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v <br />5. one member representing water users on the South Platte River above the <br />Western Canal diversion, to be selected by those users; and <br />6. one member representing water users downstream of Lake McConaughy <br />or the Western Canal and Nebraska users upstream of Lake McConaughy who <br />do not have federal storage contracts, to be selected by those users. <br />Within 15 days of execution of this Cooperative Agreement, DOI will provide notice to <br />the appropriate constituencies or entities and request that they select their members and <br />notify FWS of the selection within 30 days. Each entity or constituency represented <br />may select its own methods of choosing its member(s). Each member of the <br />Governance Committee will also have an alternate selected in the same manner as that <br />member. Until the initial selections are made, or in the event of a vacancy, the <br />member's seat(s) shall be considered vacant, and the voting requirements in Paragraph <br />IX.B shall be reduced accordingly. Members of the Governance Committee serve at <br />the sufferance of their constituents. <br />B. Votin . For the purpose of voting on any issue, a quorum consists of the <br />member or alternate appointed by each Governor, the members representing FWS or <br />BOR or their alternates, and two other members or alternates. The chair shall provide <br />reasonable notice of all Governance Committee meetings and a proposed agenda to all <br />members and alternates. Nine of the ten members of the Governance Committee, <br />including the member or alternate appointed by each Governor and the member or <br />alternate representing FWS, must vote in the affirmative for the Governance Committee <br />to establish a position on policy issues. Seven of ten votes are needed for the <br />Governance Committee to take action on non - policy issues. For purposes of this <br />Cooperative Agreement, the term "policy issue" shall mean an issue affecting the term, <br />scope, allocation of funding, or continued viability of this Cooperative Agreement. If a <br />member and alternate are absent from a meeting or abstain from voting, the voting <br />requirements will be reduced accordingly. <br />C. Responsibilities. The Governance Committee will: <br />1. meet on a quarterly basis for the first year of the Cooperative Agreement <br />and semiannually thereafter except when more frequent meetings are agreed <br />upon; <br />2. elect a chair annually and develop such other rules of governance, <br />procedure and conflict resolution as it deems appropriate; <br />10 <br />