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� MEMBERSHIP AGREEMENT=JULIE,INC. <br /> . AMENDED-July 19,2000 <br /> • remainder of this Agreement, or the application of such provision to parties or I <br /> circumstances other than those to which it is held invalid or unenforceable, �hall not be ', <br /> affected thereby. <br /> 4.3 No waiver at any time by any party hereto of its rights with respect to any <br /> other party, or with respect to any other matter arising in connection with this Agreement, <br /> shall be considered a waiver with respect to any other default or matter. <br /> 4.4 Any amendrnent to this Agreement shall be in writin and shall be made b <br /> s y <br /> a change in the Articles of Incorporation or By-Laws of the corporation. <br /> 4.5 Except as otherwise provided, this Agreement shall be effective as of the <br /> da <br /> y and year first above wntten. Sub�ect to the provisions of Section 4.6, this Agreement <br /> may be terrninated by any member after the effective date hereof by thirty days written <br /> notice to the corporation and each member. <br /> 4.6� No termination of this Agreement, shall discharge the member of (1) any <br /> obligation it owes any other party indemnified herein by reason of any transaction, loss, <br /> cost, darnage, expense or liability or, (2) any other obligation under this Agreement <br /> including but not limited to the obligation to pay its bills from the corporation, which shall <br /> occur or arise (or the circumstances, events or basis of which shall occur or arise) prior to <br /> such termination, whether the same be known or unknown at the time of such � <br /> termination. <br /> - 6 - . <br />