A.
There is hereby created a City of Batavia Municipal Utility Agency (hereinafter the "Agency"). The Agency shall consist of seven members, five of which shall be appointed by the City Manager with the confirmation of the City Council. The remaining two members shall be the current City Manager and a current Council member so designated by the Council. The Chairperson of the Agency shall be designated by the City Manager from among the seven members with the confirmation of the City Council. All members shall be residents of the City of Batavia at the time of their appointment and during the term of office.
B.
Members of the Agency shall be appointed for a term of three years except that of those first appointed, three members including the Chairperson shall be appointed for a term of three years and two members shall be appointed for a term of one year. In no case shall any member appointed serve for more than two consecutive terms without a one year break in service. The City Manager shall designate the terms to be served by the initial members. No member shall hold office beyond the expiration of such member's term unless reappointed. The City Manager and designated Council member shall hold office for the term(s) of their respective appointed/elected office.
C.
Vacancies shall be filled in the same manner as original appointments. Vacancies occurring by other than expiration of term shall be filled for the balance of the unexpired term.
D.
The City Manager, with the confirmation of the City Council, may remove any member for inefficiency, neglect of duty, misconduct in office or any other reason.
E.
Neither the Chairperson nor any other member shall receive a salary. Each member, including the Chairperson, shall be entitled to reimbursement for actual and necessary expense incurred in the performance of that member's official duties. A majority of the whole number of members of the Agency then in office shall constitute a quorum for the transaction of any business or the exercise of any power of the Agency. For the transaction of any business or the exercise of any power of the Authority, the Authority shall have the power to act by a majority vote of the members present at any meeting at which a quorum is in attendance; however, in no event shall the Agency act without an affirmative vote of three members, notwithstanding any provision to the contrary.