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4.3 Shared Costs. Those activities authorized by the Steering <br /> • Committee or the Group to be incurred on behalf of the Group <br /> shall be funded by the Members as Shared Costs, as set out in <br /> Section 5. <br /> 4.4 Votina, The Steering Committee shall attempt to make <br /> decisions by consensus; however, on any matter put to a vote, <br /> such matter shall be decided by a majority of the Voting Power <br /> of the Steering Committee Members present in person or by <br /> proxy at the meeting. <br /> 4.5 Reports to the Group and Call for Group Meetings The <br /> Steering Committee shall report in writing its decisions, actions, <br /> and recommendations to the Group from time to time as may <br /> be necessary to keep the Group fully informed of matters <br /> covered by this Agreement, and shall call meetings of the <br /> Group when needed to refer to such meetings any matters <br /> which, in the judgment of the Steering Committee, should be <br /> referred. <br /> 4.6 Quorum. Fifty percent (50%) of the eligible Voting Power of <br /> the Steering Committee shall be present in person or <br /> represented by proxy at any Steering Committee meeting. <br /> • 4.7 Compensation. The Members of the Steering Committee shall <br /> serve as volunteers without compensation from the Group. <br /> 4.8 Call for. and Notice of Meetings The Steering Committee may <br /> authorize or direct actions under this Agreement only at <br /> meetings duly held and called for such purpose, which meetings <br /> shall be called regularly by the Steering Committee. Meetings <br /> of the Steering Committee may be called by the Chair or by <br /> any two (2) Members of the Committee. Whenever feasible, <br /> written notice of the time, place and purpose of any meeting of <br /> the Steering Committee shall be given to each Member at least <br /> five (5) days before the date of such meeting either personally, <br /> by telephone, by fax, or by other means of written <br /> communication charges prepaid, addressed to each such <br /> Member at the address appearing on a service list to be <br /> maintained by the Steering Committee. If a meeting is called <br /> on less than five (5) days written notice, the Members calling <br /> the meeting shall make a reasonable effort to provide notice in <br /> fact to every Member. Meetings may be held by telephone <br /> conference. <br /> • -5- <br />