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1.1 Name The name of the organization is Fair Use Building and Research (FUBAR) Labs. FUBAR Labs shall be a nonprofit organization under the laws of the State of New Jersey.
1.2 Purposes of the Organization The purpose of this organization is to promote and encourage technical, scientific, and artistic skills though individual projects, collaboration, and education.
1.3 Limitation on Activities The activities of the organization shall be performed in service to and with guidance of the community of participants. Notwithstanding any other provisions of these Articles, the organization shall not carry on any activities not permitted to be carried on by an organization exempt from federal income tax under Section 501(c)(3) of the Code.
2.1 Membership Eligibility
- at least 18 years of age
- dedicated to the purposes of the corporation, as defined in section 1.2, "Purposes", above
- having attended at least one published member meetings
- having been nominated by an existing Full Member and supported by a second Full Member
- having fully completed the application process, including all forms and payment of all applicable fees, as defined and published by the Board of Trustees
- having been approved by the Board of Trustees for member vote at a published member meeting
... shall be considered eligible for membership to the organization. And, having finally been approved by a vote of the membership as defined in section 4 of this document, shall be considered members of the organization, so long as they remain in good standing (as defined in this document), with all rights, privileges, and responsibilities conveyed within this document, as well as supplimentary policies and procedures defined by the Board of Trustees, within the class of membership (defined in this document) to which they choose to belong.
2.2 Membership Classes
2.2.1 Full Members
The organization recognizes the rights of all key holding members to have 24-hour unattended access to the organization’s physical workspace, assuming it does not disrupt previously published and scheduled events. The organization also recognizes the rights of key holding members to vote in all elections opened to members.
2.2.3 Associate Members
Associate membership, as approved by the Board of Trustees on a case-by-case basis, is granted access to the organization's facilities, in agreement with the terms defined by the Board of Trustees for the particular circumstances of the associate member in question. Associate Members do not have voting privileges. Associate members are subject to quarterly review by the Board of Trustees and can have their membership revoked at the discretion of the Board.
2.3 Membership Rights and Responsibilities
2.3.1 General Rights
All members have the right to be treated fairly, with respect, and without harassment or intimidation by fellow members, regardless of gender, sexual orientation, race, or religious affiliation.
2.3.2 Voting Rights
Member classes with voting rights, as defined in section 2.2 of this document, have the right to one vote each on:
- The election of the officers
- any election to change the function (merger, closure) of the organization
- acceptance and termination of memberships
- any issue put before the membership by the Board of Trustees
2.3.3 Meeting Participation Rights
- All member classes have the right to:
- attend all Member and Board of Trustee meetings
- reasonably and respectfully express their opinions on the affairs and direction of the organization
2.3.4 Resource Access Rights
- Having paid any applicable fees, members will have varying rights, as defined by the Board of Trustees, to access the organization's resources, both physical and electronic, such as:
- Electronic Resources
...provided they can prove they can do so safely and without interfering with the rights and enjoyment of others.
2.3.4 Member Responsibilities
It is considered the responsibility of all members of the organization to:
- pay in a timely manner monthly dues as determined by the officers
- respect the rights of other members
- timely communicate any changes in their membership status
- provide their current address, contact information, and preferred email address for electronic receipt of communications
- provide current contact information for use in case of emergency
- provide any information they wish to have conveyed to medical personell in case of emergency
- reasonably attempt to attend regularly scheduled member meetings and thoughtfully contribute to FUBAR Labs direction and policies
- support the purposes of the organization
- act in a reasonably safe manner
- properly caring for the equipment and other resources of the organization
- keeping the work areas and equipment reasonably clean and organized
- correct or report any unreasonably unsafe activities and/or equipment
- understand that the due to the nature of the organization, participation within the organization is not without risk of physical harm
- obey the rules and polices set forth by the officers, such as a noise curfew
- obey all applicable laws
2.4 Termination of Membership
2.4.1 It is okay for a member to voluntarily leave the organization at any point, and for any reason.
2.4.2 A person ceases to be a member of the organization, and forfeits all rights to the organization:
- by delivering their resignation in writing to the officer
- on their death
- on being expelled
- having been a member not in good standing for three consecutive months, except by special arrangement at the discretion of the Board of Trustees
2.4.3 Resignation shall not relieve a member of unpaid dues or other monies owed.
2.4.4 Membership may also be terminated for any reason by resolution passed by more than three quarters (75%) of the voting members present:
- Notice of termination shall be given by any method reasonably expected to provide actual notice to the member
- A brief statement of the reasons for the proposed expulsion must accompany the notice of an expulsion
- The member shall be given an opportunity to be heard, either orally or in writing, before the effective date of the proposed termination.
- The hearing shall be held, or the written statement considered, by the members.
- The members shall then vote on whether the membership is to be terminated.
2.4.5 The organization reservers the right to limit the membership based on the capacity of the space.
2.4.6 Upon resignation or termination, former members will:
- forfeit their rights to the resources and facilities of the organization, and must return any method(s) of access in their possession to an officer (or an agent designated by the officers for this purpose),
- remove any of their property within 30 days, after which time any items will become the property of the organization
2.5 Suspension of Membership
2.5.1 Membership may be suspended by the officers for non-payment of dues
2.5.2 Any suspended member may restore their membership within 90 days after suspension upon payment of dues owed and payable through one month beyond the end of the suspension period.
2.6.1 The Board of Trustees shall determine the amount and frequency of dues for Full Members such that the organization shall be financially sustained.
2.6.2 Dues for Associate Members shall be determined, on a case-by-case basis, such that they are less than the dues for members, so that, for example, the dues may be reasonably affordable to students, or otherwise help advance the purposes of the organization.
2.6.3 All members are in good standing except a member who has failed to pay their current monthly membership fee, or any other subscription or debt due and owing by the member to the organization, and the member is not in good standing so long as the debt remains unpaid.
2.6.4 Member dues may be waived for a three-month period due to financial hardship or relocation by written petition signed by more than three quarters (75%) of the Board of Trustees. Payment of dues may be waived for any other reason only by voting members at a duly called meeting.
2.6.5 Any changes in due payment structures will be published at least 30 days in advance by the Board of Trustees
3.1 Regular Meetings
3.1.1 Regular Meetings of the membership shall be held on a monthly basis to keep the members involved and informed on activities and in ongoing decisions involving the organization
3.1.2 The meeting shall be held at the registered address or at a location determined and published by the officers.
3.1.3 Voting on eligible candidates for membership shall be held at regular meetings
3.2 Annual Meetings
3.2.1. An annual meeting of members shall be held in the month of December, beginning in 2013. The officers shall fix the date, time, and location.
3.2.2. The officers shall notify members as provided in the section of these bylaws entitled Notice of Meetings.
3.2.3. Annual Meetings of the Membership exist in order to:
- comply with legal requirements,
- elect the officers,
- receive reports on the budget and activities of the organization,
- any other issues that members have placed before the membership to be discussed at the annual meeting, pursuant to the proposal and voting rules stated in these bylaws for Votes of the Membership.
3.2.4. The date, time and place of the annual meeting must be announced so as to give reasonable notice to members as described in the section of these bylaws entitled Notice of Meetings.
3.2.5. Decisions will be by made by general consensus confirmed by vote, except for changes to bylaws, which must be passed by a three quarters (75%) majority.
3.2.6. Quorum for the annual meeting shall be half of the officers (50%) plus any voting eligible members in attendance.
3.2.7. In absence of a quorum, no formal action shall be taken except to adjourn the meeting to a subsequent date.
3.3 Notice of Meetings
3.3.1 Notice of annual meetings of members, shall be written and shall be given at least 10 but no more than 60 days before the meeting date.
3.3.2 Notice of regular meetings may be given personally, by email, or any other means reasonably calculated to provide actual notice to all members. If email is used, notice shall be sent to the member at his or her email address shown in the organization's membership records.
3.3.3 For all meetings, the notice shall state the nature of the business to be transacted by the members.
3.3.4 For a meeting where officers are elected, the notice shall state the names of all persons who are nominees for the offices.
3.3.5 For a meeting where new members are to be approved, the notice shall state the names of persons whose membership will be voted on.
3.3.6 The time and place of upcoming meetings shall be electronically sent to all voting members.
3.3.7 Announcements regarding changes to meeting date, time, or venue shall be made to the entire membership with a minimum of 48 hours notice.
3.4 Remote Attendance
3.4.1 Members may participate in a meeting through use of conference telephone, electronic video screen communication, electronic chat, or other communications equipment so long as all of the following apply: each member participating in the meeting can communicate with all of the other members concurrently; each member is provided with the means of participating in all matters under consideration, including the capacity to propose, or to interpose an objection to, a specific action to be taken by the corporation; and the organization verifies that (i) a person communicating by telephone, electronic video screen, or other communications equipment is a member with voting privileges, and (ii) all motions, votes, or other actions required to be made by a member were actually made by a member and not by someone who is not entitled to participate as a member.
3.5 Application of Rules for Meetings
3.5.1 The rules contained in Robert’s Rules of Order, latest edition, shall govern meetings when not in conflict with the bylaws, rules of order, standing rules, or any other rules of the organization.
- Votes of the Membership
4.1 When a quorum is present, all issues, except when otherwise specified in these bylaws, shall be decided by affirmative vote of more than one half (50%) of the voting members present.
4.2.1 Quorum for a vote of the membership shall require the presence of at least half (50%) of the officers and any number of voting eligible members in attendance.
4.2.2 For the purposes of calculating the quorum, properly submitted proxy statements by members shall count as attendance, along with those submitted via authenticated online attendance.
- Elected Officers
The President shall preside over all meetings of the membership. He or she also serves as a representative of FUBAR Labs to the public, and in all functions where a President may be called for by law or any other outside requirements. The president is responsible for making sure that the organization files its annual report, and any other papers required to maintain legal nonprofit status by the law of New Jersey or Federal law.
5.1.2 Vice President
In the event that the President cannot fulfill their responsibilities at any meeting or function, it is the responsibility of the Vice President to fulfill the obligations of the President. They are responsible for maintaining the externally facing calendar and communications around events including the organization’s calendar.
The Secretary shall be responsible for recording all minutes of all official meetings of the membership and the officers. The Secretary must make available these minutes in the private area of our website.
5.1.4 Treasurer The Treasurer is responsible for monitoring all financial assets of FUBAR Labs. This includes but is not restricted to the collection of membership dues, the payment of rent and utilities for any space leased by FUBAR Labs, the disbursement and reimbursement of funds authorized to be spent under the procedures detailed in these bylaws.
The Trustees have no specific role within the officers, but are there to provide additional expertise, perspective, and balance on matters around FUBAR Labs to the other officers. The number of Trustees shall be limited to three (3).
In order to be eligible to be nominated, a person must be Full Member as defined in these bylaws.
Any Full Member has the right to nominate an eligible person for office. Only the nominated candidate can un-nominate themselves. All nominations for the office positions are due one week before the annual meeting. If only one person is timely nominated to run for an office and accepts such nomination, he or she shall run unopposed. If no person is timely nominated to run for an office and accepts such nomination, nominations for that postion may be made at the annual meeting, in person, bore the vote. If nobody is nominated in this way, the person holding the office may choose to continue in his or her position.
Elections for officers shall be held every year at the annual meeting of members, as defined in these bylaws.
5.5 Resignations and Terminations
Any officer may resign at any time by written notice delivered to the President or Secretary of the organization. A resignation is effective when the notice is delivered unless the notice specifies a future date. The pending vacancy may be filled before the effective date, but the successor shall not take office until the effective date. In the event that an officer resigns, members shall elect a replacement using the membership voting procedure defined in these bylaws. Nominations for people to run to replace the officer who has resigned shall open when the officer tenders his resignation, and remain open for one week. Members shall elect the replacement officer among the candidates who have been nominated and accepted their nomination, using the Votes of the Membership procedures in these bylaws. The replacement officer’s term shall last until new officers are elected at the next Annual Meeting.
An officer's term shall expire at the Annual Meeting following their election. There is no limit to the number of terms a person can hold an officers position for.
- Conflict of Interest
Any member who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before the officers or members, of such nature that it prevents or may prevent that member from acting on the matter in an impartial manner, will offer to the officers to voluntarily excuse him/herself and will vacate his seat and refrain from discussion and voting on said item.