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Chapter Lead Agreement

The CIO Club  •  thecioclub.com  •  Version: 1.0  •  Effective: 01/04/2026

Between Caresoft Foundation, 311, Mahesh Industrial Estate , Silver Park, Mira Road East , Thane -401107, Mumbai, India ("the Foundation", "we") and the member appointed to lead a chapter ("Chapter Lead", "you").

Thank you for offering. Chapters are the part of this Club that will decide whether it becomes a community or stays a website, and they only work because members volunteer to run them.

This is a short agreement for an unpaid volunteer role. It exists because you will be trusted with other members' information and will speak in the Club's name, and both of us should be clear about what that means before you start.

§5 and §6 are the two that matter. The rest is housekeeping.

Contents
  1. The role
  2. Not employment, not paid
  3. What you do
  4. What good looks like
  5. What you cannot do
  6. Your job in the room
  7. Member data
  8. Confidentiality
  9. If you work for a vendor
  10. Conflicts of interest
  11. Running events
  12. Money
  13. Local sponsors
  14. Using the name
  15. What we give you
  16. When to escalate
  17. If something goes wrong at an event
  18. Term and stepping down
  19. If we end the appointment
  20. Liability and insurance
  21. General

1. The role

You are appointed to lead the [chapter name] chapter — a country, city or regional group within The CIO Club.

You remain a member and are bound by the Membership Terms and Community Guidelines as everyone is. This Agreement adds to those; it does not replace them.

2. Not employment, not paid

  • This is a voluntary role. It creates no employment, agency, partnership or worker relationship with the Foundation.
  • It is unpaid. There is no fee, honorarium, commission or revenue share, and none will be introduced without a new agreement.
  • Agreed out-of-pocket costs are reimbursed (§12).
  • You are not insured by us and do not act on our behalf except as §5 allows.
  • Your own employer's time is yours to manage. We will never ask you to prioritise the Club over your job, and if the role becomes too much, say so — stepping down is normal (§18).

3. What you do

DutyDetail
Convene the chapterMeetings at the agreed frequency, with an agenda, in a format that suits your members
Open every session properlyWelcome, introductions, and the competition law reminder (§6)
Make it worth attendingA topic, a speaker, or a structured conversation. Not an open floor that goes quiet
Welcome new membersIntroduce them, make sure someone speaks to them, and answer their first question so they ask a second
Keep the room safeStop a pricing conversation; stop anyone being spoken over; stop a pitch
EscalateConduct matters, conflicts, anything you are unsure about (§16)
Record attendanceOn the Platform, so we know what is working
Tell us how it is goingA short note each quarter. Honest, including when it is not working

4. What good looks like

We are not going to set you attendance targets. This is a volunteer role and targets would make it a job.

But it helps to know what we think a healthy chapter looks like, so here it is.

  • Meetings happen when you said they would. Cancelling is fine; silence is not. Six people reliably beats twenty occasionally.
  • More than three people speak. A chapter where the lead talks and everyone listens is a webinar.
  • New members get spoken to. The first session decides whether someone comes back.
  • Someone asks a real question. That only happens once people believe the room is safe, which is mostly about how you handle the first awkward one.
  • You are not doing all of it. Hand sessions to members. A chapter that depends entirely on you will not survive you.

If a chapter is not working, tell us early. Usually it is fixable — wrong time zone, wrong format, too broad a region, or nobody ever asked a member to present. Nobody is judged for a chapter that struggled, and we would much rather help than find out at the end of the year.

5. What you cannot do

You have no authority to bind the Foundation or to decide anything that affects a member's standing.

You must not
Admit, reject or remove a memberNever — refer to us
Decide a moderation or conduct matterNever — escalate (§16)
Vary the Membership Terms, Guidelines or any policy for anyoneNever
Agree a sponsorship, rate or commercial arrangementNever — refer to advertise@
Sign anything in the Foundation's name, or accept a notice for usNever
Commit the Foundation to a cost without written approval (§12)Never
Speak to press or make a public statement on the Club's behalfRefer to hello@
Appoint a co-lead or successorPropose them to us; we appoint
Hold yourself out as staff, an officer or an employeeYou are a member volunteer, and your profile says so

Where someone asks you for any of the above, say you will refer it and do. Nobody expects a volunteer to adjudicate.

6. Your job in the room

You are convening a room of senior buyers, many of whom work for organisations that compete. If a pricing conversation starts, stopping it is your job.

Competitor information exchange is prohibited under the Sherman Act in the US, Article 101 TFEU in the EU, the Competition Act 1998 in the UK, the Competition Act 2002 in India and equivalents elsewhere — with penalties reaching individuals, including you.

6.1 Open every session with this

"Quick reminder before we start — we don't discuss what anyone pays a vendor, or anything about pricing, bidding or who approaches which customer. That's competition law, not just a club rule. Everything else is open: how it worked, how long it took, what you'd do differently. If I cut across something, that's why."

Twenty seconds. Every session, including the informal ones. Note in the minutes that it was given.

6.2 If it comes up anyway

  • Interrupt. Immediately, out loud, without apologising for it. "Sorry — that's one we can't go into. Happy to talk about how the implementation went."
  • Do not let it move to a side conversation, a breakout or a WhatsApp group.
  • Report it to [email protected] afterwards, with what was said and by whom.
  • Record in the minutes that the subject was raised and stopped. That record protects every person in the room, including you.

The highest-risk moment is after the session ends. Dinner, the bar, the taxi queue. "It was just a chat afterwards" has never worked as a defence, and as the convenor you are the person expected to have stopped it.

6.3 Things you must never do

  • Put pricing, benchmarking or "what are we all paying" on an agenda.
  • Circulate a spreadsheet, poll or survey asking what members pay.
  • Relay what one member told you about a vendor's pricing to another.
  • Organise a joint approach to a vendor, or a collective position on terms.
  • Facilitate a discussion about staff pay between members who compete for the same people.

7. Member data

You see member data to run the chapter. It is not yours, and using it for anything else ends the appointment immediately.

You can seeYou cannot see or seek
Your chapter's member list and contact detailsOther chapters' members
Attendance and event registrations for your chapterDirect messages between members
Who has joined recentlyDiscussions outside your chapter's space
Chapter-level activity reportingModeration or conduct records
  • Use it only to run the chapter. Invitations, follow-ups, introductions.
  • Never export, copy, download or retain member contact data — not to your own CRM, not to a personal spreadsheet, not to a mailing tool.
  • Never use it for your own business, another organisation, recruitment or research.
  • Never pass a member's details to a third party, including a venue or a speaker, without that member's consent.
  • Use blind copy for any email to more than one member. A visible recipient list is a disclosure.
  • You process this data on the Foundation's behalf and under our instructions, within the Privacy Policy.
  • On stepping down, delete everything and confirm in writing that you have (§18).

If you lose a device holding member data, or send something to the wrong person, tell us the same day — [email protected]. We would far rather know immediately than find out later. Nobody is penalised for reporting their own mistake quickly.

8. Confidentiality

  • Everything in a members-only session is Chatham House (Terms §11), and that binds you more than anyone — you heard it because you were convening.
  • Do not repeat, attribute or publish what a member said, including to another member who was not there.
  • Do not share chapter material, member lists or attendance with anyone outside the Foundation.
  • Where a member tells you something in confidence as the lead, keep it — except where §17 requires escalation.
  • These obligations survive the end of your appointment and your membership.

9. If you work for a vendor

A Chapter Lead must not be employed by a company that sells technology, software or services into healthcare.

That includes consultancies whose clients are healthcare technology vendors, and it applies to any company connected to the Foundation exactly as it applies to anyone else.

  • If you move to a vendor role, tell us immediately. You stay a member under the Membership Terms as they apply to you, but the chapter lead role ends. That is not a judgement on you — it is what makes members willing to speak in your chapter.
  • Where your role is genuinely borderline — an adviser, an academic with industry funding — tell us and we will take a view with the member advisory group. Disclosed and discussed is always fine; discovered is not.

10. Conflicts of interest

  • Declare in writing any financial interest you or your family hold in a healthcare technology company, any paid advisory role, and any board seat.
  • Do not use the role to benefit your own employer, a company you have an interest in, or a friend's business.
  • Do not invite a speaker you have an undisclosed financial relationship with. Disclose it and we will usually say yes anyway.
  • Where you are personally in a dispute with a member or a vendor, step out of anything in the chapter that touches it.
  • If a member could reasonably perceive favouritism, that is a problem even if nothing improper happened. Manage the perception.

11. Running events

  • Agree the format and date with us before publishing it, so it does not clash and so we can support it.
  • Chatham House is the default. Say so at the start. Do not record a members-only session unless every participant agrees.
  • Where a vendor representative attends or speaks, announce it in advance and make their role visible in the room.
  • Accessibility: ask about requirements at registration and act on what you are told. Online sessions should have captions available.
  • Photography at in-person events is opt-in. Ask the room, and respect anyone who declines.
  • Keep the venue's own terms. You are a guest there in the Club's name.
  • For anything beyond a routine meeting — a large event, a paid venue, a co-hosted session — talk to us first (§12).

12. Money

Never collect money from members, in any form, for anything. Not a venue contribution, not a dinner split collected centrally, not a subscription.

If a member offers you money for anything Club-related, decline it and tell us.

  • Agreed out-of-pocket costs are reimbursed — venue, refreshments, travel where we approved it in advance — against receipts, within [30] days.
  • Get written approval before incurring anything. We will not refuse a reasonable cost, but we cannot reimburse what we did not agree.
  • Do not commit the Foundation to a contract, a venue booking or a cancellation liability.
  • Do not accept gifts, hospitality or sponsorship personally in connection with the role. Refer any offer to [email protected].

13. Local sponsors

A local company may offer to sponsor your chapter or host a session. That can be genuinely useful — and it goes through us, not through you.

  • Refer every offer to [email protected]. We handle terms, labelling and the agreement.
  • Never promise a sponsor access to members, contact details, or a speaking slot.
  • Where a session is sponsored, it is announced as sponsored when registration opens, not on the day.
  • A venue host is not thereby a sponsor and gets no platform. A welcome and a thank-you is the whole of it.
  • The Sponsorship Policy binds you as it binds us.

14. Using the name

  • Describe yourself as "Chapter Lead, The CIO Club [chapter]" — on your profile, on LinkedIn, in an email signature. Not as staff, a director or an officer.
  • Use our materials and templates for chapter communications. Get approval before producing anything carrying the Club's name that we did not supply.
  • Do not register a domain, social handle, WhatsApp group name or company name containing "The CIO Club", and do not set up a chapter presence outside the Platform without agreeing it with us.
  • Rights end when the appointment does. Remove the title and any Club branding within [15] days.

15. What we give you

You are volunteering. The least we can do is make it easy.

  • A named contact at the Foundation, who answers within [2] working days.
  • Session formats, agenda templates, discussion prompts and the opening script in §6.1.
  • Invitation and reminder templates, and help with scheduling across time zones.
  • Speaker suggestions, including members in other chapters worth hearing from.
  • Platform tools for attendance, events and chapter communications.
  • Onboarding before you start, and a chapter leads' call [quarterly] so you are not doing this alone.
  • We take the difficult conversations. Escalate and we will deal with it (§16).

16. When to escalate

SituationWhereWhen
Anything about pricing or coordination[email protected]Same day
A member behaving badly toward another[email protected]Same day
Patient data posted or shared[email protected]Immediately
Someone selling, or pitching in a session[email protected]Within 2 days
A sponsorship or commercial offer[email protected]Before responding
A conflict of interest, yours or a member's[email protected]As soon as it arises
A commercial approach a member says came from membership[email protected]Same day
Lost device or misdirected email with member data[email protected]Same day
Press enquiry[email protected]Before responding
Anything you are unsure aboutYour named contactWhenever

Escalating is not failing. It is the main thing we need from you. A lead who escalates early is doing the role properly; one who handles everything alone eventually handles something badly.

17. If something goes wrong at an event

  • Harassment or abuse: stop it in the room, separate the people, make sure the affected person is safe and has someone with them. Report to conduct@ the same day. Do not attempt to mediate or resolve it yourself.
  • Someone unwell or injured: local emergency services first, venue staff second, us third. Your judgement in the moment is the right one.
  • Alcohol at an event: your call whether to have it. If you do, make sure there is a good non-alcoholic option and that nobody is pressed. Most conduct problems at professional events involve alcohol.
  • You are not expected to manage a serious incident alone. Call your named contact, whatever the hour where we are.

18. Term and stepping down

  • Initial term [12] months, renewing by agreement.
  • You can step down at any time, for any reason, with [30] days' notice where you can give it — less if you need to. Life happens and jobs get busy; this is a volunteer role and nobody will think badly of you.
  • On stepping down: hand over chapter records and upcoming commitments, introduce your successor if there is one, delete all member data and confirm in writing, and remove the title and branding within [15] days.
  • You remain a member, and we hope you stay active in the chapter you built.
  • Confidentiality (§8) and data obligations (§7) survive.

19. If we end the appointment

ReasonNotice
Chapter merged, closed or restructured[30] days, with thanks and an explanation
Role no longer workable for youBy agreement
Breach of this Agreement, not remedied[14] days to remedy, then immediate
Exporting or misusing member data (§7)Immediate
Collecting money from members (§12)Immediate
Allowing or joining a pricing discussion (§6)Immediate
Breach of confidentiality (§8)Immediate
Moving to a vendor role (§9)Role ends; membership continues
Undisclosed conflict of interestReviewed; may end the role

Ending the appointment does not end your membership unless the Membership Terms are separately breached. Where a decision is disputed, it is reviewed by the member advisory group, not by club staff.

20. Liability and insurance

20.1 YOU ACT AS A VOLUNTEER. THE FOUNDATION DOES NOT INSURE YOU, AND YOU SHOULD NOT ASSUME ANY POLICY OF OURS COVERS YOU PERSONALLY.

20.2 WE WILL INDEMNIFY YOU AGAINST CLAIMS ARISING FROM PROPERLY PERFORMING THIS ROLE IN GOOD FAITH AND IN ACCORDANCE WITH THIS AGREEMENT — BUT NOT WHERE A CLAIM ARISES FROM YOUR BREACH OF §5, §6, §7, §8, §10 OR §12, OR FROM DISHONESTY OR GROSS NEGLIGENCE.

20.3 OUR TOTAL LIABILITY TO YOU UNDER THIS AGREEMENT SHALL NOT EXCEED REIMBURSED COSTS OUTSTANDING, PLUS ANY AMOUNT UNDER 20.2.

20.4 NOTHING LIMITS LIABILITY FOR FRAUD, DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, OR ANY LIABILITY THAT CANNOT LAWFULLY BE LIMITED.

Read 20.2 carefully — it is the clause that matters to you. If you run the chapter properly and something goes wrong anyway, we stand behind you. If you breach the competition law rules in §6, you are on your own, and that is deliberate: those rules exist to protect you, and we cannot indemnify someone for ignoring them.

21. General

  • Governing law: India. Good-faith discussion for [30] days, then arbitration under the Arbitration and Conciliation Act, 1996, sole arbitrator, seated in Mumbai, in English, by video where you are outside India.
  • Not transferable. You may not delegate the role or appoint a co-lead without our agreement.
  • Amendment on [30] days' notice, except changes required for legal compliance, which may be immediate.
  • Survival: §7, §8, §10, §14 and §20 survive the end of the appointment.
  • Severability and waiver as standard. An electronic record under the Information Technology Act, 2000.
Chapter LeadCaresoft Foundation
Name: ______________________
Employer: ___________________
Role: _______________________
Chapter: ____________________
Conflicts declared (§10): ☐ none ☐ attached
Signature: __________________
Date: ______________________
Name: ______________________
Title: ______________________
Named contact for this lead: ______________________
Signature: __________________
Date: ______________________

Attach: chapter scope, meeting frequency, and any agreed budget.

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