Mountain Viewtransportation Management Association

“The non-profit has no employees.Control over the non-profit is contracted to a management service company Gray-Bowen Scott, Inc. The firm provides operational, administrative and strategic management for the programs and services. Their Associate Professional employee reports directly to the Board of Directors. Direct services (i.e., labor, maintenance, etc. for bus operations) are provided by separate contractors.”

“The Corporation shall have three classes of members (Members)referred to as Founding Members, Corporate Members and Business Members.Founding Members shall mean those entities who founded the Corporation. FoundingMembers shall also be Corporate Members as long as they elect to remain FoundingMembers. The initial Founding Members are listed in Exhibit A, attached hereto andincorporated herein by this reference. Each Founding Member shall remain a FoundingMember until they individually determine otherwise, in their sole discretion, at which point they are eligible to be Corporate Members depending upon the amount of their annual payment of transit service fees; andb. Corporate Members shall mean those entities that are either FoundingMembers or who paid to the Corporation the maximum amount of transit service feesrequired by the Corporation, either voluntarily or as required by project conditionsimposed by the City of Mountain View, during the fiscal year that ends prior to theAnnual Meeting. The total number of Founding and Corporate Members shall not exceedten. Corporate Members shall each designate one Director to the Board of Directors; andc. Business Members shall mean a class of members who are neitherFounding nor Corporate Members that are located in Mountain View and pay dues and/ortransit service fees to the Corporation. Business Members shall collectively elect one Director to the Board of Directors. Business Members may also include homeownersassociations and other entities, whether incorporated or not.”

“Each Member shall have one vote on each matter submitted to the Membership for avote. If a Member is an entity, it shall exercise its Membership rights through a duly authorized representative of the Member, who shall be designated in writing by the Member. The authorized representative may exercise the Members vote on any matter to come before the Membership of the Corporation. A Member may change its authorized representative by written notice to the Corporation delivered at least ten (10) days prior to any Membership meeting ordecision. A Member may designate in writing a substitute representative to exercise its voting rights in the event its authorized representative cannot participate in a meeting or vote.”

“Each Member shall (a) have its residence, property or place of business within the area served by the Corporation; (b) support the purposes of the Corporation; (c) timely pay all fees and annual dues; and (d) be a party to a Transit Services Agreement with the Corporation when required. All Members, other than Founding Members, shall be admitted by a vote of the Board of Directors.”

“Return is reviewed at board meeting and approved prior to filing”

“Documents available on request”