E.A.R.N. ASSOCIATION
(EUROPEAN ACADEMIC AND RESEARCH NETWORK ASSOCIATION
OR
ASSOCIATION POUR UN RESEAU EUROPEAN UNIVERSITAIRE ET DE RECHERCHE)
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S T A T U T E S
~~~~~~~~~~~~~~~
The undersigned :
- Paul Edgar Bryant, born the 10 January 1938 at Weston-Super-Mare (Great
Britain), domiciled at "The Bumbles", Well Meadow, Shaw, Newbury, Berkshire,
RG13 2DS, Great Britain ; computing specialist, British nationality.
- Birgitta Gunilla Carlson, born Lundin, the 7 April 1940 in Stockholm
(Sweden), domiciled at Askrikev. 2, S-18351 Taby, Sweden ; computing
specialist, Swedish nationality.
- Jean-Claude Ippolito, born the 19 August 1940 at B?d?nac (France),
domiciled at 11 rue Bornier, 34000 Montpellier, France ; computing
specialist, French nationality.
form by the present Statutes an association pursuant to the law of 1 July
1901 (Official Journal of the French Republic of 2 July 1901) and establish
the Statutes in the following manner :
ARTICLE 1
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FORMATION, NAME
The Association is named : "E.A.R.N. Association" (European Academic and
Research Network or Association pour un R?seau Europ?en Universitaire et de
Recherche).
ARTICLE 2
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OBJECTIVES
EARN is a computer network created for all Universities, and for all
institutions of higher learning, academic research and non-commercial
scientific research as well as for associate members as defined in Article 6
of these Statutes in Europe, the Middle East and Africa.
The objective of EARN is to provide an Information Exchange System to
satisfy the need for co-operation and fast exchange of data between the
members of this academic and research community, for non-commercial
scientific, educational, academic and research purposes.
ARTICLE 3
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REGISTERED OFFICE
The registered office is situated in Paris. It may be transferred to any
other location by a decision of the Board of Directors.
ARTICLE 4
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DURATION
The duration of the Association is unlimited.
ARTICLE 5
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METHODS OF ACTIVITY
In accordance with the law, the Association's methods of functioning are the
following :
- the use of the information processing network as described in Article 2,
for non-commercial and non-lucrative purposes ;
- the planning of trips enabling representatives of full members (as defined
in Article 6) to meet one another ;
- the organization of events and exhibitions ;
- the development of research and utilisation (non-commercial and non-
lucrative) of the fruit of this research dedicated to improving
communications among members of the Association by means of the computer
network ;
- encouraging students and research workers and professors at universities
and institutions of higher learning, academic research and non-commercial
scientific research as well as for associate members as defined in Article 6
of these Statutes to use this computer network within the limits and
conditions set by the Board of Directors ;
- the publication and distribution of documents, brochures, magazines,
periodicals, etc... ;
- any other activity which the Board of Directors deems useful in order to
fulfil the goals of the Association.
ARTICLE 6
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COMPOSITION, PRIVILEGES,
CONDITIONS OF MEMBERSHIP AND DUES
EARN members are institutions responsible for at least one EARN node who are
able and willing to support connections to additional EARN members. A node
is a computer system, connected to the EARN network, which is able to send,
receive and distribute files, using appropriate communications standards and
to potentially support connections of additional EARN nodes.
The Association will have the following classes of members :
- full members
- associate members
All universities and institutions of higher learning, academic research and
non-commercial scientific research in Europe, the Middle East and Africa
are eligible to be full members of EARN. Full members of EARN are considered
to have the same status, independently of the national implementations of
the network. Each full member shall name an individual who will represent it
with respect to the Association and who will be called its "official
representative". Each full member must inform the Board of Directors of any
change in its official representative.
Other research institutions in Europe, the Middle East and Africa are
eligible to be associate members of EARN. A condition precedent to the
membership of these research institutions as associate members is their
written commitment signed by their appropriate legal representative, not to
use the Association's computer network directly or indirectly for commercial
or lucrative purposes. Each associate member will name an individual who
will represent it with respect to the Association and who will be called its
"official representative".
Each director of the Association will accept or reject, without being
obliged to give reasons, the applications for full membership from
institutions from the country which named him to the Board. If he does not
act within one month of receipt of the application for membership, the
application shall be deemed to be accepted. If a membership application for
full membership is rejected, such applicant may appeal such decision to the
Board of Directors which will decide on the application by a two-thirds
majority of those present at the meeting dealing with the issue. If the
nationality of an applicant (or a member) is not clear, the question will be
decided by the Board of Directors. For purposes of the Association a member
may have only one nationality. Application for associate membership or
application for full membership by institutions from a country which has not
named a director will be accepted or rejected by the Board of Directors.
Prior to such a decision being taken, the candidates shall have the
opportunity to present the rationale supporting their candidacy. Reasons for
refusing candidates for associate membership must be in writing sent to the
subject candidate.
A full member shall automatically loose his status as a full member if it
ceases to meet the criteria for full members. It is obliged to immediately
inform the Board of Directors.
Conversely, an associate member may become a full member if he can establish
in writing that it meets the criteria and if its change of status is
accepted by the Board of Directors.
The amount of dues and entrance fees, if any, shall be determined by the
Board of Directors. Different amounts can be set for each class of members.
ARTICLE 7
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RESIGNATION, CANCELLATION OF MEMBERSHIP
Membership in the Association may be lost by resignation, dissolution (of a
member) or cancellation.
The membership of any member may be cancelled by the Board of Directors on
any basis when such membership is deemed harmful to, or contrary to the
interests of, the Association. Prior to taking a decision cancelling the
membership of a member, the member in question must be given the opportunity
to defend himself in writing against the accusations made against him, which
accusations shall have previously been communicated to him in writing. Such
decisions, (notwithstanding Article 15 paragraph 4 of these Statutes), shall
be taken by two-thirds of the members of the Board present. Reasons for such
action shall be sent in writing to the former member in question.
Members who resign or whose membership is cancelled can not claim any right
to the Association's property nor may they request the refund of sums paid
by them in dues and entrance fees.
ARTICLE 8
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REGULATIONS
Regulations governing the connection to, access to, and use of EARN and EARN
sites facilities, shall be promulgated by the Board of Directors of the
Association.
Decisions of the Board of Directors concerning the membership of the
Association, the regulations governing EARN and its access and use, and any
other matter concerning EARN and the Association shall be complied with by
the members.
ARTICLE 9
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EARN USAGE
All staff and students registered with a member of the Association as users
of an EARN node may be permitted to access EARN provided their use is
consistent with the Statutes of EARN and the regulations issued by the Board
of Directors.
All uses of EARN must be for scientific, educational, academic and research
purposes only. No commercial use, direct or indirect, is permitted.
Full members of the Association are permitted to communicate between
themselves, with associate members of the Association and with all members
of the U.S. BITNET network.
Associate members of the Association are only permitted to communicate with
full members of the Association. Special BITNET access authorisation is
required for associate members.
ARTICLE 10
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COMMUNICATION WITH OTHER COMPUTER NETWORKS
EARN members agree to restrict their communications to other networks via
gateways pursuant to regulations agreed to between the Association and the
administrations of attached networks.
ARTICLE 11
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RESPONSIBILITY
Members shall take all reasonable precautions to ensure that users of their
computing facilities abide by these and such other regulations governing the
use of EARN as the Board of Directors of the Association shall introduce.
The Association does not guarantee the security, the confidentiality or the
integrity of the data sent on the network. It is the user's responsibility
to protect its data and the data transmission on the network by all means
they feel appropriate.
No EARN member shall be held responsible in any way for the use made by any
other member.
ARTICLE 12
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SOURCES OF INCOME
Pursuant to the law, the Association's sources of income are made up of the
following :
1. membership dues ;
2. subsidies which might be granted to the Association by the State or
public communities ;
3. revenues from its assets ;
4. moneys earned in return for services furnished by the Association ;
5. all other resources authorised by legislative and regulatory texts.
Only the Association's assets will be liable to those commitments made in
its name, and no officer shall be held responsible therefor.
ARTICLE 13
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GRATUITOUSNESS OF MANDATE
The directors and officers of the Association shall receive no remuneration
for their being members of the Board of Directors or officers of the
Association.
ARTICLE 14
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BOARD OF DIRECTORS
The Association is governed by a Board of Directors.
The initial members of the first Board of Directors will be appointed by the
Constitutive General Assembly. Their term of office will end at midnight two
years after the meeting of the Constitutive General Assembly. The terms of
office of other members of the first Board of Directors named thereafter by
the full members will end on the same date as those named by the
Constitutive General Assembly. The terms of office of the members of each
new Board of Directors will end two years after the terms of office of the
members of the preceding Board of Directors ended or would have ended if not
re-appointed.
The full members of the Association from each country shall choose one
director to serve for a period of two years. The Board of Directors thus
named may freely choose additional directors the term of office of which
will end on the same date as the terms of office of the directors chosen by
the full members. All directors shall have the same rights and their term
will end on the same date.
The members from each country shall themselves determine the method of
choosing the director named by them. Thus different directors may be named
by different means. A director need not be an official representative as
defined in Article 6 of these Statutes.
Notwithstanding the fact that the Board of Directors is named for a period
of two years, each director chosen by full members will be considered as
having been automatically re-appointed if the members from his country do
not indicate the name of his replacement before the expiration of his term.
The members of each country have the right at any time to replace the
director named by them. The term of office of the new director named in this
fashion will end on the same date as would have ended the term of office of
the replaced director.
ARTICLE 15
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BOARD OF DIRECTORS' MEETING
The Board shall meet at least once per year. It is convened by the President
or by 2/3 of its members. Notice of meetings must be given at least one
month before the meeting. In circumstances deemed exceptional by the
President, notice of meeting may be waived if all members of the Board agree
thereto in writing prior to, during or after the meeting.
The President can invite any individuals who are not directors to be present
at any Board of Directors' meeting.
Half of the members of the Board must be present in order for its decisions
to be valid.
Decisions are taken by simple majority ; in the event of a divided opinion,
the President shall have the deciding vote.
ARTICLE 16
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POWERS OF THE BOARD
The Board of Directors can authorise and take all acts for and in the name
of the Association other than the dissolution of the Association.
It may delegate any of its powers and any of the powers of any officer or
officers, including the day to day administration of the Association, to any
individual, grouping of individuals or enterprise (members or not).
ARTICLE 17
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ROLE OF THE OFFICERS
The officers of the Association shall be President, Vice-President,
Secretary General and a Treasurer the functions of which are set forth
below. An individual may hold two or more offices except that the President
may not also be the Secretary General. The same individual may never serve
two consecutive terms as President. Otherwise, all officers will be named by
the Board of Directors as it deems fit. The Board can add or eliminate any
office except the office of the President which may not be eliminated. The
officers shall serve until the end of the term of the Board of Directors
which has appointed them except that any officer may be replaced at any
time, with or without cause by the Board of Directors.
President :
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He convenes the General Meetings and Board of Directors' meetings, at which
he presides. He represents the Association in all acts and is vested with
all powers therefor. In particular, he has the capacity to act in the name
of the Association, both as petitioner and as defendant in law suits.
In the event of absence, he is replaced by the Vice-President, and in the
event the latter is unable to serve, by the Secretary General, and if he in
turn is unable to serve, by any other director specially designated by the
Board.
Vice-President :
----------------
He assists the President in the exercise of his functions and replaces him
in the event of absence.
Secretary General :
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He is in charge of all that involves correspondence and archives. At the
request (written or verbal) of the President, he may be responsible for
sending out notices for General Meetings. He keeps the special registers
required by law and carries out the prescribed formalities.
Treasurer :
-----------
He is in charge of all that involves the administration of the Association's
assets. He makes all payments and receives all sums due, under the
supervision of the President. However, all expenses of more than 5.000,00
francs or its equivalent must be approved by another officer. He keeps a day
to day accounting system of all operations and delivers a report to the
Board of Directors' meeting at which a review of the administration of the
Association takes place. He draws up the Association's budget which is
submitted to the Board of Directors.
ARTICLE 18
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APPOINTMENT OF AN ACCOUNTANT
TO AUDIT THE ACCOUNTS
The Board of Directors will appoint an accountant in order to audit, at
least once a year, the Association's accounts. Such accountant need not be a
professional accountant. He will draw up a report on the financial
administration of the Association and submit it to the Board of Directors.
ARTICLE 19
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CONSTITUTIVE GENERAL ASSEMBLY
The Constitutive General Assembly will be held without written notice being
addressed to the founding members. The holding of the meeting shall be
agreed to by all of the founding members. It will function like an Ordinary
General Meeting.
The meeting shall have the broadest powers possible to take all decisions
permitting the Association to commence operation ; notably it shall adopt
the Statutes, name the initial members of the first Board of Directors
(notwithstanding Article 14 of these Statutes), set the location of the
registered office (which can thereafter be changed by decision of the Board
of Directors).
The minutes of this meeting shall be signed by all founding members.
ARTICLE 20
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ORDINARY GENERAL MEETINGS
The General Meeting of the Association includes all full members.
The General Meeting will meet whenever is convened by the Board of Directors
or upon the requests delivered to the registered office of the Association
of at least half of its members. No periodicity of meetings is required.
The notices of meetings, which must include the agenda, are sent out by the
President or at his request (written or oral) by the Secretary General, at
least one month before the Meeting is to be held.
The Meeting must be comprised of at least one tenth of the full members. If
a quorum is not attained at a Meeting (upon first notice), a new notice will
be sent to each member. At this new meeting, actions can be validly taken
regardless of the number of members present (whether by their official
representatives or by their substitutes).
All resolutions taken at the Ordinary General Meeting are normally taken
with raised hands and decisions are taken by simple majority of members
present or represented. However, a secret ballot is obligatory when
requested by the Board of Directors or by a quarter of the members present
(whether by their official representatives or by their substitutes).
The Board of Directors may, as an exception, decide to take a written vote :
the text of the proposed resolutions will be addressed to all full members
and will indicate the delay given for votes to be received. The votes will
be counted in the presence of at least a quorum of the members of the Board
and the result announced by the President. Minutes will be drawn up covering
such a vote.
Official representatives of full members may appoint official
representatives or other full members of the Association as their
substitutes by means of a special power of attorney.
The agenda is made up by the Board of Directors. All matters will be put on
the agenda if requests therefor signed by at least half of the members of
the Association are deposited in the registered office of the Association
at least five days before the meeting. Only those matters set forth on the
agenda or accepted by two-thirds of the members present (whether by their
official representatives or by their substitutes) will be considered at the
General Meeting.
The officers of the Meeting are those of the Board.
The President can invite any individual who is not a full member of the
Association to be present at a General Meeting.
ARTICLE 21
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MINUTES
Minutes of the resolutions of Board and General Meetings shall be taken by
the person designated by the President as Secretary of the meeting, and
signed by two of the following : the President, the Vice-President, the
Treasurer, the Secretary General and the Secretary of the meeting.
The minutes can be drawn up on loose leaf paper and placed in order in a
loose leaf note book.
The President or the Secretary General may issue conformed certified copies
of minutes, which may be relied upon by third parties.
ARTICLE 22
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DISSOLUTION
The dissolution of the Association may only be pronounced at a General
Meeting convened specially for this purpose.
The General Meeting will designate one or more "commissaries" responsible
for the disposition of the Association's property and will designate the
power of the "commissary(s)".
The General Meeting assigns net assets to any registered association having
a similar purpose or to any establishment, public or private, recognised by
the French Government as being publicly useful ("d'utilit? publique").
ARTICLE 23
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FORMALITIES
In the name of the Board of Directors, the Secretary General is responsible
for dealing with all formalities of declaration and publication prescribed
by current legislation. He may entrust any other person to fulfil these
formalities. Power is given to the bearer of an original or a certified true
copy of the present Statutes to effect these formalities.
ARTICLE 24
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INTERNAL REGULATIONS
The Board of Directors may, if it deems necessary, draw up the text of
internal regulations which will determine the modalities of compliance with
the present Statutes.
Done in as many originals as parties concerned, plus one original for the
Association and two to be legally registered.
Paris, 6 February 1985.
The technical group we call EARNTECH was originally formed as a closed group with a limited number of delegates per country as the technical supplement to the BOD.
In time EARNTECH, as measured by the number of people on the (closed) EARNTECH lists, has grown to more than 160 people, persons from all over the world, essentially being an open group although one of the list owners must put a person on the list. Many people are only on the list to listen, and the EARNTECH discussion is also propagated to other distribution lists.
After the NOG was defined, there seems to be no reason to have an EARNTECH with a limited number of members per country. Countries like Germany and France with more that a hundred nodes naturally have more technical people than a country like Luxemburg with only one node. Also, technical questions within EARN is so wide a notion that probably nobody can have a reasonably deep understanding and interest in all.
Therefore the EARNTECH should be declared as an entirely open group, which could meet at EARN conventions and have a distribution list for very general and introductory questions for node administrators, like we have the EARN-UG list for users. There are about 500 nodes so that the potential number of members in EARNTECH is maybe more than 500, since the group would be completely open and some nodes could have more than one technically active person.
There seems to be no need for a formal structure in EARNTECH.
For projects and operations we need more well defined groups. The NOG has been mentioned and it is established with the responsibility for the international backbone.
For the OSI migration project a group is being established with people at the switch sites and those working with the G-boxes and E-boxes and others who may contribute to the project. A distribution list is being set up.
Other areas like X.400 or SNA could be important for the development of EARN and thus warrant the establishment of a technical group. In analogy with bitnet, and as a forum for discussions like the recent ones it might even be relevant to have a list called PRINCIPL for discussion of topics like rights to software etc., although EARN would probably not have a project working on this.
Since the groups would consist of people working with projects, they would normally be closed, but notebooks of their distribution lists would probably be open.
The technical groups should work with EARN staff and exec members who would be responsible for getting decisions in the board based on the work in the groups, and for securing the necessary budget for activities and implementations.
The idea to establish a new group could come from everywhere, and the groups could be announced in EARNTECH to draw participants form a large group of experts. Naturally, start of new EARN projects and allocation of funds would require a decision in the board.