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The term "net profits and losses" as used in these Articles, shall be determined in <br />accordance with procedures set forth under "Method of Accounting". <br />13. BANK ACCOUNTS: <br />All funds of the Partnership shall be deposited in its name at such bank or banks as <br />may, from time to time be selected by a majority vote as herein defined, of the Partners. <br />All withdrawals from any such account or accounts shall be made only by check or other <br />written instrument signed by one Partner. <br />14. SALARIES: <br />No Partner shall receive any salary for any services rendered to or for the <br />Partnership except that an hourly compensation as agreed by all Partners can be paid for <br />routine bookkeeping activities. <br />15. DISTRIBUTION OF FUNDS: <br />From time to time the Partnership shall distribute funds to the Partners. Each <br />Partner shall receive his/her distribution based on percentage of ownership interest. <br />16. MANAGEMENT: <br />(a) Each Partner shall participate in the control, management, and <br />direction of the business of the Partnership. In exercising this control, management, and <br />direction, each Partner shall have a vote equal to the percentage of profits and losses <br />allocated to that partner as described in Paragraph 5 above, and a majority vote shall <br />prevail. <br />(b) For purposes of negotiating a Disposition & Development <br />Agreement with the Redevelopment Agency of the City of San Leandro, Daniel McNely <br />and Claire Koenig are authorized to act on behalf of and obligate the Partnership. <br />17. ACTS RE~UIRIl~TG MAJORITY CONSENT: <br />The following acts maybe done only with the consent of a majority of the <br />Partners: <br />(a) Borrowing money in the Partnership's name, other than in the <br />ordinary course of the Partnership's business or to finance any part of the purchase price <br />of the Partnership's properties. <br />(b) Transferring, hypothecating, compromising, or releasing any <br />Partnership claim except on payment in full. <br />(c) Selling, leasing, or hypothecating any Partnership property or <br />entering into any contract for any such purpose, other than in the ordinary course of the <br />Exhibit E <br />Pg. 3 of 7 <br />