TheLab.ms Wiki

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**Effective June 11, 2023**

**TheLab.ms has both "Rules" and special "Membership-Voted Rules." The basic rules can be amended by the Board as needed to further the organization's goals and to respond to its needs. The Membership-Voted Rules cannot be changed by the Board; amending those rules requires a vote of the general membership.**

===== I) Mission Statement =====

\\ 1.1. Our mission is to foster a collaborative environment wherein people can explore and create intersections of technology, science, art, and culture.

===== II) Board of Directors =====

\\ 2.1. The operations of TheLab.ms are managed by a five-member Board of Directors, composed of the President, Vice-President, Secretary, and two additional members (called “Floating Directors”) selected from the membership at large.\\ \\ 2.2. The Board of Directors may amend these rules at any time

===== III) Officers =====

3.1.The day-to-day operations of TheLab.ms are managed by a team of officers, who report to the Board of Directors. The Officers and the Board of Directors are collectively known as the Leadership.\\ \\ 3.2. **President**: The President is the chief executive. The President (or the President’s delegate) presides over all meetings of the Board of Directors and meetings of the membership. The President serves as TheLab.ms’ representative to the public and performs all functions where a president or chief executive is called for by law.\\ \\ 3.3. **Vice President**: The Vice President assists the President as directed by the President and the Board of Directors. If the President cannot perform the duties of that office, it is the responsibility of the Vice President to do so. The Vice President is also responsible for managing public relations for TheLab.ms.\\ \\ 3.4. **Secretary**: The Secretary is responsible for recording all minutes of all official meetings of the membership and the Board of Directors.\\ \\ 3.5. **Treasurer**: The Treasurer is responsible for monitoring all financial assets of TheLab.ms. This includes but is not restricted to monitoring the collection of membership dues from members, monitoring the payment of rent and utilities for any space leased by TheLab.ms, and monitoring the disbursement and reimbursement of funds as authorized by the Board of Directors. The Treasurer is responsible for maintaining an accurate accounting of all financial assets of TheLab.ms. The Treasurer is also responsible for preparing regular reports to the Leadership on TheLab.ms’ financial condition and (with assistance as needed from other officers) preparing financial and tax filings required by the state or federal government. Examples of such government filings include the annual IRS Form 990.

3.6. **General Counsel**: The General Counsel is responsible for overseeing and managing the provision of legal services to TheLab.ms. The General Counsel advises the Board of Directors and Officers on legal and regulatory compliance issues.

3.7. **Education Coordinator**: The Education Coordinator’s primary responsibilities are to ensure the smooth and effective functioning of education events and special projects. This involves marketing, planning, and execution of recurring programs as well as assistance in planning for and facilitating one-time events. Responsibilities include presenter and participant outreach and logistics, as well as maintaining the Education Center calendar.

3.8. **Chief Technical Officer**: The Chief Technical Officer is responsible for ensuring the maintenance and consistency of the technological infrastructure as needed by the organization. This includes, but is not limited to, the website and internal network of the physical space.

3.9. **Fundraising Coordinator**: The Fundraising Coordinator’s primary responsibilities are to manage all fundraising activities and projects. Working with other officers and directors as well as project leaders to provide a coordinated effort towards fundraising.

3.10. **Facility Coordinator**: The Facility Coordinator’s primary responsibilities are to manage all tasks regarding the maintenance, upkeep, and physical security of our facilities.

===== IV) Area Coordinators =====

4.1. **Area Coordinators**: Various areas within the TheLab.ms’ facilities are overseen by designated Area Coordinators, who serve on a volunteer basis after appointment by the Board of Directors. An area coordinator is expected _to ensure that the following is true of their area_:

 - Tools and equipment are well-maintained and in good working condition
 - All information needed to safely make use of the area is documented in the wiki
 - Interested members are trained within a reasonable window of time (if necessary for the particular area)

An area coordinator is not an officer of TheLab.ms and does not have authority to enter into an agreement on behalf of TheLab.ms.

4.2. **Appointment**: The Board of Directors will usually appoint one member to serve as the area coordinator for an area. However, the Board may choose to appoint multiple members to serve as co-area coordinators. The Board of Directors may remove or reassign area coordinators at any time. The current list of area coordinators is maintained in the Wiki (https://wiki.thelab.ms).

4.3 **Expenses**: An area coordinator is not financially responsible for costs associated with maintaining or repairing equipment within the area. The area coordinator should request prior Board approval for any expenses for the area.

4.4. **Areas**: The following areas are currently recognized:

  * FDM (filament) 3D Printing;
  * Resin 3D Printing;
  * CNC router;
  * Dye sublimation;
  * Mechatronics;
  * Lasers;
  * Lathes;
  * Stitch lab;
  * Vinyl cutter;
  * Woodshop.

===== V) Annual Meeting & Elections =====

5.1. **Annual Meeting**: Each year on the first Tuesday of June, or at another date and time chosen by the Board of Directors, TheLab.ms holds its annual meeting of the membership. The annual meeting may be held in-person, virtually, or as a hybrid meeting.

5.2. **Notice**: Notice of the annual meeting is sent in advance to the current email address on file of every member in good standing. The notice is generally sent approximately one month before the annual meeting. The Notice will set a deadline for officer and director nominations.

5.3 **Nominations**: Any individual who has been a member in good standing for a minimum term as stated by the Membership-Voted Rules prior to an election may be nominated to serve as an officer or director. A member may not be nominated for multiple positions in the same election. A member may self-nominate. A member who is nominated but does not wish to run may decline the nomination. Nominations are made by sending them to the Secretary before the nomination deadline (specified in the annual meeting notice), which is usually two weeks before the annual meeting. If a position has no nominees for any reason and the annual or special meeting date has arrived then nominations may be made during that meeting.

5.4. **Issues**: Any member may offer an issue to be voted on by the membership at the annual meeting. The issue must be presented as a short statement and offer a constrained set of choices, for example a “Yes/No” or “For/Against” proposition. An issue must be submitted in writing to the Board of Directors at least fifteen days (but not more than forty-five days) before the annual meeting. The Board of Directors may also present an issue for voting by the membership.

5.5. **Slate of candidates**: Shortly after the nomination deadline, the Secretary will circulate a complete list of (1) members and the positions for which they have been nominated, and (2) issues presented for voting.

5.6. **Voting**: Each member in good standing as of the election date is entitled to cast one vote for each officer and director position, and one vote on each issue presented. Proxy voting and cumulative voting are not permitted. The Board may establish procedures to allow for early voting, remote electronic voting, or absentee voting. The candidate for each position who wins a majority of the votes cast wins the election for that position. The response to an issue with the most votes wins that issue. To the extent reasonably feasible, voting will be by secret ballot; however, the Board may in its discretion prioritize the availability of early voting, remote electronic voting, or absentee voting even if such voting procedures require a limited number of individuals to have direct access to a member’s ballot.

5.7.** Ties and run-offs**: If no candidate wins a majority of the votes cast (including if two candidates tie with exactly 50% of the votes cast), then the candidates having to top two vote counts will engage in a run-off election to be organized and held as soon as practicable, which may be immediately. The candidate who wins the most run-off votes cast wins the election for the position. In lieu of a run-off election, the run-off candidates may privately agree to any legal alternative resolution of the election, including voluntary concession by one candidate or a game of rock-paper-scissors. If a run-off election results in a tie, the outgoing Board of Directors will decide the election. If the voting on an issue results in a tie, the response to the issue representing the status quo wins. If neither response represents the status quo, the newly elected Board of Directors will decide the issue at its first meeting

===== VI) Leadership Meetings =====

6.1. **Monthly meetings:** The Board of Directors and other members of the Leadership meet on the first Tuesday of each month. Detailed information about these meetings is announced in the #events channel on Discord. While members are welcome to join these meetings, members are not permitted to speak during the executive portion of the meeting (unless recognized by the chairperson). The President or the President’s designee acts as the chairperson for the meeting.

6.2. **Special meetings**: Special meetings of the Board of Directors may be called as needed by the President. Written notice of the special meeting, including the time, place, and manner of meeting, must be provided to each director at least seventy-two hours\\ beforehand. Written notice of the special meeting may be delivered electronically.

6.3. **Action between meetings**: The Board of Directors may take an action or pass a resolution outside of a meeting with the unanimous consent in writing by all the directors. For example, the Board of Directors may act on an issue by voting unanimously via email or in a poll held via the #leadership channel in Discord.

===== VII) Members =====

7.1. **Membership**: Membership in TheLab.ms is open to adults (age 18 or older) by completing the steps outlined at http://join.thelab.ms.

7.2. **Membership rates**: Membership rates are posted at https://join.thelab.ms. The Board may change the rates at any time without notice.

7.3. **No minor members**: Minors (anyone 17 or younger) may not join as members, but they can visit if accompanied and supervised by a parent or legal guardian who is a member. The parent or legal guardian must complete the waiver at https://waiver.thelab.ms on behalf of the minor before coming on-site.

7.4. **Discord**: The primary mechanism for communications among members (including messages to the Leadership) is Discord, which can be joined by anyone at http://discord.thelab.ms. Non-members (including minors who are at least 13 years old) are welcome to join our Discord server to participate in the social exchange of ideas or to learn more about the community before joining as a member. The Leadership may mute or ban non-members from the Discord server for any reason. The preferred mechanism for contacting the Leadership is to send a message on Discord and tagging the Leadership team (@leadership). Alternatively, an email can be sent to leadership@thelab.ms; however, members should be aware that most members of the Leadership check email much less frequently than Discord. Additional rules for using our Discord server are posted in the #rules channel.

7.5. **Email**: While most communications are handled via Discord, from time to time TheLab.ms may send email to some or all members. For example, the Leadership will usually send notices regarding the annual membership meeting via email. Therefore, each member is responsible for maintaining an up-to-date email address in their membership account on https://members.thelab.ms.

7.6. **Key fob Access**: Members have 24/7 access to TheLab.ms’ physical facilities. Each is issued an individual key fob whose unique ID is recorded as the member’s “Badge Number” in their membership account on https://members.thelab.ms

===== VIII) Visitors =====

8.1. **Open house**: Non-members interested in joining or learning more about TheLab.ms are invited to attend one of our regularly scheduled open house events. Information about open house events is posted at http://meetup.thelab.ms and in the #events channel on Discord.

8.2. **Waiver required**: Except for visitors during a scheduled open house, any non-member intending to visit TheLab.ms’ facilities must complete the waiver at https://waiver.thelab.ms before coming on-site.

8.3. **Visitors escorted by a member:** A member may escort up to two non-members to visit and see TheLab.ms’ physical facilities. During such a visit, the non-members may not operate any equipment. The member is responsible for supervising the visitors. Any visitor must complete a waiver per Rule 8.2

===== IX) Facility Rules =====

9.1. **No tampering**: Members must not tamper with any TheLab.ms security equipment, which includes but is not limited to locks, keys, RFID readers or tags, cameras, signs, authentication servers, firewalls, network equipment, wireless controls, logging systems, and any other physical or logical security system.

9.2.** No smoking**: Members may not smoke or use vaping products within the TheLab.ms facilities. Per Richardson ordinance, smoking and vaping are not permitted within 25 feet of any exterior doors.

9.3. **No reservations**: Equipment is generally available first-come, first-served. However, equipment may be reserved to ensure its availability for a class. Notices of such reservations are posted in the #events channel on Discord and may also be posted in an appropriate equipment-specific channel.

9.4. **Regulatory compliance**: Members must comply with government rules and regulations the apply to TheLab.ms and its facilities. For example, members may not use TheLab.ms’ facilities in a way that is inconsistent with its zoning as light industrial. Thus, members may not store hazardous materials on-site, nor may members use or claim TheLab.ms’ facilities as a residence.

9.5. **No deliveries**: Unless approved in advance by the Board, members may not have packages or snail mail delivered to them at the address of TheLab.ms.

9.6. **Food policy**: Members may bring their own food and consume them in the common room (atrium). Members who bring food must clean up and remove all food waste from the facility (i.e., take your trash to the dumpster outside the building—do not just leave food wrappers in a trashcan within the building).

9.7.** Beverage policy**: Members may bring beverages to consume on-site (including alcoholic beverages for members who are at least 21). Members are strongly encouraged to use closed containers. Any spills must be cleaned up promptly and entirely. TheLab.ms is considered a “public place” under Texas law, so laws pertaining to public intoxication and public consumption of alcoholic beverages apply. Texas law prohibits public alcohol consumption at TheLab.ms after 12:15am Sunday through Friday nights, and after 1:15am Saturday night. Any member consuming alcohol at TheLab.ms is solely responsible for monitoring and limiting the member’s alcohol consumption and for ensuring the member’s safe return home. No member may make an alcohol beverage available to a minor.

===== X) Code of Conduct =====

11.1. **A culture of gracious professionalism**: The culture of TheLab.ms is to encourage and facilitate all members’ participation in our shared Mission. Consistent with that goal, members are expected to exhibit gracious professionalism toward one another, both in person and online. Components of gracious professionalism include helping others, behaving with courtesy and respect, acting with honesty, and following the Golden Rule (“Treat others as you would want to be treated”).

11.2. **Caring for our shared space**: The culture of TheLab.ms is to share a highly productive space full of awesome tools for making cool things. Members are expected to take care when using the shared tools, equipment, and facilities of TheLab.ms. Examples of taking care include cleaning the space before leaving, returning tools to their proper location, and reporting any tool damage or suspected malfunctions.

11.3. **Working safely**: The culture of TheLab.ms is to promote safe attitudes and behaviors. Members are expected to follow safety best practices. Examples of safety best practices include actively monitoring all laser and CNC cutting operations, using ear, eye, and other generally recognized safety or personal protective equipment where appropriate, reporting any potentially hazardous conditions, and encouraging others to work safely.

11.4. **Infractions**: While it is the responsibility of all members to protect and nurture the culture of TheLab.ms, it is ultimately the responsibility of the Board to enforce compliance with our code of conduct. The Board may discipline a member whose conduct does not meet expectations. Disciplinary measures are at the sole discretion of the Board. Examples of potential disciplinary measures include (but are not limited to) public or private reprimand, temporary membership suspension, or permanent expulsion. If a member is suspended or expelled, TheLab.ms will not issue a refund of any membership fees already paid.

===== XI) Non-discrimination policy =====

12.1. TheLab.ms prohibits discrimination, harassment, and bullying against any person for any reason—for example, because of age, ancestry, color, disability or handicap, national origin, race, religion, gender, sexual or affectional orientation, gender identity,\\ appearance, matriculation, political affiliation, marital status, veteran status, or any other characteristic protected by law.

===== XII) Public Health Policy =====

  - TheLab.ms complies to the fullest extent with all public health policies and restrictions implemented by all controlling legal authorities, including but not limited to the City of Richardson, Dallas County, the State of Texas and the United States Government.
  - TheLab.ms may, at the discretion of the Board of Directors, place even more stringent policies in place based on guidance from the Center for Disease Control or other experts.
  - Appropriate announcements regarding such policies will be made on the Discord server, and when deemed appropriate physical signage will also be posted.
  - Failure to follow these policies will be considered a violation of our Code of Conduct and disciplinary action may be taken as outlined in that section.

===== XIII) Privacy Policy =====

14.1. **Generally**: TheLab.ms places a high priority on protecting your privacy. This privacy policy was created to demonstrate our firm commitment to the privacy of our members and website users. This policy explains what types of information is collected by TheLab.ms and how this information is used.

14.2. **What Personally Identifiable Information is Collected**: All members of TheLab.ms and anyone who registers on our website(s) must provide us with a name and email address. All members eligible to vote are required to provide their legal name, address, and email address, and must show government-issued photo identification to validate the information provided.

14.3. **How Your Information May be Used**: The name and email addresses provided to us are used to process membership dues, keep track of current members, and provide email notifications to our membership. Some email notifications are legally required, such as notices for the annual membership meeting and elections. You may choose to opt out of optional email notifications at any time. We do not sell or share your name or email information outside our organization. Additional information about voting members may need to be disclosed as required by law. This information is not used in any other way or shared outside our organization for any other purpose than disclosures required by law.

14.4. **Privacy Policy Updates**: TheLab.ms has tried to create a privacy policy that is comprehensive, readable, and thorough. Despite our best efforts, we may find it necessary to revise it. Any changes will be made without prior notice. The current TheLab.ms Privacy Policy is always posted on our website. If you have questions or comments about our Privacy Policy, please send them to the Leadership.

===== XIV) Conflicts of interest =====

15.1. Definition: A conflict of interest occurs when a Director or Officer has an interest in a matter that could compromise or interfere with the Director’s or Officer’s duties or obligations to TheLab.ms. A conflict of interest includes, but is not limited to, situations in which a Director, Officer, or a member of the Director's or Officer’s immediate family has a personal, financial, or legal interest in the outcome or decision in a matter.

15.2. No participation: A Director or Officer must abstain from voting on, and may not participate in the discussion of, any matter in which the Director or Officer has a conflict of interest. When an actual or potential conflict of interest presents itself, the Director or Officer must inform the Board of Directors of the situation and self-recuse from any related discussion or vote, unless the Board of Directors unanimously determines that no conflict of interest exists. The Board of Directors may require that the conflicted Director or Officer leave any meeting during the discussion of the matter.

15.3. Transactions: The Board of Directors may approve a transaction in which a Director or Officer has a conflict of interest only if: (a) the material facts of the transaction and the Director’s or Officer’s interests are disclosed or known to the Board of Directors, and (b) the Directors approving the transaction in good faith reasonably believe that the transaction is fair to TheLab.ms. For the purposes of this section, a conflict-of-interest transaction may be approved if it receives the affirmative vote of a majority of the Directors who have no direct or indirect interest in the transaction, but a transaction may not be approved under this section by a single Director

===== XV) Financial Management =====

16.1. Bank access: Only the President and Vice President have signature authority on TheLab.ms’ bank account(s). Following each annual election, the incoming and outgoing Presidents and Vice Presidents will coordinate with the bank to update the recognized account signatories.

16.2. Bank statements: Bank statements are directed to the Treasurer, who reviews and reconciles them.

16.3. Financial statements: Statements regarding the financial condition of TheLab.ms are regularly posted to the Wiki (https://wiki.thelab.ms).

16.4. Expense reimbursement: All expenses should have prior authorization from the Board of Directors. The Board of Directors may decline to reimburse a member for any expense that the Board did not approve of beforehand. A receipt must be provided for any expense that is to be reimbursed.

16.5. Facilities expenses: The Facilities Coordinator is authorized to incur minor expenses of up to $1000 per year for the purchase of equipment or supplies for TheLab.ms. The Facilities Coordinator is required to submit receipts for all such purchase.

====== TheLab.ms Membership-Voted Rules - Effective June 5, 2024 ======

===== I) Elections =====

1.1. **Term limits**. A member who has held a single Director or Officer position for the past three consecutive years is not eligible to be nominated or elected to that position. If the position remains unfilled after the election (that is, if no one is nominated or elected to the position), the new Board of Directors may appoint the member to the position as outlined in § 2.05 of the Bylaws.

1.2. **Membership requirement.** A member must have been a member in good standing for at least three months prior to an election to be eligible for nomination, election, or appointment to any Officer or Director position.

1.3. **Separate Officers and Directors**. A member may not hold multiple Officer or Director positions at the same time (other than the ex-officio positions provided by the Bylaws).

1.4. **Qualifications**. The Board may decline to accept a person’s nomination if the Board determines that the person’s background or qualifications make the person unfit for the nominated position

===== II) Member In Good Standing =====

2.1. **Member in good standing**. A member shall be deemed to be a Member in good standing so long as all of the following conditions are met:

2.1.1. The member is current on all membership dues.

2.1.2. The member owes no outstanding fees.

2.1.3. The member has visited the facilities within the last 12 months.

2.1.4. The member has on file a current waiver.

===== III) Budgeting & Finances =====

3.1. Monthly spending limit. The Board of Directors may not budget, spend, or approve to spend more than $10,000 in one month without calling for a Special Meeting of the Membership and obtaining at the Special Meeting the Membership’s approval to do so.

3.2. Quarterly spending limit. The Board of Directors may not budget, spend, or approve to spend more than $25,000 in any three-month period without calling for a Special Meeting of the Membership and obtaining at the Special Meeting the Membership’s approval to do so.

3.3. Unrestricted spending of grants. Any money associated with a donor-restricted grant to TheLab.ms will not be included when evaluating the limits specified in 2.1 and 2.2.

3.4. Full accounting. The Board will make available to the membership, monthly, a full accounting of the TheLab.ms’ income, expenses, and current account balances.

===== IV) Suspension, Expulsion, and Reinstatement of Members =====

4.1. Before voting on a motion to suspend, expel, or reinstate a member, the Board must provide notice to the member-at-issue and a public opportunity to be heard. Any other member who wishes to voice an opinion on the issue must also be allowed to speak.