US LACROSSE WOMEN�S DIVISION INTERCOLLEGIATE ASSOCIATES

BYLAWS

(draft of 15 September 2002)

ARTICLE 1 - Introduction

A - These are the Bylaws of the US Lacrosse Women�s Division Intercollegiate Associates Council (hereinafter sometimes referred to as "WDIA" or �WDIA Council�), which serve to govern the operations of this council only.

B - These Bylaws are to be interpreted consistent with the Bylaws of the US Lacrosse, Inc. and the Women's Division. All definitions are incorporated herein.

C � For the purpose of these bylaws the WDIA Council is defined as the elected officers selected according to these bylaws with input from general WDIA membership.

ARTICLE 2 � Membership

A - To gain full team membership (hereinafter sometimes referred to as �team� or �full� membership or member) in the US Lacrosse Women�s Division Intercollegiate Associates a candidate team must:

a � Be a lacrosse club, team or organization affiliated with a college, university or similar institution in the United States.

b - Desire to apply for membership and indicate their desire to participate and promote the purposes of the WDIA and US Lacrosse.

c - Be prepared to play a schedule consisting of a minimum of six lacrosse games with member teams within the WDIA.

d � Make a reasonable effort to send a representative to the annual WDIA general membership meeting.

e - Designate a representative who agrees to serve as a liaison between the WDIA and the full member team. This representative must be a member of US Lacrosse.

f - Agree to provide and continue to provide visiting teams with adequate playing facilities and endeavor to provide appropriate dressing and shower facilities.

g - Agree to pay any initiation fee and/or dues or assessments as may be from time to time established by the WDIA Council.

h - Agree to abide by the rules of the WDIA as they are promulgated from time to time.

i - Have its application of membership approved by a two-thirds majority vote of the WDIA Council.

B � A mentor membership may be available to those lacrosse clubs, teams, or organizations affiliated with a college, university or similar institution desiring to participate in the WDIA but not able to meet all of the other qualifications for membership. Those lacrosse clubs, teams or organizations desiring to obtain mentor membership must apply for mentor membership and signify conditions with which they may comply and conditions with which they are not able to comply. To be accepted as a mentor member the application must be accepted by a two-thirds majority vote of the WDIA Council. Mentor members may have a member(s) attend the annual meetings and other meetings of WDIA teams.

C � A mentor member is not eligible to participate in WDIA championship events. In view of this the WDIA may adjust mentor member dues and fees to reflect this non-participation.

D - A member team or mentor member may resign membership in the WDIA by sending its resignation to US Lacrosse headquarters or to the Chair of the WDIA Council.

ARTICLE 3 - Dues and Fees

All member teams and mentor members shall pay such annual dues or other fees as agreed upon by the WDIA Council. Annual dues or other fees shall be paid to US Lacrosse no later than date established by the WDIA Council from time to time for payment of such dues or other fees.

ARTICLE 4 - Organization

The WDIA membership shall be managed and served by and counsel, consisting of not less than three officers, referred to as the WDIA Council. The WDIA Council shall consist of the Chair, the Vice Chair, the Secretary, the Coaches� Representative, the Leagues� Representative, the Players� Representative, the Head Umpire, and the immediate Past Chair (if available and willing to serve).

ARTICLE 5 - Officers

The WDIA Council shall elect a Chair, a Vice Chair, a Secretary, a Coaches� Representative, a Leagues� Representative, a Players� Representative, a Head Umpire and may elect or appoint such other officers as they may deem necessary or desirable. Such officers may, but need not be, affiliated with any member or mentor member. WDIA Council members must be members of US Lacrosse. Any two or more offices may be held by the same person.

Article 6 � Conflict of Interest and Ethical Practices

No member of the WDIA Council, or any WDIA committee may vote on any matter in which he or she has a financial interest, or in which any member of the person�s immediate family has a financial interest. If a member of the WDIA Council, or any other WDIA committee becomes aware of any other matter that could be considered a conflict of interest or raise the appearance of a conflict of interest, the members shall immediately disclose that conflict to the WDIA Council and/or US Lacrosse.

ARTICLE 7 - Term of Office

The officers shall preside for terms of two years and may be re-elected to successive terms. The Chair, Vice Chair, Secretary, Coaches� Representative, Leagues� Representative, Players� Representative, Head Umpire, and the Immediate Past Chair (if available and willing to serve) shall constitute the WDIA Council and shall act for the WDIA Membership and shall also act as an Arbitration Committee, if necessary.

ARTICLE 8 - Elections

A - Elections of Officers shall take place yearly. Prior to the meeting reasonable notice shall be given to the WDIA Council of those persons who have been proposed as officers, or have indicated interest in running for an office. Officers are elected by WDIA Council present at the meeting designated for election of officers.

B - The WDIA Council shall select the Council�s representative to the Women�s Division Board of Governors. The governor shall serve until a successor is selected. The individual may not simultaneously hold another Governor position in the Women�s Division of US Lacrosse.

C � The WDIA Governor Representative may identify one designated substitute representative to attend meetings of the Women�s Division Board of Governors if she is unable or unwilling to attend a given meeting. The designated substitute must be reported to the US Lacrosse Women�s Division Board of Governors Secretary, and her term must run identical to that of the representative she is the substitute for. That substitute may vote at the meeting in place of the elected representative.

D - If both the regular representative and the substitute representative of the Council are unable to attend a meeting, the WDIA Governor Representative may elect to grant a proxy to another US Lacrosse Women�s Division governor. That proxy must be in writing and filed with the Secretary of the Women�s Division at least twenty-four hours before the beginning of the meeting for which it is issued, and shall follow all guidelines designated in Section 4.7 of the Women�s Division Bylaws.

E - The WDIA Council shall select the Council�s representative to the US Lacrosse Board of Directors. The WDIA Director Representative shall be selected and serve in accordance with Chapter 10 of the US Lacrosse Bylaws.

F � For any WDIA Council meeting, if an officer, with the exception of the Chair, or other member is unable to attend the meeting, that individual may elect to grant a proxy to another US Lacrosse member. Both the WDIA Council, and the coordinator of the meeting (if not on the Council) should be notified in advance. The proxy will have speaking and voting rights on all issues during the meeting for which she is designated a proxy. In the event that the Chair cannot attend a meeting, her vacancy will be filled by the Vice Chair in accordance with Article 9. If the Vice Chair is unable or unwilling to attend the same meeting, the Chair will select another Council member to fulfill her role for that meeting.

ARTICLE 9 - Duties and Powers

A - The affairs of the WDIA shall be managed by its Council and US Lacrosse. The Council may adopt such bylaws, rules and regulations that are deemed necessary to conduct its affairs, in accordance with US Lacrosse policy and Bylaws.

B - The WDIA Council, composed of the Chair, Vice Chair the Secretary, the Coaches� Representative, the Leagues� Representative, the Players� Representative, the Head Umpire, and immediate Past Chair (if available and willing to serve) shall have the authority of the WDIA membership to transact routine business of the WDIA, carry out the objectives of the WDIA considering the opinions and goals of WDIA general membership, and during intervals between meetings of the WDIA general membership take any urgent action(s) which could not reasonably wait for a meeting of the WDIA general membership.

C - The Chair is the chief executive officer of the WDIA and shall preside over all meetings of the Council and of the WDIA general membership, may appoint committee chairs, have general supervision of the WDIA, provide guidance to the other WDIA officers, and ensure that the WDIA policies, bylaws and rules are enforced, and are consistent with US Lacrosse and US Lacrosse Women�s Division policy and spirit.

D - The Vice Chair shall preside in the absence of the Chair and in the absence or incapacity of the Chair be vested with all the powers of the Chair. The Vice Chair shall assist the Chair upon request, and shall perform such duties or functions as the Chair or the Council may from time to time assign.

E - The Secretary shall ensure that notices of each WDIA Council and general membership meetings are properly sent to the appropriate members, ensure that a record is kept of all meetings of the WDIA Council and of the general membership, ensure that the WDIA records are preserved, ensure that accurate records of membership in the Council are maintained, and perform such other duties as may be assigned by the Chair or the WDIA Council.

F - The Coaches�, Leagues�, and Players� representatives shall be responsible for coordinating coaching, administrative, and student-athletes� matters respectively and performance of other duties as may be assigned by the Chair or the Council.

G - The Head Umpire shall be responsible for coordinating officiating matters and performance of other duties as may be assigned by the Chair or the Council.

H � The WDIA Council shall prepare an annual report of its activities for the US Lacrosse Women�s Division Board of Governors. The Chair will ensure that the annual report is prepared and is submitted to the Council�s representative to the Women�s Division Board of Governors by such time as the Board of Governors establishes for submission of the reports. The WDIA Council shall also prepare any other reports requested by US Lacrosse or the US Lacrosse Board of Directors by such time as established by those groups.

Article 10 � Committees

A - The WDIA Council shall have the following standing committees: Rankings, Recognition, Nominating, and Resources. The WDIA may establish other committees as it deems appropriate.

B - The Head of each committee shall be nominated by the Chair of the WDIA Council and approved by vote of the WDIA Council.

C - The Committee Head and members of each Committee shall be appointed for a two-year term and may be re-appointed to successive terms. Each Head of each Committee shall be a member of US Lacrosse.

D - Any Committee Head may be removed by an affirmative vote of two-thirds of the WDIA Council, with or without cause, but only after notice and an opportunity to be heard before all of the WDIA Council members then voting. Any Committee member may be removed upon the request of the Committee Chair by an affirmative vote of two-thirds of the entire WDIA Council, with or without cause, but only after notice and an opportunity to be heard before the WDIA Council members then voting.

E - The Rankings Committee shall be responsible for establishing, reviewing, maintaining, and disseminating national rankings for WDIA member teams. Mentor members teams are not eligible for consideration. The Rankings Committee should consist of voting members.

F � The Nominating Committee shall be responsible for contacting the general team membership for nominees to the WDIA Council officer positions and recommending members to those positions. This committee shall be responsible for setting policies and procedures for the officer candidate nominating process. This committee shall also be responsible for providing background information on nominated candidates for review of the Council or other electoral body in a timely fashion.

G - The Recognition Committee shall set policies, procedures, and awards (which must be approved by the WDIA Council and US Lacrosse) for recognition of exceptional members of the WDIA and WDIA teams. The committee shall assist with the implementation and dissemination of policies and information including, but not limited to, all-WDIA players, the WDIA Coach of the Year, and other national awards at the WDIA level. The Recognition Committee should consist of voting members.

H - The Resources Committee shall endeavor to develop resources and information deemed necessary or helpful to WDIA member teams and other college club level women�s lacrosse as a whole. In addition, the committee will endeavor to disseminate those resources or information to college club level women�s lacrosse teams; college, university, or similar organization recreation directors or the equivalent; or other appropriate persons or organizations.

I - Each committee shall establish rules of conduct for its own operation, policies, and procedures, which shall be presented to the WDIA Counsel for approval.

ARTICLE 11 - Absences

A - In the event the WDIA Chair shall be unable to fulfill her term or in the event of her resignation or absence, the Vice Chair shall assume the office. In the event any other officer is unable to fill her term or in the event of her resignation, the Chair may appoint a person to fulfill the unexpired term of the vacant office.

B - In the event a WDIA Committee Head shall be unable to fulfill her term or in the event of her resignation or absence, the WDIA Chair shall appoint a new Committee Head to fulfill the remainder of the unexpired term.

ARTICLE 12 - Meetings

A - The annual meeting of the WDIA general membership or Council shall be at such time and such place as the WDIA Council shall designate and shall, if at all possible, be held at the US Lacrosse National Convention. Such meetings shall be held for the transaction of business that comes before the Council. Regular meetings may be held as scheduled by the WDIA Council.

B � Meetings of the WDIA Council are called according to these bylaws for the purpose of transacting business that benefits the WDIA or WDIA member teams.

ARTICLE 13 - Quorum

A - A quorum for the transaction of business at a meeting of the WDIA Council shall exist when a majority of the Council members are represented either in person, by telephone or by proxy at such meeting. If a quorum is present, a vote of the majority of the WDIA Council members present in person or by proxy, shall be the act of the Council unless a greater number is required by law or these by-laws.

B - A quorum for the transaction of business at a meeting of the WDIA general membership shall exist when interested WDIA team and mentor members who are able to attend the meeting are present at a meeting organized according to the provisions in Article 12.

ARTICLE 13 - Amendments

The WDIA Council shall have the power to alter, amend, repeal or adopt bylaws. Such altering, amending, repealing or adopting of bylaws shall be made only at a meeting of the WDIA Council after the Council members have received at least a one week notice of such meeting giving notice of the alterations, amendments, repeals or adoption of new bylaws to be considered at the meeting. Such action shall require a vote of two-thirds majority of those members attending such a meeting at which a quorum is present.

ARTICLE 14 - Grievance Procedure

In the event any coach or team representative has any bona fide dispute with another member or mentor member due to an act or inaction of that organization involving the WDIA, US Lacrosse, sportsmanship or other problem, she may request that the dispute be resolved by the WDIA. Such dispute shall be referred to the WDIA Council for investigation and resolution. In the event a member or members of the WDIA Council are associated with one of the affected or involved organizations, such Council member shall recuse herself and the remaining Council member or members may appoint a replacement or replacements for the purpose of this arbitration.

ARTICLE 15 - Probation

In the event a member or a mentor member shall fail to comply or continue to comply with the Articles, Bylaws, or the Rules of the WDIA, or otherwise act in a manner detrimental to the WDIA or US Lacrosse, the member or mentor member's membership may be placed on probationary status by two-thirds majority vote by the WDIA Council. A member or mentor member placed on probationary status shall continue to have rights and responsibilities of the member or mentor member as the case may be except shall not normally be eligible to participate in post-season play of the WDIA. The member or mentor member who is placed on probationary status shall be advised of the cause of the probationary status, its terms and what actions should be taken by the member or mentor member to regain its status as a full member or affiliate member. The probationary status of a member or mentor member shall be reviewed annually to determine if the probationary status should be continued or discontinued by the WDIA. A decision to continue probationary status or restore full membership to a member or mentor member may be determined by a majority vote of the WDIA Council.

ARTICLE 16 - Termination and Expulsion

The membership of a member or mentor member may be terminated and the member or mentor member expelled from the WDIA only by a two-thirds majority vote of the WDIA Council after giving notice to the member or mentor member and giving the member or mentor member an opportunity to be heard on the merits or appropriateness of such action. The termination of a member or mentor member and expulsion of a member or mentor member may be taken for act or acts significantly detrimental to the WDIA or US Lacrosse or for continued failure to comply with the articles, bylaws, or rules of the WDIA and should be taken, except in extraordinary circumstances, only after the member or mentor member has been placed on probationary status and allowed a reasonable opportunity to cure or correct its actions.

Rules of the US Lacrosse Women�s Division Intercollegiate Associates are as follows:

A - For all WDIA contests, only bona fide players for the member organization or mentor member organization shall be entitled to play. For full team members, players must be enrolled as a student at the college, university, or similar institution with which her team is affiliated. For full members, a player may play for only one member or mentor member during the year in games that are taken into account for national rankings, or WDIA or league standings. This rule is not intended to prevent a player from playing for another team during �fallball� or other off-season events or for games that do not significantly impact the standings of WDIA teams. A player may only play four regular seasons of college lacrosse at the WDIA, NCAA, NJCAA, NAIA, or similar level combined. For good cause, and after notice to the WDIA Council, the Council may grant exceptions to these rules.

B - All contests between members and/or mentor members shall be played under the Official Rules for Women�s Lacrosse approved, or promulgated, by the Women�s Division of US Lacrosse.

C - It shall be the home team's responsibility to timely and appropriately notify the appointing authority to ensure that assigned officials are available to officiate all games. It shall be the home team's responsibility to have the playing field, including goals and table area, available and appropriately marked. The home team shall be responsible for providing a score book, visible scoreboard, timing devices, balls, timekeeper and scorekeeper, and pay all of the agreed fees and costs of the officials unless other arrangements are made.

D - All contests between WDIA members or mentor members for games that are taken into account for national rankings, or WDIA or league standings shall be officiated by umpires certified by the Women�s Division of US Lacrosse and assigned by the assigning official for the home team, league, or WDIA.

E - In the event a member team or a mentor member team is unable to appear and play a scheduled contest, it shall notify the other team as soon as possible, but at least twenty-four hours prior to the scheduled time of the contest and notify the assigning official and the assigned umpires. Each team must play each scheduled contest and the failure to do so or the failure to appropriately notify the opposing team of cancellation shall be referred to the members� leagues authorities for play within one league or the WDIA Council for inter-league play. Review and appropriate action for intra-league play is determined by the involved league. Review and appropriate action for inter-league play includes, but is not limited to, declaring a forfeit by the WDIA council.

F - In the event any player team or person associated with a member organization shall commit any act considered excessively unsportsmanlike or otherwise detrimental to the purposes of the WDIA or US Lacrosse, such may be reported by any member team or official to the WDIA Council for investigation and appropriate action.

G � In the event any home team fails to give proper information to the appointing authority and/or fails to appropriately notify the assigned officials of the time, location or cancellation of a game with sufficient time to avoid travel by the umpires, the umpires shall be paid for the contest by the home team. In the event the problem is due to the visiting team's failure to appear and/or appropriately notify the home team, the visiting team shall be responsible for such costs in addition to any other action deemed appropriate by the WDIA Council.

H - Any fans and supporters will abide by any rules concerning conduct, use of alcohol, parking or other rules required or requested by the host team or host institution.

I - Each team is responsible to have appropriate uniforms and equipment in accordance with the Official Rules for Women�s Lacrosse approved, or promulgated, by the Women�s Division of US Lacrosse and preferably shall include two sets of numbered game shirts with different colors (dark colors for away games and light colors for home games). The teams should coordinate the choice of shirt colors with the opposing teams for each game to avoid similar color shirts for the games. In the event of a conflict, the home team shall be responsible for changing shirts to avoid the conflict or shall be responsible for providing numbered pinnies or vests and wearing them.

J- Each team shall make every effort to have an adult non-playing coach, for each game, who shall be designated as the coach for the team. This rule may be considered by the WDIA in determining entry to membership for teams desiring membership in the WDIA.

K - Each team shall, each year, recruit at least one (preferably two or more) person(s) (preferably adult non-playing) from their respective communities who will attend Women�s Division of US Lacrosse officials training and certification and participate as an official. This rule will be considered by the WDIA in determining entry to, and continued membership in the WDIA. For good cause, and after notice to the WDIA Council, the Council may grant exceptions to this rule.

L � A bona fide WDIA league as approved by the WDIA Counsel with a minimum of eight WDIA member teams (not including mentor members) shall receive one automatic qualification bid to the WDIA National Championship Tournament for the team within their league that league designates as their representative. If that league chooses not to send a representative, the WDIA Council will determine the process for which a substitute team will be determined.

O - For games that are canceled or postponed due to inclement weather, as long as the umpires are properly notified, there will be no penalties.

P - All WDIA teams, coaches, officials, spectators, and administrators will abide by the US Lacrosse Code of Conduct both in and out of the regular season.