We the undersigned, hereby associate ourselves together for the purpose of becoming incorporated under the laws of the State of Florida, applicable to corporations not for profit, under the following proposed amended charter:

Article I

Name

The name of the corporation shall be "Key West Cultural Preservation Society, Inc. dba "Sunset Celebration" and is to be located in Monroe County, Florida.

Article II

The object of this corporation is to:

1. Preserve the spirit of the Mallory Square Sunset Celebration, its history, tradition, and reality.
2. Promote art as a cottage industry, by education government officials and the public regarding the importance of art in the local economy.
3. Stimulate greater governmental and public awareness and appreciation of the importance of artistic and cultural activities to the people of Monroe County.
4. Encourage the use of public land for artistic and cultural purposes which would benefit the community as a whole by enriching the cultural experience of the citizens.
5. Support and implement the preservation and growth of the county's artistic and cultural activities.
6. Provide funds of no more than two thousand (2,000.00) dollars for the legal defense of artists who are illegally arrested in the course of their profession.
7. Participate in locally organized cultural events.
8. Organize and sponsor such activities as exhibitions and lectures.
9. Encourage and implement opportunities for Monroe County residents to participate in artistic and cultural activities.
10. Solicit and accept gifts of money or property, in accordance with the laws of Florida and of the United States of America in order to carry out the purposes as above set forth.
11. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation and the corporation shall not participate in, or intervene in (including the publishing of statements) any political campaign on behalf of any candidate for public office.
12. Notwithstanding any other provision or these articles, the corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of these properties of this corporation.

Article III

Membership

There shall be two classes of members to the Cultural Preservation Society. Sponsorship Members

1. Non-voting membership is open to any person interested in the culture of the Florida Keys. Resident Members
2. Voting membership is open to active participants of Sunset Celebration, nightly arts festival in Key West, Florida.

Article IV

Term

The corporation shall have perpetual existence.

The names and residences of the subscribers are as follows:

Ron Campian 3408 Eagle Ave., Key West

Karen Bertocci 1430 Grinnell St., Key West

Richard Bertocci 1430 Grinnell St., Key West

Article VI

Officers

The affairs of this corporation are to be managed by the seven members who shall comprise the Board of Directors. From the Board of Directors shall be elected the following officers:

• CHAIRMAN
• VICE-CHAIR
• SECRETARY
• TREASURER

Such officers are to be elected by the members of the Board and serve for terms of one year each.

All legal documents of the corporation shall be signed by said Chairman or Secretary.

The Board of Directors shall make report of their receipts, disbursements and balances, and the affairs for the corporation at the annual membership meeting.

No director shall receive or be lawfully entitled to receive any salary or remuneration for services in connection with the administration of the affairs of this corporation, but he may be reimbursed for the actual expenses incurred and authorized by the Board of Directors.

Article VII

First Officers

Th names of the officers who managed all the affairs until the first election under this Charter are as follows:

• Karen Bertocci, chairman
• Marilyn Kellner- vice-chairman
• Bichard Bertocci,- secretary
• Louis Costello,- treasurer

Current Officers

The names of the officers who are currently managing the organization are as follows:

• Gary Rivet,- chairman
• Mike Sattelmiere,- vice-chairman
• Diedre Rudiger,- Secretary
• Cydall Cochran,- Treasurer

Article VIII

Bylaws

The original by-laws of the corporation were prepared by the original Board of Directors. The by-laws may be altered, rescinded, or added to by an affirmative vote of a two-thirds (2/3) of the membership at the regular meeting.

Article IX

These articles of incorporation may be amended in the manner provided for by law. Every amendment shall be approved by the Board of Directors, proposed by them to the membership at the regularly scheduled meeting, and approved by a majority of the members present and voting at such meeting.

Article X

Dissolution

Upon the dissolution the corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all of the assets of the corporation exclusively for the purposes of the corporation in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes, as shall at the time qualify as an exempt organization or organizations under section 5021©(3) or the Internal Revenue Code of 1954 (or the corresponding provision for any future United States Internal Revenue Law), as the Board of Directors shall determine. Any such assets not disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is then located, exclusively for such purposed or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.