Article I – Name and Mission
Section 1: Name
The name of this organization is the “Parallel Tools Consortium,” also known as “Ptools.”
Section 2: Mission
To take a leadership role in defining, developing, and promoting parallel tools that meet the specific requirements of users who develop scalable applications on a variety of platforms.
We do this by:
- Encouraging active collaboration on specific tool projects among users, developers, and researchers.
- Incorporating user input into tool requirements and user feedback on tool suitability.
- Establishing consensus among users and developers of parallel tools.
- Promoting parallel tools that help developers create robust, high-performance, scalable applications.
- Sponsoring parallel tool development projects that:
- Offer a common look and feel, published interfaces, and reference implementations available for royalty-free adoption and use.
- Leverage existing standards and technology to shorten development time and to achieve wider user acceptance.
- Support the development of applications for a variety of parallel architectures and programming paradigms.
- Serving the parallel computing community by encouraging the dissemination and transfer of parallel tool technology.
Article II – Membership
Section 1: Types of Membership
There are two classes of membership: Members of the Steering Committee and General members.
Steering Committee – Membership is by organization, not by individual, although specific individuals from organizations are identified as voting members. Organizations can become Steering Committee members only by application. Any General member can submit a request to the standing Steering Committee asking to be considered for membership in the Steering Committee. Approval is required by a simple majority of voting members. There are no explicit limits on the number of Steering Committee members, but the intention is to keep the number manageably small.
General – General membership in the Consortium is obtained merely by registering with the Secretary.
Section 2: Responsibilities
Steering Committee – Steering Committee members are the only members with formal voting rights in the Consortium. Steering Committee members are charged with the responsibility for oversight and direction of the Consortium and for formal approval/disapproval of work efforts proposed and/or carried out by Consortium members. The By-Laws can only be changed by the Steering Committee.
General – General members do not have formal voting rights, but will be engaged in informal polls such as straw votes. General members have access to information regarding current projects either proposed, ongoing, approved or disapproved, and have access to forums managed by the Consortium to discuss current projects.
Section 3: Limitations on Membership
Steering Committee members – Only one individual from any organization is identified, at any time, as holding the voting rights for that organization in the Steering Committee. That individual must be identified at the time of acceptance of the organization into the Steering Committee (not required at the time of application). Initial notification of the voting member as well as subsequent changes of the voting member are made to the Secretary. Voting rights can be transferred among individuals in the participating organization.
Section 4: Loss of Membership
Steering Committee members – Organizations will lose membership in the Steering Committee if fees are not paid as specified in Article IV. Organizations can also lose membership in the Steering Committee by a vote at a Steering Committee meeting where 75% of the voting members vote to bar a particular organization. Examples of when this might be done are lack of participation, public statements misrepresenting the Consortium, etc.
Article III – Organizational Structure
The Steering Committee has a Chair, a Secretary, and a Treasurer. There are no other officers and/or formal committees. The basic responsibilities of the officers are:
Chair – The chair is responsible for convening Steering Committee meetings and General Membership meetings.
Secretary – The Secretary is responsible for the holding the membership lists of the Steering Committee, recording formal votes of the Steering Committee, and ensuring the accurate minutes of the Steering Committee meetings are taken and distributed.
Treasurer – The Treasurer is responsible for collecting and disseminating information on the Consortium’s financial activities to members of the Steering Committee, including:
- Preparing an annual budget for Committee approval.
- Accounting of all budget activities.
- Presenting a financial status report at each Steering Committee meeting.
- Preparing an annual budget report at the close of each fiscal year.
Article IV – Financial Matters
Section 1: Annual Budget
The Consortium will maintain an annual budget, approved by at least two-thirds of the Steering Committee members. Revisions to the budget must be approved by two-thirds of the Steering Committee members. All expenditures by the Consortium must be included in the annual budget.
Section 2: Fiduciary Agent
The Consortium will appoint an external organization as its fiduciary agent with at least a two-thirds majority of the Steering Committee. The Steering Committee may change its fiduciary agent as deemed necessary with a two-third majority vote. All financial transactions shall be drafted against the fiduciary account.
The Consortium’s fiduciary agent may require that signature authority for the Ptools account reside with an employee of the agent’s firm. However, the authority to request that a check be written against the Ptools account is limited to the Ptools Chair and Treasurer.
Section 3: Fiscal Year
The Consortium fiscal year shall run from July 1 through June 30. The fiscal year can changed by majority vote of the Steering Committee.
Section 4: Fees
General Members – No dues shall be levied upon general members.
Steering Committee Members – An annual fee shall be charged for membership in the Parallel Tools Consortium Steering Committee. The fee is set at $200 per year for academic institutions, $500 per year for government laboratories, and $1000 per year for commercial institutions. This rate may be changed on approval by two-thirds of the Steering Committee members. The fee may be waived for any member in the case of hardship upon application of that member and approval by two-thirds of the Steering Committee members.
Annual dues are invoiced July 1 and are payable within 90 days. Reminders will be sent September 1 and January 1. Any member in arrears on April 1 will be automatically dropped from membership.
General and Steering Committee members may be required to pay fees to attend Consortium meetings. Such fees will be limited to the attendee’s share of the estimated expenses for the meetings.
Article V – Meetings, Policy, Changes
Section 1: Public Statements
Members, either General or Steering, are not allowed to make statements speaking for the Consortium without approval from the Steering Committee.
Section 2: Formal Votes
All formal votes of the Steering Committee are decided by a simple majority of the members that vote (unless explicitly noted otherwise in the By-Laws). Votes can be taken either at a Steering Committee meeting or electronically. Electronic votes will have a “reasonable” time-limit attached for the purposes of closing the vote. A simple majority (quorum) of voting members must vote for the vote to be valid. Proxy votes are valid.
Section 3: Meetings
Steering Committee meetings will be held as necessary. A joint meeting of all members, both Steering and General, should be held at least once per year.
Section 4: Ptools Patent Policy
There is no objection in principle to drafting a proposed standard that includes the use of a patented item, if it is considered that technical reasons justify this approach. Prior to the approval of any draft standard, it shall be distributed among the member organizations for review of use of any patents from that organization.
If Ptools receives notice that a patent is included in the proposed standard, the proposal may be amended to remove the required use of the patent. If it is considered necessary to include the patent in the standard, the standard may be approved if the patent holder provides written notification to Ptools that a license will be made available to applications on a reasonable and non-discriminatory basis.
When Ptools recieves notification of the above from the patent holder, the standard shall include the following notice:
NOTE – The user’s attention is called to the possibility that compliance with this standard may require use of an invention covered by patent rights. By publication of this standard, no position is taken with respect to the validity of this claim or of any patent rights in connection therewith.
Ptools shall not be responsible for identifying all patents for which a license may be required by a Ptools standard or for conducting inquiries into the legal validity or scope of those patents that are brought to its attention.
Article VI – Binding
No decision by the Consortium is binding in any way on the organizational members of the Consortium. Decisions are only binding on the Consortium itself.