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The Member Entities retain the following powers: <br />A. The designation of the Board of Directors as specified in this ARTICLE; <br />and <br />B. Approval of an amendment to this Agreement as specified in <br />ARTICLE XXIV. <br />ARTICLE IX <br />COMMITTEES <br />EXECUTIVE COMMITTEE <br />The Board may create an Executive Committee comprised of members of the <br />Board and delegate one or more of its powers to the Executive Committee except the <br />power to establish a Program. An appointment to the Executive Committee is by an <br />election of the Board of Directors. <br />PROGRAM COMMITTEES <br />Each Program Committee shall be comprised of a representative appointed by, <br />and serving at the pleasure of, each Member Entity participating in the Program (Program <br />Participant), and an alternate representative appointed by and serving at the pleasure of <br />the appointing representative. Each Program Participant shall have one (1) vote on each <br />Program Committee. Each Program Committee shall be irrevocably delegated the power <br />to establish criteria for entry into and withdrawal from each Program, the scope of <br />coverage, services, and conditions of continued participation in each Program, Program <br />Premiums; and the overall policy and operational direction of each Program. Each <br />Program Committee shall, upon its formation, adopt Program Committee Bylaws <br />governing the Program Committee's exercise of its powers. Notwithstanding the <br />foregoing, no Program Committee may exercise any power, operate any Program, or <br />adopt any Program Committee Bylaws which contradict or are inconsistent with this <br />Agreement or the Authority Bylaws. <br />ARTICLE X <br />BOARD AND COMMITTEE MEETINGS <br />The Board shall hold at least one regular meeting each year, at which tirne the <br />Board shall elect its officers as appropriate to comply with ARTICLE XI. The Board shall <br />fix the date, hour and place at which each regular meeting is to be held. To the extent <br />practicable, each Board meeting shall be held in Alameda County. The President presides <br />at all meetings. A special meeting may be called upon written request by the President or <br />at least one-third of the Member Entities. <br />-6- BCJPIA Joint Powers Agreement <br />