Ralph O. Helgeby Chapter 77

Flushing, MI

BYLAWS of THE DALTON AIRPORT ASSOCIATION

DALTON AIRPORT ASSOCIATION, INC. BY LAWS   Box 310693, Flint, MI 48531-0693 APRIL 2007    

 

PREAMBLE

The purpose of this nonprofit Corporation shall be to further the cause of general aviation by enhancing and maintaining Dalton Airport as a community resource for aviation education and recreation. 

CONSTITUTION 

All of the property of the Corporation shall belong to the Corporation and all fees and other payments shall be the property of the Corporation. The Corporation shall be solely responsible for the employment of staff, provision of a meeting place, and all things necessary for carrying on the organization, and shall have entire control over all matters of finance in connection with the Corporation, except as in these rules otherwise provided. 

ARTICLE I 

Offices 

The principal office of the Corporation in the State of Michigan shall be located in the Township of Mt. Morris, County of Genesee. The Corporation shall have and continuously maintain in the State of Michigan a registered office, and a registered agent whose office is identical with such registered office, as required by the Michigan Non-Profit Corporation Act. The registered office may be, but need not be identical with, the principal office in the State of Michigan. The address of the registered office may be changed from time to time by the Board of directors. 

ARTICLE II 

Members 

SECTION 1. Classes and Qualifications of Members. The Corporation shall be represented by an association having five classes of members. The qualifications of the members of each class shall be as follows: 

100 Share Membership. A Certificate of Membership shall be issued to an individual who purchases 100 shares of Dalton Airport Association stock. This class of membership shall include full rights, privileges, and responsibilities of membership in the Association. In addition, the certificate holder shall have the privilege to lease (for $1.00 per year) a predetermined building site as set forth by the Association for the sole purpose of erecting a hangar. The design, specifications, and location of the hangar must meet Association guidelines. 

80 Share Membership. A Certificate of Membership shall be issued to an individual who purchases 80 shares of Dalton Airport Association stock. This class of membership shall include full rights, privileges, and responsibilities of membership in the Association. In addition, the certificate holder shall have the privilege to lease (for $1.00 per year) a predetermined building site as set forth by the Association for the sole purpose of erecting a hangar. The design, specifications, and location of the hangar must meet Association guidelines. 

40 Share Membership. A Certificate of Membership shall be issued to an individual who purchases 40 shares of Dalton Airport Association stock. This class of membership shall include full rights, privileges, and responsibilities in the Association. It is issued expressly for the individuals who own property adjacent to Association property and specifically grants access to all association facilities to the holder. However, the holder is not entitled to lease a building site or store aircraft on Association property. This shall not be construed as to prohibit or restrict a member from engaging in any activity of this nature on his or her own property. 

Club Membership. A Certificate of Membership may be issued to a non-profit group or organization whose activities are devoted to the endeavors of public service, education, and recreation through general aviation. The Board of Directors shall determine the number of shares of Corporation stock the club or group must purchase to qualify for membership. This class of membership shall include full rights, privileges, and responsibilities in the Association. In addition, it shall have the privilege of leasing a predetermined building site for the purpose of erecting a hangar or club house. Such plans shall be subject to the approval of the Board of Directors. 

Associate Membership. Any person who is not a regular member of the Dalton Airport Association but stores, bases or operates an aircraft on or from Dalton Airport shall be required to join the Association as an Associate Member. Collectively, the Associate members will be referred to as the Dalton Airport Auxiliary. Each member shall be required to purchase 1/75 of a share of Dalton Airport Association, Inc. stock for the amount of $1.00 (one dollar).  These fractional shares of stock will be held by the Treasurer of the Association in the names of the Associate members and may be voted by a representative of the Auxiliary at regular Association membership meetings. As a stock holder in the Association, the Associate member shall have all rights and responsibilities of a regular Association member. Each Associate member will be required to pay an annual airport maintenance fee as determined by the Association Board of Directors. 

(Amended 1-11-98) The spouse of any regular member may become an Associate member upon submitting proper application and purchasing 1/75 share of Dalton Airport Association, Inc. stock for the amount of $1.00 (one dollar). Associate members whose spouses are regular members shall be exempt from having to pay annual maintenance fees. 

Section 2. Rights and Duties. The rights and duties of each member shall be to appear at all membership meetings, to vote the number of shares he or she holds, to serve on committees, and to participate in work parties. 

Section 3. Buy-Back Rights. In the event a member chooses to resign or terminate his or her membership in the Association, he or she must offer the Corporation the first opportunity to buy back his or her Certificate of Membership, shares of Corporate stock, and any hangars erected on the associated leased property at a fair market value. The Corporation may decline such an offer in which case the member shall be free to proceed with a Transfer of Membership as described in the following section. 

Section 4. Transfer of Membership. A member may sell his or her stock in the Corporation, buildings (if any) and associated membership privileges to another party at a mutually agreed upon price. The Seller must be in good standing with all personal debts to the Corporation retired. The Purchaser must sign the Acceptance of Terms declaration required of all new stockholders. Subject to the approval of the Board of Directors, membership shall then pass to the purchaser of the stock and property with all of the privileges and responsibilities of regular membership. 

Section 5. Suspension of Membership Privileges. The membership by affirmative vote of two-thirds of the shares of Association stock held by members in good standing, may suspend a member for cause at any regularly constituted meeting. Sufficient cause for suspension shall include but not be limited to the following: 

A) Continually violating or disregarding the by-laws of the Association;

B) Illegal or unsafe acts committed on Association property;  

C) Misuse or misappropriation of Association property; 

D) Non-payment of Association fees, dues, or assessments; 

E) Unauthorized outside storage of personal property on Association property. 

Section 6. Suspension Penalties. A member suspended from membership shall lose the use of certain Association facilities as may be specified by the Board of Directors for a specific period of time set forth at the time of suspension. During this period, the suspended member shall have no vote in Association affairs. Further, his or her financial obligations to the Association shall continue. A member may not return to active status from suspended status if in financial default to the Association. 

Section 7. Right to Appeal. A member suspended shall have the right to appeal the decision of the membership within 30 days of such actions. This appeal shall be before a special meeting of the membership. 

Section 8. Acceptance of Terms. No person shall be allowed to buy stock in the Corporation or be granted membership in the Association without having first affirmed his or her understanding and acceptance of these by-laws. Such an affirmation shall be by his or her written signature on a notarized declaration agreeing to abide without dispute to the conditions specifically set forth in Article II, Sections 5 and 6 as well as the remainder of these by-laws in general. 

Section 9. Charter Members. The first forty-one Certificates of Membership sold in this Corporation shall hereby be declared Charter Memberships of this Association. The holders of these memberships shall have the power to ratify these by-laws and elect the first Board of Directors after which time The Dalton Airport Association, Inc. shall be formally dedicated. 

Section 10. New Members. Any group or person wishing to become a new member of the Association shall make application to the Secretary of the Association. Such applications shall be reviewed by the Board of Directors or a designated membership committee and be acted on in the best interests of the Corporation. A person or group accepted into membership shall be accorded full rights, responsibilities, and privileges of membership in the Association. The Membership reserves the right to alter any qualifications for new memberships as may be in the best interest of the Corporation. 

Section 11. Termination of Corporation. In the event that for any reason or reasons the Dalton Airport Association, Inc. needs to be terminated, it will require a three-quarters majority vote of the outstanding shares of stock of the members in good standing to do so. The assets of the corporation would then be divided among those members according to the shares of stock held by each. 

ARTICLE III 

Officers 

Section 1. Officers. The Officers of the Corporation shall be a President, Vice President, Secretary, Treasurer and such other officers as may be deemed necessary by the members. 

Section 2. Election and Term of Office. (Amended 04-04-04 and 4-29-07) The Officers of the corporation shall be elected by the membership at the annual meeting of the membership.  Each officer shall hold office from May 1 until April 30th.  The term of office shall be 2 years.  Term of office may be adjusted to one year upon membership or board approval if deemed necessary to allow for staggered terms. 

Section 3. Removal. Any Officer elected or appointed by the members may be removed by the Membership with an affirmative vote of two-thirds of the voting stock whenever in its judgment the best interests of the Corporation would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the Officer so removed. 

Section 4. Vacancies. (Amended 04-04-04) A vacancy in any office because of death, resignation, removal, disqualification or otherwise, may be filled by the Board or membership for the unexpired portion of the term. 

Section 5. President. The President shall be the principal executive officer of the Corporation and shall in general supervise and control all of the business and affairs of the Corporation. He shall preside at all meetings of the Membership. He may sign with the Secretary or any other proper officer of the Corporation authorized by the Membership, any deeds, mortgages, bonds, contracts, or other instruments which the Membership has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Membership or by these by-laws or by statute to some other officer or agent of the Corporation; and in general he shall perform all duties incident to the office of President and such other duties as may be .prescribed by the Membership from time to time. 

Section 6. Vice President. In the absence of the President or in the event of his inability or refusal to act, the Vice President shall perform the duties of the President, and when so acting, shall have all the powers of and be subject to all the restrictions upon the President. The Vice President shall perform such other duties as from time to time may be assigned to him by the President or by the Membership. 

Section 7. Treasurer. If required by the Membership, the Treasurer shall give a bond for the faithful discharge of his or her duties in such sum and with such surety or sureties as the Membership shall determine. He shall have charge and custody of and be responsible for all funds, stocks, and securities of the Corporation including the Association Certificates of Membership; receive and give receipts for moneys in the name of the Corporation in such banks, trust companies or other depositaries as shall be selected in accordance with the provisions of Article V of these by-laws; and in general perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him by the President or by the Membership. 

Section 8. Secretary. The Secretary shall keep the minutes of the meeting of the Membership in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these by-laws or as required by law, be custodian of the corporate records and of the Seal of the Corporation and see that the Seal of the Corporation is affixed to all documents, the execution of which on behalf of the Corporation under its seal is duly authorized in accordance with the provisions of these by-laws; keep a register of the post office address of each member which shall be furnished to the Secretary by such member; and in general perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him by the President or by the Membership. 

Section 9. Limitations. An officer must remain a member in good standing during his or her term in office and attend 75 percent of the regularly scheduled meetings. 

ARTICLE IV 

Committees 

Section 1. Appointment. (Amended 04-04-04) The President shall appoint such committees as he or she deems necessary for the benefit of the Corporation.  Members of a committee so appointed may also be removed by the President whenever in his judgment the best interests of the Corporation shall be served by such removal.  The authority of the committee is as assigned by the Board or membership. 

Section 2. Term of Office. (Amended 04-04-04) Each member of the committee shall continue as such for 2 years with their term ending April 30, and/or until his/her successor is appointed, unless the committee shall be sooner terminated, or unless such member be removed from such committee, or unless such member shall cease to qualify as a member is good standing. 

Section 3. Chairperson. One member of each committee shall be appointed chairperson by the person or persons authorized to the members thereof. 

Section 4. Vacancies. Vacancies in the Membership of any committee may be filled by appointments made in the same manner as provided in the case of the original appointments. 

Section 5. Quorum. A majority of the whole committee shall constitute a quorum and the act of a majority of the members present at the meeting at which a quorum is present shall be the act of the committee. 

ARTICLE V 

Contracts, Checks, Deposits, and Funds 

Section 1. Contracts. (Amended 04-04-04) The Membership must provide authorization before any officer or officers, agent or agents of the Corporation, in addition to the Officers so authorized by these by-laws, may enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation, and such authority may be general or confined to specific instances.  This is not to be construed to prevent the Board from conducting necessary day-to-day business as defined in the by-laws. 

Section 2. Checks. Drafts. Etc. All checks, drafts or orders for payment of money, notes or other evidences of indebtedness issued in the name of the Corporation shall be signed by such Officer or Officers, agent or agents of the Corporation and in such manner as shall from time to time be determined by resolution of the Membership. In the absence of such determination by the Membership, such instruments shall be signed by the Treasurer and countersigned by the President or Vice President of the Corporation. 

Section 3. Deposits. All funds of the Corporation shall be deposited from time to time to the credit of the Corporation in such banks, trust companies or other depositaries as the Membership may select. 

Section 4. Gifts. The Membership may accept on behalf of the Corporation any contribution, gift, bequest or device for the general purposes of or for any special purpose of the Corporation. 

ARTICLE VI 

Fees, Dues, Special Assessments 

Section 1. Purpose. Members will be assessed fees determined necessary by the Board of Directors to cover such operating costs as runway and grounds upkeep, utilities, insurance, and maintenance of any Corporation property. 

Section 2. Property taxes. It shall be the responsibility of each member to pay all property taxes assessed on any and all hangars he or she may have erected on property leased from the Corporation. 

Section 3. Method of Assessment. These assessments shall be divided between the total number of Association Membership Certificates outstanding. For the purpose of calculating fees assessed, all classes of Membership Certificates shall be considered equal. An individual owning multiple Membership Certificates will be responsible to pay an amount equal to a single Membership Certificate's assessment multiplied by the total number of Certificates he or she holds. 

Section 4. Payment Due. Payment in full of any fees, dues, or assessments shall be due no later than 30 days from the date of such levy.

Section 5. Delinquent Payments. Failure of a member to pay in full within the 30 day limitation shall result in a loss of his or her "member in good standing" status. Members delinquent in payment over 45 days from the date of levy shall be subject to review by the Board of Directors for possible disciplinary measures as set forth in Article II of these by-laws. 

ARTICLE VII 

Meetings of Members 

Section 1. Annual Meeting. (Amended 04-04-04 and 4-29-07) An annual meeting of the membership shall be held in the month of April each year, beginning with the year 2003, for the purpose of electing Officers and Trustees as required and for the transaction of such other business as may come before the meeting. 

Section 2. Special Meetings.. Special meetings of the members may be called by a majority vote of the officers of the Corporation or any six members in good standing. 

Section 3. Notice of Meetings. Written or printed notice stating the place, day, hour and purpose of any meeting of members shall be delivered, either personally or by mail, to each member entitled to vote at such meeting, not less than 7 nor more than 60 days before the date of such meeting, by or at the direction of the President, or the Secretary, or the Officers calling the meeting. In case of a special meeting or when required by statute or by these by-laws, the purpose or purposes for which the meeting is called shall be stated in the notice, if mailed, the notice of a meeting shall be deemed to be delivered when deposited in the United States mail addressed to the member at his address as it appears on the records of the Corporation, with postage thereon prepaid. 

Section 4. Quorum. Those members present at a legally constituted meeting shall be considered a quorum for the purpose of conducting the affairs of the Corporation. 

Section 5. Proxies. At any meeting of members, a member entitled to vote may vote by proxy executed in writing by the member or by his duly authorized attorney in fact. No proxy shall be valid after 11 months from the date of its execution, unless otherwise provided in the proxy. It shall be the responsibility of the member to request or otherwise make arrangements for a proxy vote. 

Section 6. Procedures.  (Amended 04-04-04) Roberts Rules of Order will be in effect at all meetings. 

Article VIII 

Board of Directors 

Section 1. General Powers. The affairs of the Corporation shall be managed by the Board of Directors. 

Section 2. Number and Qualifications. There shall be seven members and the Board of Directors. It shall include the elected officers of the Association and three trustees. The trustees shall be elected from the general Membership at the regular meeting designated for the yearly election of Officers. 

{Amended 1-11-98) The acting airport manager of Dalton Airport shall be included as an additional member of the Board of Directors and shall have the rights and responsibilities of a regular Board member. 

Section 3. Tenure. (Amended 04-04-04) The term of office for all Board members shall be two years. 

Section 4. Meetings. (Amended 04-04-04) Regular meetings will be held at least quarterly at a place and time designated by the President. These meetings shall be open to the general membership. 

Section 5. Special Meetings. Special meetings of the Board may be called by or at the request of the President or any two Directors. The President will fix the time and location of the special meeting. 

Section 6. Notice of Meetings. Special meetings shall be held with notice by mail at least one week in advance of each special meeting when possible. However, if the urgency of a special meeting dictates, each director may be given verbal notification as soon as possible before the meeting date. 

Section 7. Quorum. Five Directors present at a meeting shall constitute a quorum. 

Section 8. Manner of Acting. The act of a majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors, unless the act of the Board of a greater number is required by law or by these by-laws. 

Section 9. Voting Rights. For the purpose of conducting the affairs of the Board, each member of the Board shall be entitled to cast one vote. Each vote will be equal in weight and authority. 

Section 10. Compensation. The Directors shall not receive any compensation for their services as Board members. 

Section 11. Informal Action by Directors. Any action required by law to be taken at a meeting of Directors, or any action which may be taken at a meeting of Directors, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the Directors. 

Section 12. Special Powers. The Board of Directors shall be charged with the responsibility of periodically inspecting any and all leased premises on Association property. Any violations of Association by-laws shall be brought to the attention of the member at fault. It shall be his or her duty to correct any such infractions as soon as possible. In the event the member fails to cooperate with the Board of Directors, the Board shall have the authority to correct the violation at the expense of the member responsible. 

Section 13. Indemnity.  (Amended 04-04-04)  

13.01              Nonderivative Actions.  Subject to all of the other provisions of this Article, the Corporation shall indemnify any person who was or is a party, or is threatened to be made a party to, any threatened, pending or completed action, suit or proceedings.  This includes any civil, criminal, administrative or investigative proceedings, whether formal or informal (other than an action by or in the right of the Corporation).  Such indemnification shall apply only to a person who was or is a Director or Officer of the Corporation or who was or is serving at the request of the Corporation as a Director, officer, partner, trustee, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise, whether for profit or not for profit.  The person shall be indemnified and held harmless against expenses (including attorney fees), judgments, penalties, fines and amounts paid in settlement actually and reasonably incurred by the person in connection with such action, suit or proceeding, if the person acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the Corporation.  With respect to any criminal action or proceeding, the person must have had no reasonable cause to believe his or her conduct was unlawful.  The termination of any action, suit or proceeding by judgment, order, settlement or conviction or on a plea of nolo contendere or its equivalent, shall not by itself create a presumption that (a) the person did not act in good faith and in a manner the person reasonably believed to be opposed to the best interests of the Corporation, or (b) with respect to any criminal action or proceeding, the person had reasonable cause to believe that his or her conduct was unlawful. 

13.02              Derivative Actions.  Subject to all of the provisions of this Article, the Corporation shall indemnify any person who was or is a party to, or is threatened to be made a party to, any threatened, pending or completed action or suit by or in the right of the Corporation to procure a judgment in its favor because (a) the person was or is a Director or Officer of the Corporation, or (b) the person was or is serving at the request of the Corporation as a Director, officer, partner, trustee, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise, whether or not for profit.  The person shall be indemnified and held harmless against expenses (including actual and reasonable attorney fees) and amounts paid in settlement incurred by the person in connection with such action or suit if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the Corporation.  However, indemnification shall not be made for any claim, issue or matter in which the person has been found liable to the Corporation unless and only to the extent that the court in which such action or suit was brought has determined on application that, despite the adjudication of liability but in view of all circumstances of the case, the person is fairly and reasonably entitled to indemnification for the expenses that the court considers proper.                                   

13.03              Expenses of Successful Defense.  To the extent that a person has been successful on the merits or otherwise in defense of any action, suit or proceeding referred to in Sections 13.01 or 13.02 of this Article, or in defense of any claim, issue or matter in the action, suit or proceeding, the person shall be indemnified against expenses (including actual and reasonable attorney fees) incurred in connection with the action and in any proceeding brought to enforce the mandatory indemnification provided by this Article. 

13.04              Contract Right; Limitation on Indemnity.  The right to indemnification conferred in this Article shall be a contract right and shall apply to services of a Director or Officer as an employee or agent of the Corporation, as well as in such person's capacity as a Director or Officer.  Except as provided in Section 13.03 of this Article, the Corporation shall have no obligations under this Article to indemnify any person in connection with any proceeding, or part thereof, initiated by such person without authorization by the Board. 

13.05              Determination that Indemnification is Proper.  Any indemnification under Sections 13.01 or 13.02 of this Article (unless ordered by a court) shall be made by the Corporation only as authorized in the specific case.  The Corporation must determine that indemnification of the person is proper in the circumstances because the person has met the applicable standard of conduct set forth in Sections 13.01 or 13.02, whichever is applicable.  Such determination shall be made in any of the following ways:

(a)       By a majority vote of a quorum of the Board consisting of Directors who were not parties to such action, suit or proceeding. 

(b)       If the quorum described in clause (a) above is not obtainable, then by a committee of Directors who are not parties to the action.  The committee shall consist of not less than two disinterested Directors. 

(c)        By independent legal counsel in a written opinion. 

            13.06              Proportionate Indemnity.  If a person is entitled to indemnification under Sections 13.01 or 13.02 of this Article for a portion of expenses, including attorney fees, judgments, penalties, fines and amounts paid in settlement, but not for the total amount, the Corporation shall indemnify the person for the portion of the expenses, judgments, penalties, fines or amounts paid in settlement for which the person is entitled to be indemnified. 

13.07              Expense Advance.  Expenses incurred in defending a civil or criminal action, suit or proceeding described in Sections 13.01 or 13.02 of this Article may be paid by the Corporation in advance of the final disposition of the action, suit or proceeding, or receipt of an undertaking by or on behalf of the person involved to repay the expenses, if it is ultimately determined that the person is not entitled to be indemnified by the Corporation.  The undertaking shall be an unlimited general obligation of the person on whose behalf advances are made, but need not be secured. 

13.08              Nonexclusivity of Rights.  The indemnification or advancement of expenses provided under this Article is not exclusive of other rights to which a person seeking indemnification or advancement of expenses may be entitled under a contractual arrangement with the Corporation.  However, the total amount of expenses advanced or indemnified from all sources combined shall not exceed the amount of actual expenses incurred by the person seeking indemnification or advancement of expenses. 

13.09              Indemnification of Employees and Agents of the Corporation.  The Corporation may, to the extent authorized from time to time by the Board, grant rights to indemnification and to the advancement of expenses to any employee or agent of the Corporation to the fullest extent of the provisions of this Article with respect to the indemnification and advancement of expenses of Directors and Officers of the Corporation. 

            13.10              Former Directors and Officers.  The indemnification provided in this Article continues for a person who has ceased to be a Director or Officer and shall inure to the benefit of the heirs, executors and administrators of that person. 

13.11              Insurance.  The Corporation may purchase and maintain insurance on behalf of any person who (a) was or is a Director, Officer, employee or agent of the Corporation, or (b) was or is serving at the request of the Corporation as a Director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise.  Such insurance may protect against any liability asserted against the person and incurred by him or her in any such capacity or arising out of his or her status as such, whether or not the Corporation would have power to indemnify against such liability under this Article or the laws of the State of Michigan. 

13.12              Changes in Michigan Law.  If there are any changes in the Michigan statutory provisions applicable to the Corporation and relating to the subject matter of this Article, then the indemnification to which any person shall be entitled shall be determined by such changed provisions, but only to the extent that any such change permits the Corporation to provide broader indemnification rights than such provisions permitted the Corporation to provide before any such change. 

ARTICLE IX 

Insurance and Liabilities 

Section 1. Liabilities. No member shall do or cause to be done any act or thing which might cause the premiums payable by the Corporation in respect of any policy, or policies, of insurance effected by it to be increased, or which may void or invalidate or otherwise jeopardize or predudicially affect any such policy; and every member shall be deemed to have full notice and knowledge of the contents and terms of such policy or policies which may be inspected from time to time. 

Section 2. Insurability. Insofar as the above mentioned insurance policies permit, the corporation will extend to members the protection of such policies against legal liability for injury or damage to third parties {other than members of the corporation) and responsibility for damage to its property caused by any member unless such injury or damage was directly or indirectly caused by the wrongful or negligent act default, or omission if such member or breach or nonobservance by any such member of the corporation rules and regulations, FAA, FCC, or other governmental authority, or of the conditions of any policy of insurance held by the corporation in which case the member shall be liable to the corporation for such injury or damage, and the corporation reserves the right to take legal proceedings to recover from the member in respect thereof. 

Section 3. Waiver. Shareholders waive lawsuits against the Corporation for any aircraft related accident or incident. 

Section 4. Damage. All breakage or damage to Corporation property shall be made good by the member causing the breakage or damage, or in the case of breakage or damage by a visitor, by the introducing member. 

Section 5. Losses. The Corporation shall not undertake any responsibility for loss or damage cause by accidents or negligence to articles of value left on Corporation premises. All aircraft operating on, and stored on corporation property do so at the owners risk. 

ARTICLE X 

Amendments 

Section 1. Amendments. The Corporation shall have the power to make alterations, additions or amendments to these rules which shall become effective and binding upon acceptance by a majority of two-thirds of the corporation stock of the members present at any legally scheduled meeting. 

ARTICLE XI 

Non Members 

Section 1. Exclusion. The Corporation has a right to exclude without stating a reason, any stranger or guest who, in their opinion, is an undesirable visitor, whether introduced by a member or not. 

Section 2. Limits. Members are responsible for insuring that no vehicle, other than as necessary for maintenance, is operated within the boundary of the aircraft runways after taxiways are installed. Vehicles may be driven on the taxiways at a speed not to exceed 15 miles per hour and shall always yield the right-of-way to taxiing aircraft. 

Section 3. Non Member Rights. Persons subleasing hangars shall have all airport facility usage privileges the same as members and must abide by the Association by-laws. The individual Corporation stockholder shall be responsible for all debts incurred by the person or persons subleasing from him or her. 

ARTICLE XII 

Additions 

Section 1. Hangar Construction. (Amended 04-04-04) All private hangars will use pole barn type construction with lockable doors required and will follow the published DAA builder guidelines. Construction plans must be approved by the Board of Directors before being built. All hangars will be the same color. 

Section 2. Outside Storage. It shall be absolutely forbidden to store aircraft, boats, RV's, autos, or any other property outside any hangar on Association Property. Specially designated areas shall be established for tie-down storage on a temporary basis for transient non-member aircraft. Exceptions to this rule will a one year tie-down exclusion granted to a lessee who intends to erect a hangar or as otherwise approved by the Board of Directors. 

Section 3. Commercial Operations. Commercial operations on or from Association property will not be permitted without written permission from the Board of Directors. 

Section 4. Partnerships. A partnership of not more than two people may be formed to purchase a Membership in the Dalton Association. The nonprofit club shall be an exception. 

Section 5. Subleasing. There shall be no sub-leasing of hangars for any purpose except for aircraft storage. 

Section 6. Pledges. Shareholders may not pledge Dalton stock for any purpose. (e.g.: Collateral on loans). 

Section 7. Fuel Farm. A fuel farm will be installed on Association property in order that "members in good standing" be able to purchase fuel at cost. The Board of Directors shall regulate the operations of said fuel farm.Click to add text, images, and other content

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