Article 1 - Name

The name of the organization shall be the Centricity Healthcare User Group, hereafter referred to as the “User Group” or by its full abbreviation, “CHUG.”

Article 2 - Purpose

Mission Statement:

CHUG empowers users of the Centricity Physician Office Electronic Medical Record (CPO-EMR) to maximize product benefits, thereby enhancing safe, efficient, and effective patient care.

Goals:

1. Promote synergistic relationships between users, user entities and GE Healthcare Technologies (GEHT) that lead to continuous healthcare quality improvement, healthcare workforce vitality and health profession education.
2. Enhance communication among users, including health care providers, clinical support staff, and information technology staff. This communication shall provide a medium for exchange of ideas, information, innovations, and solutions among users.
3. Facilitate establishment of priorities on product enhancements and new developments to enhance the features, functionality, and usability of CPO-EMR.
4. Collaborate with third party vendors who strive to provide quality clinical tools to support and enhance our members’ clinical practices.

Article 3 - Membership

Section 1. CHUG membership is limited to users with active CPO-EMR licenses. While prospective users and GE employees may be invited to participate as guests in the listserv, web site, or other User Group activities, they are not voting members of CHUG.

Section 2. Membership dues shall consist of the Conference Fees payable in connection with CHUG national conferences and GE Healthcare User Summits.

Section 3. Only members have voting rights, and these only with respect to the election or removal of the officers of the Board of Directors. The Board of Directors shall have sole voting power with respect to all other matters relating to the User Group. However, the Board, at its discretion, may submit to the voting membership any proposal for a non-binding, advisory vote by such members.

Section 4. Voting for the annual election of officers shall be accomplished at the annual GE Healthcare User Summit. If a Board vacancy exists at the time of a national CHUG Conference other than the annual GE Healthcare User Summit, the vacancy can also be filled at that time. Nominations for Board members and officers will be solicited by the Board of Directors prior to the annual GE Healthcare User Summit. Additional nominations can be made from the floor. The Board shall seek nominations broadly representative of users and user entities. If a qualified nominee is unopposed, the President shall declare said individual elected. If more than one nominee exists for a specific board position, election by voting members shall be by written ballot. Each voting member attending the annual GE Healthcare User Summit or other national CHUG Conference may cast one vote for each open position.

Section 5. The Board of Directors shall have the authority to terminate the membership of any member for such reason as the Board may deem appropriate, including member activities or conduct that are contrary to the mission, principles, purposes and objectives of the User Group. Such member shall have no further rights or privileges as a member of the User Group.

Article 4 - Meetings

Membership business meetings shall be held during CHUG national conferences and the GE Healthcare User Summit, under direction and leadership of the User Group President.

Article 5 - Board of Directors

The CHUG Board of Directors is charged with promoting the mission, vision, goals and objectives of the User Group.

Objectives:

1. Organize and promote the CHUG national conferences in conjunction with the Annual GE Collective Knowledge User Summit.
2. Organize and promote at least one additional CHUG national conference annually.
3. Secure appropriate resources to ensure the availability, functionality and appropriate use of the User Group Listserv and any associated online forum(s).
4. Develop and maintain a User Group web site that focuses on and supports the mission, principles, purposes and objectives of the User Group.
5. The Board shall meet at least twice annually, and more often as needed.
6. Board members shall participate in regularly scheduled conference calls.
7. The Board will assist regional CHUG conference organizers as appropriate.

Article 6 - Officers of the Board

Section 1. Board Membership shall consist of the following officers, with duties as outlined:

Section 1a. President - It shall be the duty of the President to preside at all meetings and to enforce all regulations relating to the administration of the organization. The President shall serve as chair of the CHUG Board of Directors. The President shall preside over the annual election of officers. The term of office is one year, after which the President will assume the role of Immediate Past President.

Section 1b. President-elect - It shall be the duty of the President-elect to act on behalf of the President in his/her absence. The President-elect shall also chair the conference planning committee for CHUG national conferences. The term of office is one year, after which the President-elect will assume the role of President.

Section 1c. Immediate Past President - It shall be the duty of the Immediate Past President to act on behalf of the President and President-elect in the case of their absence. The Past President shall be responsible for advising and mentoring the President and President-elect on request. In addition, the Immediate Past President shall receive and submit proposed changes to the User Group bylaws and submit proposed changes to the Board. The term of office is one year, after which the Immediate Past President shall rotate off the CHUG Board of Directors and shall be given the permanent title of Past President.

Section 1d. Secretary - It shall be the duty of the Secretary to maintain records of the Board's proceedings and to conduct general correspondence on behalf of the User Group. The Secretary shall certify the results of the election of officers at the annual GE Healthcare User Summit. The term of office is two years.

Section 1e. Treasurer - It shall be the duty of the Treasurer to be responsible for all fiscal matters of the User Group and the accounting thereof. The treasurer shall disburse funds in accordance with instructions established by the Board. The financial records of the User Group shall be audited on a periodic basis as determined by the Board. The term of office is two years.

Section 1f. Member at Large - It shall be the duty of the two members at large to represent the views and best interests of the general User Group membership. The term of office is two years.

Section 1g. GEHT Representative – GEHT shall appoint an employee representative acceptable to the User Group Board to serve as an ex-officio Board member. It shall be the duty of the GE Representative to facilitate communication and collaboration between GEHT, the User Group and the CHUG Board of Directors. While there is no specific term limit to this appointment, the President shall have the authority to review and periodically give GEHT leadership evaluative feedback regarding the performance of the GEHT representative and his/her continued appropriateness to serve on the Board.

Section 2. Rotation of Officers: Each fall two Members at Large are elected. The roles of the President-elect, Secretary and Treasurer will be elected from within the Board Membership. No entity may have more than one of its representatives on the Board of Directors at the same time.

Section 3. Vacancies: Vacancies on the Board of Directors, for whatever reason, shall be filled by a majority of the remaining officers present at the meeting of the Board of Directors, even though less than a quorum is present. An exception to this is that GEHT will fill any vacancy in the GEHT Representative position. Any member of the Board of Directors may be removed by the vote of the majority of the officers of the Board.

Section 4. Compensation: Officers of the Board shall receive no compensation for their services except that they may be reimbursed actual expenses incurred because of their position. In recognition of the time and expense associated with the responsibility of serving on the Board of Directors, however, the annual Conference Fees of the members of the Board of Directors shall be waived.

Article 7 - Administrative Matters

Section 1. Conduct of Business: The current edition of Robert's Rules of Order, Newly Revised, shall govern the conduct of business of the Board of Directors and User Group unless superseded by these bylaws.

Section 2. Fiscal Year: The fiscal year of this organization shall be from January 1 through December 31.

Section 3. Committees: The Board may authorize the formation of committees, workgroups, special interest groups or task forces, charged with performing designated functions for the User Group. The Board shall appoint the chairperson of each such committee. The committees shall not have or exercise any of the power of the Board of Directors. The procedure for meetings and the conduct of the business of such committees shall be informal, appropriate to the functions and goals of such committee and shall be determined by the chairperson thereof. Each subcommittee shall keep such written minutes of its meetings as its chairperson deems appropriate.

Section 4. The Board of Directors shall keep, at the offices of the GEHT Representative and the Secretary, current bylaws, a record of the names and addresses of the officers of the Board, minutes of the membership meetings, minutes of the Board meetings, correct and adequate records of accounts and finances, and any other necessary or advisable records.

Section 5. CHUG was founded to provide for the open exchange of information and experiences between Centricity Physician Office EMR users. Private commercial functions are discouraged during CHUG conferences. Solicitation of CHUG national conference and GE Healthcare User Summit attendees to participate in such functions is prohibited. Presentations at CHUG national conferences and the GE Healthcare User Summit shall normally be made by speakers invited by the CHUG Board, CHUG members or GEHT employees; speakers shall not market services other than those provided by GEHT or its partners, unless approved in advance and in writing by the Board.

Section 6. Vendors and consultants are encouraged to share experiences and knowledge with Centricity users.  However, it is important to maintain the intent that the CHUG listserv and forums provide a vehicle for information exchange between users and  not use the CHUG listserv or forums as a marketing tool to individuals who are asking for help or advice.  Vendors and consultants who participate in the CHUG listserv and forums may communicate with users through these media as long as there is no attempt to sell a product or service that said vendor or consultant provides.  Services directly tied to and provided at CHUG conferences, such as form design training or interface seminars, are considered exceptions to this rule.  Vendors and consultants may market their products and services by purchasing ad space on the CHUG web page.  Offers of any product or service provided by a vendor or consultant may only be made privately and directly to an individual user (via email or private message in the forums). Mass emails to members of the user group are expressly prohibited.

The CHUG Board of Directors reserves the right to review any email or post made through centricityusers.com for potential violation of this rule.   Anyone found to be sending emails to the listserv or posting to the forums in violation of this rule will receive a response from the CHUG Board of Directors that is appropriate for the level of offense.  On first offense, the person sending the email or making the post(s) will receive a written warning, and the email or post(s) will be moved to a private forum by CHUG administrators to be logged for future reference.  On second offense, the person sending the email or making the post(s) will be banned from the listserv and forums (regardless of where the violation occurred) and the email or post(s) will be moved to a private forum by CHUG administrators to be logged for future reference.  

For any level of an alleged violation, the offender will be given an opportunity to submit a written appeal to the Board of Directors within seven (7) days of the notice of violation.  The Board will review all information objectively and make a final ruling based on a super majority vote.  If written notice is not received within seven days, the original ruling is considered final.

Article 8 - Limitation of Liability

Nothing herein shall constitute CHUG members as partners for any purpose. No member, officer, or agent of CHUG shall be liable for the acts or failure to act on the part of any other member, officer, or agent of CHUG. Nor shall any member, officer, or agent of CHUG be liable for his/her acts or failure to act, arising out of his/her willful misfeasance.

Article 9 - Bylaws

These bylaws may be altered, amended or repealed and new bylaws adopted by the Board of Directors. If there is any uncertainty in the interpretation of these bylaws, the interpretation shall be determined by the Board of Directors.

Bylaws approved: 4/29/05

Appended: 9/10/2008