If Hydrodog creates a regional advertising cooperative, is membership mandatory?

We may, in our discretion, create a regional advertising cooperative ("Cooperative") in any area where two or more HydroDog Businesses are located, and establish the rules and regulations therefor.

Immediately upon our request, you must become a member of the Cooperative for the area in which your HydroDog Business is located.

In no event may the HydroDog Business be required to be a member of more than one Cooperative.

The Cooperative must be governed in the manner we prescribe.

You shall make contributions to the Cooperative in such amounts at the times and in the manner as determined by majority vote of the Cooperative members, subject to our approval.

Any amounts that you contribute to a Cooperative will count toward your Local Advertising requirement, but if the amount you contribute to a Cooperative is less than the amount you must spend on Local Advertising you must spend the difference locally.

The following provisions apply to each Cooperative:

• (a) The Cooperative must be organized and governed in a form and manner, and commence operation on a date that we approve in advance in writing;

• (b) the Cooperative must be organized for the exclusive purpose of administering marketing programs; developing, subject to our approval, standardized promotional materials for the members' use in Local Advertising within the Cooperative's area;

• (c) the Cooperative may adopt its own rules and procedures, but such rules or procedures must be approved by us and must not restrict or expand your rights or obligations under this Agreement;

Source: Item 23 — RECEIPTS (FDD pages 43–166)