Draft of 23 December 2003

ARTICLE 1 - Introduction
A - These are the Bylaws of the US Lacrosse Women's Division Post- Collegiate Club (hereinafter sometimes referred to as "PCC" or "PCC 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 PCC Council is defined as the elected officers selected according to these bylaws with input from general PCC 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 made up of players not currently affiliated with a high school, 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 PCC and US Lacrosse.

c - Be prepared to play a schedule consisting of a minimum of six lacrosse games with member teams within the WDIA, with no more than two games against the same opponent counting towards this six game total.

d - Make a reasonable effort to send a representative to the annual PCC general membership meeting.

e - Designate a representative who agrees to serve as a liaison between the PCC 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 PCC Council.

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

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

B - A member team may resign membership in the PCC by sending its resignation to US Lacrosse headquarters or to the Chair of the PCC 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 PCC Council. Annual dues or other fees shall be paid to US Lacrosse no later than date established by the PCC Council from time to time for payment of such dues or other fees.

ARTICLE 4 - Organization
The PCC membership shall be managed and served by and executive committee, consisting of not less than three officers, referred to as the PCC Council. The PCC Council shall consist of the Chair, the Vice Chair, the Secretary, the Eastern Representative, the Western Representative, and the immediate Past Chair (if available and willing to serve).

ARTICLE 5 - Officers
The PCC Council shall elect a Chair, a Vice Chair, a Secretary, a Western Representative, and an Eastern Representative 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. PCC 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 PCC Council, or any PCC 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 PCC Council, or any other PCC 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 PCC 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, Eastern Representative, Western Representative, and the Immediate Past Chair (if available and willing to serve) shall constitute the PCC Council and shall act for the PCC 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 PCC Council of those persons who have been proposed as officers, or have indicated interest in running for an office. Officers are elected by PCC Council present at the meeting designated for election of officers.

B - The PCC Council shall select the Council's two 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 PCC 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 PCC 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 PCC Council shall select the Council's representative to the US Lacrosse Board of Directors. The PCC Director Representative shall be selected and serve in accordance with Chapter 10 of the US Lacrosse Bylaws.

F - For any PCC 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 PCC 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 PCC 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 PCC Council, composed of the Chair, Vice Chair the Secretary, the Eastern Representative, the Western Representative, and immediate Past Chair (if available and willing to serve) shall have the authority of the PCC membership to transact routine business of the PCC, carry out the objectives of the PCC considering the opinions and goals of PCC general membership, and during intervals between meetings of the PCC general membership take any urgent action(s) which could not reasonably wait for a meeting of the PCC general membership.

C - The Chair is the chief executive officer of the PCC and shall preside over all meetings of the Council and of the PCC general membership, may appoint committee chairs, have general supervision of the PCC, provide guidance to the other PCC officers, and ensure that the PCC 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 PCC Council and general membership meetings are properly sent to the appropriate members, ensure that a record is kept of all meetings of the PCC Council and of the general membership, ensure that the PCC 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 PCC Council.

F - The Eastern and Western representatives shall be responsible for determining and coordinating the needs and desires of their associated constituency and performance of other duties as may be assigned by the Chair or the Council.

G - The PCC 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 PCC 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 - Committees may be established by the Chair as such committees are deemed appropriate. The Committee Head will be appointed by a 2/3 majority of the council.

B - Any Committee Head may be removed by an affirmative vote of two-thirds of the PCC Council, with or without cause, but only after notice and an opportunity to be heard before all of the PCC 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 PCC Council, with or without cause, but only after notice and an opportunity to be heard before the PCC Council members then voting.

C - Each committee shall establish rules of conduct for its own operation, policies, and procedures, which shall be presented to the PCC Council for approval.

ARTICLE 11 - Absences
A - In the event the PCC 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 PCC Committee Head shall be unable to fulfill her term or in the event of her resignation or absence, the PCC Chair shall appoint a new Committee Head to fulfill the remainder of the unexpired term.

ARTICLE 12 - Meetings
A - The annual meeting of the PCC general membership or Council shall be at such time and such place as the PCC 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 PCC Council.

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

ARTICLE 13 - Quorum
A - A quorum for the transaction of business at a meeting of the PCC 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 PCC 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 PCC general membership shall exist when interested PCC team 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 PCC 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 PCC 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 due to an act or inaction of that organization involving the PCC, US Lacrosse, sportsmanship or other problem, she may request that the dispute be resolved by the PCC. Such dispute shall be referred to the PCC Council for investigation and resolution. In the event a member or members of the PCC Council are associated with one of the affected or involved organizations, such Council member shall excuse 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 shall fail to comply or continue to comply with the Articles, Bylaws, or the Rules of the PCC, or otherwise act in a manner detrimental to the PCC or US Lacrosse, the member's membership may be placed on probationary status by two-thirds majority vote by the PCC Council. A member placed on probationary status shall continue to have rights and responsibilities of the member as the case may be except shall not normally be eligible to participate in post-season play of the PCC. The 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 to regain its status as a full member. The probationary status of a member shall be reviewed annually to determine if the probationary status should be continued or discontinued by the PCC. A decision to continue probationary status or restore full membership to a member may be determined by a majority vote of the PCC Council.

ARTICLE 16 - Termination and Expulsion
The membership of a member may be terminated and the member expelled from the PCC only by a two-thirds majority vote of the PCC Council after giving notice to the member and giving the member an opportunity to be heard on the merits or appropriateness of such action. The termination of a member and expulsion of a member may be taken for act or acts significantly detrimental to the PCC or US Lacrosse or for continued failure to comply with the articles, bylaws, or rules of the PCC and should be taken, except in extraordinary circumstances, only after the member has been placed on probationary status and allowed a reasonable opportunity to cure or correct its actions.