GENERAL BY-LAW 101. NAME

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1 By-Laws of The Pocono Snow Juniors Soccer Club (A non-profit organization) The following By-Laws were approved by a vote of the founders at their planning meeting in March 5, Motion was approved by unanimous vote by board for the amendment in regard to name change and re-branding on 08/19/2016, amendment at bottom of document. By-Laws GENERAL BY-LAW 101. NAME This organization shall be incorporated as the Pocono Snow Juniors Soccer Club. It shall be referred to as Pocono Snow Juniors Soccer Club and/or Pocono Snow Juniors, PSJSC, or The Club with equal force and effect. BY-LAW 102. OFFICE The principle office of the Pocono Snow Juniors Soccer Club shall be designated as the home mailing address of the presiding Club Secretary.. The mailing address shall be: Name: Maureen Pascal Street Address: 1785 Murray Street City/Town, Postal Code: Forty Fort, PA The change of the registered office shall be effective upon the end of current Club s president Term in office, or at such time as a physical office/facility is established. BY-LAW 103. MISSION & VISION Section 1. Pocono Snow Juniors Soccer Club was formed as a non-profit organization and exists to serve and: (a) Promote physical, mental and emotional growth of youth and expand to them the knowledge and experience of the sport of soccer. To develop players who demonstrate Elite potential from U 6 up to U 19 to the highest standards of conduct and self-discipline that should be expected of a responsible sportsman, potential collegiate player, or future professional on and off the field of play. (b) PSJSC is committed to educating and developing young athletes to their highest potential through the game of soccer regardless of race, color, religion, age, sex, national origin and or/ability. The PSJSC offer this support to all youth players committed to the pursuit of excellence by providing the highest level of coaching and to ensure all players develop to their potential. (c) To build and sustain a regionally and nationally recognized soccer club and provide skills training appropriate for all ages and levels. The realization of these goals must be accomplished within the proper framework of instilling character, self-esteem, confidence, responsibility, accountability, loyalty, and fair play within our youth players. (d) The PSJSC plans to develop productive partnerships with parents, the community and other organizations. Section 2. The objectives of the PSJSC are to: A.) Promote the game of soccer at Elite competitive levels. The primary focus will be the development of each individual youth player member.

2 B.) Organize teams and develop players and coaches to participate in EPYSA or US Club Soccer leagues and Cup Competitions as well as tournament. C.) Assign administrative responsibilities to appointed and elected PSJSC members. D.) Provide programs for the membership as required. Section 3.The PSJSC shall maintain its tax-exempt status under the Internal Revenue Code. Section 4. The PSJSC shall maintain its non-profit corporation status, organized and existing under the laws of the State of Pennsylvania. BY-LAW 104. AFFILIATION The PSJSC shall be a member of and comply with the authority of Eastern Pennsylvania Youth Soccer Association (EPYSA), US Club Soccer, the United States Youth Soccer Association (US Youth Soccer), United States Soccer Federation (US Soccer). BY-LAW 105. LAWS OF THE GAME The Laws of the Game as authorized by FIFA, and modified for youth play by US Soccer, US Youth Soccer, EPYSA, and US Club Soccer, apply to youth soccer games sanctioned by BMYSA, LVYSL, MAPS, NEPSAY, and PAGS. BY-LAW 106. EQUAL OPPORTUNITY Section 1. The PSJSC shall provide an equal opportunity to athletes, coaches, trainers, managers, administrators, and officials to participate in competitive youth soccer without regard to that individual s race, color, religion, national origin, age or sex. Section 2. Any individual serving on the Board of Directors or a committee of PSJSC shall be selected without regard to that individual s race, color, religion, national origin, age or sex. BY-LAW 107. SEASONAL AND FISCAL YEARS The seasonal and fiscal year shall begin August 1 of one calendar year and end July 31 of the following calendar year. A.) Receipts for BoD qualified/approved reimbursement (of monies spent on PSJSC matters, materials, etc.) must be turned in before the end of the Fiscal Year or the monies spent will be considered a donation. BY-LAW 108. USE OF NAME AND LOGO AND COLORS Section 1. No one may use the name or initials of Pocono Snow Juniors Soccer Club or PSJSC, any of its trade names including Pocono Snow Juniors Soccer Club and/or Pocono Snow Juniors, PSJSC, or any of its logos except as provided under these by-laws or except with the express written consent of PSJSC. Section 2. The main colors of PSJSC are Orange, Royal, and White. Section 3. Individual teams will follow the same naming convention. This naming convention will appear on all official documents including tournament applications. Teams will be designated as Pocono Snow Juniors (year) (gender) (Orange or Blue), effective January 10, Example: Pocono Snow Juniors 97 Girls Orange Section 4. Pocono Snow Juniors is the only name permitted for the Club s teams. Individual teams may not use a nickname or specialized team name while being associated with Pocono Snow Juniors Soccer Club effective January 10, BY-LAW 109. ORDER OF BUSINESS

3 Section 1. The agenda for all meetings shall follow the format below (except as otherwise provided in these by-laws). 1. Call to Order 2. Roll Call 3. Introduction of Guests 4. Presentation by Guests 5. Reading and Acceptance of Minutes 6. Correspondence 7. Reports from all Board and Committee Members in the following order: A.) President B.) Treasurer/Director of Finance (approve budget) C.) Secretary/Director of Administration D.) Field Coordinator E.) Uniform Coordinator F.) Club Director G.) Committees H.) League Representatives (BMYSA, EDP, LVYSL, MAPS, NEPSAY, PAGS) 8. Unfinished Business 9. New Business 10. Date of next meeting 11. Adjournment Section 2. Committee Minutes and position reports must be in written form and turned into the Secretary. If the written form is turned in and published for distribution a week prior to the next Board Meeting, this report may be approved without reading at the Board Meeting. Section 3. A Quorum at a Board meeting: Three-quarters (3/4) of the number of Directors then serving shall constitute a quorum for the transaction of business at a meeting of the Board of Directors. If, however, such Board members shall not be present at any meeting of the Board of Directors, the Board members entitled to vote there at, present in person, shall have power to adjourn the meeting from time to time without notice other than announcement at the meeting, until the requisite amount of Board members shall be present. At any adjourned meeting at which the requisite number of Board members shall be present, any business may be transacted which might have been transacted at the meeting as originally notified. BY-LAW 110. BOUNDARIES The PSJSC is based primarily in the City of Wilkes-Barre and the boundaries of the PSJSC shall be the state of Pennsylvania. BY-LAW 111. AUTHORITIES Section 1. The PSJSC shall be governed by its by-laws as presently constituted, except in those matters reserved by EPYSA, US Soccer, US Youth Soccer, and US Club Soccer. These organizations governing documents take precedence over, and supersede the governing documents of the PSJSC to the extent applicable under Pennsylvania State Law.

4 Section 2. The legislative and judicial powers of PSJSC, except those, which are herein otherwise delegated, shall be vested in a Board of Directors. Section3. The PSJSC will not join organizations that have conflicting requirements with the United States Youth Soccer Association (US Youth Soccer), United States Soccer Federation (US Soccer), and US Club Soccer. Section 4. In any and all matters that are not addressed by these by-laws, the governing documents of EPYSA, US Youth Soccer, and US Club Soccer shall take precedence. In any and all matters that are not addressed by these by-laws or those of US Youth Soccer, the governing documents of the US Soccer shall take precedence. BY-LAW 112. DISSOLUTION Section 1. If the PSJSC dissolves for any reason, its properties and assets shall be put in a trust until: A.) A new Soccer Club can be formed under the guidelines of the Federation. B.) The Board of Directors that are in office at that present time (members must be in good standing with PSJSC and any of the PSJSC governing organizations) shall vote to give it to a non-profit organization of their choice that will benefit youth in the State of Pennsylvania. Section 2. If any team that is a member of the Pocono Snow Juniors Soccer Club dissolves, all financial instruments, all equipment purchased either through donation, sponsorship, or parents will become the property of the Pocono Snow Juniors Soccer Club to be distributed to any new or returning team at the discretion of the Board of Directors. BY-LAW 113. DEFINITIONS Except as otherwise provided these definitions apply to these by-laws and all policies of the Pocono Snow Juniors Soccer Club. 1. PSJSC means Pocono Snow Juniors Soccer Club. 2. EPYSA means Eastern Pennsylvania Youth Soccer Association. 3. Executive Board means elected Officers: President, Vice President, Treasurer/Director of Finance and the Secretary/Director of Administration. 4. Board of Directors means the Board of Directors of PSJSC established under By-law Officer means all positions elected to the Board of Directors as established under By-law 401 Section Federation means the United States Soccer Federation, Inc. 7. FIFA means the Federation Internationale de Football Association of which the US Soccer is the national association member for the United States. 8. State Association means the administrative body within a territory determined by the National Council to carry out US Youth Soccer s programs for youth players. 9. General Assembly means the General Assembly of PSJSC as provided under By-law 114 A. 10. Team means a group of soccer players playing on the same side in soccer games. 11. USOC means the United States Olympic Committee that is the corporation established under the Amateur Sports Act to oversee all amateur athletic activity in the United States. 12. US Youth Soccer means the United States Youth Soccer. 13. Youth player means an individual who has not reached 19 years of age prior to August 1 immediately before the start of any seasonal year. A player who reaches 19 years of age during a seasonal

5 year is allowed to complete that seasonal year. A player who reaches 19 years of age during August of one seasonal year shall be allowed to complete all of the next seasonal year. 14. USCS means US Club Soccer. BY-LAW 114. MEETINGS OF THE ORGANIZATION A.) Regular meetings of the Board of Directors shall be held on the first (1st) Monday of each month. The Board of Directors may change the time and date of such monthly meeting by a majority vote of such Directors at any regular monthly meeting of such Board. Notification of the time and location shall appear in the Minutes of the latest meeting. A-1.) A regular meeting of the Board of Directors shall be held without notice immediately after the Annual General Meeting at the same place at which such meeting are held or at such other places within the vicinity of the City of Wilkes-Barre or as the Directors shall designate. B.) The July Meeting shall be designated as an Election Meeting. All Officers, Standing Committees, and Standing Positions shall take office at the conclusion of the July Meeting. There will be an exception to this rule if an elected Board is not in place either at inception of the organization, or an elected Board should happen to dissolve for any reason, an Ad Hoc Advisory Board shall be convened. In this case, an Election Meeting shall be held at the earliest opportunity at the discretion of the Ad Hoc Advisory Board to elect a Permanent Board within a specified period not to exceed 9 months. C.) The Board of Directors shall meet every month. At least three quarters (3/4) of the Board of Directors (in good standing with PSJSC or with its governing bodies) must be present. D.) The Standing Committees shall meet as deemed necessary by the Committee or Officers. At least two members must be present. E.) Special meetings of the Board of Directors may be called by the President and shall be called by the President (or other Director performing his/her duties) at the request of three Directors of PSJSC. The President must notify any and all Officers concerning a special meeting. All efforts shall be made to notify the General Assembly of a Special General Assembly Meeting. E-1.) Such request shall state in writing the purpose or purposes of the proposed meeting. Notice of special meeting shall be given by the Secretary/Director of Administration (or another Director performing his/her duties) personally, or by telephone, or in writing. Such notice shall be given no less than five (5) days [one hundred twenty (120) hours] before the meeting. E-2.) The business transacted at a special meeting shall be confined to the purposes stated in the call. F.) Any Officer may call a meeting of the Board of Directors. All members must be notified by telephone call; , or U.S. Mail. G.) Minutes shall be kept of all regular and special meetings. Once minutes are approved they will be distributed to the general membership. H.) There may be times when members or non-members of the PSJSC who are attending a Board meeting as invited guests, will be asked to leave so that internal and private matters may be discussed by the Board. This is deemed as a Closed Session. The option to exclude/include a member from a Board meeting is solely at the discretion of the Board, as decided by a majority vote. MEMBERSHIP General BY-LAW 201. ELIGIBILITY

6 The membership of Pocono Snow Juniors Soccer Club shall include all soccer players, their parents/guardians, coaches, trainers, managers, administrators, and officials without discrimination on the bias of race, color, religion, age, sex, or national origin and upon payment of appropriate fees. BY-LAW 202. MEMBERSHIP CATEGORIES PSJSC has the following categories of membership: A.) Player Membership B.) Adult Membership BY-LAW 203. PROHIBITION ON TRANSFERRING AND ASSIGNING MEMBERSHIP Membership in PSJSC is not transferable or assignable. Membership terminates when PSJSC dissolves, the individual dies or as provided under these by-laws. BY-LAW 204. GENERAL RESPONSIBILITIES In addition to other requirements of these by-laws: A.) Falsification of records shall be grounds for removal from future participation and/or membership in PSJSC. B.) A plea of ignorance to the By-Laws, policies and procedures of PSJSC is not sufficient and violators may expect appropriate action by the Board of Directors; C.) Any person found guilty of violating the By-Laws, policies and procedures of PSJSC will have the opportunity to appear before the Board of Directors in order to explain his/her actions. Individual Members BY-LAW 211. ADMISSION TO MEMBERSHIP An individual who is a player, coach, administrator or parent/guardian of a player is a member of PSJSC. A.) Through that individual s membership or association with PSJSC; B.) As an elected officer or member of the Board of Directors; C.) If the individual occupies an unpaid administrative position; or D.) As a committee member of PSJSC. E.) Parents and or legal guardians through their child s membership with PSJSC. BY-LAW 212. TERMS OF MEMBERSHIP The term of membership of a PSJSC member is for one seasonal year or the duration of membership or association within PSJSC, or the term of election/appointment to the position of office noted in by-law 403. A.) The exception is the founding Board as stated in By-Law 403 Section A. The exception to this By-Law would be for the founding Board, they would have a 3 year term FEES BY-LAW 241. MEMBERSHIP FEES Section 1. Each Player Member shall pay to PSJSC various annual and monthly fees in amounts recommended by the Board of Directors and ratified by at the Annual Budgetary Meeting. Section 2. The Board of Directors shall establish deadlines for the payment of fees. Section 3. Any changes in fees being recommended by the Board of Directors shall be forwarded, in writing, to all voting members. Section 4. Fees will be set for the entire year before the season is to start. If there is any change to the fees during the as circumstances may dictate, each member will be notified.

7 Suspensions, Fines, Terminations, and Reinstatement BY-LAW 251. SUSPENSIONS, FINES and TERMINATIONS Section 1. A.) A Player Member failing to pay any fees due to PSJSC or the team with whom the member is associated, shall be provided written notice of the delinquency. If those fees are not paid within 30 days after the date of the notice of delinquency, the delinquent Member shall be suspended. Unless otherwise provided by the Board of Directors, the membership of the Member shall be terminated automatically if the Member has failed to pay those fees for a period of 90 days after the date specified in the notice of delinquency. The Member shall be notified in writing of the suspension and the date on which membership will be terminated if the fees remain unpaid. B.) Any debt owed by any Member shall be binding on every team thereof. Section 2. The Board of Directors may suspend, terminate (or any combination thereof) the membership of any Member of PSJSC, if the Board determines that: A.) The conduct of the Member is adverse to the best interests of soccer, PSJSC, or the purpose that PSJSC has been formed; or B.) The Member has not complied with the requirements of its membership in PSJSC. The Board of Directors may act only after a hearing, reasonable notice to the Member of the time and place of the hearing, and providing the Member with a reasonable opportunity to present evidence in support of the Member s position. Section 3. All Members of PSJSC upon notification by PSJSC must recognize a suspension or other disciplinary action imposed by PSJSC in accordance with these by-laws. Section 4. PSJSC must recognize suspensions and rulings of all organizations under the jurisdiction of US Youth Soccer. Section 5. The Board shall establish penalties, as necessary, to enforce the rule, regulations, and by-laws of PSJSC. Section 6. If occasions arise that are not fully covered by the By-laws of PSJSC, the Board shall have the power to decide action to be taken. This authority may include, but not be limited to suspensions or termination from this organization. Section 7. A coach, team manager, or team representative must attend General and Special Assembly meetings. Teams failing to be represented at the regular quarterly team managers meeting or special Assembly meetings shall be reprimanded by mail. For each offense, a fine of $50.00 will be automatically levied upon the team. The Secretary will read the names of the Teams which have been reprimanded and which owe fines at each meeting of the Assembly. Failure to pay the fine(s) by the meeting following the reading of the team s name will automatically serve to suspend all Members of the team from voting at Assembly meetings until the fine(s) are paid. Absence may only be excused by the Executive Board. Approval is not guaranteed. Section 8. Coaches will be required to attend quarterly coaches meetings. BY-LAW 252. SUSPENSION BECAUSE OF LITIGATION Section 1.Any person participating in a PSJSC program, or in a program of a Member of PSJSC, who becomes a defendant in litigation detrimental to the welfare of youth players or litigation based on activity detriment to the welfare of youth players, shall be suspended from all soccer-related activities. The Board

8 of Directors shall determine suspensions under this by-law. Matters detrimental to the welfare of youth players shall include crimes of moral turpitude and felonies. The person has right to appeal the suspension only over whether the matter, which is the substance of the accusation, if true, is detrimental to the welfare of youth players. Section 2. On completion of the litigation, the suspended person may inform the body suspending the person under Section 1 of this by-law that the litigation has been completed and request that the suspension be terminated and the person reinstated. The suspending body may grant the request of the person or, if the decision of the litigation was adverse to the person, may continue the suspension for a period specified by the suspending body, fine the person, terminate all membership of that person with the suspending body and its members, or any combination of those authorized penalties. BY-LAW 253. RESIGNATIONS Section 1. Any Member may resign from PSJSC by submitting a written resignation to PSJSC. The resignation need not be accepted by PSJSC to be effective. A Member s resignation does not relieve the member of any obligation to pay any fees that had been accrued and were unpaid before the effective date of the resignation. Section 2. Any member resigning between the date of paying their yearly registration fee and administration fee, and August 1 are entitled to a full refund of their registration fee paid. Any member resigning between Aug 1 and their teams first regular season game is entitled to a refund of 50% of their registration fee and administration fee paid. Any member resigning after their teams first regular season game is not entitled to any refund of their registration and administration fee. There will be no refunds for a facility fee levied in April if a member chooses to resign following payment of this fee. Section 3. Any monies donated through sponsorship or fundraising by the resigning member may not be refunded to the member and may only be transferred to a family member in the club upon written notice. If the resigning member does not choose to do transfer funds to another member, then the PSJSC will put the monies in the PSJSC general fund to help pay for Club expenses. BY-LAW 254. REINSTATEMENT A suspended member of PSJSC may submit a written request for reinstatement. The Board of Directors may reinstate the membership of a suspended member on reasonable terms that the Board considers appropriate. BY-LAW 255- CONFLICT RESOLUTION It is in the interest of the club to resolve all conflicts as the may arise. The following chart is a resolution chart that will be utilized to resolve conflicts in the membership of Pocono Snow Juniors Soccer Club Conflict Resolution Flow Chart Issue or Concern Identified Discuss Issue or Concern with Manager? Document Solution? Yes Is the Issue Resolved? Send copy to Board No? Present Issue or Concern to the Conflict Resolution Committee

9 Document Solution? Yes Is the Issue Resolved? Send copy to Board No? Present Issue or Concern to the Board? Decision Made ORGANIZATION Voting BY-LAW 301. ORGANIZATION MEMBERS Each Club team, in good standing, is entitled to vote at General Assembly meetings. A.) Each Club team shall have 1 vote. The voting member of the Club team will be established in roll call. BY-LAW 302. OFFICERS AND BOARD OF DIRECTORS Section 1. The individual who is chairing a meeting of the General Assembly may vote only when the vote is by ballot, or, in all other cases, to affect the result of the vote. Section 2. Each member of the Board of Directors, except as outlined in Section 1 & 2 of this by-law, is entitled to one vote each at General Assembly meetings. A.) If there are 2 (two) members of a family that are on the Board of Directors, then only 1 of those family members may be allowed to vote on any Board Decisions. BY-LAW 303. LIMITATION An individual may vote at any meeting of PSJSC in only one capacity. A.) If there is a family/member that holds more than one position on the Board of Directors, or if a member/family has the power to vote by more than one qualifier listed in By-law 211, no more than 1 vote will be counted per member/family per opportunity to vote. General Assembly BY-LAW 304. COMPOSITION AND GENERAL AUTHORITY Section 1. PSJSC has a General Assembly that is composed of representatives of Organization Members and the Board of Directors. Section 2. The General Assembly has the following responsibilities: A.) To attend all meetings. B.) To elect, appoint, and nominate candidates for offices. C.) To uphold all decisions of the General Assembly, Executive Officers, Board of Directors, Committees, and Standing Positions. Also to support the actions of those with whom we are affiliated with. D.) There shall be no absentee ballots unless approved by the Board before vote given that there were extenuating circumstances (injury to prevent travel, death of family member, etc.). Section 3. The General Assembly has the following authority: A.) Adoption of the budget of PSJSC; B.) The election of all officers and Board of Directors; C.) Conduct additional business at the General Assembly Meeting as deemed appropriate by the Board of Directors. BY-LAW 305. GENERAL ASSEMBLY MEETING Section 1.

10 A.) The PSJSC Board of Directors shall hold an annual general meeting on or before July 28th, (of each year) which shall be the election meeting. B.) The PSJSC Board of Directors shall hold General Assembly Meetings on the 1st Monday of each soccer quarter (August, November, February, May) unless otherwise announced at the previous meeting and in the minutes. At least half of the Board of Directors must be present for this to take place. Section 2. PSJSC shall provide to all voting members no later than 30 days prior to the Annual General Meeting in writing or via A.) Notice of the annual meeting, giving the agenda, date, time, and location of the meeting; and B.) The proposed budget; and C.) A list of any individuals who have declared candidacy for election to the Board of Directors as of the time of the notification. Section 3. The order of business at the Annual General meeting shall be as follows: A. Call to order. B. Roll Call. C. Acceptance of Minutes of previous General Assembly meeting. D. Acceptance of Reports and Confirmation of actions taken and policies adopted by the Board of Directors. E. Unfinished Business. F. Acceptance of Proposed Budget. G. Amendments to the PSJSC By-laws and policies. H. Election of Officers and Board Members. I. New Business. J. Good of the Game. K. Adjournment. Section 4. Any business item to be presented at a General Assembly Meeting must be submitted in writing to PSJSC 15 days prior to the any General Assembly Meeting. BY-LAW 306. SPECIAL MEETINGS Section 1. A.) A special meeting of the General Assembly may be called at any time on request of: 1. The President of PSJSC. 2. A majority of the Board of Directors; or 3. At least 5 Club Teams of PSJSC. B.) The request shall state the business items to be considered at the special meeting. No other items may be considered at the meeting. BY-LAW 307. PLACE OF MEETING The Board of Directors may designate a place within reasonable proximity for attendance by the constituency as the place for a meeting of the General Assembly. OFFICERS AND BOARD OF DIRECTORS Officers BY-LAW 401. OFFICERS AND BOARD OF DIRECTORS

11 Section 1. The Executive Officers a.k.a. Executive Board of PSJSC is the President, Vice President, Treasurer/Director of Finance, and Secretary/Director of Administration. Section 2. The Board of Directors of PSJSC are the President, Vice President, Treasurer/DoF, Secretary/DoA, Past President, Registrar, Field Coordinator, Uniform Coordinator, Fundraising Director, Team Manager Liaison and Legal Counsel. BY-LAW 402. NOMINATIONS A.) A nomination committee of two (2) or three (3) members of PSJSC shall be appointed by the Board of Directors at the May Meeting. B.) During the month of June, the committee shall post at the field all Board of Director positions that are up for election. C.) At the July meeting nominations shall be made for the positions of Officers and that are open for election. D.) All nominated people must be members in good standing with PSJSC at the time of their nominations. E.) Any Member of the Board of Directors wishing to run for a new position when his/her term has not expired shall make his/her intent known to the nomination committee by June 30th and a letter of resignation to be handed to the Officers effective at the August Meeting prior. F.) No person can hold two positions elected at the same time (with the exception of the founding Board Members). G.) In August, the Nominating Committee or Executive Board shall seek to fill any position that has no nomination. H.) In July there will be a Special General Assembly meeting for the purpose of each nominated candidate to speak for no more than 5 minutes on their purpose for running and their qualifications. I.) No individual team within PSJSC may have more than 2 adults from an individual team nominated/elected to the Board of Director positions at any time. If a parent/guardian nominated/elected has more than one child in the PSJSC, then that adult counts as 1 adult member from each team they have a child on (the exception to this By-Law would be if the President gives his/her approval). BY-LAW 403. ELECTIONS Section 1. A.) The Vice-President, Secretary/Director of Administration, Treasurer, Registrar, Field Coordinator, Uniform Coordinator, Fundraising Director are elected for a term of 2 years at the annual general meeting. (The exception to this By-Law would be for the founding Board who would have a 3 year term. The reasoning is to make sure the Club runs in the direction that it was envisioned by the founding Board). Section 2. An Officer or member of the Board of Directors referred to in this by-law commences the officer s term of office after the adjournment of the meeting at which the officer or Board of Director was elected or appointed, or, if filling a vacancy before the expiration of a term of office, immediately after elected to fill the vacancy. BY-LAW 404. RESPONSIBILITIES OF OFFICERS Section 1. The President of PSJSC shall supervise all activities of the PSJSC; the work of the Executive Board, the Board of Directors, and the General Assembly, and shall include but not be limited to, the following:

12 A.) Be the Chief Executive Officer of PSJSC B.) Shall administer the affairs of PSJSC with the concurrence of the Board of Directors C.) Shall be responsible for oversight of office procedures and personnel, which responsibility may be delegated D.) Shall establish PSJSC committees and make committee leader appointments as provided by By-laws 501 and 502 E.) May execute instruments for PSJSC that the Board of Directors authorizes to be executed F.) Shall preside at all Meetings of the Officers and Board of Directors as well as the General Assembly Meetings G.) Shall oversee all matters of Club Director H.) Shall be a member ex-officio of all committees I.) Shall be responsible for the general management and superintendence of the affairs of PSJSC J.) Set goals and objectives for PSJSC K.) Addressing issues of customer service L.) Organize or appoint organizers for fundraising events M.) Shall perform other responsibilities assigned by the Board of Directors N.) In all cases where (and to the extent that) the duties of the other directors of the corporation are not specially prescribed by the Bylaws, Rules or Regulations of the Board of Directors, the President may prescribe such duties subject to approval by the Board of Directors. Section 2. The Vice-President shall assist the President in the performance of his/her duties and shall exercise the powers of the president in the President s absence. The responsibilities of the Vice President shall include, but not be limited to, the following: A.) Assume the responsibilities of President when the President is absent or cannot act; B.) Oversee Protest, Appeals and Arbitration Committee; C.) Oversee Rules and Revisions; and D.) Shall oversee the duties of the Field Coordinator; and E.) Perform other responsibilities assigned by the Board of Directors or the President. F.) Shall be present at all Meetings of the Officers and Board of Directors as well as the General Assembly Meetings. Section 3. The responsibilities of the Treasurer/Director of Finance shall include, but not be limited to, the following: A.) Be the Chief Financial Officer of PSJSC ; B.) Be bonded by a reputable bonding agency; C.) Shall keep detailed accounts of all monies received according to Generally Accepted Accounting Principles. D.) Shall pay all bills as they come due on behalf of the organization and all of its accounts as authorized by the Officers. E.) Shall maintain a checking and savings account in a local bank. F.) Shall maintain accurate records of all expenditures. G.) Shall submit in writing the financial standing of the organization at every meeting. H.) Shall oversee the duties of the Uniform Coordinator.

13 I.) Maintain tax-exempt status. J.) Shall make and implement policies and procedures that protect the PSJSC tax exempt status with the approval of the President. K.) Shall prepare and present to the General Assembly in the February meeting the proposed budget for the coming year. L.) Insure the preparation, execution and submittal of forms required annually by the recognized Pennsylvania State authority to maintain the incorporated status of the PSJSC. M.) Coordinate the preparation of the Annual Tax Return with an approved Tax accountant. N.) Implementing and monitoring risk management policies and insurance O.) Long Range Planning and Vision Exploration P.) Issues receipts for donations and other contributions Q.) Act as Custodian of all PSJSC assets and correspondence R.) Perform other responsibilities assigned by the Board of Directors or the President. S.) Shall be present at all Meetings of the Officers and Board of Directors as well as the General Assembly Meetings. T.) *Shall hold a paid position with the PSJSC as a Consultant and shall have no vote unless it s a volunteered position. Section 4. The responsibilities of the Secretary/Director of Administration shall include but not be limited to: A.) Give proper notice of all PSJSC meetings. B.) Minutes are to be postmarked or ed to all Board of Director members within seven (7) calendar days after any meeting that minutes are taken. Once the Board of Directors approves the minutes, the minutes must be posted to the web-site or ed within seven (7) calendar days to Club membership. C.) Ensure that a record is kept of the name and address and other information of each Member, Director, Officer and Employee of PSJSC. D.) Oversee the Web Designer. E.) Oversee the Registrar and act as custodian of all registration documents, once they have been approved and submitted by the Registrar. F.) Help establish (with the registrar) a PSJSC member data base for the Club (past and present). G.) Perform other responsibilities assigned by the Board of Directors or the President. H.) Shall be present at all Meetings of the Officers and Board of Directors as well as the General Assembly Meetings. Section 5. The responsibilities of the Past President of PSJSC shall include, but not limited to, the following: A.) Serve a one-year term; B.) Provide continuity and consulting services for the newly elected President and for any other member of the Board of Directors. C.) Perform other responsibilities assigned by the Board of Directors or President. Section 6. The responsibilities of the Registrar shall include, but not limited to, the following:

14 A.) Shall be responsible for the organization and registration of all persons playing for PSJSC in collaboration with team managers. B.) While any Board member or team manager may validate a player s registration, a player may not be scheduled into regular season play without the Registrar s approval that all documents, records, and information on the application form are correct and in order. C.) Shall be responsible for communicating all information on registration forms to the proper individuals in a timely manner. D.) Shall keep a record of all monies received as part of player registration and shall provide the record and monies to the Treasurer/Director of Finance to be deposited in the name of PSJSC in a financial institution approved by the President. E.) Shall be responsible for pictures of players and teams. This can be handled by using an outside source with the approval of the President. F.) Shall provide a written report to the Board of Directors and General Assembly at the end of their term. Section 7. The responsibilities of the Uniform Coordinator shall include, but not be limited to, the following: A.) Shall be responsible for uniform orders. B.) Shall purchase and pick-up needed uniforms and distribute to all teams. C.) When it s time to choose a new style of uniform (brand, color, etc.), will communicate with the Board of Directors. The Club Director will have the final say as to what style, color, material and brand. D.) In consultation with Pocono Snow Soccer Club (Parent Club) Shall purchase/agree on price for necessary uniforms and equipment within budgetary allowance. E.) Shall conduct an inventory after each month and provide a report to the Treasurer/DoF and President. F.) Shall provide the General Membership with a catalog, at the time of registration. This catalog will be posted on the web site of all approved options/guidelines of apparel and equipment. G.) Shall report directly to the Treasurer/Director of Finance. H.) Shall provide a written report to the Board of Directors and General Assembly at the end of their term. Section 8. The responsibilities of the Field Coordinator shall include, but not be limited to, the following: A.) Shall work with the appropriate public and private agencies to secure practice and game fields for the use of the Club and on keeping the fields in proper playing condition. B.) Shall have the right to form a committee for additional assistance. C.) Shall schedule fields for all practice sessions and practice and home games for PSJSC as required. D.) Shall be responsible to line fields for all Club home games (will work out a schedule with Technical Director). E.) Field Coordinator reports directly to the Club Director and/or President. Section 9. The Club Director Shall be appointed by the President based on the recommendations given by the Board of Directors. The responsibilities shall include, but not be limited to, as follows: A.) Shall provide a uniform and beneficial style of play and coaching curriculum for all teams. This includes practices and games for all teams.

15 B.) In order to prevent conflicts, the Club Director and the President of PSJSC shall work together on Educational guidelines/curriculum for all PSJSC players. C.) Shall oversee the activities of the Field Coordinator. D.) Shall bring any problems to the Board of Directors who will have final say or approval of all matters. E.) Shall hold a paid position with the PSJSC as a Consultant and shall be permitted to vote. F.) Shall Maintain appropriate licensing from USSF, NSCAA, or other equivalent international licensing. G.) Shall attend all sessions of the Board and all meetings of the members and be responsible for all PSJSC Developmental and Club Programs. H.) Shall be responsible for the Player and Coach Development in all PSJSC programs. I.) Shall hold PSJSC Coaching and staff meetings once a month, to discuss curriculum for the month. J.) Shall oversee the Goalkeeper and the Speed & Conditioning Trainer. K.) Shall organize, host and run FREE and paid clinics/camps for the community to help create awareness for the Club. L.) Runs practice sessions during the week for all Club Team players (If cannot be there will coordinate to have another licensed coach). M.) Shall organize and host a Play day for Developmental-Recreational teams throughout the Scranton/Wilkes-Barre and the outlying areas at least once a year (will work on this with area recreational programs). O.) Shall expand recruiting at all age levels and actively market themselves and PSJSC to the appropriate School and Recreational Programs in the area. Section 10. Director Of Coaching shall be appointed by the President based on the recommendations given by Club Director or the Board of Directors. The responsibilities shall include, but not be limited to, as follows: A.) Shall appoint and govern PSJSC teams with qualified coaches and trainers that meet the age appropriate requirements for each team in a timely manner. B.) Shall verify that all coaches credentials are valid. C.) Development of PSJSC Coaches by providing them with Coaching Manuals and Coaching Education Programs (DoC will nominate coaches for licensing advancement). D.) Shall verify that a background check has been completed as part of the PSJSC coach registration process for every PSJSC coach. E.) Shall provide a qualified Goalkeeper Trainer, to be paid by the PSJSC, to train goalkeepers from all PSJSC Club teams. F.) Shall provide a qualified Speed and Conditioning Trainer, to be paid by PSJSC, to train the members of the Club Teams. G.) Shall bring any concerns to the Board of Directors who will have final say or approval of all matters. H.) Schedules any/all tournaments for the Club s Teams and organizes/schedules coaches for these tournaments. I.) Shall hold a paid position with the PSJSC as a Consultant and shall have no vote. J.) Shall hold an orientation meeting with all coaches outlining expectations and responsibilities no later than July 30 each year.

16 K.) Shall be the primary negotiator regarding coaching salaries, reimbursements, and/or compensation with all coaching salaries subject to approval by the executive board. M.) Shall oversee the technical advancement and benchmarking of PSJSC coaches. N.) Coordinates/Organizes College Prep Workshops for the PSJSC players and non-members. This includes scheduling of college coaching guest and promoting the workshop to outside players (club and high school) who can benefit from these events. O.) Responsible for scheduling a speaker for the College Prep Players that have a strong desire to play in college. This speaker will answer questions from the players and parents about the recruiting process and the preparations to enter a collegiate program. These discussions should include: scholarships, housing, grades, tutors, cost, time management, National Letter of Intent, recruiting rules and violations, SAT and ACT test scores, and Registering with the NCAA Clearing House Committee etc. Section 11. The responsibilities of the Fundraising Director shall include the following: A.) Shall organize and solicit from local business donations to help the PSJSC. Monies shall be used for registration, fields and equipment, uniforms and tournament fees. B.) Shall maintain integrity and professionalism while doing business/representing the PSJSC with all potential donors. C.) Shall create and organize special events/promotions to help raise funds for PSJSC. This includes forming committee with the approval of the President of PSJSC. D.) Shall give written reports on progress and all discussions with potential donors for the Board Meetings. E.) Shall be responsible to notify President and Treasurer/Director of Finance of any new donors. Also to notify webmaster to post any new donors on our website. F.) Shall keep in contact with donors to make sure they received non-profit tax-deduction letter from PSJSC. Also to make sure each donor receives a special Thank You card or gift. G.) Shall hold a volunteer position and will be a Board Member. Section 12. Board of Directors Besides the duties already ascribed to the Board of Directors, the below duties shall also be carried out: A.) They shall present to the General Assembly 1st meeting after elections, in the August meeting, a set of goals and plans for the coming year. Also, will present or reassess a progressive short and long term Strategic Plan. B.) They shall settle jurisdiction disputes between the several committees and positions. C.) They will strive to help all committees, positions, and teams to work together in light of the Club s purpose. D.) They shall set the agenda for the up-coming General Assembly Meeting. Section 13. Club & Team Coaches A.) The coaches shall be appointed by and governed by the Club Director with recommendation from the Technical Director. The Board of Directors has the right to remove any coach from a team if determined to be in the best interest of the players. Each coach will be selected on his/her qualifications and experiences in youth organizations, soccer and other related activities.

17 B.) All coaches are required to obtain a USSF or NSCAA Certified Coaches License or international equivalent by the end of their first year with the club. They must also continue with the education process by upgrading their license in reasonable intervals. C.) Shall assist with promoting PSJSC to qualified and interested players and must observe rules pertaining to appropriate recruitment of Carded players per EPYSA and US Club regulations. This includes being present at Skills Assessments/Placements. D.) Shall assist the Club Director with the training of PSJSC Teams. E.) Shall turn in a monthly report of each team which is to include all the session plans, recommendations, side notes, etc. F.) Shall hold a paid position with the PSJSC as a an independent contractor and shall have no vote unless it s a volunteered position. G.) Shall wear the PSJSC coaches wear while representing the program at an event/tournament. H.) Shall maintain a positive attitude and the mental attitude that the development of the players is the foremost responsibility. I.) Will follow the PSJSC Coach s Ethics Code of Conduct Policy. Section 14 Team Managers A). Team Managers who are in good standing with the Club shall be appointed annually by the President, and approved by the Board of Directors. B) QUALIFICATIONS. Managers must exercise good sportsmanship, display leadership abilities and be able to work well with children and adults. Each team must have a Manager. All Team Managers must be adults and have a child on the team roster as a primary player. C) DUTIES AND RESPONSIBILITIES Attend all meetings organized by the Head Coach and carry out duties related to the team which are designated by the Head Coach. Managers will be required to participate in work details on designated playing field. Check the playing field prior to each home game for possible safety hazards. D.. Insure that all accident, protest, game cards and applications for tournaments are filled out properly and submitted to their respective origins within the time allotted. E. Team Manager are to coordinate and/or provide one referee per team on all designated home games. 1. Contact visiting team coach prior to home game to confirm date, time and location. F. Managers shall be responsible to the Club Head Coach and/or the Board of Directors. BY-LAW 405. REMOVAL Section 1. Any officer referred to in by-law 401when serving as a member of the Board of Directors may be removed from office by a two-thirds vote of the members of the Board of Directors. Section 2. Any officer, referred to in by-law 401, other than the President, who is absent for three consecutive meetings or a total of five meetings of the Board of Directors during their term of office for any reason, other than in performing duties associated with their PSJSC responsibilities, may be removed from office by a majority vote of the Board of Directors. Section 3. Any officer referred to in bylaws 401, other than the President, after being removed, may not seek office, either elected or appointed, for no less than 2 years from day of removal.

18 Section 4. Removal of a manager will be at the discretion of the board. If reported to the board that a manger has engaged in misconduct and unethical behavior a full investigation will be engaged by the board or its designee committee. If the manager is found not to have violated any bylaws or policies of the club a written explanation of the findings will be issued from the board to the team whose manager is scrutinized. If a manger is found to be in violation of club policies or bylaws said manager will be removed immediately. Upon removal all access to team accounts, EPYSA accounts, Got Soccer accounts. The board of directors and coach will take over the management of the team of the removed manager until such time that a new manager is voted in place by the team in question. BY-LAW 406. VACANCIES Section 1. If any officer, including the President, becomes vacant for any reason, the remaining members of the Board of Directors shall elect an individual to the office to fill the balance of the term or until the next AGM, whichever comes first. Section 2. The following positions may not remain vacant for more than 30 days: President, Vice President, Secretary, and Treasurer. BY-LAW 407. RESTRICTIONS Section 1. No officer referred to in by-law 401-Section 2 may hold office simultaneously with another youth soccer organization considered to be in equal competitive standing with the PSJSC. This may be viewed as a conflict of interests. Board of Directors BY-LAW 411. COMPOSITION AND GENERAL AUTHORITY Section 1. A.) PSJSC has a Board of Directors. The Board is composed of the officers noted in by-law 401 and the Immediate past President. B.) Each officer of the Board of Directors has one vote (unless there are 2 people from the same family, then only 1 person from the family gets to vote as per by-law 302 Section 2-A, and except that the individual presiding at a Board meeting may vote only when the vote is by ballot or, in all other cases, to affect the result of the vote.) C) All paid employees of Pocono Snow Juniors are ineligible to sit as permanent board members. Section 2. Except as otherwise provided in these by-laws, the Board of Directors shall- 1.) Manage the affairs of PSJSC; 2.) Enforce and interpret the by-laws, rules, policies, and procedures of PSJSC; 3.) Review and approve PSJSC by-laws in order to insure consistency with PSJSC documents; and, 4.) Make temporary rules or regulation for specific cases or occasions not provided for in existing documents, but which the Board of Directors, to carry out the objectives of PSJSC, deems necessary. Section 2. Subject to the limitation of these by-laws and the laws of the State of Pennsylvania, all of the PSJSC powers shall be exercised by or under the authority of the Board of Directors. The Board of Directors shall control all business and other affairs of PSJSC. Section 3. The Immediate past President of PSJSC shall serve a 1-year term on the Board of Directors on the expiration of the individual s term as President. An individual removed as President or Immediate Past President under by-law 405 is not a member of the Board of Directors, and the position of Immediate Past President remains vacant on the Board.