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Memorandum of Agreement <br />Triangle Water Supply Partnership <br />August 7, 2018 Page 6 of 35 <br />and a Representative or Alternate Representative to serve as Vice Chair, both by <br />Simple Majority Vote. The Vice Chair will perform the Chair’s responsibilities when <br />the Chair is unable to do so. The Chair or Vice Chair shall convene Partnership <br />meetings, establish the meeting agendas, and preside at meetings. If neither the Chair <br />or Vice Chair will be present for a meeting, the Chair will appoint a person to preside <br />at that meeting. The Chair and Vice Chair shall have no additional power or authority <br />over the Partnership. While there are no term limits established for the Chair or Vice <br />Chair, it is the intention that the Chair and Vice Chair positions rotate among <br />Participants. <br />6) Meetings: <br />a) The Participants shall meet as often as required, but no less than annually. Annual <br />Meetings shall be scheduled by the Chair and noticed to all Representatives no <br />less than 30 days in advance. Any matter may be voted on at an Annual Meeting. <br />The Annual Meeting will be held toward the end of each calendar year and <br />include budget adoption, in order to allow for Participants to adequately plan for <br />their upcoming fiscal year budget. <br />b) Meetings will generally be held for the purposes of discussing the activities of the <br />Partnership, planning for future activities, adopting the budget, and providing <br />guidance and direction to the Administrative Agent, Fiscal Agent, and/or project <br />managers, regarding ongoing Partnership activities and Projects. <br />c) The Chair, Vice Chair, or 25 percent of the Participants may call a meeting by <br />providing notice to all Participants (“Called Meeting”). Notice may be made <br />pursuant to paragraph 17(n) or may be delivered by electronic mail. No Called <br />Meeting may be held with less than five business days’ notice. No matter may be <br />voted on at a Called Meeting that was not noticed at the time the notice of Called <br />Meeting is sent to the Participants. All meetings shall be open to the public and <br />conducted in facilities that would accommodate the public. Meeting times, dates, <br />and locations will be noted on the Partnership’s website in a location accessible <br />by the public. Notices of meetings will also be publicly posted on the principal <br />bulletin board of the Administrative Agent, or if the Administrative Agent is not a <br />Member, the entity represented by the Chair. <br />d) Representatives (or Alternative Representatives) may participate in Called or <br />Annual Meetings either in person or by teleconference. <br />7) Voting: <br />a) A majority of the Participants must be represented by either their Representative <br />or Alternative Representative to constitute a quorum for the transaction of <br />business at any meeting of the Partnership. <br />b) Each Participant will have one vote on all matters coming before the Partnership <br />for consideration and the vote of each Participant will be counted equally. <br />10