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12 <br /> Adopted by the UNRBA Board of Directors Feb. 16, 2011 <br /> (c) In the event that a Member is delinquent in the payment of any amounts owed, the Member <br /> shall be notified within sixty (60) days of the date of such delinquency. If the Member <br /> receives two (2) consecutive notices of delinquency and if payment has not been made by the <br /> third month after such amounts become due and payable, the membership status of such <br /> Member shall be terminated. Such termination of membership status shall not relieve the <br /> Member of its obligation to make all payments due before the date of the termination. <br /> 9.6. Resignation of Members. Any Member may resign at any time upon one hundred twenty <br /> days prior written notice by submitting a written resignation to any officer of the Association or Member <br /> of the Board of Directors. Such resignation shall relieve the Member so resigning from obligations to <br /> pay dues or make contributions accruing after the date of such resignation. Any resigning Member must <br /> satisfy all payment obligations arising before such resignation. <br /> 9.7. Termination of Membership. In addition to having its membership terminated for <br /> nonpayment of dues as set out above, a Member's membership in the Association shall also be <br /> terminated if the Member is no longer a local government located in whole or in part within the Falls <br /> Lake Watershed. <br /> 9.8. Restrictions on Transfer. Memberships in the Association are not transferable. <br /> ARTICLE X--OFFICERS <br /> 10.1. Number. The officers of the Association shall consist of a Chairperson, a Vice <br /> Chairperson, a Secretary, and a Treasurer. The Chairperson and Vice Chairperson shall be Directors. <br /> The Secretary and Treasurer may, but need not be, Directors. The offices of Secretary and Treasurer <br /> may be combined. <br /> 10.2. Election, Term of Office and Qualifications. Each Officer shall be elected by the Board of <br /> Directors and shall hold office until the annual meeting of the Board of Directors held next after such <br /> officer's election, or until such officer's successor shall have been duly chosen and qualified, or until <br /> death, or until such officer shall resign, or shall have been disqualified, or shall have been removed from <br /> office. <br /> 10.3. Removal. Any officer elected or appointed by the Board may be removed by the Board by <br /> a majority vote of the Directors present at a properly noticed and called meeting at which a quorum is <br /> present whenever in its judgment the best interest of the Association would be served thereby. New <br /> officers may be elected at the same meetings to fill the unexpired term of the removed officer. <br /> 10.4. Resignation. Any officer may resign at any time by giving written notice to the Board of <br /> Directors or to the Chairperson or the Secretary of the Association. Any such resignation shall take <br /> effect upon its being accepted by the Board of Directors. <br /> 10.5. Vacancies. A vacancy in any office because of death, resignation, removal, disqualification <br /> or otherwise, may be filled by the Board of Directors, by a majority vote for the unexpired portion of the <br /> term. <br /> 8 <br />