About These Bylaws

1. Definitions and Word Use.
   1. The corporation, Loconomics Cooperative, Inc., may be referred to as “the Cooperative,” “the Loconomics Cooperative,” “Loconomics,” or “the Company” in these Bylaws. These Bylaws and the Terms of Service will use the words “Platform,” “Website,” “Services,” “Marketplace,” and “Community” to refer the web-based platform, website, services, marketplace, and community that the Company has created and offers to the public.
   2. Some of the words and phrases used in these Bylaws and the Terms of Service are defined here as follows:
      1. “Service Professional” shall refer to an individual who uses the Platform to offer and provide services.
      2. “Service Providers” shall be used to collectively refer to Service Professionals, Worker Cooperatives, and Nonprofits offering services through the Platform.
      3. “Client” shall refer to an individual or entity that uses the Platform to search for, book, and/or purchase services of a Service Provider.
      4. “Visitor” shall refer to any person who visits the website, whether or not they offer or receive Services.
      5. “User” shall refer to Service Providers, Clients, and Visitors, collectively.
      6. “Owner,” also referred to as a “Member,” shall refer to a person who is legally a member of the Loconomics Cooperative, under the Cooperative Corporation law. An Owner holds an “Ownership Interest” or “Membership,” which confers rights under these Bylaws.
      7. “User Account” shall refer to an individualized portal, account, or platform through which a person or entity offers or accesses services and transacts in the Marketplace.
2. Footnotes. The role of the footnotes is to make reference – for the benefit of the reader – to the laws or principles that govern a particular provision of the Bylaws. However, these footnotes shall not be considered to be a legally binding part of these Bylaws.
3. Hyperlinks. Some words in these Bylaws are hyperlinked, and these hyperlinks are provided for the convenience of the reader. Links may change from time to time. The hyperlinks and the pages and documents to which they link shall not be considered to be legally binding parts of these Bylaws.
4. Cartoons, Illustrations, and Videos. If these Bylaws or any online copies of these Bylaws contain cartoons, illustrations, or explanatory videos, these graphics and videos are provided to incentivize readers to read the Bylaws and to help the readers understand the information. These graphics and videos shall not be considered to be legally binding parts of these Bylaws.
5. Changes to These Bylaws.
   1. Changes by Directors:Except as otherwise provided, Bylaws changes can be effected by a vote of Directors.
   2. Changes Requiring Approval by Specified Individuals: As described in Sections 43 and 44, changes to those particular sections require additional approval by specified individuals.
   3. Changes Requiring Approval by Owners: Bylaws can be changed only by approval of the Owners if the action would do any of the following:
      1. Materially and adversely affect the rights or obligations of Owners as to voting, dissolution, redemption, transfer, distributions, patronage distributions, patronage, property rights, or rights to repayment of contributed capital.
      2. Increase or decrease the number of Owners authorized in total or for any class.
      3. Effect an exchange, reclassification, or cancellation of all or part of the Ownership Interests.
      4. Authorize a new class of membership.¹⁹
      5. Specify or change a fixed number of Directors, change the maximum or minimum number of Directors, or changing from a fixed to a variable board or vice versa.²⁰
      6. Increase the term for any or all Directors.²¹
      7. Adopt, amend, or appeal any provision allowing for a Director to be appointed by a nonprofit organization.²²
      8. Increase quorum for Owner meetings.
   4. Providing Notice of Bylaws Changes:Within 3 days of adopting changes to the Bylaws, Loconomics shall post a copy of the new Bylaws on the Loconomics website. Within 30 days of adopting changes to the Bylaws, Loconomics shall provide a link to the new Bylaws and a brief summary of the changes to all Owners, Directors, and to Joshua Danielson, Janelle Orsi, and Fernando Gago.

¹⁹. See section 12330 of the California Corporations Code. ↩

²⁰. See section 12331(b) of the California Corporations Code. ↩

²¹. See section 12360(a) of the California Corporations Code. ↩

²². See section 12360(d) of the California Corporations Code. ↩