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Rosewind Cohousing (PUD) Associate Member Agreement

Knowledgebase > Rosewind Cohousing (PUD) Associate Member Agreement

Rosewind Cohousing (PUD) Associate Member Agreement

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As of 3/10/94(SJS)

THiS ASSOCIATE MEMBER AGREEMENT (hereinafter referred to as

“this Agreement”) is made this _____________day of

___________ 199 by the undersigned

____________________________ (hereinafter referred to as

“Associate Member”) in favor of RoseWind, a Washington

nonprofit corporation (hereinafter referred to as “the

Association”). This Agreement, when executed, supersedes any

and all previous Associate Agreements the Associate Member may

have executed in the past. This Agreement consists of the

following elements:

1. “Associate Member” shall mean and refer to a

membership status provisionally granted by the Association to

financial participants who have made an initial capital

contribution of no less than $12,000. This contribution is to the

capital of the Association, and is not to be considered a down

payment, a contribution or any other part of the purchase price

or consideration of the sale and purchase of any lot or lots

which will be offered for sale by the Association as set fqrth

hereinafter and in the Bylaws of the Association. Capital

contributions made towards the purchase of a lot must be in

accordance with the terms and conditions of a separate and

subsequent purchase and sale agreement to be executed at a later

time, as determined by the association.

  1. The Associate Member shall select a lot at

    the time of making her or his initial capital contribution

    of $12,000. In the event the Associate

    Member desires to terminate this agreement with RoseWind,

    RoseWind shall have a right of first refusal to purchase

    the said Associate Membership for the return of the

    Associate Member’s current capital contribution. The

    Association shall have 14 (fourteen) days from receipt of

    the written notice and all related documents to exercise

    its right of first refusal, by giving the Associate

    Member written notice thereof, and 14 (fourteen) days

    from issuance of the written notice to reimburse the

    Associate Membership in RoseWind is terminated. In the

    event the Associate Member sells, transfers, or otherwise

    assigns this Agreement to another person, persons, or

    other entity, the Assignee(s) shall be entitled to the

    same lot selected by the Associate Member, or may choose

    from lots which have not already been selected by others.

    Upon the transfer of the Associate Member’s interest

    in RoseWind, Associate Member shall notify the

    Association in writing the name of the person or persons

    to whom Associate Member is transferring the interest.

    Associate Member shall also notify, or cause the sales

    escrow to notify, such transferee of such

    transferee’s obligation to execute and deliver an

    Associate Membership Agreement to the Association.

  2. Upon the Association signing of a Property

    Use and Development Agreement (the RoseWind PUDA”)

    with the City of Port Townsend, bringing into legal


Associate Members Agreement Page 1


RoseWind building lots, the Association shall, at a time of

its own choosing, declare lots available for purchase. No lot may

be sold prior to such declaration and all lots shall be declared

available simultaneously. At that time, the Association shall

notify all Associate Members of such availability by sending a

notice by first class mail to each Associate Member at such

Associate Members last known address. In order to retain

reservation of the selected lot, the Associate Member must,

within 30 days of such notice (measured from the time the notice

was placed in the mail) become a member by completing the

following steps:


  • <dir>


    <li>a) entering into and executing a

    Membership Agreement in the form set

    forth in Exhibit A hereto, and


    purchasing, with payment in full, the

    selected lot in the RoseWind PUDA.

  •                </dir>


    (Upon entering into a Membership Agreement, all of an

    Associate Member’s capital contributions to the Association

    shall be credited, in full, to the purchase price of the selected


    4. Upon completion of the RoseWind PUDA, if an Association

    member does not enter into membership as set forth in (3) above

    within 30 days of notification, in writing, of lot availability,

    then reservation of a selected lot is no longer guaranteed.


    5. In the event the Associate Member elects to

    withdraw from the Association, the Association will refund

    the Associate Member’s contribution in full within 30 days

    of the sale of the lot to another party.

    6. The Associate Member agrees to abide by, and be bound by,

    all of the provisions of the Association Bylaws and the

    Covenants, Conditions, and Restrictions affecting the Association

    and the RoseWind property.

    7. The Associate Member acknowledges that this Agreement sets

    forth enforceable legal rights and obligations for all parties

    affected by it. The Associate Member acknowledges, by signing

    this Agreement, that she or he has read and understands it.

    IN WITNESS WHEREOF the Association and the Associate Member

    have executed this Agreement on the day set forth hereinabove.

    Associate Member


    by RoseWind President

    Associate Members Agreement Page 2


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