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� <br />� <br />(iii) proposing an annual budget for the Study as set out in Art. II, <br />Section 4 and delivering the same to the Management Team . <br />Representatives ("MTRs") by March 15, 2000 and by October 1 of <br />each year thereafter; <br />(iv) adopting an annual Study Budget after receiving comments and <br />recommendations from the MTRs; <br />(v) entering into contracts and agreements with consultants for <br />perfoimance of the Scope of Work for the Study subject to a"request <br />for proposal" process agreed upon by the Study Participants; <br />(vi) appointing three representatives to serve on the Management <br />- -- 'I`eam described in Section III.2 below, wlrich three representatives <br />shall have all powers and authority necessary or convenieut to assist <br />in the implementation of the Scope of Work. Untit such time, if ever, <br />as the Study Board appoints one or more replacement persons, the <br />MTRs shall be: <br />James R. Sullivan <br />Joseph B. Blake <br />Peter D. Binney <br />(vii) after considering the recommendations of the MTRs, engaging <br />and directing the activities of the Study Manager; <br />(viri) obtaining protection for Study products as described in Section <br />I.2.b hereof; <br />(3) Keeping minutes of its proceedings; <br />(4) Maintaining financial records and accounts; <br />(5) Establishing ByLaws of the Study Board; <br />(6) Authorizing the employment of such employees, agents, consultants, <br />and contractors, as in the discretion of the Study Boaid may be necessary, <br />subject to the limitations of any adopted budget; <br />(7) Exercising all powers which are essential to the provision of the <br />Study's functions, services and facilities, subject to such limitations as are or <br />may be prescribed by law. <br />(8) The Study Participants may estabfish the terms and conditions for the <br />assignment of the Study Participant's interest in the Project. <br />G:tl251N1lSouMMetraAgmementl0 wptl � 5 <br />