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200901988 ARTICLE VII. MEMBERSHIP AND VOTING RIGHTS 7.0 Identitv. Each owner of a unit shall be a member of the Association. 7.1 Classes of Membership. The Association shall have two classes of voting membership: 7.1.1 Class A. Class A members shall be all owners of units, with exception of the Declarant, until such time as the Class B membership ceases. Each Class A member shall be entitled to one vote for each unit owned. Provided, however, in the event a Class A member owns a unit with an area allocation greater than 50% of the square footage of the total area of all units, then such member shall be entitled to two votes for such unit. 7.1.2 Class B. The Class B members shall be the Declarant, who shall be entitled to three votes for each unit owned. The Class B membership shall cease and be converted to Class A membership upon the happening of any of the following events, whichever first occurs: a. Ninety (90) days after the date that 75% of the units have been conveyed to unit owners other than the Declarant; b. When the Declarant notifies the Association in writing that it relinquishes its Class B membership. 7.2 Joint Ownership. When more than one person is the owner of the unit, all such persons shall be members. The vote (or, as applicable, the votes) for such unit shall be exercised as they among themselves determine, but in no event shall more than one ballot (or, as applicable, two ballots) be cast with respect to any unit. The vote for each unit must be cast as a unit and fractional votes shall not be allowed. In the event that joint owners are unable to agree among themselves as to how their vote or votes should be cast, they shall lose their right to vote on the matter in question. If any owner casts a ballot representing a certain unit, it will thereafter be conclusively presumed for all purposes that he was acting with the authority and consent of all other owners of the same unit. In the event that more than one ballot is cast for a particular unit, none of said votes shall be counted and said votes shall be deemed void. 7.3 Corporate or Partnership Ownership. In the event a unit is owned by a corporation, partnership, limited liability company, trust, or association, the corporation, partnership, limited liability company, trustee, or association shall be a member and shall designate in writing to the Association at the time of its acquisition of the unit, the name and title of the person who shall have the power to vote the membership of the corporation, partnership, limited liability company, trust, or association in the Association. The person so designated shall be the only person who shall be entitled to cast the vote for the units owned by such corporation, partnership, limited liability company, trust, or association. If the corporation, partnership, limited liability company, trust, or association fails to designate the person who shall have the right to vote the {0886166.3} - 11 -