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1.
DOCUMENT INFORMATION
The OpenHSF Membership Council (OMC) consists
of all OpenHSF members ("Members") who choose
to participate actively in the progression of the OpenHSF
Initiative and/or the OpenHSF Extension Specifications (the
"OpenHSF Specification" or the "Specification").
2.
OPENHSF MEMBERSHIP COUNCIL VISION
The OpenHSF Membership Council's vision
is one of visual interoperability throughout the engineering
world via an open, lightweight file format.
3.
OPENHSF MEMBERSHIP COUNCIL MISSION
The mission of the OpenHSF Membership
Council is to encourage visualization data sharing between
enterprises, their partners and customers through the HSF
format. It is the intent of the OMC to ensure the OpenHSF
Specification remains freely available to all parties and
current to the needs of the 3D visualization industry as
well as to facilitate cooperation between OpenHSF Members
to establish HSF format extensions.
4.
OPENHSF MEMBERSHIP COUNCIL
4.1 General
The OpenHSF Membership Council is comprised
of representatives from companies who have elected to become
Members of the OpenHSF Initiative. The OMC's primary purpose
is to propose, evaluate and ratify proposed extensions to
the OpenHSF Specification and to ensure the publication
of the Specification in a timely, predictable manner, thus
ensuring the Specification remains in the public domain
and available to all interested parties.
4.2 Membership Application Process
To become an OpenHSF Member simply complete
and sign the application form.
Fax the application to OMC Secretary,
at 510.883.2193
Once the application has been processed
you will be added to the e-mail distribution list and invited
to attend OMC meetings - both in person and virtual meeting
or conference calls.
Members have the opportunity to propose
extensions, participate in the formation of those extensions
and provide feedback on other proposals as the membership
seeks consensus to ratify proposed extensions.
5.
OPENHSF MEMBERSHIP COUNCIL BYLAWS
5.1
Purpose
The following sets forth the Bylaws of
the OpenHSF Membership Council. The purposes of the OpenHSF
Membership Council are to:
- Review and approve requirements for future
enhancements to the OpenHSF Specification.
- Oversee cooperation among OpenHSF membership
to establish ratified HSF extensions.
- Promote and encourage the adoption of the
OpenHSF format within all 3D software applications.
- Ensure the OpenHSF Specification remains
freely available to all interested parties.
- Ensure the OpenHSF Specification continues
to address the needs of the 3D visualization industry.
- Develop the OpenHSF Conformance Test
and the adoption of changes to the Conformance Test.
5.2 Name
The name of the organization discussed hereunder
shall be "OpenHSF Membership Council," sometimes
referred to herein as the "OMC". The OMC shall
be a private organization holding its meetings at various
places and times designated by the Secretary, and reasonably
acceptable to the Members.
5.3
Membership Requirements
5.3.1 Adding Members to the OpenHSF
Membership Council
Membership in the OMC is available to
all parties interested in the use or proliferation of
the OpenHSF format. To be admitted as a Member of the
OMC, applicants must fulfill the following requirements:
- The capability to advance the overall
acceptance of OpenHSF compatible products in the industry
or
- The general intent to support the
HSF format in appropriate applications developed by
Members, or
- The capability to add expertise and
perspective to the ongoing evolution of the OpenHSF
Specification and its extensions.
5.3.2 Representation
Each Member shall be entitled to have
at least one representative participate in any formally
scheduled meeting, teleconference or other gathering of
the OMC.
5.4
Actions of the OMC and Meetings
5.4.1 Meetings
The OMC shall hold regular meetings,
typically via teleconference or in person, as needed to
resolve any open issues. The Secretary shall provide written
notice to the Members of the schedule, location and time
of meetings. This schedule will also be available on the
www.openhsf.org Web site. The Secretary shall also provide
to each Member, not less than fourteen (14) days prior
to the scheduled date for a regular meeting, a written
agenda.
5.4.2 Actions and Activities of
the OpenHSF Membership Council
The general activities of the OMC will
include, but not be limited to:
- The promotion of the OpenHSF Specification
and file format.
- Reviewing, considering, proposing,
approving or disapproving future extensions to the OpenHSF
Specification.
- Provide suggestions for modifications
to the core HSF format description.
- Determining the requirements for
the OpenHSF Specification conformance testing.
- Proposing future meeting business
items.
As participants in the OMC, Members
will receive:
- Early involvement in the OpenHSF
Specification release cycle and access to related product
information.
- The opportunity to participate in
the OpenHSF Specification Beta programs for evolving
technical standards and resolving issues, which may
result from discussions on the technical content of
the OpenHSF Specification.
- The opportunity to propose, review
and comment on extensions to the HSF format.
5.5
Information Exchange Procedures
The following procedures shall be observed
for information exchanges among Members of the OMC.
5.5.1 General
a) Generally, OMC meetings will be conducted
by Members on a non-confidential basis. All information
exchanged in such meetings relating to OMC matters shall
be deemed to be public and non-confidential, unless the
discloser specifically requires, in advance of disclosure,
a written non-disclosure agreement(s) ("NDA")
between the discloser and the other individuals participating
in the meeting. If any Member refuses to sign such NDA,
and the discloser nevertheless discloses the confidential
information, the discloser understands and agrees that
he has waived his right to the confidentiality of the
confidential information with regard to the Member who
refused to sign the NDA. Except as may otherwise be provided
in such non-disclosure agreement(s), with respect to all
information disclosed by one party to the OMC, the disclosing
party grants to all other Members of the OMC, to the extent,
if any, of the disclosing party's interest therein, a
non-exclusive, royalty free, irrevocable, perpetual, unrestricted
and worldwide license to use, have used, disclose to others,
make copies, dispose of and commercially exploit in any
manner, all without limitation, such non-confidential
information, subject to any valid patent rights, trademarks
or copyrights of the discloser. If a Member believes that
it is necessary to disclose confidential information to
other OMC Members in connection with OMC matters, such
disclosure shall be made under the terms of individual
non-disclosure agreement(s) between the discloser and
the individual recipient(s) that are mutually acceptable
to the discloser and the individual recipient(s).
b) Members understand and agree that
information provided as part of proposed HSF extensions
will likely be published, and as such, are understood
to be unencumbered by any intellectual property rights.
Anyone who has access to such information will have an
implied, non-exclusive, royalty free, irrevocable, perpetual,
unrestricted and worldwide license to use, have used,
disclose to others, make copies, dispose of and commercially
exploit in any manner, all without limitation, such information,
subject to any valid patent rights, trademarks or copyrights
of the discloser. Further, Members providing such information
warrant that they either: (i) possess the express written
consent of their employers to provide such information
under the terms explained in this paragraph, or (ii) are
providing information that is their own original idea,
and that such information does not infringe on any third
party's rights. If a Member breaches the foregoing warranty,
then he agrees to indemnify the OMC and its Members for
any liability incurred due to such breach. Members wishing
to create "closed" extensions that may contain
proprietary information or technologies or that require
certain licenses may do so as desired. These shall be
considered "proprietary" extensions and will
be listed on such on the OpenHSF web site. It is the individual
Member's sole responsibility to ensure that any of his
proprietary information is properly labeled. The Members
understand and agree that the OMC shall not be liable
for either mislabeling, or failing to label, any proprietary
extensions as such.
5.5.2 Press Releases
Members shall not misrepresent the
activities of the OMC or their role in the OMC in press
releases or other public announcements concerning the
OMC. Members shall not issue press releases or other announcements
concerning the activities of other Members without first
obtaining such Member's specific written permission. This
Section does not apply to information, data and materials
already in the public domain at the time of disclosure,
use, press release or public announcement, or to information,
data and materials disclosed by the OMC without any obligations
of confidentiality or to any disclosure, use, press release,
or public announcement required by law.
5.5.3 Modification to the Specification
Before any new version of the OpenHSF Specification
Extensions are released, each Member providing content
may be asked by the OMC to execute a form license agreement
granting to each of the other Members an implied, non-exclusive,
royalty free, irrevocable, perpetual, unrestricted and
worldwide license to use, have used, reproduce, display,
perform, sublicense, prepare and have prepared derivative
works of, disclose to others, make copies, dispose of
and commercially exploit in any manner, all without limitation,
such content, subject to any valid patent rights, trademarks
or copyrights of the discloser.
A new version of the OpenHSF Specification
will be published no less than once a year. TSA and Spatial
will take the recommendations from the OMC for changes
to the core HSF format under advisement, but will have
no authority greater than other OMC Members to approve
or disapprove a proposed HSF extension. ANY SPECIFICATIONS
PUBLISHED, WILL BE PUBLISHED "AS IS", AND THE
OMC DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING,
WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY,
NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE
WITH REGARD TO SUCH SPECIFICATIONS.
5.6
Independent Action
Each Member shall remain free to design,
develop, market, modify or distribute any of its products
or services without restriction, within the scope of whatever
rights and licenses it may have. Participation in the OMC
shall not be deemed to constitute a partnership, joint venture,
or other joint activity. Similarly, a Member shall not be
considered an employee or an independent contractor of the
OMC, unless such Member has entered into a separate written
agreement with the OMC. No Member authorizes any other Member
to make any commitments or representations on its behalf.
Participation in the OMC shall not grant to any other Member
the right to use the name or trademarks of the Member in
any publicity or advertising without the Member's prior
written consent.
5.7
Compliance with Laws
a) The OMC shall require owners of software
or other technology who wish to have such software or technology
considered for inclusion in the OpenHSF Specification to
enter into a formal agreement before providing any detailed
technical information to the OMC, which agreement shall
provide that, if the OMC votes to adopt the proposed software
and/or technology in a version of the OpenHSF format, the
owner thereof shall grant to each of the other Members an
implied, non-exclusive, royalty free, irrevocable, perpetual,
unrestricted and worldwide license to use, have used, reproduce,
display, perform, sublicense, prepare and have prepared
derivative works of, disclose to others, make copies, dispose
of and commercially exploit in any manner, all without limitation,
such software and/or technology, subject to any valid patent
rights, trademarks or copyrights of the discloser.
b) For so long as TSA agrees to continue
to enhance the OpenHSF Specification, TSA shall contribute
programming time per year and shall provide final authorization
for changes to the core Specification, and making commensurate
modifications to the OpenHSF Conformance Test. If additional
programming is required for such inclusion, the Members
shall determine by mutual agreement whether other resources
may be made available for such purpose. Any proposal that
requires a contribution of labor or money by the Members
shall require a unanimous vote of Members for approval.
