GCBH ASO LLC OPERATING AGREEMENT 4th FINAL REDLINE 091818

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ASO OPERATING AGREEMENT Page 8 of 33 appointing Executive Committee representatives may also appoint a delegate that may attend Executive Committee meetings on behalf of the County Authority and in lieu of the Executive Committee representative, provided the other County Authorities and the GCBH Administrator are given written notice of the appointment of the delegate together with the delegate's name and contact information, in advance of the meeting. For those County Authorities that have County Administrators, the written notice must come from the County Administrator or his or her designee, and for those County Authorities that do not have a County Administrator, such notice shall come from the Chairperson of the Board of County Commissioners, or from the Secretary or Clerk of the Board of County Commissioners. Each County Authority shall provide to the other County Authorities and the GCBH Administrator written notice of the following, together with contact information, including email addresses: 1) Executive Committee representatives and delegate; 2) Advisory Board representatives; and 3) a notice agent designated to receive notice on behalf of the County Authority as provided for in Section 12.l of this Agreement. Except as otherwise expressly provided in this Agreement, the Executive Committee shall have full, complete and exclusive authority, power and discretion to manage and control the services provided by the ASO and the services, business, affairs and property of the ASO, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incident to the management of the ASO's services and business. Only representatives of the County Authorities, or their approved delegates as provided for in the preceding paragraph, shall have any voting rights on the Executive Committee. Delegates shall have the same authority when the Representative is absent, except that only Representatives shall vote on amendment to the Operating Agreement, the approval of biennial budgets for expenditures and supplements, the Funding Allocation Policy or the involuntary cancellation of a Member County. If, however, the Delegate is a County Commissioner, then, as such, would have full voting rights as if they were a Representative. 5.2 Decision-Making. The ASO shall make decisions, take actions and incur obligations as determined by the County Authorities acting through the Executive Committee. The Executive Committee shall take action, expend sums and enter into obligations, as provided for and in the manner set forth in Article 7. 5.3 Power and Authority. Without limiting the scope and generality of the Executive Committee's actions, the Executive Committee shall have the power and authority, on behalf of the County Authorities, to undertake the following: 5.3.1 Pursuant to RCW 39.34.080, enter into contracts with the HCADSHS pursuant to the provisions of chapter 71.24 RCW; 5.3.2 Enter into contracts with individuals, public and private organizations, and individual counties, including with other County Authorities to this Agreement, to carry out the purposes of the contract with HCADSHS and other obligations of the ASO as