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City of Olivia Don Decker 305 East Oak <br /> Olivia, MN 55277 <br /> City of Winthrop Louis Melius 305 forth Main Street <br /> Winthrop, MN 55396- <br /> section S . Selection and Term of Representatives . Each <br /> Representative (which term includes the initial Representative of <br /> each member and any successor thereto at the time acting as <br /> Representative ) shall serve as the Representative of such City <br /> until another Representative shall be appointed by a Commission <br /> Resolution of such City and filed for record with the Board of <br /> Directors . Each member shall be represented by one (1 ) <br /> Representative . In case a Representative shall resign or shall be <br /> incapable of acting as such Representative due to death, illness <br /> or any Other cause, the member shall select a successor <br /> Representative by a CoirLmission Resolution filed for record with <br /> the Board of Directors , but nothing herein contained shall <br /> prohibit the Municipal power Agency from exercising any of its <br /> powers during such vacancy and until such successor Representative <br /> _ is selected. <br /> Any member may , by Commission Resolution filed for record <br /> With the Board of Directors , designate an alternative <br /> Representative who shall have and be entitled to exercise all <br /> rights of the Representative of that Member in the event of the <br /> death, absence , disabilitlF or resignation of the Representative . <br /> The Representative of each Member shall cast the number of <br /> votes assigned to that Member in accordance with the formula set <br /> forth in section 9 (C ) hereof . Each Representative of a city <br /> becoming a Member of the Municipal power Agency after the date <br /> hereof pursuant to Section 9 ( ;k) hereof , and each successor to such <br /> Representative, shall be selected and shall act <br /> as such <br /> Representative in accordance with the provisions of this Section <br /> 5 . <br /> Each vote or votes of a Representative , at an annual or <br /> special meeting, shall be the vote or votes as, for and on behalf <br /> of the member which he or she represents, and such vote or votes <br /> shall be deemed conclusively to constitute the vOte or votes of <br /> the respective cities as members of the Municipal power Agency for <br /> all purposes of the Act, this Agency Agreement and the Bylaws . <br /> 4 T <br />