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<br />store untreated water but are not listed in Exhibit "I" as well as improvements, repairs, or <br /> <br />expenses for items listed on Exhibit "I", for which the Managing Participant issues new debt. <br /> <br />B. Section 3.4 of the Restated Agreement is amended to read as follows: <br /> <br />3.4.1 The Managing Participant shall submit for review to all Participants, not later than <br /> <br />60 days prior to the beginning of the Managing Participant's fiscal year, an estimated Annual <br /> <br />Budget consisting of various departmental components that constitute the O&M expenditures. <br /> <br />The components are described in greater detail in Exhibits "E", "E Pasadena" and "E LaPorte <br /> <br />Area Water Authority" (see Restated Agreement). The estimated Plant production will also be <br /> <br /> <br />provided, along with the breakdown of the production per Participant. The estimated Annual <br /> <br /> <br />Budget and the estimated Plant production will be used to calculate the annual estimated cost per <br /> <br /> <br />thousand gallons for the ensuing fiscal year. The final Annual Budget will be submitted to the <br /> <br /> <br />Participants when the Managing Participant's City Council approves its yearly budget. <br /> <br /> <br />3.4.2 A majority of Participants by weighted vote may object to any specific item of the <br /> <br /> <br />Annual O&M Budget. However, if such item is necessary for regulatory compliance, health, <br /> <br /> <br />safety or security, it shall be excluded from this provision and the Participants shall continue to <br /> <br />make payments for such item as provided by the Annual O&M Budget presented by the <br /> <br /> <br />Managing Participant (or such amended Budget acceptable to the Managing Participant and the <br /> <br /> <br />majority of the Participants by weighted vote). If such item is not necessary for regulatory <br /> <br /> <br />compliance, health, safety or security, the payment made for such item shall be the amount the <br /> <br />Participants by majority weighted vote decide and shall continue while the Participants pursue <br />dispute resolution procedures as described herein. <br /> <br />H.\EWB\SOUTHE.DOC <br /> <br />13 <br /> <br />9/19/2006 <br />