 4. The date, time and location of all special meetings shah, be determined by the Chairperson of the Executive_- Committee. Regular and special l _ meetings shall � be held only within the corporate .0 rlsdictic►n .� of arl of the member agencies. E. Noting in the Executive Committee shall b e conduct ed in the following manner; l . Each public agency that is a member of the Authority shall be entitled to one vote on the Executive Committee. Such vote shall be cast only by the official representatives in actual attendance or by the designated alternate representative if the official representative p sentative is absent. No proxy votes or absentee voti ' ng shall be permitted. 2. A quorum of the Executive Cori tree shall con- sist of representation of a majority of the ember agencies, and the Committee shall act only u�o�� a p ,ority vote of the total membership of the Authori.t y - -- • Voting may be either by voice car roll call vote. A roll call shall be conducted upon the y e up 7 t �pw any o i. t�n y representative elit res jr p , Executive Committees Rules. 1. The Executive Committee shad establish rules governing its own conduct and procedures and r have such express or implied authority as is not inconsistent ent with or contrary to the laws of the State of California. rn3.a, the Agreement, or the By-Laws. 2 No one serving on the Executive Comm�. • ttee shall receive any salary or compensation from the Authority' for i -- 13 i r attending any meeting of such Committee except to re- imburse reasonable and necessary expenses as may be approved by the Board of Directors. ARTI CE VI POWERS _ AND DUTIES OF THE EXECUTIVE COQ T T EE XM�.. A. The powers and duties of the. Executive Commzttee shall iric lrxde the powers set forth in this Article. y B. The Executive C ., Committee shall implement the programs _ _ and cond uct the affairs of-the Authorit - y in accordance with the Policy established by the Board of Directors , C The Executive Committee sha 11 review and may revise, amend, increase or decrease the proposed annual, budget as pre-. pared by the Executive Director. Each ear the . y proposed budget, ,. ,and the aissessment schedule for member agencies based upon such proposed budget, as approved by the Executive Committee shall be sub m3. t ed to members of the Board. of Directors at least thirty ('30) days before the annual meeting. After adoption the annual budget and assessment schedule by the Board. of Directors, the Executive Committee shall control all expendl.tures in accordance with such budget. . Y The Executive Committee shall have power to trans- fer ftinds within the total 'budget amount in order to..rueet . un;ant cipated needs or changed situations in accordance with tbe provisions of State law, Such action shall be reported to the Board of Directors at its next regular g r meeting. 2. At each annual meeting of the Board of Dire ctors the Executive Committee shall report all budget and financial transa, bons since the previous annual meet* . At g e�, ey ... 1 -- u. 1�► t. e d , a regular meeting which is not an annual meeting, a summary . report of budget and financial transactions shall be pre- sented to the Board, D. The Executive Commit ece shall submit a full report of its a^ta.va.tes at each regular meeting of the Board of Directors', E. , The Executive Committee shall have the authority to appoint and remove the Executive Director of the Authority. The Executive Cn=ittee shall have the power to appoint subcommittees to study specific problems, programs or other matters which the Executive Committee or Beard of Direc- a tors has approved f or study. 9 _ C. Recommendations from representatives or Subcommittees omm3. involving, pcslicy decisions .shall. be considered by the Executive cowmittee and, if approved, shall be forwarded to the Board of Directors in the form of a. resolutions together .with tie Com�. mittee's. recommendation, for determination by the Board. ARTICLE VII TECHNICAL COMMITTEE A.- Technical _Cormmittee- - -is hereby established for this Authorit; , B. �epresentation on the Technical Committee shall be as fol.;low • The membership of the Technical .Committee shall. be Composed of two representatives from each member agency g y 0 of the Authority. Only the official representatives or designated alternate representatives from each member agency, as 15 a hereinafter provided, shah represent such member agency y ia:i the Technical Committee. 3. The official, representatives froze each member er agency shall be the Fire Chief and Police Chief of such member agency. The Executive Director shall be an ex- ff member of the Technical Committee. n s 4. The 'Fire Chief and Police Chief of each member agency shall designate in writing to the A4 h ori y 413E A ;Cite of their respective alternate representatives to the ie�chnical Committee. Such notice of designation eS 12atitJn shall include the mailing address of the official representat ,ve azad alternate representative so appointed. The names and addrOs s es shown on such notice shall be used as the offi.- cicel roster 'mailing n for the purpose of giving any notices required by this Agreement or by these By-Laws. 5. An official representative or alternate repre- sentative shall serve until a successor is appointed a , except if an official. representative or alternate re p re- s enta ' ttive ce .ases to be an employee of the appointing g merdIber agency, in which case the seat of the official representative or alternate representative shah, be vacant until a successor is appointed. C Technical Committee officers; .. The Technical Committee shall elect from a : mong the membership of the official representatives of said Comp l';Lttee, a Chairperson and a Vice-Chairperson a The Vice- Chairperson shall not be a member of the same ub p lic safety, service as the Chairperson of such Committee, 2I!. Officers of Technical the r h .. cal Cozzm ittee shall be elected at the first meeting of the Committee and at the i, � 16 . 3 5 first regular meeting o a - g � on after July l of each year r ther0after. Said election shall be the first item of business at said meetings and the nearly elected officers shall assume office immediately followin g elec tion. their el t �on. 3. A vacancy shall immediately occur in the office Of any officer upon the resignation death o - r disability � of the p ers on holding such office , or in n the event that an officer ceases to be an official representati ve of a member agency. The Committee shall fill such Nra.canc in y accordance with the provis ions of these By -:saws The Chairperson shall preside . at all meetings of the 'technical Committee- The Nice- Chairperson shall act a� Chairperson in the absence of the Chairperson. , r . A recording secretary shall be appointed by the Chair ' erson and shall keep a record of all proceedings of the Technical Committee. D. I%eetingsr 1 . Regular public meetings of the Technical Com- mittee shall be held monthly at a regular re a date. „ time. and place (established by resolution of the Committee p ursuant to the provisions of Sec � Section 5-�954 of the Government Code Special meetings of the Technical Committee may be called by its Chairperson or by the written request of a ma3 `ori.t. � of the, members of said Committee. 2 � Notice of regular meetings shall be �v g given to the official representatives and alternate representatives 'of each member agency at least fire (5) days prior to such meetIM An agenda for each such meeting shall accompany the notice; however, regular meetings shall not be limited to the ;matters set forth in such agenda. r, 3 R Y 6 d w - 3, Notice of special meetings shall be > thlle given to official representatives and alternate � {o f,l representatives each member agency in the manner specified p ied by the GOO I ernment Code of the State of California. An agenda specifying the subject of the special meeting shall Z!.c�ompany the notice. 4. The date, time and location o all special. � m.eetin,gs shall be determined by the Chairperson irperson � Co of the ittee, Regular and special meetings s g ha l l be held only within ,the corporate p jurisdiction of any of the member agenca.es . . Voting in the Technical Commit tee shall be in the f conducted flowing manner: i l . Each public agency that is a member of the Authority shall be entitled to one vote for each of its repr sentatives present at such meeting. Each g be -c vote shall st only by the official representative _. _ P tative iii actual attendance, or by the deswgrzated alternate l if such re presentat ive official representative is a bsent. No proxy,, votes or absentee voting shall be permitted, • A quorum of the Technical Comrnittee shall, consist of representation by at least one of t he representatives frojrn a majority of the member agencies, , and the Committee shall act only upon a majority vote. of the total memibersha.p of the authority, y voting may be either by voice-or r oll. call _ voter _ A Noll call shall be conducted upon the request of any rep-resentative present. F. Rules of the Technical Committee l The Technical Committee shall establish rules govern ng its own conduct and procedures, and have such expres or implied authority as is not inconsistent onszstent- with 18 .� ,4V 0.b or contrary to the laws of the State of California, the Agreement, or the By- -Laws, including the power to estab- lish and maintain subcommittees. 2. No one serving on the Technical Committee shall receive any salary or compensation from the Authority for attending any meeting .of such Committee, except to reimburse reasonable and necessary expenses as maybe approved b r y k the Board of ' ]Directors . ARTl CLE VIII o POWER AND DUTIES OF THE TECHNICAL. COMMITTEE A. the powers and duties of the Technical, Committee shall, include the powers set forth in this Article. B. The Technical Committee shall provide technical aad operational expertise on issues as they relate to Authority goals and objectives. _ C. The Technical Committee shall review and mediate any _ grievance or dispute relating to any technical operation, im- pacting upon the existing level of-communications dispatch service or related function brought before the C©rittee by the Executive Director and shall provide recommendations for resolu titan of such issues to the Executive Director provided, however, that any party may appeal the decision of the Executive Director by filing a written appeal with the Executive Director within five (5) days following such decision. The review and decision of the E- ecutive Committee shall be final D. Following receipt of recommendations of the Technical Committee and the Executive Director, the Executive Committee shall review and approve: 1. Any modification of communications equipment. - 19 - i ., 2. All bid specifications for the purchase of al { c► unications equipment prior to issuance 3. Any modification to communications cat �.ons eSi pment by member agencies. ARTICLE IX � EXECUTIVE DIRECTOR - _ A* The Executive • Director shall be the Chief Admi.nistrat t 3.ve Officer o the Authority and shell be appointed Pp ted bY and _ the pleasure , serve at of, . the Executive Committee. . B The Execut iv e Director shall receive such } compensation as may be fixed b the Board • y of Directors. C. _ the powers and duties of the Exectt • ive Director are Subject to �- the au .horitys, of the Board of Directors and the Executive Committee as provided in these By-La ws to administer � the affairs of jj, �{� r - t.Lle �u�iJ�oi. �;,ty w 2� . To appoint, direct , discipline, demo fi e and, all On , remove ve . ogees of the Authority. 3l To annually prepare and present R proposed W L Leb to the Executive Committee and to Control the approved budget 1 To _serve as Secretar y of the Board o - Directors of the 'Authority. 5. To attend the meetings of the, he Board. of Directors., E ecuti a Committee, and Technical, Committee. 16. � To :review joint 1 with y t h the Technical Committee all bid specifications for the purchase of all communica- I... tions equipment - prior to issuance and equipment uo di w Ica' dons b member agencies To perform such other duties as may be uthorized by these By -Laws or as may be required , y q m.red by the ..Board. of Directors or Executive Committee, -- 20 - � a 3 4 y t a .k jjJ {J. ARTICLE FINANCES A. Fiscal Yes!r. The fiscal. ear of y the Authority shall begin Jully l of each year. If more that fifty - - percent (SCE %) of the fi 'trances for the Authority during g try ewe ve (12) month Period ,ire provided by grant funds t • he fiscal year may bei''3, mod" Zf:.ed-y the Board of Directors, to coincide with the contract period cif such grant. B& -Budget Submis s icy G %,rid AdootLon. She Authority budget for the fallowing fiscal year shall be submitted by the Executive Director to the Executive Committee on or before* �. January I of each year.l The Executive Committee shall adopt a tentative � budget on or before February 1 of .� �' each year and forward the same to the Board of Directors for review° The Board of Direc- tors s all adopt the annual budget :for the Authority { y not later than MArch ' l of each year. The annual budget shall include the r ecew ►s funds with which the Authority hall - y obtain. and +CA .L31 1.76.3.1 irY wrrr�!� 4 " r�n s_ compensation insprancei liability insurance, and other such insurance as deemed necessary b the Board rd of Directors t6 fully protect the Authority and each of the e me► er agencies :. --Said insurance 3�a nce . shall be obtained and mantes fined in forge at all times during he effective tzve berm of this Agreement:. C. yoKl = MembQrshi Assessment. Each year concurrent with the adoption of the annual budget the Board of Directors shall fix m4mbership assessments for all member agencies in the amounts stiff 4clent to provide t he funds r ecuzre3 by the budget and shall ad vise the legislative " g ive body of each member agency thereof on o before April l of each year. Said assessments sb4all be duel and payable to the Aut ` horzty by each member agency '( f z, Prio�° to October l of each ear. I y f any member mercy fails to pay its entire- .assessment prior to the in fore o g date, such a.gerzcy,, 119ha11 be .deemed in default for the u P rposes of Paragraph "Ell hereof The amount of each member agency's assess _ y went shall be aet erm.~► ,ne d in accordance with the formula set forth in Paragraph D hereof. w�- D o iMethod of Assessment. ,N _ I � • Assessments to be paid by the member a,gerc.ies � for and during that certain period known as '1 ,T Phase as set forth in Exhibit 1 ►A'@ attached hereto, o, shall spore o corre- to the following schedule: El Segundo. 16.39% Manhattan Beach: . tI1 ri,f 12 . ! .f IO Gardena, . 14.57% Palos Verdes • Estate s • 6.65% 1wth me : Q 19.96 /p Redondo' Beach: 22,92% lllermo�a Beach: 6.72° Each f the above percentages shall. automaa ` automat be adjusted Itlonatel _ S/�; prop �' ,qy t© i y reflect and Incorporate the percentage -__ assessment required of any new member agenc y ,. or the with. - drawall'� or termination of an y member agency. 2 Computation of assessments to be a- p �.d by, the member agencx. s.. for and during that certain period known as "Phase I V11 ds set fort h in Exhibit "All attached hereto, and times at all_ ' ereafter for the � operat.on and maintenance of the Auth.or�ty, shall be made as f �l) Expenditures made and indebted Hess � incurred by the Authority relatf ing to those services associated with central he cen • t. . dispatch activities for the first ca lendar° ear Y of said .. 22 n' i "Phase 1V" period shall be divided among the member agencies on the following percentage. basis: 0 f:.g u9..idhl a 15.43% Manhattan Beach: 1.47° �' �.~°den:.: 15.55 % Palos Verdes , Estates: xa'home: 5.99% 18.78% Redonda Beach: 2.1.75% f1ermosa r Beach: a (2) Thereafter, during "Phase IV" said - _ - indebtedness shall be divided among the member agencies in accordance with the following weighted formula for each member agency: en c. system utilization, 30% Population, and 30% assessed valuation. b • Cate cry 2 Charges , Expenditures made and indebtedness incurred by the .Authority relatt ing to those services which benefit all c' • _tizens of the. { member agencies, as-determined by the Beard of - _ Directors, shall be shared by all, mem'aer agencies - -- genci,es in accordance with the weighted formula �.mula set forth . in paragraph 2a(2) above, C. Ca —..t. ory 3 Charges. Expendl tures tad nd indebtedness incurred by the Authority relating to special equipment and services requested q ed by an individual member agency for use by its Own public safety services shall be paid entirely by such :ember agency- d. Ca2©ry 4 Char s?es. Expenditures P ayes made . and indebtedness incurred by the Authority relating to the answering of incoming emergency g Y t e lephone . calls and the transferring of such ca lls for the W 23 I It E • F., p,177717 Purpose of dispatching by another non-member Agency Shall be. divided among the non-member Agency and the member . ' agencies in the manner established by the Board Of Directors. Notwithstandi-LLg Any other Provision hereof, the relative assessment percentages of the seven original member agenci . es shall remain the same duri. ng the in:�Zial five year t I erm, of the Joint Powers Agreement unless modi- f . ied by the unanimous consent of said ` original member agencies Notwithstanding any other provision hereof- this paragraph Shall be amended only upon the urn animous c ol 'isent of the seven original member agencies i E. Default :ions. Notwithstand ing any other provision of the Agreement or the By-Laws to the contrary, an of ficla -I representative or alternative represen . tative from any member Agency to the Board of Directorsy Executive Committee 3. Techn'ic al'Committee, or any other Board or Committee of the Authority 'as may be established, shall not be eligible to vote on any matter before such Board or Committee during any period that such member agency is in default on any financial, obliga.- tion to the Authority. During the existence of such default, such-representative shall -not _be. -counted as a meMber, of any such Board 1, or Committee for 'purposes of determining a quorum or any requisite vote required pursuant to any provi'sion. of n these By-.L4ws. After the initial five 5) year mandatory term ve of members hip as provided in the Agreement and these By Laws a member agency remains in' default on any obligat- ion to the Authority for a period of more than ninety consecutive days thereafter I, the membership of such agency shall automatically be terminated. The Authority shall have the power to commence an action, in its own tame against any member agency in default to recover the amount: Of the obligation due to the Authority hereunder. 24 • - 25 - ■ a / !! Treasurer and Controller. The Treasurer r asurer and the � Director of Finance of the City f El .� Segundo are hereby designated and shall serve as the Treasure r and the Controller, respectively, of the Authority. Said Treasurer and Controller shall hate the powers and duties as set forth in Sections 6505 - and 6505, , 5 of . the Government Code, any other _ ro p vzsZOn of State law,. t`he Agreement , these By-Laws, or as may �, Y e es tab lisbd by the Btu< o� Di rectprs . Thes, City CfltIClI of the City of El Segundo shall determine and establish reasonable charges. to _ be made against the Authority for the services of said Treasurer y and Cor troller. ` hpre shall be a strict accountability of all funds of the I� Author �.t y, and a report of all receipts and disbursements R as required by Section 6505 of the Government Code G. P'roerty Custodian. The Board ofDirectors shall, by reso:Lu ion, designate the public officer �. s or persons who have chocirge of, handle, or have access to a _ any property of the Authority and shall require such public of n flcers or persons to file an official bond in an amount t o b e f fixed b a s iet _ _ _ Y resolution., He lndemn,ficaton of Fort Liabilit -. Pursuant to Sect* Ion 895 et seq. of the Government Code of the State of Galiforn*.a, � each rem e _ _ r agency shall be liable for any debts and 1. . abili ties imposed by law upon any one or more of the member agencies e� cies for injury caused L by a negligent or wrongful act or omission occurring in the performance of this Agreement in the same proportions as specified for membership assessments set forth-in Paragraph rrDrr of . Artic l.e X hereof . To achieve such ur on p p se, each member agency hereby indemnifies and holds harmless the ,� other member agencies for any loss, cast or expense that may be Y imposed upon such other nember agencies in excess of such Pro -ra . � to l��ablity� The rules f r interpreting Agreement of indemnity as set forth in Section 77$ of the Civil Code are hereby made a part of these By-Lars. • - 25 - ■ yP ARTICLE XI _ EQUM ENT AND OPERATIONS A. Emergency Call Recei,vin Ds etch and O . eratioxts Cep_. Site. The Emergence Call Receiving, Dispatch and d Opera. tons Center Site (hereinafter "Operations Center" ) shall _ pro � vide all emergency call receiving and dispatch services to H member agencies 24 hours a day, every day of the year, 1. O eratians Center Location. The Operations F Center shall be located at the Redonda Beach Police Department basement. 2. Operations Center Access. Access to the Opera ra- t-ions Center shall be r ' p ov�.ded equally to all member - agencies and shall be under the control of the Executive Director. 30 Public safety personnel employed by any member agency shall not be utilized or employed f'or- the P erfor- nuance of any functions, duties or services in the Opera. tions' Center nor shall any employee of the Authority be a public safety employee as defined by any provision of state' lava. B. Title of Equipment. The Auth ority shall h ' old title to, and have care, custody and. control of all equipment p u,r... chased b;7 the Authority other than any equipment specifically p y allocated to an individual member agency. Ca _.` 'uipment Installation and Maintenance. The Authority orzty shall furnish a. licensed supervising technician who shall I ho 1cI a valid 1:irst -class radio telephone license issued b y the Federal Communications Commission and who shall... supervise all equIlpment installation and maintenance.. However nothing in this Agreement shall authorize or require the Author it y to .� 26 _ :i nsta .l or maintain any equipment of any nature or kind, in � vehicles, buildings, or gs, premises not owned by or under lease to and under full -time control of any member agency. g y D. Equipment Purchases. y` I. All costs for the purchase of equipment material ` t apparatus, and parts required for use by _the Authori °� y, or all member agencies thereof shall be purchased by the Authority nd assessed .� y proportionally assessed �.o the member .__. a rrenci�.s �r pursuant to the provisions of these By-Laws 2. All costs for the purchase of equi went material, apparatus, and art p s required or desired for the use of one agency or less than all of the member agencies shall be borne by, and at the sole expense of, said agency 'or agencies. In purchasing equipment, each agency agrees to conform to the established communications systems and operations presently in effect. Bid specifications for Police and Fire communications equipment issued b y the Authority, or- a_ member agency, , sha 11 be reviewed and approved by the Executive Director and the Technical Committee prior to issuances El -.-Use of Equipment. - All - member agencies agree to use said. Authority and its communications systems only for such purposes, and in such spanner S as may be p►ermi.tted, by this Federal Communications Commission (hereinafter "F. C . C.1' F. F.C.C. Licenses. F.C.C. licenses held by the member agencies shall be in the name of the Authority as the :pima P ry user, in accordance with the F.C.C. rules and regulations. Local public safety' services of member agencies shall continue to hold Radio Base Station licenses, as the secondary user 27 - I S: f +i r fi or Such frequencies as said member � gencies are licensed Agreement. The upon their effectuation of this A a Authorit y upon. the with c�rawal of any member agent shall y� provide, with F,c,C, cxpproval, the equivalent or better radio frequency spectrum capability than that which was licensed to said agency on the day and slate the agency effected this Agreement, G. Radio Frequencies . The member agencies _ � g ncies shall �,h.are :hose certain radio frequencies, as licensed � �a� by the Federal l Communications Commission and as provided by separate agreement, .. for the mutual use of the public safety services of all member agencies and the Authorit- y . Amendment of Article. Notwithstand` ing any other pro- vision of the Agreement 'or these B -Laws Y to the contrary, no provision of this Article shall be amended . except upon the unanimous consent of the Board of Directors ARTICLE XII WITHDRAWAL BY MEMBER AGENCIES A. Withdrawal. Following the initial f�� ' T e (5) year rninirraur� terra of membership as provided 0.n t- he Agreement, any, member agency may - withdraw from membership n the he Authority in - the manner � provided n Paragraph 5 of the Agreement. B • Assets, ' A member withdrawing from membership at a time when such withdrawal does not result in dissolution the Authority, or any member agenc terminated teal from membership as provided herein, shall forfeit its claim to any assets of the Authority. Provided, however, that upon p withdrawal of any member or termination of the Authority, the i equipment ui q P �� n the sale possession and use of any member agency shall remain the property of such agency, and title to said property P y ..small be passed by the Authority to said agency unless otherwise pro- hibited by any law, contract or g rant, 28 ARTICLE xIII DISSOLUTION The Authority shall be dissolved whenever a suffic' �.ent number of member agencies withdraw or are terminated from the Authority to reduce the -total number of g 1 agencies to less than three (3) in number. If disso:.utJ6, 2 is .. necessitated by the Provision of this Section the Board oard of Directors must notify its . current member agencies of its -. i ti 5;. !prat so removed from any member agency shall become the ro ert F P y of such member agency and the them current market value . of such fixtures or improvements shall be credited to such agency g ncy for purposes of determining ' the distributions to be made hereunder, ARTICLE XV C Z N AMENDMENT R � Amendments to these By -Laws may be proposed b � an � y repre� t sentat.ve to the Board of D. rectors ar- by the Executly e Committee. If proposed by a representative, the amendment shall be submitted tted to the .Executive Committee at least ninety 9C l ) days prior to the regular° meeting of the Board of Directors at which action shall be tauten thereon. Provided, however, that said nine.t y day period, or any - portion thereof, may be waived by the Board of Directors in any emergency, as determined by the Board, by a. vote of at least two-thirds (2/3) of all member agencies. The Executive t ive _ Committee may consider and rake a written recommendation to the Board of Directors - -- relating to said amendment . Such recommen- dation shall not be deemed to be required, however prior or to action by the Board of Directors. Except as othe ise rov-' F .�_e d ,�,d herel.n.T amendments to the By-- Laws - shad -I require a rya ority 1,rof- of the total membership of the Authority. ARTICLE XVI EFFECTIVE DATE Thes By -Laws shall become effective 'Immediatel y upon the �' o effective date of the Agreement as therein p rov ded, - 30 - tt g a a f • a rn cn CA C Cl) {3 :m C rn �.." e CO loo EE z > 0 C) F- �y rc f rl R CD .: y s.. > ; A wo . If �.,.. - rri ,V 1 � � if A m f cn I ` ru tit Ott .! a ► S is to i 'Cf U3 .. r. rt Ci trs H to ►�y n o to K to m r• W. K '1 El M• @ Ctr I q N K n rt O ►n :7t m : y° tt tj+ t* cn M rt <; W b O < Yr Q M tn• K to Q' ! rn rt cn Q O° a @ @ W @ Ul ►-a K Q rt Q, £ tti U O Q @ N �` to C� rj P' @ KL `i H M @ f L t eA 't►` ►� O K ty � 'O @ " b K 7c' O @ Q K ' p en (b O G) to rQr 6► rt p K �� ,b tr t K K fir! r rt K O rt Q tt7 a Q' t� 0 4 to a C n ;CI v> K P. y, rft Opp }r.r AKr K O CD r,i w r3 .. ,•+ o o w N rt ra M c� K t+- ' i2. to O' '-s t M t� P- LCI q I-A :•1 f' w p , rt r• G C rt r� m ra to hi 'a v � cf, R yr O C7 W p @ rt 0 ►' R, tJ M rO+ !rt+- rt @ rM• 0 � to Q Q r' h 0 Q rt Q ter 'C Cf2+ ro N tL (r} PD O K y ►.' ,d G• t' vi Ra is C �' a t�t� H O 'C O o l�0 ' yr. * Ln c.� t a �� fu ty t; rt @ t) rt K 0 1,. tr •p + ° 0 rt N Y• tfi � P) 0 @ R tb @ a :3 to n CL � ri @ t@� M . ,7 1 ca � 164 ' pi rt w fJ @ ~" E'.• 0 rt @ ts' K d rat to rs 0 a @ W O d a ro w ► F d it? r) w rKt � d f+a ► s +A *t so @ �' a r• A @ • ' C rMr 0, a p' w d*• rt CL 1- n n Q M r• rt � tai yK, tom-• O 0 �' rh Us Y NC O }+ m ��. rt i .40 W to s; A► 't t�M N. f3 �L9 O ' A. hr-� N trt b Q EJ p� f1` �4 d Np 1�KCr1M►°� rtn ph r@t Ct a ft ••a �! a off',: V w r• ,�' C1 w� Q rt 0 @ 5 "� � � 0 K o rt N Ca m m a 0 rt 0 rt Cy pi t�. �'' n @ rt O ° o rt d t� 1. m r• � � o °' � '� +rs to rs •C n ��• t1 rs c °. o r' 'r+ 'Cf in G eh t3 a M m c� rt M rt @ :s ttTb� ri 6 cy L rt Al N 1•+ pi N N (n Fs ~ r• rt 0 rP iL ro Ci3 ° as d�a rt K +d iL L3+ rt rt ! 0 N H•. r-+,• G M s C'. tt# fl. Q en M rt tl�t C) ca C4 C • ill Fi'l + tr ! trtD ! �v,rrKr• t� rt rt h3 a rt to ►� ''i Q " CZ f a to f} P3 rat }' 0 0> r- �• 1'• Q rt � Q � n J-h K rt n 1 sus t ► rt �y 0) rat tt tl' h r O �' !+- r• rt +� rt @ G @ a �..7 m �3 @ '0 r• a fs r• r• F to rt 1.+ ;r' rt 0� m 0 T�Pl� FM+ 1-# M@ � rt K@ 0 r� tt is +� : �G} ° C in tL K @ 0 � C rt 1-1 tom- _ �Q ro v, a, H en s rt rt~ n DD• m 0. 1� al 1 V. ft V to M@ rt N, � w tl a O N rt G M rr7 © 0 O ! •�! v K pia =' to � rater 0 M CQ' .tDj +ti O 15 d ! Ln ell !�7 rt rt rt' fS1 rt r- �• O '� tq K r Gl+ rS1 rs 17 N• W t@i r? 0 Ira eva I� .ca a K ! ts+ @ u. a °• rt �` < rt, +* ` in @ tsa * ! •.1 a m rp o to to •w � tt K Ia. 1� Eo rt G? rt p n► b 4t iL Ilk rs> + • p to ro 1 rn �3 n rt, f4w • v ° . • ` O x ' ice•+ t3 Q M ' t7 to tU :x Q rat � K K rb M rt (+ N @ @ @ K {ex I.- fi K K K r,`; rt O tom+• G 3 . t�D r fit 0+ Ss+ tr r @ p-• ft � rt rt rt to rt BI @ rt C3 @ K K ! H G tD M N K O• O Cu ( tn . !u Y• C7 a Q A rt !-- • y,. �` i-+ ! {n rt N 0) � w its Y• e • n to P. O Q m rai 0 O 0 0: .a j -j r• ►4 " a a%0t~v w to ns w t+ rt 0 K K M0 m m Q' ' 0 p n rt K .. . t� a tra rt c G G t» ro rt CJ C p a N` [V d n tt ft to tNie rt � p @ @ n 0 D t•5 �@ O0 *t w rt Q z K r 1 b rt d 0° a~ p O. a m w N• to r- m Or PO4 !n M 0 rt 0 tQ0 ct rt :r @ ti 1 O N a C) to K Ln Ln O Irt Q t • f PC J � of K, al 1 M 3 i (n F''• �'i -_J_ LO 5 M •ice C4 ( P'%+ rU `J W (D W t•S W a 4 N tD O 0 W Q M kQ n tj W�3 r:. 00 _j ;s O t� ti O A N• rt O s:?, t], t-• t� ttt N P)�W�l :�fD a. 0 r? © rt rt rt P. 0 LQ 0 ct N. t ' D fte Q to Pi ( oti p i-+ W � O ►O (D H- 0 W 14 �< r.'- rt A- H 5 rZ 0 W ti O tfi 0 K 4 Ai CD rt P N rt t-h O rt H 0 an oll © K "C tO O W (D 4 O O• t0-h rt i r �3• t$ K la � � to �' � rWt 0 w� W� 0� C 0 M O Fj_ r t + K �4 En O N- s PC 0 0 (1? 0 G (t 0 0 ti ti3 �.j e rip co (CD «'� ti3 W to ,a «3 tt i t ► Pi rya (D y.,/ 0 /O sit 0 t j q }may /�.�. ;�� �q - � 0 ti fY • l }Ll. /i+�! N '4 \�J }qy)� f�f�:�JJ{{ ��� O • O 6 •may • V i � V J td 0 rt � ft • �' 0 � O YS � (� 1 t o °� (%M+ (D 0 O � O' r� Y" O � O Q t' 1 t -'•r•" �� 1Y:3 '►3' °�ri t4 W (D .4 En Cl (D 0 (f) ra+ (D r!' to Li. (D O F J N 0 W r3 O t D " D � c r, 1-4 `( 0 1 rt � W Pi (D rt a q :n •1 ti W rt (l) (n ft ('D t r ti aC n rt* (D G tt lii C7 CD A+ Fes- ;.�. .it._ 8 .(.s tI �. i'} _ W _.�+ ti pi ___ _ t .. to O 0 C rt A+ tt O W O t r w (D (D Lt? :3 � 7 W :7 rr N P_ rt P- O tl Cu ko t-k 4t3 tta rt ¢) �g N w- • t S rt O O 0 (D W N- (D t"►- W to O '-G ft -� cn u, w _ (D O pi ! ti f t rt O O W H O •..�. � r3' tfi W W W K n M r C! 1-tt l- N N N •.1 H W r+ 0 tD (D (D ti :34 N H M• W rt O (D :. rt P. 0 .(D O to zr Q 94 W � C� J N %^' CO r-tt s, m V. : GS P) F- W t n (D rt D c a .._., O tom- tt 1 rt K s W v 0 rt O H a �� rj1 � rr� Co Im t•S 0) W ti :Y uQ (D t � 0 P_ ' .e•-. Q �' ft It txi D '.- rti �C3 a O W (D :5 ''3 tl (n (D O H , O ft 0 ti ft N H- (D O C �• (fit 0 FO & ft n : ti rt -4 N- i-I O tta O W ( 3C tJ• W W Q f- O N• n t-+ K 0 N_ 0 t•t (a tip ( ► 0 Pa (D )--a � �, N• (D N• ' () N ti (D c�� co c M � 0 C It W ra• W N. N tom- 'r � are +AO dp (D t � '"� ti � �l rt 0° w F-S I STATE OF CALIFORNIA COUNTY OF LOS ANGELES SS CITY OF EL SEGUNDO I, Valerie A. Burrowes City Clerk of the City of El Segundo, California, DO HEREBY CERTIFY that the whole number of members of the City Council of the said City is five; that the foregoing Resolution, being Resolution No. 2667 was duly passed and adopted by the said City Council, approved and signed by the Mayor of said City., and attested by the City Clerk of said City, all at a regular meeting of the said Council held on the 16th day of December 1975 and that the same was so passed and adopted by the following vote: AYES: Councilmen Nagle, Rockhold Stephens, Van Vranken and Mayor Balmer; NOES: Councilmen None; A13SENT: Councilmen None. WITNESS MY HAND AND THE OFFICIAL SEAL OF SAID CITY this 19thday of December 197 5 (SEAL,) City Clerk of the City of El Segundo, California 13V Deputy