RES 10385 - Laserfiche WebLink

(10) To provide a forum for discussion, study, development. and implementation of recommendations of mutual interest regarding other joint programs. (II) To establish new programs as deemed appropriate by the Board of Directors. (12) To sue and be sued in the name of the Authority. (13) To perform such other functions as may he necessary or appropriate to carry out this Agreement. so Tong as such other functions so performed are not prohibited by any provision of law. 3. POWERS OF THE AUTHORITY The Authority shall have the power and authority to exercise any power common to the agencies which are "Parties" to this Agreement, provided that the same are in furtherance of the functions and objectives of this Agreement as herein set forth. Pursuant to Section 6509 of the California Government Code. the exercise of the aforesaid powers ofthe Authority shall be subject to the restrictions upon the manner of exercising such powers by an agency having the same status as a Member Agency or Joint Powers Authority except as otherwise provided in this Agreement. 4. TERM OF THE AGREEMENT This Agreement shall be effective and binding on any signatory thereto upon execution. This Agreement shall continue in effect until lawfully terminated as provided herein and in the Bylaws. In the event of a reorganization of one or more of the agencies participating in this Agreement, the successor in interest or successors in interest to the obligations of any such reorganized agency may be substituted as a "Part' or as "Parties" to this Agreement. subject to approval by a two - thirds (2/3) weighted vote of the "Parties" to this Agreement. 5. GOVERNING DOCUMENTS A. THE AGREEMENT If there is a conflict between this Agreement and any other document ofthe Authority, this Agreement shall control over such other document. Such other document shall have the effect as if the provisions in conflict with this Agreement were null and void. B. BYLAWS The Authority shall be governed pursuant to certain Bylaws, a copy of which is attached hereto as Exhibit A and incorporated herein by reference. and by such amendments to the Bylaws as may from time to time be adopted. Wherever in this Agreement "Bylaws" are referred to, said Bylaws shall be those set forth in Exhibit A, as may be amended. Each "Party" to this Agreement agrees to comply with and he bound by the provisions of said Bylaws and further agrees that the Authority shall be operated pursuant to this Agreement and said Bylaws. Procedures for amending the Bylaws shall be as provided in the Bylaws so long as they are not inconsistent with this Agreement. C. MEMORANDUM OF COVERAGE The Authority shall provide coverage according to a Memorandum of Coverage. The Authority and each "Member shall be bound by the terms and conditions of such Memorandum of Coverage. IAWCX AGRI PM1'NF (3 /19 /92 ed) June 18. 1992 3