Congregational Affiliation And Articles of Association
This Affiliate Church Agreement, made this October 1st, 2022, by and between Universal Ministries, a State of Illinois Ministry, having its principal place of business at 924 N 1800 E Rd., PO Box 31, Milford, IL, 60953, and Basilikos Nomos Institute, a state of North Carolina Church.
Whereas:
There are certain fundamental beliefs and doctrines by which this Religious Organization operates its ministry and expects of its members, which beliefs and doctrines are set forth more fully in the Statement of Fundamental Doctrines, annexed to this Affiliate Church Agreement as Statement of Fundamental Doctrines, and incorporated in this Agreement as if fully set forth; and
This Religious Organization extends to those ministries, churches, and organizations who are willing to commit to the Statement of Fundamental Doctrines, the opportunity to become an affiliate of the this Religious Organization, with all of the benefits and responsibilities outlined in this Affiliate Church Agreement; and,
Basilikos Nomos Institute desires to become affiliated with Universal Ministries
Now Therefore, in consideration of the mutual promises and covenants of the parties contained herein, and other good and valuable consideration, receipt of which is hereby acknowledged, the parties agree as follows:
I. Grant of Affiliation; Scope of Grant:
A. Affiliation: Subject to the terms and conditions of this Basilikos Nomos Institute Church Agreement, Universal Ministries hereby grants to Basilikos Nomos Institute the right to maintain its status as an affiliate of Universal Ministries .
B. Limitations: Notwithstanding anything herein to the contrary, Universal Ministries retains the sole discretion and authority to determine whether to grant affiliate status this church, association, ministry, or other entity, and the grant of affiliation status to Basilikos Nomos Institute. Universal Ministries declares that Basilikos Nomos Institute is recognized as an independent sovereign body, that shares Congregational Affiliation with privileges of re-affirmation every year on October 1st.
II. Rights and Duties of Basilikos Nomos Institute:
A. Binding Agreement: Basilikos Nomos Institute agrees to be bound by the terms and conditions of this Affiliate Church Agreement.
B. Statement of Doctrines and Beliefs:
1. The Statement of Doctrines and Beliefs, annexed as Exhibit Statement of Doctrines and Beliefs, as such may be amended from time to time, is a living representation of the current doctrines and beliefs of Basilikos Nomos Institute
2. Basilikos Nomos Institute agrees that it will not promote, advocate, perform, participate in, or permit its facilities or personnel to be used for, any event, performance, speech, service, or other activity that advocates beliefs or doctrines contrary to the Statement of Doctrines and Beliefs.
3. Part of the Statement of Doctrines and Beliefs includes a Code of Ethics applicable to persons holding offices in the Basilikos Nomos Institute or any of its affiliates.
4. Basilikos Nomos Institute agrees that each of its employees shall abide by this Statement of Fundamental Doctrines Code of Ethics.
C. Participation in Universal Ministries’ Sponsored Events and Programs:
1. Basilikos Nomos Institute is permitted to participate in any of the missions programs offered or overseen by Universal Ministries.
2. Basilikos Nomos Institute agrees to work in accord with the Congregational Affiliation of Universal Ministries to establish local chapters of any of the programs set forth in the List of Primary Religious Programs, (To be announced)
3. Basilikos Nomos Institute may apply to Universal Ministries for an evaluation of any of its current mission or other programs to have them evaluated to be included in the List of Primary Religious Programs. Such evaluation and the determination to include or exclude any such program is in the sole discretion of Universal Ministries, and its determination shall be binding upon Basilikos Nomos Institute.
D. Other Affiliations Prohibited:
1. Basilikos Nomos Institute will not affiliate with organizations that do not follow the Statement of Fundamental Doctrines and Code of Ethics
III. Duties of Basilikos Nomos Institute:
A. Governing Doctrines and Beliefs: The Statement of Doctrines and Beliefs, annexed as Exhibit Statement of Fundamental Doctrines, is a representation of the current statement of doctrines and beliefs of Basilikos Nomos Institute.
B. Basilikos Nomos Institute reserves the right to change, modify, or otherwise amend the Statement of Doctrines and Beliefs from time to time. Such amendment will become effective as to Basilikos Nomos Institute within 30 days of receipt by the members of written notice of such changes.
C. List of Primary Religious Programs:
1. The List of Primary Religious Programs, annexed as Primary Religious Programs, is a representation of the current approved missions and programs of Basilikos Nomos Institute.
2. Basilikos Nomos Institute reserves the right to change, modify, or otherwise amend the List of Primary Religious Programs from time to time. Such amendment will become effective as to Basilikos Nomos Institute within 30 days of receipt by the members of written notice of such changes.
C. Services: Basilikos Nomos Institute agrees to provide the following services:
1. Counseling
2. Speakers
3. Literature
4. Other: Education
In Witness Whereof, the parties have caused this Affiliate Church Agreement to be executed by annexed Certificate on the day and year first above-written.
The constitution of this Church consists of: “The Statement of Doctrines and Beliefs for Living” Volumes One and “Principles of Order” Two (which includes, but is not limited to, the Articles of Faith, the form of Church government, rules for Church discipline, congregational meetings, Church committees, and Pastoral transitions), and “Principles of Order” for the perfecting of living a right and moral life.
The By-Laws of Basilikos Nomos Institute.
Basilikos Nomos Institute is a Self Governing, Sovereign Church of the Congregational Affiliation of Universal Ministries. and has sole authority to enact and legislate its own rules, laws, and regulations to further the purpose of the body.
Basilikos Nomos Institute is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions, and furthering the ministry as laid out by the tenets of Jesus Christ.
Anything according to the below mentioned Articles that are not fulfilled with in three years does not constitute a failure to follow these Articles. These Articles are governed by the Creator and according to his provisions of each and every Article.
The undersigned, acting as organizer(s), do hereby adopt the following Articles of Association for BASILIKOS NOMOS INSTITUTE, doing business as BASILIKOS NOMOS to further common purposes. The association shall operate under the rules promulgated by the Laws of the Holy Scriptures and state of North Carolina.
The name of the association is BASILIKOS NOMOS INSTITUTE.
The association is an unincorporated association.
The period of its duration is perpetual.
- Subject to the provisions of the this act, the association is organized and shall operate as a church under the tenants and teachings of the holy scriptures as expressed in the King James Bible, for religious, educational, and social purposes. This association is organized and operated exclusively for the above-stated purposes, and other purposes. No part of any net earnings shall inure to the benefit of any private member, only for the purposes of the fulfillment of the creator’s ministry.
- For the accomplishment of these objects Basilikos Nomos Institute shall have power to establish branch organizations; to establish a library or libraries; to print, publish, bind, and distribute such books, magazines, papers, and other literature as will further carry out the objects of Basilikos Nomos Institute; to lease suitable buildings and equipment; to acquire by purchase or gifts such personal and real property as may be necessary to carry out the objects of Basilikos Nomos Institute; to receive subscriptions and donations of real and personal property to be applied to the uses and purposes of Basilikos Nomos Institute; to take, hold, and manage real and personal property conveyed to it in trust, the monies and/or securities from which is to be applied to the uses and purposes of Basilikos Nomos Institute, and to execute such trust(s); to mortgage or otherwise incumber any of its property, or to sell and convey the same; to permit the use of any of its property for religious, educational, benevolent, or other lawful purposes.
- The purpose of Basilikos Nomos Institute shall be to establish and maintain a Church and to provide a place of public worship for it online; to establish, maintain and conduct schools for the religious instruction and education of the people, and to further other religious and charitable work including moral and social: the generating of missionary power throughout the Church, and for the furtherance of its principal purpose, the following purposes:
- To carry on religious, educational, and social institutions, lectures, and concerts, and to conduct services of a religious and/or Biblical nature and moral character
- In furtherance of the objectives described above, but not in limitation of such objectives, the association shall have the power, insofar as such power is conferred, or is not limited, by law, to make and perform contracts for any lawful purpose, to engage in various funding and fundraising activities and to acquire, own, hold, operate and maintain such property as to effectuate its purposes.
- The governing body shall have general charge of the property of Basilikos Nomos Institute, the conduct of all of its business affairs, and the control of its administration, including the appointment of such committees as they may deem necessary, but no contract involving any expenditure of money exceeding $100,000 shall be made without a vote of the governing body, and have the following authority;
- They shall appoint all employees of Basilikos Nomos Institute, except elected officers, and fix their compensation. They may fill temporarily any office which becomes vacant.
- They shall inform themselves regarding the Church’s real estate, trust funds, etc.
- They shall call special business meetings of the Church as needed.
- They shall act upon applications for new organizations within the Church.
- They shall pass on all requests for the use of buildings or facilities.
- They shall appoint members to the standing committees and such other committees as they may deem necessary.
- The street address of the initial registered office of the association is ,Publically Redacted, and the name of its initial registered agent is the Office of The Pastor, of which the initial Pastor at such address is Robertson, Brian Vincent. The association may establish a principal business and/or office of practice and may have such other offices as may from time to time be designated by its Pastor and/or Board of Elders, Deacons, and/or Bishops.
- Church Officers consist of Elders, Deacons, and/or Bishops.
- Elders may seek suggestions for nominees from Members if they are eligible to vote. The Governing Board shall determine if nominees meet the stated qualifications for the office. Qualified nominees are nominated by the Governing Board at its discretion.
- The election of Church Officers shall take place at a congregational meeting.
- Election of Church Officers shall be by a two-thirds majority of the eligible voting members present.
- Members that are eligible to vote have discretionary authority to establish the number of active Elders. If there are more qualified elders than are needed to serve at a particular time, the number of active elders shall be determined by a vote at a Congregational meeting upon recommendation of the Board of Elders.
- The Delegates for Basilikos Nomos Institute shall be Elders of the Church. They shall be nominated by the Governing Board and elected in accord with the rules of the Church’s Policy Manual. One of the Delegates shall be designated as our Primary Delegate. They shall serve for a term of one year.
- The officers of the Church shall consist of a Pastor, a Secretary, and a Treasurer. All three officers shall be Elders. The Primary Delegate shall serve as Pastor of the Church. The Secretary and Treasurer are nominated and elected by the Voting Members. Church officers serve for a term of one year with a maximum of 4 consecutive years, excluding the Pastor. The Pastor can and may serve for life.
- The officers of the Church shall have the authority and shall exercise the powers and perform the duties specified by the Pastor, the Governing Board, or these bylaws, except that in any event each officer shall exercise such powers and perform such duties as may be required by the laws of the Creator first and the Laws of the State of North Carolina second and those laws that are not in Conflict with the Creators laws.
- Elders must be male Members in full communion with the Church who live in keeping with the qualifications outlined in Scripture (1 Timothy 3:1-7, Titus 1:6-9) and who have been Members for at least one year. All ordained men on the Pastoral staff serve as Elders from their date of appointment.
- Each Elder serves a four-year term. There is no limit on the number of terms an Elder may serve if there is no replacement. If there is a replacement, then they shall only serve one four year term, and must have a term of four years in between each term of service.
- The Governing Board shall have the general oversight of the life and work of the Church including, but not limited to, the worship, preaching, ordinances, evangelism, visitation, discipline, finances, maintenance of the properties, and business affairs of the Church.
- Each Elder shall annually declare in writing his agreement with The Statement of Doctrines and Beliefs for Living and his willingness to follow the Principles of Order (“The Statement of Doctrines and Beliefs for Living”). Each Elder must also file a Conflict-of-Interest statement annually.
- Two-thirds (2/3) of the Elders shall constitute a quorum for the transaction of business at any meeting of the Board of Elders. Each Elder shall be entitled to one (1) vote and the vote of the majority of the elders present at a meeting at which a quorum is present shall be the act of the Board of Elders. Being “present at the meeting” can mean in person or participation by phone or video connection. If there is no quorum, then the Pastor shall have the ability to make the decisions necessary for the operation of the church.
- If an Elder is absent from three (3) consecutive meetings unless excused, his office shall become vacant for the remainder of the term. The minutes will note any excused absences.
- Any Elder may resign at any time by giving written notice to the Secretary of the Governing Board or to the Pastor. Any vacancy occurring in the Board of Elders shall remain open until the annual meeting of the Congregation.
- The Governing Board shall annually select a Chairman, Vice-Chairman, Secretary, and Treasurer.
- The Chairman shall preside over the monthly elder meetings per The Statement of Doctrines and Beliefs for Living and the Church’s By-laws and The Church’s Policy Manual. He shall publish an agenda and encourage discussion and decisions regarding the life and work of the Church for which the Governing Board has general oversight.
- The Vice-Chairman shall preside over the monthly elder meetings in the Chairman’s absence and he will perform any other responsibilities assigned to him by the Chairman and\or the Board of Elders.
- The Secretary shall keep a record of the minutes of each meeting as well as all congregational meetings. (In his absence, the Chairman will designate another Elder as Acting Secretary for that meeting.) The Secretary shall preside over the monthly elder meetings in the Chairman’s and the Vice-Chairman’s absence and he will perform any other responsibilities assigned to him by the Chairman and\or the Board of Elders.
- The Treasurer shall have responsibility for the financial activity of the Church as well as the bookkeeping (including, but not limited to, recording receipts, reconciling bank accounts, paying invoices, payroll, and budget preparation). He shall report on the financial position of the Church at each meeting of the Board of Elders. No member of the Pastoral staff may be selected as Treasurer.
- The Governing Board may, at its discretion and from time to time, select an Assistant Treasurer to assist the Treasurer in his duties. An Assistant Treasurer need not be an Elder but must be a Voting Member. The Assistant Treasurer shall perform any responsibilities assigned to him by the Treasurer and\or the Board of Elders. No member of the Pastoral staff may be selected as Assistant Treasurer.
- Deacons shall be appointed as the need arises based on the growth of the Church. Deacons may be male or female Members in full communion with the Church who live in keeping with the qualifications outlined in Scripture (Acts 6:6; 1 Timothy 3:8-13) and who have been Members for at least one year.
- Each Deacon serves a three-year term except for new Deacons who serve for an initial one-year term. There is no limit on the number of terms a Deacon may serve.
- The Board of Deacons shall have the general responsibility of sympathetic and benevolent service to Members as well as the surrounding community, showing the mercy and concern of the Church for the material and physical needs of others.
- The Board of Deacons shall serve under the direction of the Governing Board and shall report monthly to them on their actions and activities.
- The Governing Board shall have the authority to delegate to the Board of Deacons additional specific responsibilities to assist in carrying out the work and ministry of the Church.
- Two-thirds (2/3) of the Deacons shall constitute a quorum for the transaction of business at any meeting of the Board of Deacons. Each Deacon shall be entitled to one (1) vote and the vote of the majority of the Deacons present at a meeting at which a quorum is present shall be the act of the Board of Deacons. Being “present at the meeting” can mean in person or participation by phone or video connection. If there is no quorum, then the Pastor shall have the ability to make the decisions necessary for the operation of the church.
- Any Deacon may resign at any time by giving written notice to the Secretary of the Board of Deacons or to the Pastor. Any vacancy occurring in the Board of Deacons shall remain open until the annual meeting of the Congregation.
- The Board of Deacons shall annually elect a Chairman, Assistant Chairman, Worship and Service Chairman, Secretary, and Assistant Secretary.
- The Chairman shall preside over the monthly Deacon meetings per The Statement of Doctrines and Beliefs for Living and the Church’s By-laws. The Chairman shall publish an agenda and encourage discussion and decisions regarding the responsibilities for which the Board of Deacons has oversight.
- The Assistant Chairman shall preside over the monthly Deacon meetings in the Chairman’s absence and he will perform any other responsibilities assigned to him by the Chairman and\or the Board of Deacons.
- The Worship and Service Chairman oversees preparations for the weekly Sunday worship service and any additional preparation for services that include the ordinances of Communion and\or Baptism.
- The Secretary shall keep a record of the minutes of each monthly meeting as well as financial records for any funds controlled by the Board of Deacons.
- The Assistant Secretary fulfills the duties of the Secretary in his\her absence.
- Bishops are to be appointed by the sole discretion Pastor
- Bishops are held to the same rules as stated for Elders and Deacons.
- The Membership of the Church is composed of those whose lives give evidence of regeneration, who express faith in Jesus Christ as Lord and Savior, who give testimony of the assurance of the forgiveness of sin, who have been baptized by immersion, and who commit themselves to the discipline and fellowship of the Church.
- Only members of Basilikos Nomos Institute qualified to become members with voting rights. Members with Voting rights shall be eligible for election to the Offices/Officers. Each Member shall be at the time of his or her election and during his or her entire term of office a member of the congregation of the Church of Basilikos Nomos Institute in good standing and shall be a Citizen of The Kingdom of Heaven dwelling in one of the States of the Union. The moment any one of the above qualifications shall cease to exist concerning being a member.
- The standards and responsibilities for Church Membership are those outlined in the “The Statement of Doctrines and Beliefs for Living”, and “Principles of Order” Members also commit themselves to the “Expectations and Blessings of Membership” outlined in the Church’s Policy Manual.
- Member candidates are interviewed and approved by the Governing Body in accord with the Church’s Policy Manual. Ordained Pastors on the Pastoral staff are considered Members from their date of hire. Being a member does not automatically give Voting rights. Voting rights will be given to members that have been members for a minimum of two years and have shown evidence of living in accord with the tenants and teachings of the King James Bible in accord with the laws of the Creator unless the Pastor sees the need based on evidence to appoint voting rights before the two your mark.
- A person may be removed from membership at any time per the Membership Violations of Ethics stated in the Church’s Principles of Order if the behavior is not corrected following the process as prescribed by Jesus in Matthew 18:15-17
- Withdrawal from membership may be made by written request to the secretary or The governing board shall take cognizance of any charges that may be made to them in writing and duly signed, against any member for unbecoming conduct, and shall, in their official capacity investigate the charges, and if in their judgment the same be proven shall admonish the member, and in their discretion after such admonition, drop his or her name from membership in the Church and due notice of such action shall be mailed to such person.
- If needed the following committees will be appointed and all Committees will regularly publish written reports of their activities to the Board of Elders, Board of Deacons, and/or Board of Bishops.
- The Pastoral Relations Committee (PRC) shall consist of three (3) non-staff elders selected annually by the Board of Elders. The purposes and duties of the PRC follow the guidelines outlined in “The Statement of Doctrines and Beliefs for Living” Volumes One and Two.
- The Finance Committee (FC) shall be chaired by the Treasurer and consist of at least two (2) other Members. The purpose and duties of the FC included but are not limited to, reviewing annual and interim financial statements, recommending the annual budget to the Board of Elders, and recommending financial policies to the Board of Elders.
- The Audit Committee (AC) shall consist of at least 3 Members. The AC shall verify that the quarterly and annual financial reports are accurate and provide additional accountability and oversight related to the financial affairs of the Church.
- The Governing Board may convene other committees at any time and at its discretion. Likewise, the Board may disband committees at any time and at its discretion (except for any committees required by the “The Statement of Doctrines and Beliefs for Living” Volumes One and “Principles of Order” Volume Two*).
- *Once published and completed
- Property of the Church is held in trust for the use of the ministry and membership of the Basilikos Nomos Institute at ,Publicly Redacted, subject to the doctrines, laws, usages, and ministerial appointments of the Governing Board and/or Voting Members as from time to time established, made and declared by the lawful authorities of the said Church, and if the said property shall be sold or encumbered, the proceeds of the sale or the encumbrance shall be applied for the use of the aforesaid, subject, however, to the provisions of the law of the Church relating to abandoned Church properties and of that forbidding mortgaging of real estate for current expenses.
- In trust, the parsonages, if there has been purchased a parsonage, of Basilikos Nomos Institute shall be kept, maintained, and disposed of as a place of domicile for the use and occupancy of the Pastors of the Basilikos Nomos Institute who are from time to time duly appointed in said place in accord with the rules and usages of said Church, and\or as a place for ministry activities, and if sold, the proceeds to be used in accord with the rules of said Church.
- The Church shall indemnify any Pastor, Elder, Deacon, Bishop or officer, and may indemnify any other employee or agent, who was or is a party to, or is threatened to be made a party to, or who is called as a witness in connection with, any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, other than any action by or in the right of the Church, by reason of the fact that he/she is or was an Pastor, Elder, Deacon, Bishop officer, employee or agent of the Church, or is or was serving at the request of the Church as an Pastor, Elder, Deacon, Bishop, officer, employee or agent of another domestic or foreign corporation for profit or not-for profit, partnership, joint venture, trust or other enterprise, against expenses, including attorneys’ fees, judgments, fines and amounts paid in settlement, actually and reasonably incurred by him/her in connection with such action, suit or proceeding if such person acted in good faith and in a manner he/she reasonably believed to be in, or not opposed to, the best interests of the Church, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his/her conduct was unlawful.
- The Church shall indemnify any Pastor, Elder, Deacon, Bishop or officer, and may indemnify any other employee or agent, who was or is a party to, or is threatened to be made a party to, any threatened, pending or completed action or suit by or in the right of the Church to procure a judgment in its favor by reason of the fact that he/she is or was a Pastor, Elder, Deacon, Bishop, officer, employee or agent of the Church or is or was serving at the request of the Church as a Pastor, Elder, Deacon, Bishop, officer, employee or agent of another domestic or foreign corporation for profit or not-for-profit, partnership, joint venture, trust or other enterprise against expenses, including attorneys fees, actually and reasonably incurred by him/her in connection with the defense or settlement of such action or suit if such person acted in good faith and in a manner he/she reasonably believed to be in, or not opposed to, the best interests of the Church and except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of his/her duty to the Church unless and only to the extent that the court of common pleas of the county in which the registered office of the Church is located or the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the court of common pleas or such other court shall deem proper.
- The indemnification and advancement of expense provided by, or punted to, this Article XII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreement, a vote of disinterested Elders or otherwise, both as to action in his/her official capacity and as to action in another capacity while holding such office. It is the policy of the Church that indemnification of, and advancement of expenses to, Elders, Deacons, Bishop, and officers of the Church shall be made to the fullest extent permitted by law. To this end, the provisions of this Article XII shall be deemed to have been amended for the benefit of Pastors, Elders, Deacons, and officers of the Church effective immediately upon any modification of this Constitution to indemnify, or advance expenses to, Elders, Deacons, and officers of the corporations.
- The Church shall pay expenses incurred by an officer, Deacon, or Elder, Bishop, and may pay expenses incurred by any other employee or agent, in defending an action or proceeding referred to in this Article XII in advance of the final disposition of such action or proceeding upon receipt of any undertaking by or on behalf of such person to repay such amount if it shall ultimately be determined that he/she is not entitled to be indemnified by the Church.
- The indemnification and advancement of expense provided by, or granted in accord with, this Article XII shall unless otherwise provided when authorized or ratified, continue as to a person who has ceased to be a Pastor, Elder, Deacon, Bishop, officer, employee, or agent of the Church and shall inure to the benefit of the heirs, executors, and administrators of such person.
- The Church shall have the authority to create a fund of any nature, which may, but need not be, under the control of a trustee, or otherwise secure or insure in any manner, its indemnification obligations, whether arising under these bylaws or otherwise. This authority shall include, without limitation, the authority to:
- 6.1.deposit funds in trust or escrow;
- 6.2.establish any form of self-insurance;
- 6.3.secure its indemnity obligation by a grant of a security interest, mortgage, or other liens on the assets of the Church; or
- 6.4.establish a letter of credit, guaranty, or surety arrangement for the benefit of such persons in connection with the anticipated indemnification or advancement of expenses contemplated by Article XII. The provisions of this Article XII shall be not deemed to preclude the indemnification of, or advancement of expenses to, any person who is not specified in Section 1. or Section 2. of this Article XII but whom the Church has the power or obligation to indemnify or to advance expenses for, under the provisions of this Constitution or otherwise. The authority granted by Article XII. Section 6 shall be exercised by the Governing Board of the Church.
- The Church shall have the authority to enter into a separate indemnification agreement with any officer, Deacon, Elder, Bishop, employee, or agent of the Church or any subsidiary providing for such indemnification of such person as the Governing Board shall determine up to the fullest extent permitted by law.
- As soon as practicable after receipt by any person specified in Section 1. or Section 2 of this Article XII of notice of the commencement of any action, suit, or proceeding specified in Section 1. or Section 2. of this Article XII, such person shall, if a claim with respect thereto may be made against the Church under Article XII of these By-laws, notify the Church in writing of the commencement or threat thereof; however, the omission so to notify the Church shall not relieve the Church from any liability under Article XII of this Constitution unless the Church shall have been prejudiced thereby or from any other liability which it may have to such person other than under Article XII of this Constitution. Concerning any such action as to which such person notifies the Church of the commencement or threat thereof, the Church may participate therein at its own expense and, except as otherwise provided herein, to the extent that it desires, the Church, jointly with any other indemnifying party similarly notified, shall be entitled to assume the defense thereof, with counsel selected by the Church. After notice from the Church to such person of its election to assume the defense thereof, the Church shall not be liable to such person under Article XII of these Bylaws for any legal or other expenses subsequently incurred by such person in connection with the defense thereof other than as otherwise provided herein. Such person shall have the right to employ his counsel of his choosing in such action, but the fees and expenses of such counsel incurred after notice from the Church of its assumption of the defense thereof shall be at the expense of such person unless:
- 8.1.the employment of counsel by such person shall have been authorized by the Church;
- 8.2.such person shall have reasonably concluded that there may be a conflict of interest between the Church and such person in the conduct of the defense of such proceeding; or
- 8.3.the Church shall not have employed counsel to assume the defense of such action. The Church shall not be entitled to assume the defense of any proceeding brought by or on behalf of the Church or as to which such person shall have reasonably concluded that there may be a conflict of interest. If indemnification under Article XII of these Bylaws or advancement of expenses are not paid or made by the Church, or on its behalf, within 90 days after a written claim for indemnification or a request for the advancement of expenses has been received by the Church, such person may, at any time thereafter, bring suit against the Church to recover the unpaid amount of the claim or the advancement of expenses. The right to indemnification and advancements of expenses provided hereunder shall be enforceable by such person in any court of competent jurisdiction. The burden of proving that indemnification is not appropriate shall be on the Church. Expenses reasonably incurred by such person in connection with successfully establishing the right to indemnification or advancement of expenses, in whole or in part, shall also be indemnified by the Church.
- The Church shall have the power to purchase and maintain insurance on behalf of any person who is or was an Elder, Deacon, Bishop, officer, employee, or agent of the Church, or is or was serving at the request of the Church as an Elder, Deacon, Bishop, officer, employee or agent of another domestic or foreign corporation for profit or not-for-profit, partnership, joint venture, trust or other enterprises against any liability asserted against him and incurred by him in any such capacity, or arising out of his status as such, whether or not the Church would have the power to indemnify him against such liability under the provisions of this Article XII.
- Amendments to these By-Laws shall be made upon the recommendation of the Governing Board and approval by a two-thirds (2/3) majority of eligible Voting Members voting at a Congregational meeting.
- All amendments must be circulated to the Members in writing at least one 1 month before the Congregational meeting in which the vote is taken.
- The Governing Board will consider amendments proposed in writing by any Member. Any denial of such a proposal must be in writing
- If there is not a governing board in place, then the Pastor can Amend these Articles as the Need arises.
- Definitions :
- Agreement to Arbitrate: Subject to all of the covenants, promises, representations, and warranties made in this provision, the Parties agree as follows:
- The Parties shall submit all Disputed Matters to binding arbitration before the Religious Court.
- The Parties grant to the Religious Court:
- 2.2.1.subject matter jurisdiction to decide any Disputed Matter, and
- 2.2.2.personal jurisdiction over themselves and in rem jurisdiction over any property involved in the Disputed Matter, all per the Governing Law and the Religious Court’s published rules, regulations, and procedures, as such are in effect on the date of the submission of the Disputed Matter by delivery of process to the Religious Court.
- The Parties agree that:
- 2.3.1.the Parties have read the Religious Court’s published rules, regulations, and procedures, as such are in effect on the date of this Agreement, as such are available at: https://institute.basilikosnomos.com;
- 2.3.2.the Parties acknowledge and agree that the Religious Court may amend, modify, or delete any rule, regulation, or procedure at any time after the date of this Agreement in the manner provided by the Religious Court for taking such actions, provided that such amendments, modifications, or deletions must be available to the Parties by publication on the Religious Court’s Web site at: https://institute.basilikosnomos.com; and
- 2.3.3.as to any Disputed Matter, the parties agree to be bound by the Religious Court’s published rules, regulations, and procedures, as such, are in effect on the date of the submission of the Disputed Matter.
- All Disputed Matters shall be decided by the Religious Court per the Governing Law, and with the Religious Court’s published rules, regulations, and procedures, as such are in effect on the date of the submission of the Disputed Matter. In the event of a conflict between the Governing Law and the Religious Court’s published rules, regulations, and procedures, as such are in effect on the date of the submission of the Disputed Matter, the Governing Law shall control.
- The Parties agree that the determination of the Religious Court shall be deemed final, binding, and legally enforceable.
- Judgment upon any award rendered by the Religious Court may be entered in any court that would otherwise have had jurisdiction over the underlying Disputed Matter.
- Waiver of Other Rights, Remedies, and Processes: The Parties agree that their agreement to arbitrate constitutes a waiver of their rights to any other remedy or resolution process, including, but not limited to, an action at law or equity in a secular judicial court, and to arbitration or other alternative dispute resolution processes. Notwithstanding the foregoing, the Parties further agree that any Party may seek interim judicial relief in aid of this arbitration provision, and to enforce any arbitration award.
- Violation; Damages; Costs: If any Party violates the terms and conditions of this provision, any other Party shall be entitled to:
- dismissal of any action instituted against him, her, they, them, and/or it;
- injunctive relief against further proceedings in such action;
- an award of all costs and expenses incurred, including, but not limited to, attorneys’ fees and court costs.
- Survival of Jurisdiction: The Parties agree that the Religious Court shall retain jurisdiction over any application, motion, or other proceedings to modify, amend, terminate, or reopen any Disputed Matter over which it had original jurisdiction under this provision.
- The Governing Board may select one or more elder(s)-emeritus with the right to attend all regular and special meetings thereof, but with no power to make motions or to vote and who shall not be counted in determining a quorum.
- The Church believes that Holy Matrimony is the joining together of one man and one woman in a covenant union instituted and ordained by The Creator. Furthermore, The Creator’s Word declares that the expression of sexual relations is authorized only in the union of male and female within the bond of Holy Matrimony. Scripture teaches that homosexual lust and practice are sinful in The Creator’s sight. Finally, The Creator, in His wisdom, has created each person with a unique design as He wills. We believe that the gender of a person is determined by The Creator and should not be changed or modified after birth.
- Based on these statements, the following will apply to all Unions of Holy Matrimony being performed by Pastors/officiants at the Church and to the use of its facilities: