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ARTICLE IV. DUTIES OF THE BOARD OF DIRECTORS: Section 1. The Board. shall meet at least two times per year. Section 2. The Board. shall conduct an organizational meeting no later than 30 days after the effective date of this Agreement. The meeting will be called. for the purposes of electing the officer positions of Chair, Vice Chair, Secretary and. Treasurer. This meeting will allow the adoption of by-laws and. other procedures governing the conduct of its meetings and. its bu.siness as it deems appropriate. This meeting will also be called. by the Board. to determine the User Group Budget, review the operating procedures within this Agreement, and. approve agreements with Ramsey County for the purposes of GIS data exchange, data access, data delivery and. the updating of physical features. Section 3. The Board. shall approve and. adopt the fonnu.la for the distribution of costs associated. with access to Ramsey County GIS data and. for the updating of physical features. This fonnu.la shall be reviewed. annually by the Board.. Section 4. The Board. shall arrange for and. facilitate regular meetings of the User Group and. for User Group activities. Section 5. The Chair presides at meetings of the Board.. The Vice Chair will preside in the absence of the Chair. The Secretary is responsible for recording the proceedings of the Board. and. communicating these proceedings to all Member organizations. The Treasurer is responsible for the funds and. financial record.s of the Board.. Section 6. The Chair and. the Treasurer inu.st sign vouchers or orders disbursing funds of the Users Group. Disbursement will be made in the method. prescribed. by law for statutory cities. Section 7. The Board. may take such actions as it deems necessary and. convenient to accomplish the general purposes of this Agreement. Section 8.The Board. shall purchase liability insurance on behalf of the Users Group to insure against liability of the Users Group and. its constituent Members. Section 9. The Board. may: (i) enter into contracts to carry out its powers and. duties, in full compliance with any competitive bidding requirements imposed. by State or local law. (ii) provide for the prosecution, defense, or other participation in proceedings at law or in equity in which it may have an interest; (iii) employ such persons as it deems necessary on a part-time, full-time or consuItancy basis; (iv) purchase, hold. or dispose of real and. personal property; (v) contract for space, commodities or personal services with a Member or group of Members'; (vi) accept gifts, apply for and. u.se grants or loans of money or other property from the state, the United. States of America, and. from other go ermnent units and. may enter into agreements in connection therewith and. hold., u.se and. dispose of such money or property in accordance with the ten'ns of the gift, grant, loan or agreement relating thereto. (vii) appoint a fiscal agent; ARTICLE V. NEW MEMBERS:, Section I. Those units of government who are not part of this initial Agreement may join as Members of the Users Group at any time. Section 2. To become a Member, a local unit of government shall adopt a resolution and. shall sign the current Agreement. Section 3. The New Members and. Paying Affiliates will pay the current one-time membership fee and. the data exchange fee due for the year in which the new Member is joining as set by the Board. in Article IV, Section 4, as calculated. by the current fonnu.la. Fees will not be pro-rated. for new Members who jo in after January I of each year. ARTICLE V1. GIS DATA TO BE SUPPLIED BY RAMSEY COUNTY: Section 1. It is the intent of this Agreement that the Users Group will negotiate an agreement with Ramsey County for the exchange of County GIS Data with Members and. Paying Affiliates at a preferential fee structure. A component of the fees will apply to the maintenance of digital physical features from aerial photography captured. County-wide on a three year basis. WTOMME