Membership Certificate of Voting Member

MEMBERSHIP CERTIFICATE OF VOTING MEMBER

Certificate No.:     Date of Issuance:

RECITALS

WHEREAS, Organization Name: is duly organized and exists under the laws of the State of and maintains corporate governance documents authorizing issuance of member certificates;

WHEREAS, Member Name: has applied for and met the qualifications for a voting membership in the organization and has agreed to the obligations and conditions set forth herein;

WHEREAS, the Board of Directors or authorized body has approved the admission of the Member to voting membership effective as of the Admission Date below.

CERTIFICATION

This certifies that the organization hereby admits the following individual or entity as a Voting Member and issues this Certificate evidencing that membership interest subject to the terms and conditions set forth in this Certificate and the organization’s governing documents.

SCOPE OF RIGHTS AND RESPONSIBILITIES

The rights, duties and limitations of the Voting Member include, without limitation, the right to vote on matters presented to the membership, to receive notices, and to participate in meetings consistent with the organization’s governing documents. The Member acknowledges obligations to pay dues, comply with policies, and act in the organization’s best interests subject to the terms below.

PAYMENT TERMS

Membership dues, fees and any assessments are a condition of continued voting membership. Failure to pay when due may result in suspension or termination of voting rights as provided below.

TERM AND TERMINATION

The term of this Membership begins on the Admission Date and continues until the End Date specified below or until earlier termination in accordance with this Certificate or the organization’s governing documents.

Termination for cause includes material breach, failure to pay dues after notice and cure period, insolvency, or conduct materially injurious to the organization. Upon termination, all voting rights are revoked; no refund of past payments is required unless expressly stated by the Board.

CONFIDENTIALITY

The Member shall maintain in confidence all non-public information received in connection with membership that a reasonable person would consider confidential ("Confidential Information"). Confidential Information shall not include information that is or becomes publicly known other than through the Member's breach, or is rightfully received from a third party with no obligation of confidentiality. The Member shall use Confidential Information solely for purposes related to membership and shall take reasonable measures to prevent unauthorized disclosure.

TRANSFERABILITY

Membership and the voting rights conferred by this Certificate are non-transferable except as expressly permitted by the organization’s governing documents and only upon approval by the Board in accordance with applicable procedures.

GOVERNING LAW; ENTIRE AGREEMENT

This Certificate shall be governed by and construed in accordance with the laws of the State of without regard to conflicts of law principles. This Certificate, together with the organization's articles, bylaws and any membership agreements expressly incorporated herein, constitute the entire agreement between the parties with respect to the subject matter and supersede all prior understandings and agreements, whether written or oral.

ADDITIONAL PROVISIONS

MEMBER CONTACT INFORMATION

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