| BYLAWS and ARTICLES OF ORGANIZATION of the Montreal Pro/ENGINEER User Group |
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| ARTICLE I PURPOSE Section 1 - Purpose The principle purpose of the Montreal Pro/ENGINEER User Group, hereinafter referred to as MTL-RUG, is to provide a forum for the education and exchange of information among the membership and between the membership and Parametric Technology Corporation (PTC). MTL-RUG will act as a unified voice and make recommendations to PTC concerning: a)Product enhancements b)Product directions and strategies, and c)Business policies and practices (e.g. licensing, support and software quality). ARTICLE II MEMBERS Section 1 - Members The membership of MTL-RUG shall consist of Members. Members shall be employees of corporations, partnerships, or other entities who are licensed to use the Pro/ENGINEER product suite and who shall be designated as Members by the Executive Committee from time to time. Any employee of a licensee may apply for membership. Upon acceptance of an application for membership by the Executive Committee, the applicant shall become a Member. Section 2 - Evidence of Membership Membership in MTL-RUG shall be evidenced by the inclusion of the Member's name and business address in a list of Members to be maintained under the direction of the Secretary. Section 3 - Disclosure of member list Any disclosure or public announcement in any form to anyone outside of MTL-RUG of the names of Members is strictly forbidden as in any use of this information for financial or any other form of gain or advantage. ARTICLE III MEETINGS OF MEMBERS Section 1 - Special Meetings Special meetings of the Members may be called by the Executive Committee or by the President or Vice-President, and shall be called by the President or Vice-President in writing of three or more Members of the Executive Committee, or at the request of at least ten percent (10%) of the Members. Section 2 - Notice of Meetings Notice of each meeting of the Members shall be given, electronicaly (email), not less than 15 days before the date of the meeting, to each Member. Section 3 - Procedure The order of business and all other matters of procedure at every meeting or Members shall be determined by the presiding officer. ARTICLE IV EXECUTIVE COMMITTEE Section 1 - Management of Affairs Except as otherwise provided by the law or these bylaws, the activities, property and affairs of MTL-RUG shall be managed by the Executive Committee. Section 2 - Number and Qualifications The Executive Committee shall consist of the President, the Vice-President, the Secretary and any Directors who shall be elected by the Members at an annual meeting of the Membership. The officers may increase or decrease the number of Directors by a vote of the majority of the officers but the number of Directors shall not exceed two (2). Section 3 - Directors The Executive Committee may elect Directors for such periods and in such numbers as the Executive Committee may determine. Section 4 - Resignation Any officer may resign at any time by giving his or her resignation to the President, the Vice-President or the Secretary. Section 5 - Removal Any officer may be removed with or without cause by vote of the Members, or with cause by vote of the Executive Committee. ARTICLE V MEETINGS OF THE EXECUTIVE COMMITTEE Section 1 - Regular Meetings Regular meetings of the Executive Committee shall be held before each members meeting or at such time and place as shall be determined by the Executive Committee and the notice of the meeting shall specify. |
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