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Contract # C0004121 <br />Section 2. Each party shall be entitled to two directors, who shall have one vote each. <br />Each party shall also be entitled to one alternate director, who shall be entitled to attend to <br />meetings of the Board, but may only vote in the absence of one of the party's two directors. <br />Section 3. The two directors and one alternate director shall be appointed by <br />resolution of the governing body of each party. When the governing party of a body appoints a <br />director or alternate director, it shall give notice to the NWACCC of such appointment in writing <br />with a certified copy of the resolution making the appointment. The two directors and alternate <br />director serve at the pleasure of the governing body of the appointed party. Finally, the two <br />directors and alternate director of each party shall be appointed to serve until their successors are <br />appointed and qualified. <br />Section 4. The two directors and alternate director of each party shall not receive any <br />compensation from the NWACCC for their services. <br />Section 5. There shall be no voting by proxy; all votes must be cast in person at the <br />Board meetings by the two directors or alternate director. <br />Section 6. A majority of the votes attributable to the parties constitute a quorum of <br />the Board. <br />Section 7. The Board by majority vote may designate ex-officio members, who shall <br />be entitled to attend and participate in meetings, but shall not be entitled to vote. <br />ARTICLE IV. POWERS AND DUTIES OF THE BOARD <br />Section 1. <br />this Article. <br />The powers and duties of the Board shall include the powers set forth in <br />Section 2. The Board may appoint an executive director, who shall perform the <br />duties and responsibilities assigned by the Board and whose compensation shall be fixed by the <br />Board. <br />Section 3. The Board may enter into such contracts as necessary to carry out the <br />general purposes of this organization. No contract on behalf of the organization may be entered <br />into or executed until the Board has approved such action. The Board may authorize any officer <br />or officers, agent or agents, to enter into a contract or execute and deliver an instrument in the <br />name of and on behalf of the organization. <br />Section 4. It shall establish an annual budget. It may invest or reinvest funds not <br />needed for current operating expenses, if any, in the manner applicable by laws to cities. It shall <br />not at any time incur obligations in excess of funds then available to it. Organization funds may <br />be expended by the Board in accordance with procedure established by laws for the expenditure <br />of funds by statutory cities. Orders, checks and drafts shall be signed by the chair and <br />countersigned by the vice chair. Other legal instruments shall be executed on behalf of the <br />Board by the chair and vice chair. <br />2 <br />