As used in these Bylaws:
a. "Business Affiliate" means vendors, professional firms or other businesses approved by the Board to market their services and/or products to the members of the Corporation pursuant to the terms and conditions of the Business Affiliate Agreement;
b. "Board" means the Board of Trustees of the Corporation;
c. "Healthcare Affiliates" means organizations that are not acute care hospitals, which otherwise provide health care or research services, and whose membership is consistent with and would strengthen the mission of NJCTH.
d. "Healthcare System" means two or more acute care hospitals under common ownership and control;
d. "Major Teaching Hospital" means a teaching hospital that is consistently training more than seventy-five (75) residents or fellows combined and providing two (2) or more Regional Services;
e. "Medium Teaching Hospital" means a teaching hospital providing one
(1) Regional Service or training more than seventy-five (75) residents or fellows combined;
f. "Regional Service" includes perinatal services, transplant services,
Level I or II trauma services; cardiac surgery services; services provided by designated children's hospitals; and services provided by Community Clinical Oncology Programs approved by the National Cancer Institution;
g. "Small Teaching Hospital" means a teaching hospital that is training less than seventy-five (75) residents or fellows combined and provides no Regional Services;
h. "System Affiliate" means an acute care hospital that IS part of a Healthcare System that is a Full Member of the Corporation; and
i. "UMDNJ" means University of Medicine & Dentistry of New Jersey.
The membership of the Corporation shall consist of two classes of members to be collectively referred to hereafter as the "Member or Members." A proposed Member is required to join the highest class of membership for which it is qualified. All Members shall be committed to advancing the purposes of the Corporation as set forth in these Bylaws and shall be required to enter into a Membership Agreement with the Corporation.
a. Full Member.
The President of UMDNJ shall be a Full Member. Additionally, the following institutions are eligible for Full membership:
A. A Major Teaching Hospital;
B. A Healthcare System with a minimum of one (1) Major Teaching Hospital; and
C. A Healthcare System with hospitals collectively training more than one hundred (100) residents or fellows combined.
Any institution meeting the eligibility requirements set forth herein must obtain a unanimous recommendation from the Executive Committee and approval of the Board to become a Full Member.
(ii) Annual Dues.
During the final quarterly meeting of each year, the Executive
Committee shall set, by a simple-majority vote, the annual dues for Full Members. All Full Members shall pay one hundred percent (100%) of the annual dues established by the Executive Committee, except that UMDNJ shall be required to pay only fifty percent (50%) of those annual dues as long as University Hospital is a Full Member. Both UMDNJ and University Hospital shall each have one full vote on the Executive Committee and the Board in accordance with Section 6, Article IV. Initial dues shall be set by the Executive Committee within sixty (60) days of the approval of these Bylaws.
b. General Member.
The following organizations are eligible for General membership:
A. A Medium Teaching Hospital, and
B. A Small Teaching Hospital.
C. Healthcare System containing one or more teaching hospitals not otherwise eligible to be a Full member.
Any organization meeting the eligibility requirements set forth herein must obtain a unanimous recommendation from the Executive Committee and approval of the Board to become a General Member.
D. Healthcare Affiliates.
(ii) System Affiliate.
In order to effectuate the Purposes of the Corporation set forth in Article II, all hospitals within a Healthcare System are eligible to join the Council as General Members at special rates. In particular, systems with more than one teaching hospital are highly encouraged to have all of their teaching hospitals become participating members. Annual dues for System Affiliates may be paid either by the Healthcare System or the System Affiliate. However, regardless of whether annual dues are paid by the Healthcare System or the System Affiliate, General Member annual dues shall not be assessed for one System Affiliate although that System Affiliate shall be a non-voting General Member, unless the Healthcare System or System Affiliate chooses, at its option, to pay annual dues pursuant to Section 2(c)(iii) of this Article. In which case, said System Affiliate shall have a vote on the Board commensurate with the amount of annual dues paid by it consistent with Section 6, Article IV.
(iii) Annual Dues.
Unless otherwise stated in these Bylaws, all other General Members shall pay annual dues as follows:
A. A Medium Teaching Hospital that is not a System Affiliate shall pay fifty percent (50%) of the annual dues established by the Executive Committee;
B. A Small Teaching Hospital that is not a System Affiliate shall pay twenty-five percent (25%) of the annual dues established by the Executive Committee;
C. A Major Teaching Hospital that is a System Affiliate shall pay twenty percent (20%) of the annual dues established by the Executive Committee;