The articles and bylaws of the American Studies Association are the association’s governing documents, They can be amended by the voting membership of the Council through established procedures.  
 

Bylaws of the American Studies Association

The full-text articles and bylaws are included below.


ARTICLE I: Name and Object

Sec. 1. The name of this society shall be the American Studies Association.

Sec. 2. The association is organized exclusively for educational and academic study purposes, including the promotion of meaningful dialogue about the United States across the globe by supporting scholars and scholarship committed to original research, innovative and effective teaching, critical thinking, and public discussion and debate. Except as restricted in the Articles of Incorporation or these Bylaws, the association may engage in any and all lawful activities incidental to the foregoing purposes.

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ARTICLE II: Members and Dues

Sec. 1. The members of the association shall be:

(a) Individual Members - any person interested in the study of American culture, who meets the required criteria for membership as established by the Council and pays the applicable dues;

(b) Institutional Members -any cultural or educational non-profit organization interested in the study of American culture, upon the payment of the applicable institutional dues; and

(c) Honorary Members - any person elected by an affirmative vote of two-thirds of the voting Council members present at a Council meeting at which a quorum is established. Honorary members shall be exempt from the payment of dues.

Sec. 2. Any member whose dues are six months in arrears shall be dropped from the rolls. Members who are so dropped may be reinstated at any time by the payment in advance of one year's dues.

Sec. 3. Individual Members in good standing shall have the right to vote and hold office in the association.

Sec. 4. Each Institutional Member shall designate one person to serve as the primary representative of the institution. The primary representative shall have the right to vote and hold office in the association.

Sec. 5 Membership dues shall be determined by the Council. Individual Member dues shall be based on a calendar year, and Institutional Member dues shall be based on the Institutional Member's fiscal year.

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ARTICLE III: Affiliated Societies

Sec. 1. Any society committed to the study of American culture may be admitted to the status of Affiliated Society by an affirmative vote of two-thirds of the voting Council members present at a Council meeting at which a quorum is established.

Sec. 2. An Affiliated Society may terminate its affiliation with the association by announcing its intention to terminate its affiliation at a business meeting of the Council.

Sec. 3. At the next business meeting of the Council, a Society's affiliation with the association may be terminated for sufficient reason by a vote of two-thirds of the voting Council members in office who are present at a Council meeting at which a quorum has been established.

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ARTICLE IV: Officers

Sec. 1. The elected officers shall be the president and the president-elect, who shall be elected by the voting members of the association and shall serve without compensation.

Sec. 2. The appointed officers shall be the executive director and the editor of the American Quarterly. The appointed officers shall be designated by the Executive Committee with the ratification of two-thirds of the voting Council members in office who are present at a Council meeting at which a quorum is established.

Sec. 3. The president shall serve a one year term, following a one year term as president-elect. The president shall preside at meetings of the Council, of the Executive Committee, and of the association. The president shall formulate policies and projects for presentation to the Council and to fulfill the chartered obligations and purposes of the association.

Sec. 4. The president-elect shall be elected for a one year term followed by a one year term as president. The president-elect shall preside at meetings of the Finance Committee. He or she shall be a member of the Council and of the Executive Committee. If the office of the president shall, through any cause, become vacant, the president-elect shall thereupon become president for the remainder of the president's term, followed by the normal one year term as president. If the office of president-elect shall, through any cause, become vacant, the Council shall elect an interim vice president from Council members. He or she shall be eligible to succeed him/herself.

Sec. 5. The executive director shall be the chief administrative officer of the association. Under the direction of the president and Council, the executive director shall have responsibility for the continuing operations of the association, supervise the work of its committees and staff, assist in the formulation of policies and projects for submission to the Council, execute instructions of the Executive Committee and of the Council, and perform other such duties as the Executive Committee and the Council may direct. The executive director shall serve as Treasurer, and also serve as the association's Secretary of the association. The executive director's term shall be contractual and shall be determined by the Executive Committee. The executive director may be appointed for subsequent consecutive terms as deemed appropriate by the Executive Committee. The executive director's performance shall be reviewed annually by the elected officers in connection with the spring business meeting of the Executive Committee.

Sec. 6. The editor of the American Quarterly shall ensure that the American Quarterly fulfills its stated aim to aid in giving a sense of direction to studies in the culture of the United States, past and present, and that the American Quarterly conducts its affairs in a manner consistent with the aims of the association. The editor of the American Quarterly shall serve for a term of five (5) years, which may be renewed for one (1) additional term.

Sec. 7. The appointed officers shall be designated by the Executive Committee with the ratification of two-thirds of the voting members of the Council. They shall receive such compensation as the Executive Committee may determine with ratification by the Council.

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ARTICLE V: Council

Sec. 1. There shall be a Council, constituted as follows:

(a) The president and the president-elect;

(b) The immediate past president, who shall serve a one-year term;

(c) Thirteen (13) members elected in a national election by the membership-at-large, five (5) to be elected every first year, and four (4) to be elected every second and third year, serving staggered three (3) year terms;

(d) Two (2) student members elected in a national election by the membership-at-large, to be elected every first and third year, serving staggered three (3) year terms. For this purpose, student members of the association shall be defined as undergraduate or graduate students officially enrolled, at the beginning of their term, in a degree-granting program.

(e) One member, who is a secondary educator, elected in a national election by the membership-at-large, to be elected every third year, serving a three (3) year term; and

(f) One international member elected in a national election by the membership-at-large, to be elected every third year, serving a three (3) year term.

(g) The executive director and the editor of the American Quarterly, serving as non-voting members.

Sec. 2. The Council shall serve as the Board of Directors of the association. As such, it shall conduct the business, set fiscal policy, and oversee the general interests of the association. The Council shall fix the amount of dues and the date upon which any change of dues becomes effective. It may appoint such committees as it deems necessary. It shall call a meeting of the association at a time and place it deems appropriate. The Council shall hold at least one (1) business meeting annually, at a time and place to be determined by the Executive Committee, for the election of members to committees, for the approval of the budget, for the consideration of reports and recommendations from the officers and committees, for the discussion of policies and of instructions that should be given to the elected or appointed officers, and for the transaction of other such business as may come before it. It shall report on its deliberations and actions through the publications of the association.

Sec. 3. At all meetings of the Council, the presence of at least a majority of the voting members of the Council in office shall constitute a quorum for the transaction of business.

Sec. 4. Unless otherwise specified in the Bylaws, a majority vote by voting members of the Council who are present at a Council meeting with an established quorum is sufficient to transact business.

Sec. 5. The Council may, at its discretion, fill any vacancy on the Council by designating any member of the association in good standing to serve until his or her successor is elected and qualified.

Sec. 6. Council meetings shall be open to all members of the association.

Sec. 7. To transact the necessary business in the interim between the annual business meetings of the Council, there shall be an Executive Committee comprised of the individuals below:

(a) The president and the vice president;

(b) The immediate past president, who shall be an ex officio member without voting rights, and who shall serve a one year term; and

(c) Three (3) voting members of the Council, elected annually by the Council.

The Executive Committee in the conduct of the association's business shall be subject always to the general direction of the Council.

Sec. 8. For the general management of the financial affairs of the association, there shall be a Finance Committee comprised of the individuals below:

(a) The president-elect, serving as chair;

(b) Three (3) voting members of the Council, elected annually by the Council; and

(c) The executive director, serving as a non-voting member.

Sec. 9. The Finance Committee shall consider the budget prepared by the executive director and submit it to the Council for approval in accordance with Article V, Section 8, of these Bylaws. The budget shall be available for distribution to the membership of the association at the Council's meeting. A public accountant at the end of the association's fiscal year shall review the financial accounts of the association. The association shall have a June 30 fiscal year-end.

Sec. 10. Council, Executive Committee, and Finance Committee meetings may be held using electronic communication. Members of these committees may participate and act at any meeting through conference call or other electronic communications equipment by means of which all persons participating in the meeting can communicate with each other.

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ARTICLE VI: Nominations and Elections

Sec. 1. There shall be a Nominating Committee, consisting of six members elected in a national election by the membership-at-large for staggered terms of three (3) years, two (2) members to be elected annually. The president shall annually appoint the chair of the Nominating Committee from among the committee's membership for a one year term.

Sec. 2. Annually the executive director shall publish a "nominations announcement" in the June and September issues of the association's newsletter. The announcement shall list all association positions for which elections are to be held in the forthcoming calendar year, and shall invite all members of the association to submit to the chair of the Nominating Committee any recommendations for nominations thereto.

Sec. 3. The Nominating Committee shall nominate candidates for the office of president-elect, member of the Council, and members of the Nominating Committee. It shall present two (2) nominees for each elected position. Nominees shall be representative of the diversity of the association's membership. With the exception of the student, international, and the secondary educator positions on the Council, candidates shall be listed in alphabetical order without further distinctions.

Sec. 4. Nominations may also be made by petitions carrying the signatures of at least twenty-five (25) members of the association in good standing and indicating in each case the particular vacancy for which the nomination is intended. The chair of the Nominating Committee must receive nominations by petition at least four (4) weeks before the committee makes its own nominations. The chair shall ascertain that all candidates nominated by the committee or by petition have consented to stand for election.

Sec. 5. The Council may, by resolution, provide for additional nominations to be made for any position where there is a vacancy through death or by resignation of a candidate.

Sec. 6. The chair of the Nominating Committee, or the executive director acting on the Nominating Chair's instructions, shall post an electronic ballot on a secure web server, accessible to the full membership of the association, together with candidates' statements and appropriate biographical material on all nominees. Such ballots shall identify as such all nominations submitted by the Nominating Committee and all nominations submitted by petition. Ballots shall be marked clearly with a due date, and no ballot submitted after the stated due date shall be counted. The right to a secret ballot shall be insured.

Sec. 7. Election shall be by a plurality of the votes cast for each vacancy. The votes shall be counted, sealed, and deposited in the headquarters of the association, where they shall be kept for at least one year. In the case of a tie vote, the choice among the tied candidates shall be made by majority vote of the voting members of the Council.

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ARTICLE VII: Board of Editors

Sec. 1. The Executive Committee shall, upon recommendation by the editor in consultation with the executive director, appoint a Board of Advisory Editors of the American Quarterly, to assist the editor on matters of general editorial policy and scholarly orientation. The Advisory Board shall consist of at least twelve (12) members. Only individual members of the association in good standing shall have the right to serve on the Board of Advisory Editors. Their terms shall be for three (3) years and are renewable for one additional term. The executive director shall be an ex officio member of the Board of Advisory Editors, without vote.

Sec. 2. The Executive Committee shall, upon recommendation by the editor in consultation with the executive director, appoint a Board of Managing Editors of the American Quarterly, to advise the editor about the disposition of manuscripts submitted to the journal. The Managing Board shall consist of at least eight (8) members. Only Individual Members of the association in good standing shall have the right to serve on the Board of Managing Editors. Their terms shall be for three (3) years and are renewable for one additional term. The Editor may, at his or her discretion, designate any member of the association in good standing, to serve pro temp for a one year maximum term as a visiting member of the Board of Managing Editors. The executive director shall be an ex officio member of the Board of Managing Editors, without vote.

Sec. 3. The Executive Committee shall, upon recommendation by the editor in consultation with the executive director, appoint Associate Editors of the American Quarterly, to assist the editor with his or her duties. Only Individual Members of the association in good standing shall have the right to serve as an Associate Editor. The term of the Associate Editor shall be for three (3) years and is renewable for two (2) additional terms.

Sec. 4. The Executive Committee shall, upon recommendation by the editor in consultation with the executive director, appoint a Book Review Editor of the American Quarterly, to assist the editor with the book review section of the journal. Only Individual Members of the association in good standing shall have the right to serve as the Book Review Editor. The term of the Book Review Editor shall be for three (3) years and is renewable for two (2) additional terms.

Sec. 5. The Executive Committee shall, upon recommendation by the editor in consultation with the executive director, appoint an Exhibition Review Editor of the American Quarterly, to assist the editor with the exhibition review section of the journal. Only Individual Members of the association in good standing shall have the right to serve as the Exhibition Review Editor. The term of the Exhibition Review Editor shall be for three (3) years and is renewable for two (2) additional terms.

Sec. 6. All appointments to editorial boards and offices commence on July 1.

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ARTICLE VIII: Committees

Sec. 1. The Council shall appoint such committees as it deems necessary. In order to advance the activities of the association, there shall be both standing committees, as designated by the Bylaws, and ad hoc committees, as recommended by the Executive Committee with the approval of the Council. All committees, other than the Executive Committee, are advisory committees and shall function at the discretion of the Council and with the Council as the final supervisor of their activities. At least one Council member shall serve as a member for each advisory committee.

Sec. 2. In pursuance thereto, the Council shall define the jurisdiction of each committee, shall determine its budget, and shall decide upon its basic policies and procedures.

Sec. 3. The standing committees of the association shall be:

(a) The International Committee;

(b) The Committee on Gender and Sexuality Studies;

(c) The Student's Committee;

(d) The Minority Scholars' Committee;

(e) The Committee on American Studies Departments, Programs, and Centers;

(f) The Committee on Regional Chapters;

(g) The K-16 Collaboration Committee;

(h) The Committee on Critical Ethnic Studies;

(i) The Committee on Graduate Education;

(j) Program Committee; and

(k) Site Resource Committee

Sec. 4. All standing and ad hoc committees shall report in writing to the executive director at least one month in advance of the annual business meeting of the Council. The executive director shall distribute such reports to the members of the Council and they shall be published in whole or in substance in the American Studies Association Newsletter.

Sec. 5. Close attention shall be given in the composition of all committees to the diversity of the association's membership.

Sec. 6. The Executive Committee shall, at its annual spring business meeting, review all applications and nominations for appointment to the Council and standing committees of the association. An applicant or nominee must be a current member of the association, must have indicated his or her willingness to serve, and must have supplied appropriate information on scholarship, teaching, and university and public service. All appointments shall commence on the first day of the association's fiscal year.

Shortly after the spring business meeting of the Council, the executive director, under the direction of the president, shall prepare a list of appointments that the meeting produces and circulate it among the Council for ratification. If a member of Council objects to an individual, his or her appointment shall be suspended until the Executive Committee has reconvened to consider the objection either by electronic or telephone conference. If a member of Council raises a problem with a category of appointment, the Executive Committee, at its regular meeting on the evening preceding the annual fall business meeting of the Council, shall consider the problem and present the Council with formal recommendations for resolving it.

Sec. 7. Whenever any vacancy shall occur in the membership of a standing committee, the Executive Committee may, at its discretion, designate any member of the association in good standing to serve as a member of the committee in question.

Sec. 8. Ex officio members may be appointed to the standing committees by the Executive Committee with the approval of the Council to advise and assist the committee in question.

Sec 9. A member of the Council, named by the Executive Committee with the approval of the Council, shall serve, ex officio, on each standing committee and task force of the association.

Sec. 10. Ad hoc committees may be created from time to time by the Executive Committee with the approval of the Council as deemed necessary to carry on the work of the association. The functions of such a committee shall be specified when the committee is designated, and the committee shall cease to exist upon the completion of the task assigned, or, automatically, at the end of a maximum three (3) year period. The Executive Committee with the approval of the Council for maximum three-year terms shall name the chair and members of such a committee. The Executive Committee may at its discretion, fill any vacancy in the membership of an ad hoc committee to serve as a committee member ad interim until the completion of the committee's tasks or term.

Sec. 11. It is possible to remove a member from a committee if that individual is ineffective, works against the committee, or gives out inaccurate information on behalf of the committee. Discussing and removing committee members should be done under conditions of strict confidentiality. The chair should talk with the ineffective member. If the majority of the committee is in agreement, the chair should set up a time to discuss the situation. Schedule a leave of absence if there are legitimate reasons for the ineffective behavior. The leave should cover the rest of his or her term or designate a period for the leave, after which the chair should reevaluate the member. The chair may informally ask for a resignation from the member. If the committee member is non-responsive, or fails to resign, then the chair may formally request a resignation.

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ARTICLE IX: Delegates to Other Organizations

Sec. 1. The president of the association shall as appropriate, in consultation with the Executive Committee and the ratification of the Council, appoint delegates to the meetings of various professional organizations.

Sec. 2. The president of the association shall, in consultation with the Executive Committee and with the ratification of the Council, appoint a delegate to the American Council of Learned Societies for a term of four (4) years, with new terms of office commencing January 1.

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ARTICLE X: Conventions

Sec. 1. The Council shall call an annual meeting of the association at a time and place it deems appropriate. To plan and organize an annual meeting, there shall be a Program Committee and a Site Resource Committee.

Sec. 2. The Executive Committee shall select a site for each convention at least three (3) years in advance of the convention date. The Executive Committee shall consider the fiscal condition of the association, our ability to safely meet and freely conduct our business at the convention site, the amount of local and regional support, the adequacy of the conference facilities, the employment practices of conference hotels and vendors, and the proximity of the meeting site to the majority of association members, when selecting future convention sites. The Executive Committee shall, whenever possible, respond to invitations from regional chapters willing to host the convention. The principles involved in the selection of the convention site shall include geographical rotation in order to maximize attendance, diversify participation, and insure a reliable budgetary surplus of convention revenues over expenditures.

Sec. 3. The chair(s) of the Site Resource Committee shall be named by the president-elect, in consultation with the executive director and the members of the Executive Committee, approximately eighteen (18) months in advance of the convention date. The chair(s) shall, in consultation with the president-elect, the executive director, and the program committee chair(s), name the members of the Site Resource Committee.

Sec. 4. The chair(s) of the Program Committee shall be named by the president-elect, in consultation with the executive director and the members of the Executive Committee, approximately eighteen (18) months in advance of the convention date. The chair(s) of the Program Committee, in consultation with the president-elect, the executive director, the members of the Executive Committee, and the chairs of the standing committees of the association shall name the members of the Program Committee. The chair(s) shall name at least nine (9) but no more than twelve (12) Program Committee members. The nominations, together with appropriate biographical material on all nominees, shall be submitted for approval to the Executive Committee at least two months in advance of the annual fall business meeting of the Council. Only members of the association in good standing shall have the right to serve on the Program Committee. Prospective members of the Program Committee must have indicated a willingness to serve and must have supplied appropriate information on scholarship, teaching, and university and public service. The chair(s) when preparing recommendations for Committee members shall choose the best qualified members consistent with reasonable representation of the major fields of American Studies scholarship and the diversity of the association's membership in order to maintain a balance of age, racial, ethnic, regional, and gender participation. When approaching ASA members about possible service on the Program Committee, the chair(s) should make clear that the Executive Committee votes on the appointments to the Committee.

Sec. 5. The Program Committee shall, in accordance with the Guide to the Work of the Program Committee, determine the convention theme, the procedures for evaluating proposals, and the general content of the meeting. One slot shall be reserved for the Council for a general meeting session.

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ARTICLE XI: Regional Chapters

Sec. 1. The Council and officers of the association shall seek to promote the welfare of the regional chapters. The Council and officers of the association shall also encourage the regional chapters to further the objectives of the association and shall support the chapters in this effort.

Sec. 2. Each regional chapter shall have a constitution approved by the Council. The Council shall insure that the constitutions of the regional chapters are consistent with the provisions of the Bylaws of the association. The Council shall also insure that the elections of the regional chapters are conducted openly and fairly.

Sec. 3 The Council shall pay such annual rebates to each regional chapter as it deems appropriate, consistent with the goal of fostering the general health and fiscal stability of both the association and the regional chapters. The Council shall fix the amount of chapter rebates and the date upon which any change of rate becomes effective. The amount shall be based on Individual Member dues received by the American Studies Association during a calendar year.

Sec. 4. A chapter's rebate shall be paid within one month of the executive director's receipt from the appropriate chapter officer of a detailed accounting of the chapter's income and expenditures for the immediately preceding year.

Sec. 5. The executive director shall provide annually without charge to each chapter a list of association members in that chapter.

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ARTICLE XII: Public Issues

Sec. 1. The Executive Committee is empowered to speak for the association on public issues where these directly affect our work as scholars and teachers. Such issues include, but are not restricted to, academic freedom; freedom of access to information; appointments to and policies of granting and funding agencies.

Sec. 2. The Executive Committee is empowered to speak for the association on public issues where these directly affect our ability to safely meet in national or regional conventions, and freely conduct our business. Such issues include, but are not restricted to, the passage or existence of anti-sodomy laws; laws and regulations which restrict freedom of speech, or the availability of abortion (considered as a health measure); or laws and regulations tending to discriminate against particular classes or groups of association members.

Sec. 3. Should an issue arise which, in the opinion of the Executive Committee or Council, seems to require public action, speech or demonstration by the association at a particular annual meeting, the Council shall meet to formulate a response. The Council shall convene an emergency meeting of the membership on the first full day of the annual meeting, to recommend a course of action, and conduct a public discussion of the issue(s); and the vote of two-thirds of those in attendance may approve the recommended action.

Sec. 4. The association may not intervene, directly or indirectly, in any political campaign for or against a candidate for public office. The association may not endorse candidates, contribute to campaigns, raise funds, distribute statements or become involved in any other activities that may be beneficial or detrimental to a candidate.

Policy on Resolutions, Statements and Letters of Support

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ARTICLE XIII: Association Trust and Development Fund

Sec. 1. The Trust and Development Fund shall have as its main purpose to insure the long-term, financial stability of the association. The Fund may also from time to time make grants in support of the projects, activities, or prizes of the association.

Sec. 2. The Trust and Development Fund shall be administered by a Board of Trustees. The president-elect of the association shall serve as the chair of the Board. The president with the advice and consent of the Council shall appoint five other trustees. No more than two (2) of the appointed trustees shall be currently serving as members of the Council. Each appointed member shall serve a term of five (5) years, except in the case of an appointment to complete an unexpired term. The Fund shall consist of all endowment and trust funds and other such funds as may be assigned to it by the Council, and with appropriate professional advice, the Board of Trustees shall direct the investment of the Fund's resources in a fiscally sound and socially responsible manner. At least once annually, the Board shall publicly issue an official accounting of the Fund's receipts, investments, and expenditures. The Council may, at its pleasure, assign any surpluses from the general operating funds to the Trust and Development Fund. No appropriation shall be made from the Fund's capital except upon the request of at least two-thirds of the voting members of the Council approved by at least four (4) members of the Board of Trustees. The Finance committee of the Council shall meet at least once each year with the Board of Trustees of the association to discuss investment policies and the financial needs of the association.

Sec. 3. The executive director shall deposit all funds contributed to the American Studies Association, its projects, activities, or prizes, in the Trust and Development Fund. All such contributions shall be promptly acknowledged in accordance with Internal Revenue Service rules and regulations for 501(3) (c) tax-exempt organizations.

Sec. 4. The interest and dividend income of the Trust and Development Fund may be used during the fiscal year for the purposes of the association's incorporation to the extent authorized by the Internal Revenue Service and the District of Columbia. The Trustees may spend each year a maximum of 4% of the monthly average of Fund's assets from the preceding year. All surpluses at the end of the fiscal year shall be assigned to the Fund's principal balance.

Sec. 5. The fiscal year budget for the Trust and Development Fund shall be available for distribution to the membership of the association at the annual business meeting of the Council. A public accountant at the end of the association's fiscal year shall review the financial accounts of the association. The association shall have a June 30 fiscal year-end.

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ARTICLE XIV: Amendment of the Bylaws

Sec. 1. These Bylaws may be altered, amended, or repealed at any business meeting of the Council by a resolution adopted by two-thirds of the voting Council members in office who are present at a meeting at which a quorum is established, provided that such changes have been set forth in the notice of such meeting mailed to the Council members at least thirty (30) days prior to the meeting.

Adopted: March 2, 2016
Last updated: November 17, 2016.

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