AMENDED AND RESTATED BYLAWS OF THE INDIANOLA SOCCER TRIBE. Approved 07/12/2015. ARTICLE I Purpose

AMENDED AND RESTATED BYLAWS OF THE INDIANOLA SOCCER TRIBE Approved 07/12/2015 ARTICLE I Purpose Section 1. General Purpose. The Indianola Soccer Club ("the Club") is organized for the purpose of furthering and promoting for youth and their families the development of the sport of soccer in the City of Indianola, Iowa, and surrounding areas through the education, organization and training of youth in the area; to organize youth soccer; to receive gifts, legacies and donations from any source to be used solely for promotion of the health, welfare, education and recreation of the youth and their families of Indianola and surrounding areas through the organization of this Club. Section 2. Funds. The Club may charge fees and accept personal, corporate and governmental grants or gifts to secure the funds necessary for the activities of the Club, as well as, provide for the acquisition, maintenance or use of real estate for the performance of this Club's stated purpose. Section 3. Non-Profit Status. This Club is not organized for pecuniary profit and it shall not have any power to issue certificates of stock, dividends or ownership certificates. No part of the net earnings of this Club shall inure to the benefit of any member, director, officer or individual. The balance, if any, of all funds received by the Club from its operation, after full and complete payment of all debts and obligations shall be held, accumulated and distributed exclusively for carrying out the purpose of this Club, consistent with the laws and regulations applicable to tax exempt, non-profit organizations under the Internal Revenue Code of 1954, as amended and the laws of the State of Iowa. Section 4. Non-Discrimination. No person shall be denied membership or participation in the activities of the Club due to race, sex, religion, or national origin. Section 5. Scholarship Grants. In furtherance of the stated purpose of this Club, the Board of Directors shall establish guidelines concerning the granting of registration and equipment acquisition scholarships so as to insure that no child in the geographic area of the Club is denied or precluded from participating in the sport of soccer due to economic hardship or lack of sufficient economic resources. A grant of registration must be approved by the Board of Directors. Any member of the Board of Directors may accept and submit requests from members to waive fees due to financial hardship. ARTICLE II Membership Section 1. Qualifications for Membership. Membership in the Club shall be granted to: a) The parents or legal guardians of all soccer players for whom a membership fee has been paid or for whom a scholarship grant has been received. The Club shall have one class of members. Any person who has a child registered as a player playing with a team associated with the Indianola Soccer Club for the current season and any coach or referee currently 07/12/2015 1

active in the Club shall be considered a member and eligible to hold office and to vote on all matters to be decided by the general membership of this Club. b) Coaches and assistant coaches of all Club soccer teams. c) All referees who referee Club games and whose name is listed upon the Club's list of active referees. d) All officers, directors or coordinators of the Club. Section 2. Annual Meeting. The annual meeting of the membership of the Club shall be held in the month of January of each year for the purpose of electing directors and for transaction of such other or further business as may come before the meeting. Directors may be eligible for an additional ten above and beyond the first and second term if agreed to by the Board of Directors. Section 3. Order of Business. The order of business at all meetings of Membership shall be determined by the presiding officer. The order of business shall be as follows at all annual meetings of the Club: A. Call to Order B. Reading of the Minutes C. Receiving Communications D. Election of Officers E. Reports of Officers F. Reports of Committees G. Unfinished Business H. New Business Section 4. Notice of Annual Meeting of Membership. The Board of Directors shall cause Notice of the Annual Meeting of the Membership to be published via local media in the Indianola, Iowa area at least ten (l0) days prior to the annual meeting date. Section 5. Place of Meeting. The Board of Directors may designate any place within the State of Iowa as the place of the Annual Meeting of the Membership. Section 6. Special Meeting. The Board of Directors of the Club may call and hold a Special Meeting of the Membership at such time and place as they shall determine, upon notice as is provided in Section 3 of this Article III. Additionally, one hundred (l00) members of the Club upon written request to the President of the Club shall have the right and power to call a Special Meeting of the Membership. Section 7. Quorum. A majority of the current members of the Board of Directors of the club shall constitute a quorum for the transaction of business at any meeting of the membership. Members of the Board of Directors of the Club may participate in a meeting of the Board of Directors by conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other and participation in a meeting pursuant to this provision shall constitute presence in person at such meeting. Section 8. Voting. Each member of the Board of Directors shall be entitled to only one vote. All meetings will be held open to any members of Indianola Soccer Tribe. Any questions or concerns will be brought before the Club Board. 07/12/2015 2

Section 9. Proxies. Voting by proxy is prohibited. Section 10. Organization. The President of the Club shall call the meetings of Membership to order and act as Chairperson thereof. In the absence of the President, a Vice President named by the president and/or approved by the majority in attendance shall act as Chairperson of the meeting. The Secretary of the Club shall act as Secretary of all meetings of the Membership, but in the absence the presiding officer may appoint any person to act as Secretary of the meeting. Section 11. Balloting. Upon the demand of any board member, the vote upon any question before the meeting shall be by ballot. If such demand is made, the presiding officer shall appoint Inspectors of Election, not to exceed three (3) in number, to receive and take charge of ballots. Section 12. Rules. All meetings of the Membership can be conducted in accordance with Roberts' Rules of order. Section 13. Participation in Meetings. Any member of the Club shall have the right to attend and speak at all meetings of the Club and the Board of Directors. However, voting privileges may only be exercised by a Board Director at a meeting and should any member seek protest of a game or disciplinary action at a game for which no other procedure for protest has been adopted by the Board of Directors; or complain about any coach, referee or other Club volunteer; a request in writing must be submitted to the Club President or Vice Presidents prior to the meeting of the Board of Directors. Section 14. Termination of Membership Status. Membership in the Club for any member hereof shall be terminated: a) For the failure of any member to remain in good standing with respect to the prompt payment all fees and charges; b) A member's disregard, violation or breach of the rules and regulations of the Club; c) A board member misses three consecutive meetings; or d) Upon a two-thirds (2/3) vote of the Board of Directors. ARTICLE III Directors Section I. General Powers. The business and affairs of the Club shall be managed by its Board of Directors. These powers include, but are not limited to: a) To purchase, take, receive, lease, take by gift, devise or bequest, or otherwise acquire, own, hold, improve, use and otherwise deal in and with real or personal property, or any interest therein, wherever situated for the benefit of the Club. b) To sell, convey, mortgage, pledge, lease, exchange, transfer and otherwise dispose of all or any part of the Club's assets. c) To purchase, take, receive, subscribe for, or otherwise acquire, own, hold, vote, use, employ, sell, mortgage, lend, pledge, or otherwise dispose of, and otherwise use and deal in and with, shares or other interests in, or obligations of, other domestic or foreign corporations, whether for profit or not for profit, associations, partnerships or individuals, or direct or indirect obligations of the United States, or of any other government state territory, governmental district or municipality or of any instrumentality thereof. 07/12/2015 3

d) To make contracts and guaranties and incur liabilities, borrow money at such lawful rates of interest as the Board of Directors may determine, issue Club notes, bonds, and other obligations, and secure any of the Club's obligations by mortgage or pledge of all or any of the Club property, franchises and income, and to guarantee the obligations of other persons. e) To lend money for its corporate purposes, invest and reinvest its funds, and take and hold real and personal property as security for the payment of funds so loaned or invested. f) To elect or appoint agents of the Club, and define their duties. g) The Board of Directors may by resolution provide for such other standing or special committees as it from time to time deems desirable, and discontinue the same at its pleasure. Each such committee shall have such powers and perform such duties, not inconsistent with law, as may be assigned to it by the Board of Directors. If provision be made for any such committee, the members thereof shall be appointed by the Board of Directors and shall serve at the pleasure of the Board. Vacancies in such committees shall be filled by the Board of Directors. h) To make and alter Bylaws for the administration and regulation of the affairs of the Club i) To indemnify any director or officer or former director or officer or volunteer of the Club as is provided for herein. j) To cease Club activities. k) To have and exercise all powers necessary or convenient to affect any or all of the purposes for which the Club is organized. Section 2. Number and Term of Office. The number of directors and officers of the Club shall be twelve (12) and such other ex officio, non-voting persons as may be appointed by the Board of Directors, from time to time. The term of office for all members of the Board of Directors shall be for a two (2) year term from the first day of January following the annual meeting of the members. The terms of office are staggered. At the annual meeting in even numbered years, the President, Director of Coaches, Secretary, Director of Referees, Director of Development and Director of Scores are elected for a two (2) year term. At the annual meeting in odd numbered years, the Director of Fields, Vice President, Registrar, Director of Equipment, Director of Fundraising and the Treasurer are elected for a two (2) year term. No director or officer can serve more than two (2) 2-year terms in anyone office, unless Section 2 of Article II applies. Section 3. Qualification for Board Membership. Any member of the Club over eighteen years of age shall be eligible for election to the Board of Directors. It is recommended that no two individuals from the same household or related individuals may serve in an Executive position on the Board of Directors at the same time. Section 4. Regular Meetings. There shall be at least one (I) regular meeting of the Board of Directors held each month. The Board of Directors shall determine the date and time each regular monthly meeting is to be held. Section 5. Special Meetings. Special meetings of the Board of Directors may be called by or at the request of the President or any four (4) members of the Board of Directors. Section 6. Notice. Notice of any special meeting shall be given at least twenty-four (24) hours prior thereto by oral, telephonic, or written notice, delivered or mailed, to each Director at his 07/12/2015 4

or her address on file with the Club. If mail, such notice shall be deemed to be delivered when deposited in the United States Mail. Any Director may waive notice of any meeting and the attendance at any meeting shall constitute a waiver of notice of such meeting, except where a Director attends for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board of Directors need be specified in the notice or waiver of notice of such meeting. In the event that a special meeting is unable to be held, the Executive Committee consisting of the President, Vice President, Secretary and Treasurer will have the ability to make a decision concerning any matter. Section 7. Vacancies. Any vacancy occurring in the Board of Directors must be attempted to be filled within ninety (90) days by the affirmative vote of a majority of the Directors then in office, even if less than a quorum of the Board of Directors. A Director so elected shall be elected for the unexpired term of his or her predecessor in office or the full term of such new Directorship. Section 8. Resignation. Any Director may resign at any time. Such resignation shall be made in writing 30 days prior and shall take effect at the time specified therein. The acceptance of a resignation shall not be necessary to make it effective. Section 9. Removal. Any individual Director may be removed from office, with or without cause, at a meeting called expressly for that purpose by the two-thirds (2/3) vote of the Board of Directors or upon the vote of a majority of the members entitled to vote at an election of Directors. Failure to elect Directors to fill the unexpired term of the Directors so removed shall be deemed to create a vacancy or vacancies in the Board of Directors. Section 10. Presiding Officer. The President of the Club shall be the presiding officer at all meetings of the Board of Directors. In the absence of the President, a Vice President named by the President and/or approved by the majority in attendance shall act as Chairperson of the meeting. The Secretary of the Club shall act as Secretary at all meetings of the Board, or in his or her absence the Board of Directors meeting may designate any person to act as Secretary. Section 11. Conflict of Interest. No contract or other transaction between the Club and one or more of its Directors or any other corporation, firm, association or entity in which one or more of its Directors are Directors, officers, or financially interested, shall be either void or voidable because of such relationship or interest or because such Director or Directors are present at the meeting of the Board of Directors or a committee thereof which authorizes, approves or ratifies such contract or transaction or because his, her or their votes are counted for such purpose, if any of the following occur: a) The fact of such relationship or interest is disclosed or known to the Board of Directors or committee which authorizes, approves, or ratifies the contract or transaction by a vote or consent sufficient for the purpose without counting the votes or consents of such interested Director. b) The fact of such relationship or interest is disclosed or known to the Board Members entitled to vote and they authorize, approve or ratify such contract or transaction by vote or written consent. c) The contract or transaction is fair and reasonable to Club. ARTICLE IV 07/12/2015 5

Board of Director Elections Section 1. Elections. Any member of the Club may run for election to the Board of Directors. Prior to each annual meeting of the Membership, a member who wishes to become a candidate for the Board of Directors shall submit his or her name and the position on the Board that he or she is interested in to the Club Secretary. At the annual meeting, the Secretary shall present the list of the candidates to the membership along with the list of Board positions up for election. Each position will be voted on separately, with a plurality of the votes cast being sufficient to elect a candidate to any particular position. ARTICLE V Officers Section 1. Number. The Officers of the Club shall be the President, Vice President, Director of Coaches, Director of Referees, Secretary, Registrar, Director of Fields, Director of Development, Treasurer, Director of Equipment, Director of Scores and Director of Fundraising. The Executive Board shall consist of the President, Vice President, Secretary, and Treasurer. No two or more offices may be held by the same person though the tasks of any open position may be carried out by another director. These twelve individuals will make up the Board of Directors. Section 2. Duties and Responsibilities. Sections 5-15 outline the basic duties and responsibilities of each Coordinator and Director. The Board of Directors may assign additional duties and responsibilities to any Coordinator or may change any duties and responsibilities from one officer to another at its discretion. Each Coordinator shall appoint any number of volunteers to help him or her carry out their responsibilities. All Board members shall have the following responsibilities and authority: Identify and recruit volunteers to assist Board members. Create programs to promote membership in the Club. Identify playing field needs and help to secure space. Support all Club initiatives that are voted and approved by the Board of Directors. Section 3. President. The President is the Chief Executive Officer of the Club and in general supervises and controls all of the business and affairs of the Club. In order to be elected President, a person must be a member of the Club and have served in another Board position for at least one (1) year. The President may have the following responsibilities: Preside at the monthly and annual meetings. Sign deeds, mortgages, bonds, contracts, or other instruments, which the Board has authorized to be executed. Supervise and coordinate the activities of the Board. Assign responsibilities as needed. Act as the Club's representative to the local league, or appoint another member of the Board of Directors to do so. Assignment of committee directors for special activities. Contract with Indianola parks and Indianola schools for the use of their facilities. Assign risk person on the Board according ISA requirements Attend pre and post-season coaches meetings Maintain overall responsibility of the Clubs public relations. Act as a liason with local government and school officials on various matters affecting the Club. President may only vote to break a deadlock. 07/12/2015 6

Section 4. Vice President. The VP may have the following responsibilities: Assumes all duties of the President in their absence. Recommend needs for seasonal awards and recognition when applicable. Register the Club every two years with the State. Perform responsibilities as assigned by the President. Review and update the Club s bylaws, policies, procedures and job descriptions as needed. Section 5. Secretary. The Secretary records and maintains information on the Club's business activities and communicates information to Club members and others outside the Club. The Secretary may have the following responsibilities: Record and maintain the minutes of all meetings and send out within one week from the meeting. Upon approval of the Board of Directors, these minutes become the official record of actions taken by the Board of Directors. Once approved, minutes should be submitted to the Webmaster for publication. Make arrangements for monthly and special Board meetings including reservation of space, access to space and collection and communication of the meeting agenda. Maintain the documentation of the Club's bylaws, policies, procedures, and job description documents. Maintain and update the addresses and phone numbers of Board members on public sites. Count votes and/or ballots at all business meetings. Complete an annual review of the Club s financial records. Assist with the club newsletter publication. Section 6. Treasurer. The Treasurer is the Chief Financial Officer of the Club. It is preferred that this individual is educated and experienced in accounting and finance; however not required He/she will be bonded for a minimum of $25,000 (may be more). The fidelity bond will be paid by the Club. This person would preferably have served in another Board position for at least one (1) year. The Treasurer may have the following responsibilities: Preside at meetings in absence of the President if the Vice President is unable to attend. Create the annual budget to coincide with the Club s fiscal year. Submit to the Board of Directors for approval. Provide monthly financial statements for the Board. Keep the Board of Directors advised of status of expenditures against the budget. Manage the Club s checking account and other financial accounts. This includes collection of all monies due the Club and required disbursement of funds. Reconcile all accounts. Work with a tax accountant to file the appropriate tax filings and non-profit status documentation annually. Verify and maintain the Club's insurance coverage. Make arrangements for any authorized loans. Make arrangements for an annual review of the Club s financial records Work directly with Club members on payment plan arrangement and track payments. Send Club communications using registration system. Responsible for all donations made to Indianola Soccer Tribe. 07/12/2015 7

Section 7. Director of Coaches. The Director of Coaches may have the following responsibilities: Act as the coaches representative to the Board of Directors. Communicate policy decisions, procedures and general information to the coaches from the Board of Directors. Coordinate distribution of information on tournaments, coaching clinics and licensing courses. Develop and manage programs that improve and enhance the knowledge and skill of the Club s coaches including, but not limited to, development and maintenance of the coaching curriculum. Ensure coaches meet league and club licensing and training requirements. Schedule, set agenda, organize and preside over pre and post-season coaches meetings. Develop, maintain/update content for Coaches Binders. Deliver binders and coaching badges to coaches at the pre-season meeting. Section 8. Director of Referees. The Director of Referees may have the following responsibilities: Set minimum standards for referees. Evaluate referees on a regular basis and provide development feedback. Schedule, recruit, and train referees. Organize clinics for referee training as needed. Provide payroll information to the Treasurer on a monthly basis. Act as the Club s Assignor or ISA. Complete certification required for Assignor status. Track referee equipment, identify referee equipment needs and provide and inventory report to the Director of Equipment each season. Section 9. Registrar. The Registrar may have the following responsibilities: Set up and maintain the registration system for Spring and Fall seasons. Assign players to teams using the Club s Recreational Team Formation policy, with assistance from Director of Coaches Verify that the appropriate documentation is received for all Club members including player photos, birth certificates, payment and volunteer disclosures. Register all players, coaches, and teams with the local league and State Association. Provide team roster, player cards, player information, schedules, directions, medical forms and coaches list to Director of Coaches for coaches binders. Send Club communications using the LeagueOne system. Section 10. Director of Fields. The Director of Fields may have the following responsibilities: Complete routine safety checks of all fields to ensure they are in safe playing condition. Prepare playing fields for the start of the season, including hanging the nets on the goals and marking the fields prior to the beginning of each season. Ensure fields are marked for ongoing play. 07/12/2015 8

Schedule use of fields for practice and games. Monitor fields for weather related closing. Notify members of closing via Board approved communication methods. Act as a liaison with Community Resources on matters related to playing space. Develop U6/U8 schedules Identify opportunities for the Club to expand its base of practice and playing fields. Track field equipment, identify field equipment needs and provide and inventory report to the Director of Equipment each season. Section 11. Director of Promotions. The Director of Promotions may have the following responsibilities: Run via local media. Prepare and distribute registration fliers to area schools. Publicize registration dates and deadlines via local media. Assist with the Club newsletter publication. Manage uniform activity for the Club including ordering U6/U8 uniforms and working with the supplier on jersey numbers for U10 and above. In the case where new uniforms are needed, prepare competitive bidding presentations for the Board of Directors approval. Organize special events to promote the Club. Responsible for Club sponsorship campaign. Section 12. Director of Equipment. The Director of Equipment may have the following responsibilities: Manage and account for all Club equipment. Maintain inventory of all Club property and notify the Board of Directors when replacement is required. Responsible for timely procurement of all Club equipment. Present report at Annual Meeting of Membership listing all Club property, current location, and any equipment that has been removed from the inventory during the current year. Prepare an annual budget for Club equipment and submit same to Treasurer, to be included in the annual Club budget. Provide, organize and distribute all coach, team, field and referee equipment needed. Work with the Director of Fields to identify nets and goals that need replaced or repaired. Section 13. Director of Scores. The Director of Scores may have the following responsibilities: Gather team scores and submit to Club affiliate on a weekly basis. Post Win/Loss information on Club's web page. File and copy seasonal score records. Assess and review any score disputes. Section 14. Director of Fundraising. The Director of Fundraising may have the following responsibilities: 07/12/2015 9

Research possible fundraisers, present ideas to the Board for approval. Lead fundraisers, including organizing a sub-committee if necessary. This includes the distribution of fundraising materials, collecting orders, working with suppliers and delivering fundraising merchandise. Resolve all issues related to fundraising. Take in and account for money collected during fundraisers. Schedule Club picture day for each season. Section 15. Coordinators. The Coordinators may have the following responsibilities: Form a sub-committee within to assist by direction of the Board. Attend monthly board meetings. Coordinators will not have a vote concerning matters related to the board or club issues. Section 16. Webmaster. The Webmaster may have the following responsibilities: Register the Club's domain name. Maintain the hosting of the web page. Provide training within this area. Administration of passwords as deemed necessary in regards to the Board of Directors. Secure and coordinate document storage for Club use. The Webmaster will not have a vote concerning matters related to the Board or Club issues. ARTICLE VI Team Formation and Refunds Section 1. Recreational Team Formation of the Indianola Soccer Club These regulations are adopted by the affiliated league and describe the regulations regarding signing up for teams from one club or another. In short, if you play with a given club (e.g., Indianola Soccer Club) the "seasonal year" is for both Fall and Spring. Moving from one club to another requires some substantial paperwork. The clubs have a responsibility not to "recruit" players from another club. Specific guidelines are contained herein for youth recreational team formation and player assignment. The team formation process will be random in nature. Special requests by players, coaches or parents for specific team assignments are strongly discouraged. Criteria for 07/12/2015 10

player assignment will include NO consideration for the ability of the player or the relative strength of the team. All forms of recruiting, invitations and tryouts are specifically prohibited at the recreational level. Coaches will have no direct input to or involvement with the assignment of players to their teams. Minimum half game playing time is mandatory for all Member Organizations in recreational play. Teams which fail to meet one or more of the rules for Recreational team formation and player assignment specified herein may be considered select in any Association sponsored or sanctioned competitions including tournaments. The team status/eligibility will be determined by the State Office Staff. The modified rules for small-sided games will be followed. U06 players may be bulk registered as an age group division. U06 will play 3v3. U08 will play 4v4. Ul0 will play 6v6. U11 and U12 will play 8v8. Clubs may choose to adopt the "side-by-side" approach to training and games for the U06 and U08 age divisions. In these cases the roster size for U06 will be 10 and U08 will be 12. Games will be played jointly between two (2) teams with two (2) games being played simultaneously. Each team MUST have at a minimum either co-coaches or one head coach and an assistant coach who are always in attendance at training and games. U08 teams choosing this format WILL NOT be eligible for tournament play. A. For U06, U08, U10 age divisions: 1. U6 &U8: Team formation will be random by nature. U10: There are no select players or teams in this age division. When possible all efforts will be made to keep Teams together from Fall to Spring (within the same soccer year); however entire teams will be randomly assigned each Fall. There is no guarantee teams will stay the same New recreational teams and returning teams that need players are formed by one of the following methods: a. Players are assigned (rostered) to a team by age groups. b. Players are assigned (rostered) to a team by a random draw from one (I) player pool. Players' names shall not be identified to the coach until the player is placed on the team. Only the Head Coach may request their child be rostered to the team that he/she is coaching. If a person becomes the head coach of a new team formed by the Member Organization in the current season, the coach may request that their child be rostered to the new team he/she is coaching. B. For U11 U19 age groups: All rules of team formation stated in (A) above apply in these age divisions except: If no players are available in the player pool, Member Organizations may actively seek players of the proper age division to be added to the team as long as no methods are used to assess the ability of the player and: a. The player is not presently registered on an existing team. b. The player did not play for a returning recreational team during the previous season C. All efforts will be made to place a player on the same roster as the previous season as long as registrations are received by the stated deadline (U11 - U19). 07/12/2015 11

D. All multiple roster requests will go before the Board of Directors in which it will either be denied or sent to affiliate League for approval. E. 8th Grade Waiver will apply in accordance with affiliate League. Play-up Policy In the event of a play up request being made to the IST Board of Directors the following procedures shall be followed: All requests must be received no later than five (5) days prior to registration closing. Any requests made after the deadline shall not be considered until the following season. The request will be presented to the Technical Director, Director of Coaches, Registrar, President and Vice President at the next board meeting unless time does not allow in which case an email shall be sent. The Technical Director shall make a recommendation based of knowledge of player ability with consideration for player safety to the entire Board of Directors. The Board of Directors shall arrive at a conclusion and in the event the player passes this initial evaluation they will be placed on a priority list based on order of players based on overall readiness. The priority list will serve as a tool for the Registrar during formation of teams. Given open spots at the higher age level exist and removing the player from current age group will not cause a shortage of players, the Registrar shall take players from the priority list in order and assign them to the higher age level. A player that requests to play up can t take the final roster spot on the team they are being placed. Communication of the decision back to the parents of the player shall be completed by the Registrar and shall be completed within five (5) days of completion of the process. All decisions made by the Board of Directors shall be final without an appeal. U6-U10 Registration Refund Policy We realize that sometimes plans change, and every season we get a few requests for refunds. In order to keep our fees as low as possible, we do NOT build in extra fund into the fees to cover the expenses incurred for players that ask for refunds after they have registered, such as the processing fee and/or the insurance fees. Thus, the board adopted the following refund policy: Requests for refunds before team formation will receive a full refund, unless player information has been processed and sent to affiliate League (at which time, less $10). Requests for refunds between team formation and the first game will receive a refund, less $25. Requests for refunds after team formation will be subject to review by the board on a case by case basis. For a refund o be considered there must be extenuating circumstances preventing the player from competing in the season with IST. 07/12/2015 12

After the first game of the season, no refunds will be granted, save in the case of seasonending injury or illness. Such refunds will come in the form of credits for registration for the following season. Any player will be granted a full refund if unable to be placed on a team. U11-U19 Refund Policy We realize that sometimes plans change, and every season we get a few requests for refunds. In order to keep our fees as low as possible, we do NOT build in extra fund into the fees to cover the expenses incurred for players that ask for refunds after they have registered, such as the processing fee and/or the insurance fees. Thus, the board adopted the following refund policy: Requests for refunds before team formation will receive a full refund, unless player information has been processed and sent to affiliate League (at which time, less $10). Requests for refunds between team formation and the first game will receive a refund, less $25. Requests for refunds after team formation will be subject to review by the board on a case by case basis. For a refund o be considered there must be extenuating circumstances preventing the player from competing in the season with IST. After the first game of the season, no refunds will be granted, save in the case of seasonending injury or illness. Such refunds will come in the form of credits for registration for the following season. Any player will be granted a full refund if unable to be placed on a team. In the case of multi-rostering, refund requests will go before the Board of Directors on an individual basis. ARTICLE VII Disciplinary Action and Grievances Section I. Suspensions. Any player, coach, or assistant coach of the Club who conducts him or herself in an unsportsmanlike manner may be suspended by the Club from the field of play. Likewise, any spectator may be suspended from the sidelines. Section 2. Review. Any player, coach, or assistant coach of the Club who is red-carded or ejected from the game for a major infraction shall appear before the Club's Executive Committee within six (6) days of the ejection, at which time it will be determined whether further disciplinary action shall be taken by the Club. It is the responsibility of the team coach to inform the head of the Executive Committee of the ejection so that a hearing may be scheduled. Section 3. Failure to Appear. Any party called before the Board who without due cause fails to appear at the Committee's review is indefinitely suspended. It then becomes that party's responsibility to contact the head of the Committee to arrange for a new hearing. Section 4. Length of Suspension. Suspensions are issued in terms of number of games and may overlap into succeeding playing seasons. Section 5. Appeal. Any party who has been disciplined by the Conduct and Disciplinary Committee has the right to appeal to the Board of Directors. The meeting to hear the appeal shall be scheduled at the earliest time a quorum of the Board can be assembled, but in any case no later than four (4) days after the request to appeal has been made to the head of the Executive Committee. 07/12/2015 13

Section 6. Grievances. Any member of the Club in good standing has the right to submit to the Board any grievances. The grievance may be presented verbally to the in-charge Board member or in writing to the entire Board. Written grievances should include the nature of the grievance, a statement of facts leading up to the grievance, any corroborating evidence or witnesses to the facts, and any remedy that is being requested. Copies of the written grievance will be distributed to all affected parties. The Board will address all written grievances at the next regular Board meeting. Affected parties will be encouraged to attend the meeting. The party submitting the grievance will be informed in writing of the Board's resolution of the grievance. ARTICLE VIII Dissolution of the Club Upon the dissolution of the Club, the Board of Directors shall, after paying or making provisions for the payment of all its liabilities of the Club, dispose of all of the assets of the Club exclusively for the purposes of the Club in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious or scientific purposes as shall at the time of dissolution qualify as an exempt organization or other organization under 50I(c)(3) of the Internal Revenue Code of 1954, as amended, (or the corresponding provisions of any future United States Internal Revenue law) as the Board of Directors shall determine. Any of such assets not disposed of shall be disposed of by the Iowa District Court for Warren County, exclusively for such purposes for such organization or organizations as that Court shall determine, and which are organized and operated exclusively for such purposes. ARTICLE IX Miscellaneous Section 1. Fiscal Year. The Club fiscal year shall be on a calendar year basis from January 1 through and including December 31. Section 2. Waiver of Notice. Whenever any notice is required to be given under these Bylaws or by law, waiver of notice in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein shall be deemed equivalent to the giving of such notice. Section 3. Construction. Words and phrases herein shall be construed as in the singular or plural number according to the context. Whenever the masculine gender is used, females as well as males shall be deemed to be included. ARTICLE X Bylaws Bylaws may be adopted, altered repealed or amended for the Club by the affirmative vote of two-thirds (2/3) of the then current Board of Directors, provided notice of the proposed alteration, article or section to be repealed or amended is given to the Board of Directors ten (10) days in advance of a meeting of the Board of Directors and upon approval of such act, the Board of Directors again adopts the alteration, repeal or amendment at the next subsequent meeting of the Board of Directors. Unless and until any proposed alteration repeal or amendment of these Bylaws receives a two-thirds (2/3) affirmative vote of the current 07/12/2015 14

membership of the Board of Directors at two (2) consecutive meetings of the Board of Directors as provided in this Article X, such alteration, repeal or amendment to the Bylaws shall have no force or effect. Approved and adopted as amended at the Regular Board Meeting of the Club on July 12, 2015. 07/12/2015 15