Final Draft ALP Marketing Supply and Demand Study

OM &R attd Association Overhead Costs. allocate, assess, collect. and pay OM &R costs as set
forth in the Operation Principles, and take such other actions as may be necessary and
appropriate to effiect the OM &R of the ALP.
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3.2.1 Reuresesttatives. Each Member shall designate a representative and an
alternate to serve on the Management Committee. A Member may replace its representative or
alternate on the Management Committee by providing written notice to the Management
Committee at any time prior to the start of a meeting of the Management Committee.
3.22 VotipS Each Member shall have, through its representative (or alternate)
on the Management Committee, one vote on all matters coming before the Management
Committee. In the event that a Member transfers its interest in the ALP pursuant to Section 2.3.2
to more than one transferee, the transferring Member and the transferees shall determine how to
cast the Member's one vote and who their representative and alternate on the Management
Committee shall be.
3.2.3 Meetina, Regular meetings of the Management Committee shall be held
at a time and place to be determined by the Management Committee from time to time. Special
mectinga of the Management Committee may be called by or at the request of the Chair or three
of the Members.
3.2.3.1 Imo ice. Notice of the date, time, and place of any meeting
shall be given to each Member, representative„ and alternate w least ten days prior to the meeting
by written notice either personally delivered or mailed to each Member, repmsentativc, and
alternate at the business address provided by such member, representative and alternate, or by
notice transmitted by private courier. telegraph, telex, electronically transmitted facsimile or
other form of wire or wireless communication. If mailed, such notice shall be deemed to be
given and to be effective on the earlier of (i) five days after such notice is deposited in the United
States mail; properly addressed. with first class postage prepaid, or (ii) the date shown on the
return receipt, if mailed by registered or certified mail return receipt requested, provided that the
return receipt is signed by an agent of the Member to whom the notice; is addressed. If notice is
given by telex, electronically transmitted facsimile, or other similar form of wire or wireless
communication, such notice shall be deemed to be given and to be effective when received, and
with respect to a telegram, such notice shall be deemed to be given and to be effective when the
telegram is delivered to the telegraph company. If a Member, representative, or alternate, has
designated in writing more than one address or facairnile number for delivery of notice. notice
:tent by mail. telegraph, telex, electronically transmitted facsimile, or other form of wire or
wireless communication shall be deemed to have been given or to be effective when sent to one
ofthe addresses. Notice of a meeting may be waived by a writing signed by a Member or by its
representative or alternate. Such waiver shalt be delivered to the Secretary for tiling with the
corporate records, but such delivery and filing shall not be conditions to the etfectivenrss of the
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