Rules and Regulations

ARTICLE 1: Domains of application

These Rules and Regulations concern the association called RxLaboratorio, located at 56 Impasse Pré Forand, 73660 Les Chavannes en Maurienne, France.

These Rules and Regulations are aimed at all members of the association RxLaboratorio.

ARTICLE 2: Membership Status

The association has two types of members:

Active members have a regular and identified activity within the association.
Content Creator members who have at least one content distributed by the association to the general public. This content can be computer programs, or any products or services associated with them (tutorial, book, user guide, etc.) validated by the Collegial Council. The modalities of this status are described in Article 10 of these Regulations.

Legal entities may join the association and be part of both types of members, but in this case they must designate a natural person who will serve as a contact person.

Members pay an annual membership contribution. In case of new membership, their membership status is valid until the anniversary date of the first payment. This anniversary date remains the same for subsequent renewals, regardless of the payment date. Members can choose to pay their contributions monthly.

Membership may entitle you to reduced prices on the products and services offered by the association. The amount and terms of these reductions are decided by the Collegial Council.

ARTICLE 3: Admission requirements

The amounts of the membership fees are set as follows:

The annual membership fee for individual members is set at a minimum of 20 euros, at the choice of the member;
The annual membership fee for legal entity members is set at a minimum of 100 euros, at the choice of the member;
The annual fee paid monthly for individual members is set at a minimum of 2 euros per month, (that being 24 euros per year minimum), at the choice of the member.
The annual fee paid monthly for members of legal entities is set at a minimum amount of 10 euros per month, (that being 120 euros per year minimum), at the choice of the member.
A contribution for natural persons with no or limited resources (unemployed people, students, etc.) is set at an amount of 10 euros per year.

The association aims to help members choosing the fair amount of their contributions according to their income.

The list of members (surnames, first names or company names) is public for all members of the association.

To obtain the associate member status, the person must read the Statutes and the Rules and Regulations of the association, and fill in the membership form. These documents are available on the association’s website. If the person doesn’t have internet access, he or she may send a membership application by any means to the association’s head office accompanied by the following information:

Amount and frequency of payment (monthly or annual) of membership fees;
surname and first names, or company name for legal entities;
date and place of birth, or identification number for legal entities;
complete postal address and any other means of communication allowing her or him to be reached (having an email address is strongly recommended);

In accordance with the French law n° 78-17 of 6 January 1978 relating to information technology, files and freedoms, members have the right to access and rectify all data concerning them to the Collegial Council.

Members undertake to inform the association of any change relating to their postal address or any other means of communication allowing them to be reached.

Accepted members will have a period of fifteen days following their application to pay their contribution. If no payment has been received by the Administration Committee, the membership will be considered null and void. The treasurer acknowledges the reception of the payment by sending a receipt, which may be electronic.

ARTICLE 4: Resignation, expulsion, death of a member

The resignation must be sent in writing to the Collegial Council. It doesn’t have to be motivated by the resigning member.
As indicated in Article 8 “Loss of membership” of the association’s statutes, the exclusion of a member may be pronounced by the Collegial Council for serious reasons. In particular, the following are deemed to constitute serious reasons:
- a criminal conviction for a felony and misdemeanor,
- any action likely to cause moral or material damage, directly or indirectly, to the activities of the association or to its reputation,
- non-compliance with the Statutes or Rules and Regulations of the association.
In the event of the death of a member, the heirs or legatees cannot claim any membership status within the association.

The membership contribution already paid to the association is definitively acquired, even in the event of resignation, exclusion, or death of a member in the process of joining.

ARTICLE 5: General Assemblies, voting and decision-Making

As a reminder, we can distinguish different decision-making methods:

Authoritarian: only one member makes the decision;
Minority: a smaller subgroup makes the decision for everyone;
Majority (we will speak of “majority”, “simple majority” or “relative majority”): the largest group makes the decision for all;
Absolute majority: the group that obtains at least half of the votes (50% + 1) makes the decision for all;
Consent: Members are invited to express a justified opposition, with proven risks, and otherwise to agree not to oppose it;
Compromise: all members agree on the solution acceptable to all but not always satisfactory;
Consensus: the members of a group seek to reach an agreement on the basis of an in-depth analysis of the arguments discussed, trying to avoid cognitive biases;
Unanimity: all members agree.

Furthermore:

The quorum is a minimum number of attendance among the members of a meeting without which a deliberation within the meeting cannot be valid;
The null vote is the invalid vote;
abstention is the absence of a vote;
The blank vote is the fact of not voting for any of the proposals presented.

In accordance with article 14 of the association’s statutes, at the Ordinary General Meetings, the quorum is set at twenty percent (20%) of the members with the right to vote, and decisions are made by majority vote of the members present and represented.

In accordance with Article 15 of the statutes of the association, at the Extraordinary General Meetings, the quorum is set at fifty percent (50%) of the members with the right to vote, and decisions are made by a two-thirds majority of the members present and represented.

In accordance with Article 12 of the statutes of the association, for all types of General Assemblies, votes are public, unless at least a quarter of the members present or represented request a secret ballot.

In accordance with Article 17 of the statutes of the association, at the meetings of the Collegial Council, the quorum is set at fifty percent (50%) of the members with the right to vote, and decisions are made by an absolute majority of the members present and represented; In the event of a tie, the co-chairs have the casting vote.

Apart from General Assemblies (ordinary and extraordinary) and meetings of the Collegial Council, the association favors by default decision-making by consent, without quorum, or voting on the decision. It seeks in all circumstances to avoid “authoritarian” or “minority” decision-making.

However, any member of the association may decide to submit a decision to a vote. It’s therefore strongly recommended that members who propose a vote choose and specify their terms and conditions. In particular, it’s possible and ideal to indicate whether a quorum is required as well as to specify a majority threshold (e.g. simple majority, absolute majority (50% + 1), 60% majority, two-thirds majority, etc.). In the case of asynchronous votes, they must be limited in time and include a start date and an end date for the collection of votes, with a sufficient interval to allow members who wish to do so to express themselves.

If it’s not specified during a vote (except General Assemblies or meetings of the Collegial Council), the majority necessary to take a decision during a binary vote is deemed to be 60% of the votes of the members present or represented.

ARTICLE 6: Committees

In order to facilitate the daily work of the association, it’s organized into committees.

The thematic committees are set up by the Collegial Council, on the proposal of the members of the association. The list of the committees is at least the one presented in these Rules and Regulations but it may be extended by the Collegial Council.

These thematic committees can welcome all types of natural or legal persons, including non-members of the association, under the approval of the Collegial Council. In particular, the committees work closely with the management (or co-management) of the salaried employee, to whom they can delegate part of their missions.

However:

each member of the Collegial Council must participate in at least one other committee;
each committee must include a referent. The committee referents arrange the necessary resources for the committee and regularly reports on its progress to the Collegial Council;
Each committee is composed of at least one member of the association.

Collegial Council

The association is run by a Collegial Council (which may sometimes be called the Board of Directors in some documents).

As specified in Article 16 of the association’s statutes, the Collegial Council comprises at least three members and a maximum of fifteen members, elected for two years by the General Assembly. The Collegial Council is made up of at least one-third and a maximum of two-thirds of Content creator members.

The members of the Collegial Council are elected during the General Assemblies for two years, from among the members of the association who have reached the legal majority, who have more than one year as associated member, and who are up to date with their contributions. Candidates for election are invited to submit their candidacy in writing to the Collegial Council at any time during the year; however, to be accepted, a candidacy must be submitted before the convening to the General Assembly are sent. If a candidacy is submitted afterwards, the candidate has the possibility that her or his candidacy remains registered for the next General Assembly.

During the General Assembly, each candidate to the Collegial Council is submitted to the assembly for approval. All candidates approved by an absolute majority of the members present or represented are elected to the Collegial Council, within the limits of the composition of the Collegial Council provided for in Article 16 of the association statutes. If the number of the members of the Collegial Council exceeds the limits, the candidates are decided between the number of votes obtained. If, after this selection, some candidates still cannot be decided, the current Collegial Council (including the candidates already elected at the current assembly but excluding outgoing and non-re-elected members) will decide between the candidates.

The statutes of the association define the modalities of meetings of the Collegial Council. As specified in article 17 of the statutes, any member of the association is invited to attend, without the right to vote, the meetings of the Collegial Council. To this end, the Collegial Council shall notify all members of the association in writing of the holding of a meeting at least twenty-four hours (24 hours) in advance.

This council is in charge of implementing the policy defined by the General Assembly. It decides to exclude members. It decides on the creation and/or elimination of salaried jobs. It authorizes expenses that would not have been provided for in the provisional budget. It decides on the opening of bank accounts and the delegation of signatures. It adopts the projects that will be submitted to the general assembly. It decides to take legal action on behalf of the association. It may propose the vote of amendments to the Rules and Regulations.

The Collegial Council is in charge of the considerations and the means to be implemented on a daily basis so that the association can effectively respond to its social purpose. It sets and monitors the indicators of success (or failure) of the association’s actions. It is in charge of the long-term dynamics of the association and develops possible scenarios that it presents in the form of a “road-map” to the association at the annual General Assembly. In order to coordinate the workload of the Collegial Council, committees dedicated to specific thematic tasks are created.

Ethics and Environment Committee

The Ethics Committee is in charge of monitoring the actions and the organization of the association in order to guarantee democracy and promote emancipation, fulfillment, solidarity, benevolence, inclusiveness and sharing among members and with the public in general.

To guarantee its independence and representativeness, the Ethics Committee appoints from among its members a decision-making group, responsible for decision-making and arbitration, composed of at least two members, each type of member being present in proportion to at least one third and a maximum of two thirds within this decision-making group.

The Ethics Committee may not be composed of more than half of its members of the Collegial Council.

This committee ensures that the association represents an open, welcoming, diverse, inclusive and caring environment for all, without discrimination of any kind, whether it is identity, age, disability, origin, appearance, nationality, social, sexual, gender, education, level of experience, etc. In particular, it ensures compliance with the association’s code of conduct (Article 8 of these regulations).

This principle of non-discrimination requires that the association’s rates and contributions can be adapted to the income of each person, everywhere.

This committee pays particular attention to the working conditions of members and employees, as well as to the management of internal conflicts, in relation to the Administration Committee. This committee ensures the protection of private data, as well as the respect for the environment.

In the association’s particular field of activity, the ethics committee ensures that the association promotes only computer programs that respect the freedom of users, in particular by favoring respect for these four fundamental freedoms:

The freedom to use the software for any purpose,
The freedom to modify the program to meet their needs,
the freedom to redistribute copies to their friends and neighbors,
the freedom to share with others the changes they have made.

It goes without saying that respect for these four freedoms implies that the source code of software must be accessible to its users.

This Ethics Committee also ensures that the association promotes open licenses for the distribution of all creative works (programs, videos, images, texts, etc.).

In this context, the Ethics Committee also ensures the recognition, both financial and moral, of the work of the creators and authors of all these works, including the respect of their copyrights.

The Ethics Committee ensures that the impact on the environment (climate, biodiversity, availability of natural resources, etc.) of the association is minimized.

It monitors and helps content creators reduce the impact of their work on the environment, and also helps their users reduce the impact of their use.

Public Relations Committee

The Public Relations Committee is in charge of the interactions between the association and the public. It manages the distribution of content for creator members.

This committee is in charge of the association’s external communication, including: relations with the press, creation of communication media, animation of social networks, exchanges with the community, etc. This committee is in charge of the association’s current and future partnerships.

Administration Committee

This committee is in charge of financial and budgetary matters. In particular, it’s responsible for the daily management of the association’s accounts. It’s in charge of presenting the annual financial reports.

This committee is in charge of legal issues. In particular, it ensures the drafting, modification and good compliance of the Statutes and the Rules and Regulations. It drafts the legal notices and general Terms of Use of the association’s websites and services. It manages legal files with the institutions concerned. It drafts the contracts of the association’s employees. It ensures the proper compliance of the agreements signed with the companies, communities or universities with which the association works.

This committee is in charge of the management, mobilization and development of the human capital of the association, in particular the association’s employees. In particular, it proposes the remuneration and allowances of employees (in relation with the Collegial Council), participates in the drafting of contracts, ensures the payment of salaries. It pays particular attention to the working conditions of members and employees, as well as to the management of internal conflicts, in relation with the Ethics Committee.

Technology Committee

This committee is in charge of the association’s network and software infrastructure. It administers the servers, makes the web spaces available, installs the applications if necessary, ensures that they are properly updated, manages the mailboxes and the electronic discussion lists of the association. It ensures the implementation of good security practices for servers, applications, and user data. It’s the custodian of all the access necessary for the proper functioning of the association, under the control of the Collegial Council.

It works under the control of the Ethics Committee.

ARTICLE 7: Operating

Any expenditure of more than 2,000€ (two thousand euros) made in the name of the association, must be authorized by the Collegial Council or the Administration Committee. Expenses of less than 2,000€ must be informed to the Administration Committee or its referent.

If an act or service on behalf of the association by one of its members is remunerated, it may not give rise to personal remuneration, the association being in this case the only beneficiary authorized, by a regulation transmitted to the Administration Committee.

No public position can be taken on behalf of the association without prior agreement or delegation of power from the Collegial Council.

ARTICLE 8: Code of Conduct

All members of the association undertake to respect the statutes and the Rules and Regulations of the association. A member, by his or her actions or declarations, must not cause moral or material damage to the association. If this prejudice is deemed serious by the Collegial Council, the member may be removed from the association.

Each participant in a thematic committee undertakes to work within the limits set by the referent of the concerned committee.

RFC 1855 (Netiquette) applies within the association, and any serious breach of this netiquette or the code of conduct will result in sanctions up to and including expulsion of the member. The “Contributor Convenant” Code of Conduct as available on www.contributor-covenant.org applies within the association.

The association makes available a copy of the Netiquette and the Contributor Agreeing to its members. In addition, the members of the association undertake to respect the Terms of Use of the association, available on the association’s website.

ARTICLE 9: Members’ Responsibility

None of the members of the association is personally liable for the commitments entered into by it. Only the association’s assets are accountable for its commitments.

In terms of management, the responsibility falls, subject to the sovereign appreciation of the courts, to the members of the Collegial Council.

ARTICLE 10: Content distribution

Any natural or legal person may at any time request that one of her or his creations be distributed by the association to the general public, in particular via its website. The request must be sent in writing to the Collegial Council and the Public Relations Committee, which are responsible for studying the request to validate it. This must be:

a free or open-source computer program,
or a tutorial, book, user guide, or in general any product or service related to a computer program distributed by the association or with open-source code or under a free license.

Under no circumstances can an act or service done by one of its members on behalf of the association, or any medium created for the performance of an act or service done by a member of the association, be considered as a content distributed by the association.

The title or name of the work submitted for distribution may not begin with the letters “Rx” or include sequences of letters “RxLab” or “RxLaboratorio”.

The request can be collective and several natural or legal persons can propose a co-creation.

The person(s) making the request certify that they are the legal holders of the international distribution rights of the creation and that they are not bound by any exclusivity contract concerning it.

In the case of a collective creation, all holders of the distribution rights of the creation must give their written consent for the distribution of the content by the association.

The acceptance by the Collegial Council and the Public Relations Committee of the distribution of a creation implies the acceptance by the creator of the terms of distribution, including those of any remuneration, as defined by the Terms of Use of the association.

As soon as an active member of the association has a content distributed by the association, he or she becomes a Content creator member. The distribution of the contents by the association is not exclusive, and content creators may distribute their creations outside the association by any means of their choice.

Content creators may at any time decide to withdraw one or more of their contents from distribution, by making a written request to the Collegial Council or the Operating Committee.

The Collegial Council has the power to withdraw or suspend any creation from distribution, at any time; in this case, it must first warn the content creator by detailing the reasons for this decision. If a Content creator member of the association no longer has a content distributed by the association, he or she automatically loses the status of Content creator member.

Distribution conditions

The Administration Committee, in conjunction with the Ethics Committee, drafts the Terms of Use of the association which include the conditions for the distribution of the creations of the creator members.

These conditions define the terms and conditions for the distribution of contents and in particular the remuneration of Content creation members. This remuneration must take into account both the working time necessary exclusively for the content (manufacturing, maintenance, updates, support, etc.) and the social interest of the content as assessed by the Collegial Council and the Public Relations Committee.

The Administration Committee defines the frequency and overall amount of the remuneration to be distributed to Content creation members according to the association’s resources.

ARTICLE 11: Applicable law – Language of the Rules and Regulations

These rules of procedure are governed by French law. Notwithstanding any translations that may be made, signed or not, the authentic language for the interpretation or execution of these Internal Regulations shall be French.