AgdaPkt 2005-12-19 - Laserfiche WebLink

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�-.2A - �s Oct 19 05 09:53a SRIY HRU110 CFTY CLERK 1 650 589 5941 p.5 �iC./ � � obiigations� any and all HEAT-SMC assets and liabilities retuaining upon teimination of the HEAT-SMC shai2 be transferced to the successor public agency. b. If tl�ere is no successor public agency that would conduct the HEAT-SMC's activities, all assets and liabilities sha11 be apportioned to each Member Agency in proportion to the contribution of each Member Agency's total contribution during the Toim of this Agreement. c. If there is a successor pablie agency chat would conduct some of the HEAT- SMC's accivi�ies, then the Board shall allocate the HEAT-SMC's assets and Iiabilities between � the successvr public agency nnd the Member Agencies. d. In the event the HEAT-SMC is terminated under circumstflnees faJling wifhin (b) or (c) Above, al] decisions of the BoFU•d with regard to determinations of amounts to be transferred to the Member Age»cies or any successor shall be fin�►]. e. The obligations of the HEAT-SMC terminate on the Termination Date, and each � Mernber Agency sh�lJ pay ali arnounts owed to the HEAT-SMC pi7or to that date. In the event of defauli by a Member Agency with regard to payment of amounts clue, the oblioation to pay aIl suans due to the HEAT-SMC shall survive and i�emain in fuli force after the Temrination D�te. f. By un�nimous agreement of all then cwrent Member Agcncies, said current Mernber A�cncies may dispose of, divide, distribute, or return assets on a basis different from . that established in this Section 3. 4. Go�erilance . 4.1 The HEAT-SMC is govemed and administered by a Board of Directois that sh�lI exercise all powers and authority on behalf of tl�e HEAT-SMC. The Board shall consist of no more than 21 voting members (he�•ein�fter "Directors"), as follo��s: 2 No �rore than 2 Members of the San Mateo Couniy Board of Supervisors 9 No more than 9 City repcesentatives �ppointed by the City Selection Committee of the Council of Cities from antong city council membe.rs, provided only those cities that flre Member Agencies inay ha��c a representative Director and no city may ha��e more than one representative . Director. Thes� foregoing Directors sha11 be referred to as the "Public Directors". Subject to any restriction that m1y be in the By-laws, the body selectin� a Public Directo.r may decide whether to select or allow altei�nates who may p�urticipate when the regular Public Director is absent. Pn�e 5 of 17