Bylaws of Free IT Athens, a not-for- profit organization.

ARTICLE I- Organization.

Section 1. Name of the organization. The name of the organization shall be Free IT Athens.

ARTICLE II- Purposes

Section 1. Purpose. The purpose of Free IT Athens is to advocate for free software and open and available technology in Athens, Georgia, and the surrounding areas. Our goal is to provide access to information technology resources to Athens-Clarke County residents and organizations.

ARTICLE III- Membership

Section 1. Terms of Membership. Membership in Free IT Athens shall be open to any person who wishes to donate his or her time to advocating for available technology in Athens, Georgia, and the surrounding areas.

Section 2. Meetings. There shall a be a general membership meeting held in September of each year at a time and place arranged by the Board of Directors.

ARTICLE IV- Board of Directors

Section 1. Powers and Numbers. The Board of Directors shall have the power to oversee and manage the affairs and happenings of Free IT Athens in accordance with the purpose and mission statement. The Board of Directors shall consist of no less than five (5) but no more than twelve (12) persons, the exact number to be fixed by resolution of the board.

Section 2. Selection and Term of Office. Members of the Board shall serve a one (1) year term. Members of Board of the Directors may be selected to any number of consecutive terms. To become a member of the Board of Directors, a person shall be nominated by a current board member and approved by a majority of the general membership of Free IT Athens. These votes will take place at the annual general membership meeting.

Section 3. Meetings. Meetings of the Board of Directors may be held at any location within Athens- Clarke County. The Board shall meet no less than four (4) times in one calendar year. All meetings shall be open to all Board and general members. Special meetings of the Board of Directors may be held whenever called by a majority of the members of the Board of Directors. The time and place of such meetings shall be determined by the member or members of the Board calling the meeting.

Section 4. Notice of Meetings. Notice of the time and place of all regular meetings of the Board of Directors, together with a written agenda of the outlining all of the proposed business of the proposed meeting, shall be distributed through Free IT Athens' email listserv at least five (5) business days before the meeting is to take place. Notice of special meetings to discuss matters which require prompt attention must be distributed in the same fashion no less than forty-eight (48) hours before the proposed meeting. Notice of special meetings to discuss matters which require prompt attention also must include an agenda outlining the proposed business of the meeting.

Section 5. Quorum and voting. A quorum is defined by a majority (51%) of the occupied board positions. Regular decisions of the Board of Directors shall be made by vote. The majority vote of the Board members shall be the act of the Board of Directors, given that a quorum is present. At any Board of Directors meeting where a quorum is not present, the members present may meet but not vote upon any Old or New Business until a quorum is obtained.

Section 6. Removal, Resignation, and Vacancies. Any member of the Board of Directors can be removed at any time for cause by following the voting procedures described in Article IV, Section 5 of these bylaws. Reason for removal shall be documented and filed at the meeting in which the vote of removal takes place. Any member of Board of Directors may resign at any time. Resignations must be made in writing and filed with the Board of Directors. The resignation will take effect at the time specified in the letter of resignation, and if no time is specified, at the time of the receipt of the Board of Directors. The Board of Directors' acceptance is not necessary to make a resignation effective; however, resignation will not discharge any accrued duty or obligation of a Board member. Any vacancy created at any time from any cause shall be filled at a special meeting of the Board of Directors. A person shall be nominated by a current Board member and approved by a majority of the Board of Directors. A quorum must be present at this special meeting.

Section 7. Action by Written Consent. Any action requiring a vote from the Board of Directors may be taken without a meeting if a consent in writing, setting forth the specific action to be taken, is signed by all of the members of the Board of Directors.

Section 8.Compensation. Members of the Board of Directors shall not receive compensation for their board service; however, members may be reimbursed for reasonable purchases made while executing duties or tasks approved by the Board of Directors.

ARTICLE V- Officers, Coordinators, and Employees

Section 1. Officers and Coordinators. The Board of Directors shall have the power to appoint any officer or coordinator it deems necessary for the operation of the organization. The Board of Directors shall stipulate the powers and responsibilities of any position it may create.

Section 2. Election, Term of Office, and Removal. Both the project coordinator and the business coordinator shall be elected for one year terms by the voting procedure outlined in Article IV, Section 2 of these Bylaws. Both officers may serve for any number of consecutive terms. Each officer may be removed with cause by the voting procedures described in Article IV, Section 6 of these Bylaws.

Section 3. Employees. The Board of Directors may, adhering to voting process outlined in Article IV, Section 5 of these Bylaws, hire employees. Employees shall perform designated duties and tasks set by the Board of Directors and shall serve at the pleasure of the Board .

Section 4. Compensation. Any employee or officer of the organization is authorized to receive reasonable salary or compensation for services rendered. The Board of Directors shall authorize said salary or compensation following the voting procedure outlined in Article IV, Section 5 of these Bylaws.

ARTICLE VI- Committees

Section 1.Committees of the Board. The Board of Directors may, by resolution adopted by the voting procedures outlined in Article IV, Section 5 of these Bylaws, establish standing committees. Any committee formed shall consist of one or more board member or regular member. Committees shall only have powers specifically delegated to them by the Board of Directors.

Section 2. Ad Hoc Committees. The Board of Directors may, by resolution adopted by the voting procedures outlined in Article IV, Section 5 of these Bylaws, establish Ad Hoc committees. These committees shall only have powers which are specifically delegated to them by the Board of Directors.

ARTICLE VII- Contracts, Checks, and Bank Accounts

Section 1. Checks, Notes, and Contracts. The Board of Directors is authorized to select the banks it deems proper for the funds of the organization. The Board of Directors shall also decide who shall be authorized to sign bills, notes, receipts, acceptances, endorsements, checks, releases, contracts, and documents on behalf of the organization.

ARTICLE VIII- Office

Section 1. Office. The office of the organization shall be located at a place determined by the Board of Directors.

ARTICLE IX- Non-discrimination Policy

Free IT Athens welcomes all individuals. Free IT Athens will not discriminate on the basis of race, nationality, or ethnic origin, gender, sexual orientation, disability, or religious belief in employment, board composition, or membership.

ARTICLE X- Amendments

These bylaws may be amended or repealed by the voting procedures outlined in Article IV, Section 5 at any Board of Directors meeting.