COOPERATIVE CITRUS-FRUIT MARKETING AGENCY. 55 
to the grower, the plan of the Exchange includes the organization of the growers into 
•'Local Associations" and the affiliation of those local associations into ''District 
Exchanges." 
Exchange Membership. 
This Exchange will have as many members as there are District Exchanges under 
contract, as such, with this Exchange. Each District Exchange will nominate some 
person to act for it as its member in this Exchange. This Exchange will have as 
many directors as it has District Exchange members, so that each member thus nom- 
inated by the District Exchange will also be a director of this Exchange. 
Each District Exchange may at will, and as often as it desires, change its member 
representative in this Exchange. Upon the certification of a new representative to 
the board of directors of this Exchange, the membership of the former representative 
of such District Exchange shall absolutely cease and terminate. Such new represent- 
ative shall thereupon be elected by this Exchange as one of its directors in place of 
the former member. 
This Exchange shall issue a certificate of membership to each member, but the 
said membership shall not, nor shall the said certificate thereof, be assigned by said 
member to any other person, and the assignee thereof shall not be entitled to member- 
ship in the Exchange or to any property rights or interests therein, nor shall a pur- 
chaser at execution sale, or any other person who may succeed by operation of law 
or otherwise to the property interests of a member, be entitled to membership or 
become a member of the Exchange by virtue of such transfer. The board of directors 
may, however, by motion duly adopted by it, consent to such assignment and trans- 
fer and to the acceptance of the assignee or transferee as a member of this Exchange, 
but it is expressly understood and agreed between all of the members that no member- 
ship shall be transferred or any membership certificate assigned unless with the con- 
sent of the board of directors of this Exchange first had and received. However, 
when a District Exchange desires to change its member representative in this Ex- 
change from one person to another, the board of directors of this Exchange shall 
recognize the transfer and assignment of such membership and issue a new member- 
ship certificate to such new representative. The manner in which the District Ex- 
change may indicate that it desires to change its representative, as well as the method 
by which any change of such representative is to be brought about, shall be deter- 
mined by the board of directors of this Exchange by resolution entered upon its 
minutes. 
No person shall be a member of this Exchange unless he and the District Exchange 
which he represents market all of the citrus fruits which he and it has to market or 
dispose of through the facilities and agencies afforded by the Exchange, and if any 
member or District Exchange shall cease, fail, neglect, or refuse for any reason what- 
soever to market the whole of such citrus fruits through this Exchange, then in that 
event the membership of such member and of such District Exchange in this Ex- 
change, and in its property, shall ipso facto cease and terminate, and the membership 
certificate of such member and his membership in this Exchange, and all of the right, 
title, and interest of such member and of such District Exchange therein, shall be 
thereby canceled, and such member shall not nor shall such District Exchange be 
entitled to any appraisement or interest in the property or good will of the Exchange. 
Each District Exchange agrees that it will require each of the Local Associations 
composing its membership to enter into uniform contracts with it in such manner and 
form as may be prescribed by the board of directors of this Exchange, which contracts 
will require each Local Association to market all of the citrus fruit which it has to 
market or dispose of through this Exchange and said District Exchange. 
The voting power and the property rights and interests of the members of this 
Exchange shall be equal. 
The Exchange shall have power from time to time to admit additional members to 
its organization whenever there shall be in its opinion sufficient reason to make an 
additional District Exchange advisable, which new member (and the District Ex- 
change which such member represents) shall be entitled to vote and to contribute to 
and share in the property of the Exchange with the former members, in accordance 
with the general rule therein stated and upon such terms as may be prescribed upon 
the admission of any new member, it being the purpose of this Exchange that its 
facilities be available at all times and upon equal terms to all growers of citrus fruits. 
{>rovided only that such growers shall have first provided themselves with proper 
ocal association and district exchange facilities. 
