1. This association shall be styled and named and bear the title of :

1. The sole objective and purpose of the Association is to enhance communications and

knowledge of people who have a common responsibility of maintaining, improving

reliability and utilization of surface mining equipment, and to promote the technology

associated with such equipment.

2. The Association is not organized for the purpose of profit and no part of any support

revenue of the association shall be for the benefit of any individual member.

3. Matters relative to the competitive strategies of any members or matters as to which

the antitrust laws of the United States or any state may have application, including but

not without limitation prices; costs; profits; product offerings; terms of sale; deliveries;

production facilities or capacity; production or sales volume; market share, invitation

to bid or customer supplier classification, allocation or selection; and sales territories

shall not be items of business at any time.

1. Regular Member

A regular member shall be any individual who is employed by or associated with any person or entity (incorporated or not incorporated) which is engaged in the operation of a surface(open cast, pit) mine or construction related service organization which utilizes a variety of heavy mobile equipment. Regular membership shall be voting membership.

2. Associate Member

In addition to a regular membership, certain professional people, such as engineers and employees of institutions of higher learning, certain governmental bureaus and not-for-profit research institutions, may hold associate membership. Such membership shall be non-voting.

1. Applicants for regular membership must attend two of three consecutive meetings as a

guest before being eligible to apply for admittance to the Association as a regular

member.

2. Applicants shall be admitted to regular membership only by majority vote of the

regular membership.

3. Applications for associate membership shall be admitted upon recommendation of the

active officers of the association and a majority vote of the regular membership.

4. A membership shall be terminate when the individual no longer meets the

requirements for membership as prescribed in Section IV – 1.

5. Any membership may be terminated by vote of the active officers. A member whose

expulsion is being considered shall be notified by the Chairman and shall be advised

of the charges against him. If a member so desires he may request a hearing before the

officers before any action is taken by the officers.

6. Any member of the association may resign his membership by written communication

with any active officer of the association.

1. An entrance fee (Dues) in an amount determined by vote of the general membership

shall be due and payable upon entrance to all scheduled meetings.

2. Associate members shall be subject only to a meeting registration fee to be

established by the officers which is intended to cover the proportionate share of

meeting costs.

3. Applicants will be subject to the same entrance fee as regular members.

1.The officers of the Association shall be a Chairman; Vice-Chairman and a

Secretary/Treasurer.

2. The term of office of the elective officers shall be for a two year term and shall run by

calendar year.

3. Associate members may not hold office.

1. Candidates for the offices of Chairman, Vice-Chairman and Secretary/Treasurer shall

be nominated and elected by the general membership at the first meeting of the

calendar year as follow:

[a] Chairman and Vice-Chairman elections and will be odd years {2001,2003 ect.}

[b] Secretary/Treasurer elections will be even years {2002, 2004 ect.}

2. The Officers will be elected by majority vote of the regular membership present at the

time of the elections.

3. A vacancy occurring in an elective office of the Association during the term of an

officer shall be filled for the unexpired term as follows:

[a] Chairman: By the Vice-Chairman

[b] Vice-Chairman: By the Secretary/Treasurer

[c]Secretary/Treasurer: By nomination and election by the membership.

1. The principal duties of the Chairman shall be to preside at all meetings of the members

and to manage the affairs of the Association as directed by the regular members.

2. The principal duties of the Vice-Chairman shall be to assume the duties of the

Chairman in the event of absence or disability, for any cause whatsoever, of the

Chairman.

3. The principal duties Secretary/Treasurer shall be to faithfully keep, prepare and

circulate to each member within 45 days of the meeting, a record of the proceedings of

the Association, and to safely and systematically keep all books, papers, records and

keep an account of all monies, credits and property of any and every nature of the

Association which shall come into his hands.

4. All checks, drafts, or orders for the payment of money, notes or other evidence or

indebtedness issued in the name of the Association, shall be signed by the

Secretary/Treasurer and countersigned by the Chairman or Vice-Chairman.

5. The officers will be responsible to designate the bank or depository for the funds of the

Association.

6. In the event the Association is dissolved the officers shall satisfy all outstanding

obligations and wind up the business of the Association in an orderly manner and

the officers shall preserve the non-profit character of the Association and consistent

with Section II, Paragraph 2 of the By-laws.

1. The regular meetings of the membership will be held three times per year. The

meetings shall be held at such time and place as the active officers designate.

2. The rules of order to be followed during all Association meetings shall be the in

accordance with Robert’s Rules of Order.

3. A meeting notice and detailed Agenda shall be mailed to each member 30 days prior to

any meeting.

4. Election to office or other matters requiring the affirmative vote of the membership

shall require the affirmative vote of a majority of the members present at a meeting

duly called.

5. The officers shall be responsible to present to the membership at each meeting a

detailed account of all association funds and financial transactions.

6. Only member of the Association and others, approved by the officers shall be

permitted to attend meetings of the Association.

1.The bylaws may be amended by a majority vote of the regular members in good

standing present and voting at any regular meeting of the association.