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MEMBERSHIP AGREEMENT AND BYLAWS <br /> OF THE <br /> BETTER HEALTH COLLECTIVE <br /> Effective:July 1,2022 <br /> INTRODUCTION <br /> This combined Membership Agreement and Bylaws ("Agreement") is made by and between The Better <br /> Health Collective and the entities listed in Appendix A ("Participating Members" or "Members") to <br /> establish and govern the operations of the Better Health Collective Employee Health Benefits Pool (the <br /> "Pool"). <br /> WHEREAS, Minnesota Statutes, § 471.59, provides that two (2) or more governmental units may, by <br /> agreement,jointly or cooperatively exercise any power common to them;and <br /> WHEREAS, the Participating Members are governmental units for purposes of Minnesota Statutes, § <br /> 471.59;and <br /> WHEREAS, Minnesota Statutes, § 471.617, provides that certain governmental entities which together <br /> employ more than one hundred(100)employees may jointly self-insure employee health benefits;and <br /> WHEREAS,together the Participating Members employ more than one hundred (100)employees;and <br /> WHEREAS, the Participating Members have jointly established in full force and effect certain self- <br /> insurance arrangements to provide certain employee health benefits,and those arrangements constitute <br /> a self-insurance pool under Minnesota law, including Minnesota Statutes, § 471.617, and Minnesota <br /> Rules,Chapter 2785;and <br /> WHEREAS,the Participating Members may,in the future,wish to jointly provide other employee benefits, <br /> permitted under applicable law,to their employees;and <br /> WHEREAS, the Participating Members authorize the Board of Trustees to act as a joint board for the <br /> purpose of exercising certain powers as set forth in this combined Membership Agreement and Bylaws. <br /> NOW, THEREFORE, each Participating Member in exchange for the mutual covenants, promises, and <br /> obligations contained herein,promises and agrees as follows: <br /> ARTICLE I. NAME,PURPOSE,AND AUTHORITY <br /> 1.1 Name.The name of the Pool created herein is Better Health Collective. <br /> 1.2 Purpose.The purpose of the Pool is to provide health benefits and related services to eligible <br /> Employees,Former Employees,and Dependents of Participating Members. <br /> 1.3 Authority. <br /> 1.3.1 Sourcewell. Sourcewell is a statutory service cooperative authorized pursuant to <br /> Minnesota Statutes, § 123A.21, subdivision 7(a)(19) and § 471.617, subdivisions 1-2, to <br />