(e) Providing contacts with other photographic organizations and outstanding photographers. Providing family participation and entertainment where practicable.

All activities of the club and of members or their families using the club’s equipment or facilities shall be strictly non-commercial.

ARTICLE III - OFFICERS

Section 1 – The ERC Camera Club shall have the following officers that are elected by its members: a president, a president-elect, and four directors all of whom shall be elective officers; an executive secretary, who shall be designated by the Eastman Chemical Company Industrial Relations Division.

Section 2 – The term of office for elected officers shall be two years.

Section 3 – Elected officers may not succeed themselves in office.

Section 4 - Officers shall be nominated and elected in the manner specified in the by-laws.

Section 5 – There shall be an executive board consisting of the president, president-elect, executive secretary, and an ERC Representative appointed by the Facilities Representative, Recreation that is an ex-officio member without power to vote. The executive board shall be responsible for establishing, conducting and providing suitable continuity of the club’s programs.

Section 6 – There shall be a finance committee consisting of seven members including the President, Treasurer, and Executive Secretary. The Treasurer shall be the chair of the committee.

Section 7 – Standing and special committees shall be established to carry out club’s objectives. They shall make such activities known to the general membership.

Section 8 – If the conduct of any officer is such as to warrant removal from office, the office may be declared vacant by the unanimous vote of the other members of the board and approval of the Facilities Representative, Recreation. Such action is to be taken only after a thorough investigation has been made and the officer given an opportunity to defend his/her actions.

ARTICLE IV - MEMBERSHIP

Section 1 - Club membership shall be limited to employees of Eastman Chemical Company, approved Eastman Contractors and Retiree's of Eastman Chemical Company/Kodak and Holston Defense Corporation.

Section 2 - No person other than specified in Section 1 can participate as a member of the club with the exception of dependents who will participate as "associate members". The "associate member" cannot vote or hold an elected office in the Club. Membership in ERC is a prerequisite to membership in the Club. Grandchildren are not eligible for membership.

Section 3 - Termination of employment (Eastman Chemical Company retirees excluded) in any of the companies shall act as termination of membership in the Club and shall operate as a release of all rights, title, and interest in the property, effects and assets of the Club.

ARTICLE V - MEMBERSHIP PRIVILEGES

Section 1 – Only persons specified in section 1, either active or retired, may participate as members in the club. The privileges of active membership shall include the right to vote, hold office, to participate in all club activities, and to rent or use club photographic equipment and facilities in accordance with rules and regulations pertaining thereto. Associate members have the same privileges as active members except they cannot hold office.

Section 2 – An active member, at the time of his/her retirement from Eastman Chemical Company/Kodak and Holston Defense Corporation, becomes a life member of the club, exempt from dues, and shall continue to have all the rights of active membership.

Section 3 – Any person whose contributions to the ERC Camera Club have been significant and distinguished, but who is not an employee of the company, may be made an honorary member of the club by a majority vote of the executive board.

Section 4 – The privileges of honorary membership shall include a standing invitation to attend all general club meetings but not the use of club facilities and equipment. Exceptions may be authorized by the executive board.

Section 5 – Honorary members may not represent the club or enter club competitions or exhibitions.

ARTICLE VI - DUES

Section 1 – Active and associate members shall pay regular dues, which shall be collected in the amounts and manner prescribed in the by-laws.

Section 2 – Retired members or others may pay $3 to be placed on an outside mailing list to receive activity notices at their homes.

ARTICLE VII - MANAGEMENT

Section 1 – The management shall be vested in the Executive Committee as defined in article III. The Executive Board shall have control of the club affairs with full power to act for it in all business matters. The management of ERC reserves the right to overrule the Executive Board on any matters.

Section 2 - The Executive Committee will hold meetings as required to make such rules and regulations for the guidance of the members of the club as are deemed necessary and are not herein determined. These additions of changes require the ERC Representatives approval and finally the Facilities Representative, Recreation approval.

ARTICLE VIII - QUORUM

A quorum of the Executive Board shall consist of the President, President-elect, and the Executive Secretary.

ARTICLE IX – ACTIVITIES AND AWARDS

Section 1 – All activities of the club shall be conducted under the direction and with the permission of the Facilities Representative, Recreation.

Section 2 – Executive Committee meetings and Committee meetings shall be held throughout the year in accordance with the policies and purposes of the club.

Section 3 – Meetings of the Executive Committee shall be held upon call by the President, Executive Secretary, President-elect or any two members of the Executive Committee to transact in the name of the club any business which may come before it.

Section 4 – “Robert’s Rules of Order” shall govern the conduct of all business meetings of the club.

ARTICLE X - RESIGNATIONS

Resignations of officers remaining in the employ of the Company shall be tendered in writing to both the ERC Recreation Representative and the President of the Club. Termination of employment (retirees of Eastman Chemical Company and Holston Defense Corporation excluded) shall be considered sufficient notice of resignation.

ARTICLE XI - REMOVAL OF OFFICERS AND MEMBERS

Section 1 – The Executive Committee by unanimous vote and with the approval of the Facilities Representative, Recreation shall have power to deny membership privileges to any member or officer for conduct judged not in the interest of the Club.

Section 2 – Persons on the “outside” mailing list will be removed from the mailing list if they fail to pay their fee and will be reinstated only after paying their fee.

ARTICLE XII – AMENDMENTS TO CONSTITUTION

Section 1 – An amendment to this constitution may be initiated by three club members and presented, in writing, to the President, who shall bring it before the Executive Committee. If it passes by a three-fourths vote of the entire committee it must be published or otherwise made known to the active membership. If not more than five percent of the membership object in writing to the executive secretary within a period of two weeks following the publication, the amendment shall become effective. If more than five percent object, as above the amendment shall be submitted by ballot to the entire membership; majority vote shall determine whether or not the amendment is approved.

Section 2 – The ERC Representative may direct changes in this constitution as indicated by company policy.

Section 3 – Amendments to this constitution must be made known to the club membership by suitable means within a period of three weeks after enactment.

BY-LAWS OF THE

ERC CAMERA CLUB

ARTICLE I - DUTIES AND POWERS OF CHIEF EXECUTIVE OFFICER

Section 1 - The President shall preside at all meetings of the Executive Committee except as provided below. He shall appoint all committee chairpersons, subject to the approval of the committee. He shall assume active leadership in the club at all times. He shall be an ex-officio member of all club committees; however, He may share this responsibility with the Vice President.

ARTICLE II - DUTIES AND POWERS OF EXECUTIVE BOARD

Section 1 – The President-elect, in the absence or disability of the President, shall take over his official duties. He shall, at the President’s direction and in his place, be an ex-officio member of any committee.

Section 2 – In the absence or disability of the President and President-elect, the executive secretary shall preside at all meetings of the Executive Board.

Section 3 – The treasurer shall collect and keep a record of all club dues and money, make and record all disbursements, and make an annual report of the condition of the treasury.

Section 4 – The Executive Secretary shall arrange to have minutes taken at all meetings of the club committees and Executive Board; and, when needed be jointly responsible with the club officers for the establishment of rules and regulations governing the use of club headquarters; prepare a financial budget of activities at the beginning of each fiscal year for approval of the treasurer and executive board and control expenditures to limits stipulated in the budget insofar as possible; originate all orders for supplies and equipment; sign all official documents in the name of the club; submit to the President, subject to approval of the board, for authorization, any expenditure in excess of $50.00 not covered by the budget; establish and maintain adequate club records; and act as voting ex-officio member of the Executive Board.

Section 5 – The President shall, subject to the Executive committee approval, appoint suitable committee chairpersons to carry out the activities of the club. The President and Executive Secretary of the club shall be ex-officio members of all committees. The President and Executive Secretary may delegate some of the responsibilities as provided in article II section 1 and 4.

Section 6 – The standing committee of the club is the finance committee. Its chairperson shall be the treasurer of the club and it shall consist of seven members, including the President and the executive secretary.

Section 7 – Committee chairpersons may be appointed for periods up to one year but not beyond the President’s terms of office. Members of each committee shall be selected by the chairperson names reported to the President within one month after appointment of the chairperson. Each committee should remain in office until its successor is named. Its duties and responsibilities shall be outlined and directed by the Executive Committee. He shall certify the accuracy of all bills or vouchers, and submit the bill or vouchers with accompanying instructions to the treasurer for payment. He shall have charge of the camera club’s facilities, equipment, and operations as compatible with policies of the industrial relations division. All bill or vouchers submitted for payment must be authorized by the ERC Representative appointed by ERC supervision.

ARTICLE III – MEETINGS

Section 1 – The club shall meet upon due notice at such times and places as may suit its convenience.

Section 2 – The club shall have special meetings upon the request of a majority of the Executive Committee or upon the request of ten voting members of the club. The notice of such meetings shall recite the exact nature of the business and only that business shall be transacted.

Section 3 – The Executive Committee shall meet upon due notice at such times and places as may suite its convenience upon call of the President or a majority or its members. The order of business shall be that provided prior to the meeting by the person or persons requesting the meeting.

Section 4 – A quorum for the Executive Committee meeting shall consist of a simple majority of the voting members of the committee. In absence of a quorum, the meeting shall adjourn to a later date.

ARTICLE IV– ELECTION OF OFFICERS

Section 1 – The election of the camera club officers shall be held annually. These officers shall hold office for a period of two years or until their successors qualify. Notice of the election and a list of candidates shall be published two weeks in advance of the election.

Section 2 – At least a month preceding the election, the President shall appoint a nominating committee of three club members, none of whom shall be an officer of the club or an employee of the Industrial Relations Department assigned to camera club duty. The chairperson of the committee shall be designated at the time appointment. The President of the camera club shall advise the nominating committee members of their appointments.

Section 3 – Candidates for President-elect shall be nominated for a one year term of office. At least two director candidates shall be nominated for each office.

Section 4 – The nominating committee chairperson shall advise candidates of their proposed nomination and obtain their acceptance.

Section 5 – No candidate for any elective office of the camera club shall be a member of the ERC staff.

Section 6 – The executive secretary shall be responsible for all arrangements for the election. Election shall be by letter ballot or office vision with at least seven days between mailing of the ballots and the close of the election. Space shall be provided on the ballot under each office for an additional name to be written in if desired. The ballots shall be counted by the executive secretary. The person receiving the largest number of votes for each office shall be declared elected.

Section 7 – Officers shall take office on the first day of June. If the office of the President becomes vacant, this office will be taken over by the Vice President, in which case the Executive Committee will select one of its members to become Vice President. If an office of director becomes vacant, the candidate receiving the next highest number of votes in the previous election shall take this vacant office.

ARTICLE V - LIABILITY

Neither Eastman Chemical Company nor Eastman Recreation Club is liable for any accidents that might occur in any of the club activities.

ARTICLE VI – PROPERTY RESPONSIBILITY

Damage to property of the club, other than ordinary wear and tear, shall be paid by the members causing it. If and when the club ceases to function, all property becomes the property of ERC.

ARTICLE VII - EXPENDITURES

Expenditures must be approved by at least two Executive Committee members before forwarding to ERC for approval. If any officer of the club has questions about the expenditure, he should contact the ERC staff representative. Expenditures of the club funds are not to be committed prior to proper approvals.

ARTICLE VIII - DISSOLUTION

Upon the dissolution of the club and the discharge of its debts and the settlement of its affairs, any funds and properties of the club remaining thereafter shall become the property of the Eastman Recreation Club.