OHIO JOINT USE NOTIFICATION SYSTEM
MEMBERSHIP RULES
Approved May 19, 2005
PURPOSE
The purpose of the Ohio Joint Use Notification System ("OJUNS")is to commonly establish and administer certain programs relating to improving joint use notification within Ohio by its members, and to share associated expenses.
These Membership Rules shall govern administration of OJUNS in all matters not set forth in the Founding Member Agreement. The terms and conditions of the Founding Member Agreement and these Membership Rules shall be interpreted as consistent wherever possible. If the Membership Rules and the Founding Member Agreement are inconsistent, then the terms of the Founding Member Agreement shall apply.
MEMBERSHIP
Obligations of Members
Application for membership and a vote to accept an applicant as a new member at an OJUNS Business Meeting shall constitute an agreement by the new member to comply with and be bound by these Membership Rules.
Membership Classifications
FULL MEMBERS: An original Founding Member in continuous good standing, or any other party that would otherwise qualify for Class One or Class Three associate membership in OJUNS who are in good standing. Full Members will be entitled to attend and vote at OJUNS Business Meetings, and create unlimited notification system Member Codes.
CLASS ONE ASSOCIATE MEMBERS: A facility owner that is doing business in the State of Ohio and furnishes public services within the State. Class One Members will be entitled to attend OJUNS Business Meetings, subject to provisions of these Membership Rules, and create unlimited notification system Member Codes.
CLASS TWO ASSOCIATE MEMBERS: A facility owner that is doing business in the State of Ohio and furnishes public services within the State. Class Two Members will be entitled to attend OJUNS Business Meetings, subject to provisions of these Membership Rules, and will be entitled to create no more than three system notification Member Codes.
CLASS THREE ASSOCIATE MEMBERS: A person, association or society doing business in the State of Ohio , who in the course and scope of its business represents the pooled interests of entities which could otherwise qualify as either Class One or Class Two Associate Members. Class Three Associate Members may designate one representative to attend OJUNS Business Meetings, subject to provisions of these Membership Rules, and will be entitled to create unlimited notification system Member Codes.
CLASS FOUR ASSOCIATE MEMBERS: A Service Provider doing business in the State of Ohio , who otherwise does not qualify as either a Class One, Class Two or Class Three Associate Member. Class Four Associate Members may designate one representative to attend OJUNS Business Meetings, subject to provisions of these Membership Rules, and upon approval of said members will be entitled to utilize any other OJUNS member’s notification system Member Codes.
New Membership Classifications
By a majority vote at an OJUNS Business Meeting, other membership classifications may be established.
Membership Fees
Fees for participation in OJUNS shall be determined as follows:
On an annual basis, initial membership fees for new Full Memberships will be established at an OJUNS Business Meeting. These fees will not be less than $3,500, or more than the sum of all payments to date made by the original Founding Members.
Before the end of every calendar year, budgeted OJUNS expenses for the following year will be determined and approved at an OJUNS Business Meeting. Before the end of every year, the appropriate annual Member Fees will be invoiced to all members, in advance, for the following year.
Annual Fees for Full Members, Class One Members and Class Three Members will be determined as follows: budgeted OJUNS expenses will be divided equally by a number equal to the number of Full Members, plus the number of Class One Members, plus the number of Class Three Members, subject to the provisions of Section III A of these Membership Rules.
Annual Fees for Class Two and Class Four Associate Members will be determined as follows: Full Member fees will be divided by five (5).
Membership Applications
New memberships may be considered at any OJUNS Business Meeting based on criteria established by these Membership Rules.
Such consideration will involve acceptance or rejection as well as confirmation of the membership status. Upon a majority vote for acceptance, the applicant shall be entitled the rights and obligations afforded its Class of Membership upon payment of any required fees, dues, and costs.
Associate Member fees will be prorated on a monthly basis for the remainder of the current year excluding the month in which an application was accepted.
Termination of Membership
Any member may voluntarily terminate its membership by providing sixty (60) days prior written notice to OJUNS. Such member shall make payment in full of any and all fees due prior to such termination, and shall not be entitled to any prorated refund of fees.
Any member who fails to abide by the Membership Rules or breaches the terms of the Founding Member Agreement may have its membership in OJUNS involuntarily terminated at an OJUNS Business Meeting.
Termination of membership in any manner shall not release a member from any debts or obligations due OJUNS, nor shall it affect the terms of any member contract with OJUNS.
Reinstatement of Membership
Any terminated Member may be reinstated at an OJUNS Business Meeting.
Membership Changes
No member shall assign or otherwise transfer its Membership or any Membership rights and interests to any firm, corporation or individual, without the consent of the other members at an OJUNS Business Meeting, which consent shall not be unreasonably withheld. When any member company has been involved in a name-change, spin-off, acquisition or merger, the new company may continue membership and also retain its status as a member in good standing as if it had continued membership as the original company.
ADMINISTRATION
OJUNS Administrator
Upon a majority vote at an OJUNS Business Meeting, a concurring Full Member may be designated as OJUNS Administrator (“Administrator”). The Administrator shall serve for a two-year term.
The Full Member serving as OJUNS Administrator, as defined below, shall be exempt from payment of all member fees for OJUNS expenses.
In the event that no Full Member is able to serve as OJUNS Administrator, an outside contractor may be appointed upon a majority vote at an OJUNS Business Meeting. Appropriate compensation to the outside contractor would also be determined by majority vote at an OJUNS Business Meeting.
Invoicing
The Administrator shall be responsible for invoicing OJUNS Members for payment of all OJUNS expenses as defined by these Membership Rules.
Expenditures
The Administrator, or any other person or persons, authorized at an OJUNS Business Meeting, may sign checks and approve expenditures.
Annual Report
The OJUNS Administrator shall provide an annual report of revenues and expenditures at an OJUNS Business Meeting.
OJUNS BUSINESS MEETINGS
Notice of Meetings
Notice of OJUNS Business Meetings stating the time and place shall be provided to all Full Members not less than ten (10) or more than forty-five (45) days before the meeting.
Quorum
A majority of the Full Members shall constitute a quorum for the transaction of any business.
Voting
As defined above in Section II B, each Full Member shall be entitled to one vote, which shall be cast by the person duly designated as the representative of such member. A majority vote shall carry any matter, except as may be otherwise provided in these Membership Rules.
MISCELLANEOUS
Fiscal Year
The fiscal year of OJUNS shall begin on the 1 st day of January of each year and shall end on the 31 st day of December of that year.
Waiver Of Notice
Any member may waive its right to notice of a meeting as required by these Membership Rules. Alternatively, attendance of a member at any meeting may constitute a waiver of notice of the meeting by such person.
AMENDMENTS
These Membership Rules may be altered, amended or repealed at any OJUNS Business Meeting where a quorum of the Full Members is present. Any such change shall be made by a majority vote, and the notice of such meeting shall contain a copy of the proposed alteration, amendment or repeal.
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