Library Consortium of Eastern Idaho Bylaws – 2021
The Members of LCEI hereby agree that any and all prior agreements and/or bylaws known or unknown to the members are hereby terminated and that their respective rights and interests are set forth in these new and current Bylaws.
ARTICLE I – NAME
The corporation shall be known as the Library Consortium of Eastern Idaho (LCEI). The consortium shall herein be referred to as LCEI.
ARTICLE II – PURPOSE
It is the purpose of LCEI to create a group of independent libraries which seek to achieve greater strength and balance of service to community and staff through collaborative acquisition of resources and technology as well as cooperative development of services and expertise.
ARTICLE III – MEMBERSHIP
Section 1: Membership is open to all academic, public, district, school, special, and other libraries and information centers that request admission. Membership in LCEI does not preclude nor ensure membership in other information or bibliographic networks, consortia, systems, or organizations. Current Members of LCEI shall be listed in Appendix A of this document to be updated yearly with the review of the bylaws. Each member organization shall have one vote on the board of directors regardless of how many individuals from that organization may choose to attend meetings.
Section 2: Application for Membership. Membership in LCEI shall be based upon standards established by the LCEI Executive Committee which are outlined in Article III Section 3. A library or information center may apply for LCEI membership by submitting a written request to the consortium chair to be reviewed by the Executive Committee. The Executive Committee shall review the request and solicit any further needed information to determine eligibility of the institution in regards to the Membership Standards. The Executive Committee will then submit that request to the members for approval at the next consortium meeting. A simple affirmative majority vote of the Members shall constitute approval of that request.
Section 3: Membership Standards. All members agree to:
- Appoint a representative to attend LCEI membership meetings
- Support cooperative collection development
- Participate in applicable staff training sessions
- Arrange and pay for additional staff training on system/services use and security as needed
- Serve on LCEI committees when needed
- Pay dues as assessed and invoiced by the due date
- Maintain records in MARC format following the guidance of and standards set by the cataloging committee
- Purchase, operate, and maintain local hardware, software, peripherals, and equipment necessary for service connectivity and use
- Provide the necessary data to System Vendor for conversion and inclusion in the LCEI System database if participating in the consortium integrated library system (ILS).
Section 4: Dues and Fees. Each library shall pay a base membership fee of $295 each year to claim membership in the consortium. In addition, the consortium treasurer will assess each libraries cost for specific services as a percentage of total cost to the consortium for the services in which each library chooses to participate. These dues and fees will be presented to each library through invoices delivered by February 1st of each calendar year and must be paid by the due date stated on each invoice.
Section 5: Consortium Withdrawal.
- Any Member may withdraw by providing at least 90 days advance written notice to the LCEI Executive Committee.
- Upon withdrawal from LCEI, the withdrawing Member forfeits all rights to any LCEI assets to include, but not limited to, dues, fees, property, and equipment.
- A Member shall not submit and the LCEI Executive Committee shall not accept written notice of withdrawal between June and September inclusive so as to avoid budgeting conflicts with unpaid invoices and consortium service contracts.
- A withdrawing Member shall pay any costs associated with withdrawing said library data from any systems in which that library has participated under a LCEI contract.
Section 6: Default and Removal.
- Prompt compliance of each and every term, covenant, and condition entered into as part of this Agreement and/or supplemental consortium service contracts is essential. If a library is non-compliant to the terms, covenants, and conditions of this and other signed supplemental consortium service contracts and refuses to become compliant, their membership may be revoked through a simple majority vote of consortium Members at the next LCEI Membership meeting.
- Prompt payment by invoice due dates to ensure the consortium has the needed funds to fulfil payment to consortium contracts is expected. Libraries who default on payment and/or refuse to pay may have their membership revoked through a simple majority vote of consortium Members at the next LCEI Membership meeting.
- Unlisted Cause. Membership may be revoked with 60 day notice to said library, for any cause, by two-thirds vote of all Member Library representatives effective at the end of the current fiscal year.
- Monetary Damages and Specific Performance. The members recognize that monetary damages resulting from a default by a Member may not be sufficient to adequately protect the rights and interests of the Members. Therefore, the Members agree that in addition to an amount equal to the actual damages incurred by a Member by reasons of breach of this Agreement by another Member, this Agreement may be enforced by specific performance and/or injunctive relief.
- Attorney Fees. If the consortium is required to enforce the terms of this Agreement against any Member by reason of a default, then the defaulting Member shall pay to the enforcing Members any and all costs and expenses incurred in enforcing this Agreement, including but not limited to, an amount equal to reasonable attorney fees and such fees on appeal.
ARTICLE IV – BOARD OF DIRECTORS
Section 1. Composition of the Board. Each member of the consortium shall be entitled to have one representative on the board of directors who shall be, if possible, the chief librarian of its principal library. That representative name and contact information shall be submitted using the form in Appendix B to the Executive Committee as primary contact and representative with voting powers for said library.
Section 2. Powers. The board of directors shall manage the affairs of the consortium and exercise all of its powers. The directors may, from time to time, to the extent permitted by law, delegate any of their powers to committees, officers, attorneys or agents of the consortium subject to such limitations as the directors may impose.
Section 3. Regular Meetings. Regular meetings of the board of directors shall be held at least twice annually, once in the spring and once in the fall, or at such other more frequent intervals as the directors may determine and at such times and places as they may fix. Meetings of the board of directors may be postponed or cancelled for verifiable reason by agreement of the members of the executive committee as defined in Article V.
Section 4. Special Meetings. Special meetings of the board may be held at such times and places as may be determined by the Chair of the board or upon written application of three or more directors and shall be called by the Chair or, in the case of the death, incapacity or refusal of the Chair, by any other executive officer.
Section 5. Notice of Meetings. Notice will be given to the members no less than 5 calendar days in advance of a regular meeting. Seventy-two hours’ notice by mail, telephone, or other electronic means shall be given for a special meeting unless shorter notice is adequate under the circumstances and acceptable under Idaho Law.
Section 6. Quorum. A majority of the directors representing each consortium member library shall constitute a quorum at any meeting of the board. Except as otherwise may be required hereby, at any meeting, a majority of the directors then in office may take any action on behalf of the board.
Section 7. Action by Consent. Any action required or permitted to be taken at any meeting of the board may be taken without a meeting if no meeting can be called, provided that members of the board are all notified in writing and at least 2/3 of the member library representatives submit their votes in writing. Any representative who fails to submit a written vote will be recorded as an abstention. An action by consent shall be effective when the number of members required to approve such a vote have taken action. The record of such action and the result of such vote shall be filed with the records of the meetings of the board.
Section 8. Vacancies. Continuing directors may act despite a vacancy or vacancies on the board and shall, for this purpose, be deemed to constitute the full board. A persSection 9. Representation by Proxy. Should a director of the board be unable to attend a board meeting, she/he may send a proxy and notify the board in writing of said proxy’s right to vote for the member library at that meeting.on appointed as acting chief librarian at a member’s principal library shall be entitled to represent that member on the board of directors if the member library’s chosen representative is no longer available.
Section 10. Compensation. Directors as such shall not receive any salary for their services, but nothing herein contained shall be construed to preclude any director from serving the consortium in any other capacity and receiving compensation therefore, except as may be prohibited by law.
Section 11. Resignation. Resignations by officers or directors shall be given in writing to the chair, vice-chair, treasurer, or secretary to be presented to the executive committee and membership at large.
ARTICLE V – EXECUTIVE COMMITTEE
Section 1. Officers. The officers which comprise the executive committee shall be a chair, a vice-chair/chair-elect, an immediate past chair, and a treasurer, who shall be elected from among the members of the board of directors, a secretary, and such other officers as the directors may from time to time prescribe. Officers shall have the authority and perform the duties as usually pertain to their offices, such duties as provided in these bylaws, and such additional duties as may be prescribed by the board of directors.
Section 2. Immediate Past Chair. The Immediate Past Chair is an advisory position and shall serve as an experienced voice for the executive committee to ensure continuity between positions of Chair Elect and Chair by offering guidance and input when solicited or necessary as outlined within these bylaws.
Section 3. Chair. The chair shall manage and conduct the business of the consortium and shall have charge of the consortium subject to the supervision of the directors and shall preside at all meetings of the directors and of the executive committee at which she/he is present.
Section 3. Vice- Chair / Chair -Elect. The vice-chair/chair-elect shall have such powers and duties as may be designated from time to time by the directors or by the president. The vice-chair/chair-elect shall have the power to act in the absence or incapacity of the president.
Section 4. Treasurer. The treasurer shall be the chief financial officer of the consortium and keep all documentation of financial income and expenditures. In addition, the treasurer shall keep a register of the postal and electronic addresses of each member institution for billing purposes. The treasurer shall present an accounting of all consortium transactions at each consortium meeting. She/he shall also have such powers and duties as may be designated from time to time by the directors or by the president.
Section 5. Secretary of the Consortium. The secretary shall record all proceedings of the directors and committees in a book or books to be kept therefore and shall oversee the issuance of minutes of board and committee meetings. Minutes from board meetings will be available to all members within 21 days of each meeting. In addition, the secretary shall, in general, perform all duties incident to the office of secretary, and such other duties as from time to time may be assigned to her/him by the president or the board. The Secretary of the Consortium, if unable to perform her/his duties, may delegate her/his duties to the Vice-Chair or in her/his absence the Chair of LCEI.
Section 6. Removal. Any officer elected or appointed by the board of directors may be removed from office with cause at any time by an affirmative vote of two-thirds of all the directors.
Section 7. Vacancies. A vacancy in office because of death, resignation, removal, disqualification or otherwise may be filled by a majority vote of the executive officers for the unexpired portion of the term.
ARTICLE VI – ELECTIONS
Elections for all positions shall occur biennially at the fall LCEI meeting with the vice-chair/chair-elect stepping up to chair and beginning their duties at the close of the fall meeting. All officers shall serve a two-year term with the ability for the Treasurer and Secretary to serve consecutive terms. Officers shall be elected through a nomination, a second, and a majority vote. If more than one individual is nominated, ballots shall be cast in secret to the secretary, or in the case of the secretary vote, the chair, with the majority vote winning.
ARTICLE VII – BOOKS AND RECORDS
The consortium shall keep correct and complete records of consortium business including but not limited to, all agendas, minutes, contracts, proclamations, votes, proceedings of its members, board of directors, and committees. Additionally, it shall keep a record of the names and addresses of participating members. LCEI records shall be kept both digitally on the Google Drive as well as physically at the principal location of the consortium which shall be the library of the chair. All books and records of the consortium may be inspected by any member, or his agent or attorney, for any proper purpose at any reasonable time.
ARTICLE VIII – FINANCIALS
The fiscal year of the consortium runs from October 1 to September 30 of the following calendar year. The consortium shall commission a financial audit every 4 years through an independent agency to coincide with the end of a treasurer’s term.
The consortium maintains two accounts with funds:
- A checking account being the primary source for contract payments and consortium expenses.
- An interest earning savings account containing the excess funds from each fiscal year until a time when they are needed for unexpected consortium expenses such as legal fees, contract defaults, system upgrades, etc.
ARTICLE IX – SERVICE CONTRACTS
Section 1: Each library, after the Fall meeting each year, shall be provided an agreement of services to be signed within 60 days affirming which services the library intends to participate in and for which they will be billed and pay. Libraries not signing the agreement of services within 60 days will not be considered part of the contract for services between LCEI and the contracting entity and will therefore no longer have the benefits of the service in question.
Section 2: Any library withdrawing from a specific service or system shall pay any costs associated with withdrawing said library data from said service or system in which that library has participated under a LCEI contract.
ARTICLE X – DISSOLUTION
Dissolution. The Members may at any time decide to dissolve LCEI upon a 2/3 majority vote of All Member Libraries. At dissolution, debts shall be paid and the remaining assets and funds shall be distributed among Members in good standing. Funds shall be distributed equitably.
ARTICLE XI – AMENDMENTS
These bylaws may be amended, in whole or part, at any regular meeting of the consortium by a vote of not less than two-thirds of the directors then in office.
ARTICLE XII – AGREEMENT
By signing these bylaws the library represented hereby agrees to abide by all terms laid forth within these bylaws.
IN WITNESS WHEREOF, the Members have approved this agreement on September 17th, 2020 at their fall meeting and it is executed on behalf of __________________________________ at the date and by the individual listed below:
Name (Printed) Title
The board attests they are aware of and in agreeance with the above listed entity engaging in this agreement with the Library Consortium of Eastern Idaho and all of the stipulations contained herein.
Board Chair Date
Board Member Date
Appendix A – List of LCEI Members
Aberdeen District Library
Bear Lake County District Library
Challis Public Library
Challis School District
Clark County District Library
College of Eastern Idaho
Fremont County Library District
Ashton Public Library
St. Anthony Public Library
Island Park Library
Grace District Library
Jefferson Free Library District
Heart of the Valley Branch
Larsen-Sant Public Library (Preston)
Lemhi County District Library
Salmon Public Library
Leadore Community Library
Leadore School Library
Madison Library District
Marshall Public Library
North Bingham County District Library
Portneuf District Library
Rigby City Library
Roberts City Library
Soda Springs Public Library
Stanley Community Library District
Sugar-Salem School/Community Library
Organization Representative to the LCEI Board of Directors
This document serves the purpose to appoint _____________________________________ as the approved
representative for _________________________________ on the Board of
Directors of the Library Consortium of Eastern Idaho. The above listed individual will have power on the Board of Directors to vote on
behalf of the listed organization and participate in any and all discussions, committees, trainings, and so forth
within the consortium. This individual will be expected to attend every meeting either in person or by virtual means to represent their organization. If at any time a new representative need be appointed for the organization the organization may submit a new form signed by both the newly appointed representative and a member of the
organization’s governing board.
Appointed Representative Date
Board Chair Date