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									                        CUSTOMIZED AFFINITY PROGRAM PROPOSAL

                                      The Mid-Day Club of Buffalo
                                        Working for Downtown


The Mid-Day Club's Affinity Program with the Working for Downtown ("WFD") offers the Mid-Day
Club the opportunity to reach WFD members.

The program will emphasize the new member benefit to WFD members and the creation of new business
(members) to The Mid-Day Club. WFD will receive the ability to promote the Mid-Day Club to its
members and prospective members.

The Mid-Day Club will offer each new Mid-Day Club member who joins as a result of the WFD Affinity
Program the following schedule of reduced initiation and quarterly dues fees for a period of one
membership year (bold text indicates a reduction from the normal Mid-Day Club fees/dues):

Junior Member:                   $-0- initiation fee, no quarterly dues, $40 minimum billing per month,
                                 $15 assessment per month.

Intermediate Member:             $-0- initiation fee, $35 quarterly dues, no minimum billing per month,
                                 $15 assessment per month.

Regular Member:                  $-0- initiation fee, $75 quarterly dues, no minimum billing per month,
                                 $15 assessment per month.

At the conclusion of one membership year, the new Mid-Day Club member will be subject to current
quarterly dues schedule.

As appropriate, WFD will emphasize the Mid-Day Club benefit along with all other membership benefits
through its website, mentions in WFD publications, and in e-mail reminders through the year to its
membership.

The Mid-Day Club agrees to periodically supply WFD with any marketing material that may be used
towards promoting the Mid-Day Club benefit to WFD members. This may include, but is not limited to,
flyers, brochures, signage, verbiage for the WFD website, the Mid-Day Club logo for use on the WFD
website, and other marketing material as requested and available.

WFD will forward-all requests by WFD members to join the Mid-Day Club to the Mid-Day Club
President or Membership Director, for review and follow-up. WFD will have permission to send Mid-
Day Club membership applications directly to interested members. WFD will also have permission to
forward completed Mid-Day Club applications to the Club President or Membership Director for review
and acceptance/rejection.

This agreement will be in effect for one calendar year from the date signed by the parties.
                           THE MID-DAY CLUB OF BUFFALO, INC.
                                               Established in 1936

                                 APPLICATION FOR MEMBERSHIP
====================================================================
Name:                    _______________________________________________
                                      (Please print or type)

Occupation:              _______________________________________________

Company Name:            _______________________________________________

Mailing Address:         _______________________________________________

                         _______________________________________________

Phone:                   (W)__________________ (H)_____________(C)_____________

Birth Date (if under 40) _______________                     E-mail: ______________________

I hereby make application for membership to the Mid-Day Club of Buffalo:

       ___________________________                  _________________
              Signature                                    Date
______________________________________________________________________________

SPONSOR

I hereby sponsor the above application for membership and recommend approval:

Name: ___________________________                            Member # __________________

         ___________________________
                Signature

                                  MEMBERSHIP DUES AND FEES·
          Member status            Initiation Fees       Dues        Usage/Food*    Assessments/Capital
            (Select one)              (One-time)       (Quarterly)    Minimum          Improvement
                                                                       (Monthly)        Contribution
                                                                                          (Monthly)
   Junior Member                        $50              None           $40                 $15
   (Ages 34 and Under)

   Intermediate Member                  $100              $75           None                $15
   (Ages 35-39)

   Regular Member                       $100             $150           None                $15
   (Ages 40 and up)

*All restaurant (food) charges are subject to a 17% club/service charge in addition to the menu price of food.
Furthermore. all of the above amounts are subject to applicable New York State Sales Tax.

This application should be returned to your Sponsor or to the Club Chef and Manager Jim Mackowski at
Liberty Building - West Tower, 21st Floor, 420 Main Street, Buffalo, NY 14202.

								
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