Consortium of Ohio Libraries

Bylaws

Name and Mission

  1. The Name of this organization shall be Consortium of Ohio Libraries (COOL).
  2. The Mission of the Consortium of Ohio Libraries is to meet the information needs of Ohioans through the cooperation of independent libraries.

Membership

While Individual library entities retain autonomy over their own local operations, participation in COOL requires collaboration in developing certain common policies and shared decision making. Membership in COOL represents the expectation of active and continuing participation by each member library entity. As a consideration for acceptance and continuation of membership in COOL, the designated library entity agrees to abide by the following terms and conditions:

  1. Members. There shall be one class of membership in COOL. Membership is held by the participating library. Each member library is a voting member with a vote on the Executive Board.
  2. Qualifications. Membership shall be limited to any tax-payer funded library in Ohio that provides library services and offers a collection for loan beyond its district of service according to the policies and procedures established by COOL.
  3. Application for Membership. Prospective members may apply to join COOL by submitting a completed COOL Membership Agreement form to the Chair of the Executive Board. The Executive Board shall vote on all prospective membership applications.
  4. Term. Membership shall be on a calendar year (January 1 – December 31), effective upon receipt of a signed COOL Membership Agreement. Membership is renewed on an annual basis unless notification of termination is given as described in item 5, “Termination”, below.
  5. Termination. Any member library can terminate membership in COOL by providing written notice to the Chair of the Executive Board as stated in the COOL Membership Agreement. Notice to terminate membership must be received 12 months before termination. The Executive Board may, by two-thirds (2⁄3) majority of all Executive Board representatives and in consultation with OhioNet, terminate a membership upon continued violation of the membership agreement, Bylaws, Principles of Cooperation or any other governing policies and procedures.
  6. Violations. All member libraries agree to adhere to these principles. If violations occur, the director of that library will be formerly notified of the violation by the Executive Board Chair and given two (2) months to address the stated issue(s). If violations continue, training will be provided as agreed upon by the Executive Officers to ensure principles are being followed. Once training received, an additional two (2) months will be provided to address the stated issue(s), which will be reviewed by the Executive Board Officers. If violations continue after these steps, the library will be suspended from participating in this activity, as agreed upon by the Executive Board, for another two (2) months, with additional mandatory training. If these steps do not correct the issue(s), this will constitute default under the terms of this agreement as described in item 5, “Termination”, above.
  7. Database. A member library entity leaving COOL or being terminated has the right to receive at cost within six (6) months a complete copy of its database with attached bibliographic records and patron records extracted from the COOL database in a format meeting the library’s needs.
  8. Working Groups. All member libraries will make available personnel to serve on any working group the Executive Board deems necessary to support COOL. Libraries that cannot assign a member to every working group agree to abide by the policies developed by the working groups and approved by the Executive Board.

Executive Board

  1. Number and Term. All participating libraries will have a seat on the Executive Board filled by the director or a designee. Once membership in COOL reaches 20 members, the Executive Board will re-examine the structure of COOL governance with an eye toward making it a representative council with members appointed for two-year terms.
  2. Officers. The Executive Board shall elect the following officers: Chair, Vice-chair, and Secretary.
  3. Officers’ Duties. The Chair, Vice-chair, and Secretary will perform the following duties and may perform other duties as assigned by the Executive Board:
    1. Chair
      1. Preside over all COOL Executive Board meetings.
      2. Serve as public spokesperson for COOL.
      3. Prepare and distribute an agenda at least three (3) business days prior to each regular Executive Board meeting.
      4. Represent COOL in consortium contracts executed and administered by OhioNet.
    2. Vice-chair
      1. Assume the authority and responsibilities of Chair in the Chair’s absence or unavailability.
      2. Become Chair the following term.
      3. Investigate and present to the Executive Board any grievance from a COOL library.
    3. Past-chair
      1. Seat occupied by previous chair.
      2. Provide continuity and historical perspective to consortial leadership.
    4. Secretary
      1. Maintain the minutes of the Executive Board.
      2. Distributes minutes of the Executive Board meetings within two weeks following each meeting.
  4. Officers’ Election and Term. The Executive Board Officers shall be elected by a majority vote of the Executive Board. The term of office shall be two (2) years, to commence on January 1 with exception of the first year. An announcement of the newly elected officers will be sent to the membership promptly following the election. Officers may serve consecutive terms with a two-thirds (2⁄3) majority vote of the member libraries, hereafter known as the “membership”.
  5. Vacancies. A vacancy in the office of the Chair shall be filled by the Vice-chair who will serve until the end of the normal term of the vacated office. A vacancy in other offices will be filled by appointment by the Executive Board.
  6. Removal. A two-thirds (2⁄3) vote of no confidence from the Executive Board will remove any officer from office. Should any officer be removed, the Executive Board can elect a new representative.
  7. Quorum. A simple majority of voting members of the Executive Board shall constitute a quorum for the transaction of business at meetings.
  8. Meetings. The Executive Board shall hold at least four (4) meetings per year, with other meetings scheduled as needed. The general membership shall be notified in advance of all Executive Board meetings. All Executive Board meetings are open to member libraries and other interested parties, but only Executive Board members may vote at Executive Board meetings. Additional meetings can be scheduled in the following circumstances:
    1. On the call of the Chair
    2. At the request of two (2) members of the Executive Board
    3. To review all contracts and to make recommendations for approval
  9. Powers. The Executive Board shall:
    1. Formulate policies pertaining to COOL
    2. Act upon recommendations pertaining to COOL
    3. Make recommendations pertaining to COOL and other related issues, e.g. personnel, upgrades, enhancements, support, etc.
    4. Conduct research to determine the best practices at any given time.
  10. Attendance. If an Executive Board member cannot attend an Executive Board meeting, the member may make advance arrangments with the Chair and the hosting site to particpate electronically, by conference call, or other technology that allows full membership participation, with the understanding that these technologies are not conducive to full transcription of the meeting discussion, and that only minimal transcription of actual motions on the floor may be possible when the question is called. Member interactions are critical to the health and strength of the consortium. While members have the option to participate remotely, it it still best practice to attend in person when possible to facilitate quality discussion and feedback.
  11. Voting. Only an Executive Board member or designee may cast a vote at an Executive Board meeting. Decisions of the Executive Board are binding on all member libraries. Decisions will be made by a simple majority of Executive Board members participating.
  12. Electronic Balloting. At the direction of the Chair of the Executive Board, items may be brought to the Executive Board for electronic ballot.
    1. Notice of issues for electronic ballot must be electronically mailed to each member of the Executive Board one (1) week prior to the designated “close of ballot” date.
    2. Ballots returned shall be counted if they are dated on or before the designated close of ballot date.

Working Groups

  1. Appropriate Working Groups (Cataloging, Circulation, etc.) will be recommended and approved by the COOL Executive Board.

Amendment to the Bylaws

  1. COOL Bylaws may be amended at any time by a two-thirds (2⁄3) majority vote of the member libraries.
  2. Proposed amendments must be submitted in writing to the Executive Board Chair.
  3. Thirty (30) days prior written notice shall be given to all member libraries of proposed amendments.

Rules of Order

  1. COOL meetings shall be governed by Robert’s Rules of Order and the laws of the State of Ohio.

Fiscal Agent

  1. OhioNet is the fiscal agent for COOL subject to review and approval by the COOL Executive Board.
  2. OhioNet, under the direction of the COOL Executive Board, shall maintain a contingency fund for the purpose of covering expenses that fall outside of the routine operations and support of the consortium. Contributions to the contingency fund will be determined by the Executive Board and be reviewed on an annual basis.
  3. Should the Consortium of Ohio Libraries dissolve, after all outstanding liabilities are paid, the contingency fund will be divided among the current members with each receiving a percentage equal to the share of the aggregate service population.