FINAL SIGNED AMENDED OPERATING AGREEMENT 021120

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ARTICLE 5 --MANAGEMENT 5.1 Management. The ASO is a manager -managed LLC under RCW 25.15.154. The services, business and affairs of the ASO shall be managed by the County Authorities acting through the County Authorities Executive Committee ("Executive Committee"). The Executive Committee in turn shall work with and delegate to the GCBH, LLC Administrator the administration, services, business and affairs of the ASO, as provided for in Section 5.3.5 of this Agreement. Each County Authority shall select, and provide written notice of the appointment of their representative, and their representative's delegate, together with their name and contact information, by January 1, 2019, and by January 31st of each year thereafter; provided, that a County Authority may provide notice of changes or additions to its appointment of its representative(s) prior to an Executive Committee meeting. Each representative serving on the Executive Committee shall devote to the ASO and apply to the accomplishment of the ASO's purposes so much of his or her time and attention as is reasonably necessary to manage the services and business of the ASO. Each Executive Committee representative shall serve at the pleasure of the County Authority that appointed him or her and may be removed or replaced at any time by such County Authority upon written notice to the other County Authorities and the GCBH Administrator. The County Authorities recognize that from time to time Executive Committee representatives may not be able to attend Executive Committee. meetings. Each County Authority, in addition to 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) Any Advisory Board representatives; and 3) a notice agent designated to receive notice on behalf of the County Authority as provided for in Section 12.1 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 FIRST AMENDED ASO OPERATING AGREEMENT Page 7 of 33