Agmt 13 2ndAmendedandRestated JPA Agreement JPA County of San Mateo SBWMA

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compensation of any and all SBWMA employees in accordance with Board approved salary ranges. d. Managing any and all SBWMA contracts or agreements. e. Approving any and all SBWMA payments in conformance with Board approved appropriations. f. Attending all Board meetings. g. Preparing and submitting to the Board an annual budget. h. Performing such other duties as the Board shall require. 8.9.1 The Executive Director shall be bonded with a corporate surety to be approved by the Board. 8.9.2 The Executive Director shall receive such compensation as the Board shall from time to time determine. ARTICLE 9. VACANCIES 9.1 Director Vacancies. Should a vacancy occur on the Board, the Member’s Alternate Director shall continue to temporarily assume the duties of the former Director until such time as the Member appoints a permanent Director. During the temporary period, the Alternate Director shall have the full powers and authority of a Director. 9.2 Officer Vacancies. Should a vacancy occur among any officer authorized in Article 8 of this Agreement, the Board shall elect a new officer at is next scheduled Board meeting. ARTICLE 10. MEETINGS 10.1 Regular Meetings. The Board shall schedule by Resolution regular monthly meetings during each Fiscal Year. 10.2 Special Meetings. Special meetings of the Board may be called in accordance with provisions of the California Government Code §54956. 10.3 Notice of Meetings. All meetings of the Board shall be held subject to the provisions of California Government Code §54950-54962 (Brown Act) and other applicable laws of the State of California. 10.4 Meeting Location. All meetings of the Board must be held within the Service Area at a location determined by the Chair, except that the Board may hold a special meeting outside the Service Area upon an affirmative vote in accordance with Section 10.8 of this Agreement. 10.5 Minutes. Minutes of all Board meetings shall be prepared and thereafter approved by the Board at a subsequent Board meeting. 10.6 Quorum. A majority of the Directors shall constitute a quorum for the transaction of business of the Board, except that Directors constituting less than a quorum may adjourn any meeting. 10.7 Voting Rights. Each Member is entitled to cast one vote on any matter presented to the Board for a vote. 10.8 Voting Requirement. The vote of two thirds (2/3) of the Directors present shall constitute the act of the Board, unless otherwise provided in this Agreement. 10.9 Conduct of Meetings. Meetings of the Board shall be conducted by the Chair, or in the Chair's absence by the Vice Chair. In the absence of both the Chair and the Vice Chair, meetings shall be conducted by the Director in attendance who represents the Member with the