RES 97108 - Laserfiche WebLink

(a) Make and enter into contracts; (b) Incur debts, liabilities and obligations; provided that no debt, liability or obligation of ABAG POWER is a debt, liability or obligation of any Member except as separately agreed to by a Member agreeing to be so obligated; (c) Acquire, hold, construct, manage, maintain, sell or otherwise dispose of real and personal property by appropriate means, excepting only eminent domain; (d) Receive contributions and donations of property, funds, services and other forms of assistance from any source; (e) Sue and be sued in its own name; (f) Employ agents and employees; (g) Lease real or personal property as lessee and as lessor; (h) Receive, collect, invest and disburse moneys; (i) Issue revenue bonds or other forms of indebtedness, as provided by law; (j) Carry out other diaties as required to accomplish other responsibilities as set forth in this Agreement; (k) Assign, delegate or contract with a Member or third party to perform any of the duties of the Board, including, but not limited to, acting as administrator for ABAG POWER; and (i) Exercise all other powers necessary and proper to carry out the provisions of this Agreemere. These powers will be exercised in the manner provided by applicable law and as expressly set forth in this Agreement. 7. Appointment of Administrating Member. (a) ABAG is hereby appointed by the Members to execute the provisions of this Agreement and implement programs undertaken by ABAG POWER. The Members acknowledge that this designation may cause potential conflicts of , interest to arise and waive any liability on the part of ABAG arising out of any such conflict of interest. ABAG may not be removed as the administrating Member except by reason of its fraud, gross negligence or gross mismanagement or by a vote of two-thirds (2/3) of the authorized directors of the Board. 3 ABAG POWER JPA