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Exhibit 1 <br /> <br />DUTIES AND RESPONSIBILITIES OF FOSAZ <br />A.Organizational Structure <br />FOSAZshall maintain a Board of dDrectors as may be provided by its articles of <br />incorporation and by-laws. Unless otherwise provided by FOSAZ, the Board of <br />Directors shall have the power to bind FOSAZunder this Agreement.FOSAZshall <br />provide aCitynon-voting advisor to the FOSAZboard, andshall receive notice of <br />meetings in the same manner as a member of the board and shall be entitled to attend <br />and fully participate in all meetings of the Board with the exception of voting. <br />FOSAZmay appoint an Executive Director who shall act as the primary liaison <br />between the Parties, and shall maintain frequent communication with the Cityso that <br />the Partiescan coordinate FOSAZfund-raising activities and Zooactivities. FOSAZ <br />shallprovide annually a calendar of special events for approval by the Cityalong with <br />specific staffing requirements. <br />B.Capital Fundraising <br />The primary mission of FOSAZunder this Agreementshall be to seek and provide <br />financial support for Zoocapital improvements. The Parties(through ajoint strategic <br />planning committee) shall mutually develop annual FOSAZfundraising goals and <br />prioritize exhibits and/or projects to be funded with FOSAZproceeds. Cityauthorizes <br />FOSAZto solicit individual, corporate,and foundation funds and contributions for the <br />benefit of the Zoo. Sources for fundraising shallinclude, but not be limited to, <br />solicitations, gifts,bequests, charitable events, grants,and special programs. FOSAZ <br />shall coordinate the timing and format of fund raising activities with the City, as set <br />forth below. <br />C.Membership <br />FOSAZishereby recognized as the official support group for the Zoo, and is <br />authorized to solicit membership in its organization based on such status. FOSAZis <br />authorized to include special privileges at the Zoo, including,but not limited to, <br />complimentary admission, as may be approved from time to time by the City. <br />FOSAZmay organize and sponsor special events for its members, including after <br />access of Zoogrounds, for the purpose of fundraising for capital improvements, <br />marketing and promotion, educational purposes, and benefit of membership, as <br />approved by the City. <br />Page 12of 19 <br /> <br /> <br />