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2.06 A quorum for the conduct of business by the Management Committee shall be a majority (50% plus one) of the voting PARTIES to the Agreement. The Proportional Vote allocated to a PARTY shall not be considered in the determination of a quorum. 2.07 The PARTIES shall continue to utilize the Program's preferred approach of achieving consensus to resolve issues and reach decisions and to rely on a simple majority vote (50% plus one) for all decisions requiring a vote, except for changes to the Agreement (including changes to the Cost Allocation) and approval of the Annual Budget. Approval of Annual Budgets require both an affirmative vote by a majority of the PARTIES and an affirmative vote by PARTIES representing more than 50% of the Proportional Votes. Changes to the Agreement require an affirmative vote by a majority of the PARTIES, an affirmative vote by PARTIES representing more than 50% of the Proportional Votes of the PARTIES, and the approval by the governing bodies of the PARTIES representing both a majority of the PARTIES and more than 50% of the Proportional Votes of the PARTIES. 2.08 Management Committee approval is required prior to any Program expenditure by the Fiscal Agent or any other PARTY to this Agreement. 2.09 Approval by the Management Committee of a motion to submit a report to the Regional Water Board or the State Water Board will be considered a submittal on behalf of all PARTIES unless a PARTY notifies the Management Committee in writing that it does not wish the report to be submitted on its behalf. Section 3. Program Budget Cost Allocation 3.01 The PARTIES shall each pay a yearly contribution into a fund established for Program operations.. Each PARTY's contribution shall be based upon the cost allocation in Exhibit A. The cost allocation in Exhibit A shall remain in effect unless and until a revised cost allocation is adopted through an amendment to the Agreement. 3.02 Invoices for payment of Program cost allocations will be sent out by July 30 of each year. If payment has not been received by the Fiscal Agent by September 30, a notice of non-payment will be mailed to the PARTY. If payment has not been received within 60 days of the notice of non-payment, the PARTY will receive notice that their participation in the Program will be terminated effective 30 days from the notice of termination. Section 4. Fiscal Agent 4.01 DISTRICT shall serve as the initial Fiscal Agent for the Program. If the District, or another Fiscal Agent, decides to relinquish the role of Fiscal Agent, the Fiscal Agent will notify the Management Committee prior to December 30 and will continue to act as Fiscal Agent until June 30 of the following year. In the event that the District or another Fiscal Agent withdraws from the Program or from providing Fiscal Agent services to the Program, the Management Committee will then select a willing PARTY as Fiscal Agent to serve commencing July 1. 4.02 If the Management Committee decides to select a new Fiscal Agent, the Management Committee will notify the Fiscal Agent prior to December 30" that another entity will become the new Fiscal Agent as of the following July 1st. 4.03 The Fiscal Agent shall be the treasurer of Program funds. The Fiscal Agent, in accordance with generally accepted accounting procedures, shall keep the Program funds segregated from any other funds administered by the Fiscal Agent; shall credit the Program with appropriate interest income earned on Program funds in each fiscal year; and shall not expend any funds except in 3