Articles Article I - Organization 1.0 The name of the organization shall be the "Document Sciences Users Group, Incorporated" (referred to herein as GROUP). 1.1 The GROUP is a voluntary, non-profit association of MEMBERS who are current users of a Document Sciences product (referred to herein as PRODUCT), designed to provide mutual benefits through cooperative effort of its MEMBERS. 1.1 Membership in the GROUP does not contractually or otherwise obligates any MEMBER organization to any course of action or to refrain from any action. Article II - Statement of Purposes 2.0 It is the primary purpose of the GROUP to advise the Document Sciences Corporation (referred to herein as Document Sciences) on matters of general interest concerning the enhancement and future development of an effective and efficient PRODUCT. In addition, the GROUP may study questions of general concern and interest to data processing in the MEMBER organizations, and shall encourage cooperation between the organizations by the sharing of PRODUCT information among MEMBERS. More specifically, general areas of concern to be considered include those described in 2.1 through 2.4. 2.1 Planning. The Group shall advise DOCUMENT SCIENCES in the future development of an effective and efficient PRODUCT. The GROUP shall a.  help to determine the nature and scope of a data management plan suitable to meet each MEMBER's needs; b.  assist in identifying the factors and data to be considered in establishing priorities for the research and development effect; c.  through conferences, newsletters or other contacts, to become aware of, and to learn from, the plans and experiences of the other MEMBERS; and d.  participate in the review and evaluation of alternatives and provide recommendations to the MEMBERS and to DOCUMENT SCIENCES. 2.2 Sharing. The GROUP shall provide a forum for the sharing of information, resources, and expertise among MEMBERS. Information and experience with hardware, software, data center organization, technology, and software additions, or modifications and data basis may be exchanged, where appropriate. MEMBERS are encouraged to share the information each may obtain independently through participation in professional meetings and conferences. The GROUP shall facilitate the sharing of skills, techniques and procedures for using text editing, text search and type composition software. 2.3 Advice and policies. When appropriate, the GROUP shall make recommendations to DOCUMENT SCIENCES on priorities, policies, and procedures for the improvement or coordination of PRODUCT processing in the MEMBER organizations. 2.4 Generally. The GROUP shall provide opportunities to the MEMBERS for the informal interchange of managerial and technical information, and discussion of experiences and ideas expected to improve PRODUCT processing services to the MEMBERS. Article III - Membership 3.0 The GROUP shall be composed of one MEMBER for each currently operational data processing system purchased or leased from DOCUMENT SCIENCES for an organization. MEMBERS may be represented by employees who are responsible in a supervisory capacity for the user a DOCUMENT SCIENCES systems or who, as technical data processing personnel, are responsible keeping the system operational. 3.1 More than one person may register and attend any meeting of the GROUP on behalf of each MEMBER, but each MEMBER shall have only one vote. The name of the voting delegate should be made known to the Secretary/Treasurer prior to a voting session. 3.2 DOCUMENT SCIENCES may designate one or more officers and/or employees of the company to serve as non-voting delegates to participate in the deliberations of the GROUP and to advise the GROUP on DOCUMENT SCIENCES policy and procedures. Article IV - Group Structure 4.0 The officers of the GROUP shall be the Chairperson, Immediate Past Chairperson, Vice Chairperson, the Secretary/Treasurer. No person may be elected or appointed as an officer of the GROUP, or may remain an officer of the GROUP, unless such person qualifies as a MEMBER under section 3.0. Each officer shall represent a different MEMBER organization. The officers have the duties as set out in 4.1 through 4.6. 4.1 Chairperson. The Chairperson: a.  Presides at meetings of the GROUP and the EXECUTIVE COMMITTEE meetings; b.  Represents the GROUP at appropriate meetings, when directed by the MEMBERS; c.  Appoints NOMINATING COMMITTEE; d.  Gives General direction to the GROUP; and e.  Appoints an interim officer, in the event that an officer is vacated during a term. 4.2 Vice Chairperson. The Vice Chairperson: a.  Performs the duties of the Chairperson in the absences of the Chairperson and succeeds to that office when it becomes vacant; and b.  Organizes the GROUP meetings. 4.3 Secretary/Treasurer. The Secretary/Treasurer: a.  Keeps minutes of meetings of the GROUP and of the EXECUTIVE COMMITTEE meetings; b.  Transmits minutes of GROUP and EXECUTIVE COMMITTEE meetings to all MEMBERS and to DOCUMENT SCIENCES after each meeting; c.  Maintains a listing of the MEMBER names and addresses. It is the responsibility of each MEMBER to notify the Secretary/Treasurer of changes to same; and d.  Collects and disburses monies and maintains financial record of the GROUP. 4.4 Immediate Past Chairperson. The Immediate Past Chairperson: a.  Provides continuity of purpose by serving on the EXECUTIVE COMMITTEE; and b.  Performs duties as directed by the Chairperson and Vice Chairperson. 4.5 User Representative(s). The User Representative(s): a.  Liaison between EXECUTIVE COMMITTEE and GROUP, communicates with DOCUMENT SCIENCES. 4.6 User Group Liaison. The User Group Liaison: a.  Document Science representative to attend EXECUTIVE COMMITTEE meetings; and b.  Participation at the discretion of GROUP. Article V - Executive Committee 5.0 The EXECUTIVE COMMITTEE is comprised of the Chairperson, Vice Chairperson, Secretary/Treasurer, Immediate Past Chairperson, and User Representative(s). The duties of the EXECUTIVE COMMITTEE member shall be determined by the Chairperson. The EXECUTIVE COMMITTEE may: a.  Recommend the establishment of committees from among GROUP members or others as invited by the GROUP; b.  Recommend appropriate policies and procedures for decision by the GROUP; and c.  Recommend positions on important PRODUCTS processing issues for decision by the GROUP. Article VI - Elections 6.0 The officer of the GROUP shall be elected at each annual meeting of the GROUP. Article VII - Meetings 7.0 Meetings. One meeting of the GROUP shall be held each year in conjunction with the GROUP User Conference. 7.1 Parliamentary Procedure. Robert's Rule of Order shall govern the meetings of the GROUP. In addition: a.  A quorum to conduct the business of the GROUP shall consist of fifty-one percent of its MEMBERS; b.  Any proposition which results in a tie-vote shall be lost and may not be renewed at the particular meeting unless the proposition is modified in substance; c.  All elections of officers of the GROUP may be by the affirmative vote of a majority of the quorum; and d.  Any modifications of these articles of organization requires the affirmative vote of two-thirds of the then current membership of the GROUP. 7.2 Implementation. The GROUP shall become active only on the affirmative vote of two-thirds of the MEMBERS represented at the 1998 Document Sciences User Group Conference.