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6.5 Director Terms and Removal. Each Director shall be appointed to serve for a term of two
years. A Member’s Director may be removed during his or her term or reappointed for multiple terms at
the pleasure of the Member that appointed him or her. No individual Director may be removed in any
other manner, including by the affirmative vote of the other Directors. The term of an Initial Director
shall begin on the date this Agreement becomes effective.

6.6 Vacancies. A vacancy on the Board of Directors shall occur when a Director resigns, is
removed, or at the end of the Director’s term as set forth in Section 6.5. Upon the vacancy of a Director,
the seat shall remain vacant until a replacement Director is appointed as set forth in Section 6.1.
Replacement Directors who are appointed to fill vacant seats before the term of such seats have
concluded shall inherit the term of the Director they are replacing. Members shall submit any changes
in Director positions to the Board Secretary by written notice signed by an authorized representative of
the Member.

ARTICLE 7.
OFFICERS

7.1 Officers. Officers of the SCV-GSA shall be a chair, vice chair, and secretary. A treasurer
shall be appointed consistent with the provisions of Section 13.3. The vice chair shall exercise all
powers of the chair in the chair’s absence or inability to act.

7.2 Appointment of Officers. Officers shall be appointed annually by, and serve at the
pleasure of, the Board of Directors. The initial Officers shall be those that were selected as officers by
the members of the predecessor SCV-GSA pursuant to the MOU. Officers shall be appointed thereafter
at the first Board meeting following January 1st of each year. Any Officer may resign at any time upon
written notice to the Board.

7.3 Principal Office. The principal office of the SCV-GSA shall be established by the Board
of Directors, and may thereafter be changed by a simple majority vote of the full Board. The principal
office of the SCV-GSA shall be located within the jurisdictional boundaries of one or more of the
Members.

ARTICLE 8.
DIRECTOR MEETINGS

8.1 Initial Meeting. The initial meeting of the Board of Directors shall be held in the County
of Los Angeles, California within sixty (60) days of the Effective Date of this Agreement.

8.2 Time and Place. The Board of Directors shall meet at least quarterly, at a date, time and
place set by the Board within the jurisdictional boundaries of one or more of the Members, and at such
times as may be determined by the Board.

8.3 Meetings. All meetings of the Board of Directors, including special meetings, shall be
noticed, held, and conducted in accordance with the Ralph M. Brown Act (Government Code sections
54950, et seq.). The Board may use teleconferencing in connection with any meeting in conformance
with and to the extent authorized by applicable law.

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