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inmate operations cease, to close the Jail, sell the facility and its contents, and wind down and dissolve the Authority as soon as practicable thereafter. Section 4: The City Council of Portsmouth authorizes the Authority, consistent with its current Fiscal Year operating and capital budgets, and future Fiscal Year budgets, as the Authority may amend and approve, including two years after inmate operations cease, to continue to pay a minimal number of staff until the Authority is dissolved. Nothing herein is intended to preclude the Authority from adopting budgets for subsequent Fiscal Years to the extent necessary to complete the disposition of assets and the winding down of the Authority's corporate existence as contemplated by this Resolution. Section 5: The City Council of Portsmouth authorizes the Authority, consistent with the terms of such contracts, to cancel or terminate all contracts for goods, services, and utilities and pay any remaining balances owed. The Authority shall not cancel or terminate any such contract in a manner constituting a breach of that contract except by the affirmative vote of a majority of Board members. It is understood that the contracts for some services, such as legal services and staff, must remain in place for a period of time following the closure of the jail. Section 6: The City Council of Portsmouth authorizes the Authority, consistent with its current Fiscal Year 2024 operating and capital budgets, and future Fiscal Year budgets, as the Authority may amend and approve, including two years after inmate operations cease, to perform any other duties required to shut down the jail, and to preserve the jail real and personal property and other assets until sale of the facility and its contents are completed. To the extent the property and assets of the Authority exceed its liabilities and obligations, each member city shall receive an equity payout upon final dissolution of the Authority equally among the five member jurisdictions. Section 7: The City Council of Portsmouth authorizes the Authority, consistent with its current Fiscal Year 2024 operating and capital budgets, and future Fiscal Year budgets, as the Authority may amend and approve, including two years after inmate operations cease, to draw funds from the Authority's central fund reserves for the above purposes; however, notwithstanding the relevant provisions of the Authority Operating Agreement, as amended, the Authority shall retain in the general fund reserves an amount sufficient to effect the winding down and dissolution of the Authority subsequent to the closure of the Jail, including any and all legal and financial liabilities and obligations whether known or unknown at the time of closure. To the extent the Authority's liabilities and obligations exceed its property and assets at the time of its final dissolution, each member city shall be responsible for a share of such liabilities and obligations equally among the five member jurisdictions. Section 8: The Authority shall maintain sufficient insurance coverage during the winding down and dissolution of the Authority and the closure of the Jail. Section 9: The City Manager and designated representatives of the City Manager to the Authority are hereby authorized and directed to do all things necessary including the execution of documents subject to the approval of the City Attorney as to their form and correctness, casting of votes, and other actions necessary to effectuate the winding down and dissolution of the Authority.