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ARTICLE 7 <br /> <br />BOARD OF DIRECTORS <br /> <br /> (a) Composition of Board. The Authority shall be governed <br />by the Board of Directors, which shall be composed of one <br />director representing each Member, appointed by the Member's <br />City Council and serving at the pleasure of such City Council, <br />The City Council of each Member shall also appoint an alternate <br />director who shall have the authority to attend, participate in <br />and vote at any meeting of the Board when the director is <br />absent. A director or alternate director shall be a member of <br />the City Council of the City which appoints such director or <br />alternate director or an official or staff person of the Member <br />which such director or alternate director represents. Any <br />vacancy in a director or alternate director position shall be <br />filled by the appointing Member's City Council, subject to the <br />provisions of this Article. Immediately upon admission of a <br />new Member pursuant to Article 16, such Member shall be <br />entitled and required to appoint a director and alternate <br />director. <br /> <br /> (b) Termination of Status as Director. A director and/or <br />alternate director shall be removed from the Board of Directors <br />upon the occurrence of any one of the following events: <br />(1) the Authority receives written notice from the appointing <br />Member of the removal of the director or alternate director, <br />together with a certified copy of the resolution of the City <br />Council of the Member effecting such removal; (2) the <br />withdrawal of the Member from this Agreement; (3) the death or <br />resignation of the director or alternate director; (4) the <br />Authority receives written notice from the Member that the <br />director or alternate director is no longer qualified as <br />provided in the first paragraph of this Article. <br /> <br /> (c) Compensation. Directors and their alternates are not <br />entitled to compensation. The Board of Direct,ors may authorize <br />reimbursement of expenses incurred by directors or their <br />alternates. <br /> <br /> (d) Powers of Board. The Board of Directors shall have <br />the following powers and functions.' <br /> <br /> (1) Except as 'otherwise provided in this' Agreement, <br />the Board shall exercise all powers and conduct all <br />business of the Authority, either directly or'by delegation <br />to other bodies or persons. <br /> <br />5 <br /> <br /> <br />