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Intellectual Property Rights (IPR) Policy (2 May 2012)

1. INTRODUCTION
2. DEFINITIONS
3. CONFIDENTIALITY
4. TC FORMATION
5. CONTRIBUTIONS
6. LIMITED PATENT COVENANT FOR SPECIFICATION DEVELOPMENT
7. FEEDBACK
8. DISCLOSURE
9. TYPES OF OBLIGATIONS
10. LICENSING REQUIREMENTS
11. WITHDRAWAL AND TERMINATION
12. LIMITATIONS OF LIABILITY
13. GENERAL
14. NOTICES
Appendix A. Feedback License
Appendix B. Copyright License Grant

1. INTRODUCTION

The OASIS Intellectual Property Rights (IPR) Policy governs the treatment of intellectual property in the production of deliverables by OASIS Open (hereafter referred to as OASIS).

This Policy applies to all members of OASIS and their Affiliates (as defined below). The OASIS Board of Directors may amend this Policy at any time in its sole discretion. In the event of such change to this Policy, the Board will provide instructions for transition of membership and Technical Committees to the new Policy; however, no amendment to this Policy will be effective in less than 60 calendar days from the date that written notice of such amendment is given to the Member at its address of record with OASIS.

2. DEFINITIONS

Each capitalized term within this document shall have the meaning provided below:

  1. Affiliate – any entity that directly or indirectly controls, is controlled by, or is under common control with, another entity, so long as such control exists. In the event that such control ceases to exist, such Affiliate will be deemed to have withdrawn from OASIS pursuant to the terms set forth in the withdrawal provisions in Section 11. For purposes of this definition, with respect to a business entity, control means direct or indirect beneficial ownership of or the right to exercise (i) greater than fifty percent (50%) of the voting stock or equity in an entity; or (ii) greater than fifty percent (50%) of the ownership interest representing the right to make the decisions for the subject entity in the event that there is no voting stock or equity.
  2. Beneficiary – any organization, including its Affiliates as defined in this Policy, or individual who benefits from the OASIS Non-Assertion Covenant with respect to Essential Claims from Obligated Parties for a particular OASIS Standards Final Deliverable. A Beneficiary need not be an OASIS member.
  3. Continuing Licensing or Non-Assertion Obligation – a licensing or non-assertion obligation, of the types defined by Section 9 of this Policy, which survives a TC Party’s withdrawal from an OASIS Technical Committee.
  4. Contribution – any material submitted to an OASIS Technical Committee by a TC Member in writing or electronically, whether in an in-person meeting or in any electronic conference or mailing list maintained by OASIS for the OASIS Technical Committee and which is or was proposed for inclusion in an OASIS Deliverable.
  5. Contribution Obligation – a licensing or non-assertion requirement, as described in Section 10 that results from making a Contribution as described in Section 9.1.
  6. Contributor – a TC Party on whose behalf a Contribution is made by the TC Party’s TC Member.
  7. Covered Product – includes only those specific portions of a product (hardware, software or combinations thereof) that (a) implement and are compliant with all Normative Portions of an OASIS Standards Final Deliverable produced by a Non-Assertion Mode TC that must be implemented to comply with such deliverable, and (b) to the extent that the product implements one or more optional portions of such deliverable, those portions that implement and are compliant with all Normative Portions that must be implemented to comply with such optional portions of the deliverable.
  8. Eligible Person – one of a class of individuals that include: persons holding individual memberships in OASIS, employees or designees of organizational members of OASIS, and such other persons as may be designated by the OASIS Board of Directors.
  9. Essential Claims – those claims in any patent or patent application in any jurisdiction in the world that would necessarily be infringed by an implementation of those portions of a particular OASIS Standards Final Deliverable created within the scope of the TC charter in effect at the time such deliverable was developed. A claim is necessarily infringed hereunder only when it is not possible to avoid infringing it because there is no non-infringing alternative for implementing the Normative Portions of that particular OASIS Standards Final Deliverable. Existence of a non-infringing alternative shall be judged based on the state of the art at the time the OASIS Standards Final Deliverable is approved.
  10. Feedback – any written or electronic input provided to an OASIS Technical Committee by individuals who are not TC Members and which is proposed for inclusion in an OASIS Deliverable. All such Feedback must be made under the terms of the Feedback License (Appendix A).
  11. Final Maintenance Deliverable – Any OASIS Standards Final Deliverable that results entirely from Maintenance Activity.
  12. IPR Mode – an element of an OASIS TC charter, which specifies the type of licenses or non-assertion covenants required for any Essential Claims associated with the output produced by a given Technical Committee. This is further described in Section 4.
  13. Licensed Products – include only those specific portions of a Licensee’s products (hardware, software or combinations thereof) that (a) implement and are compliant with all Normative Portions of an OASIS Standards Final Deliverable that must be implemented to comply with such deliverable, and (b) to the extent that the Licensee’s products implement one or more optional portions of such deliverable, those portions of Licensee’s products that implement and are compliant with all Normative Portions that must be implemented to comply with such optional portions of the deliverable.
  14. Licensee – any organization, including its Affiliates as defined in this Policy, or individual that licenses Essential Claims from Obligated Parties for a particular OASIS Standards Final Deliverable. Licensees need not be OASIS members.
  15. Maintenance Activity – Any drafting or development work to modify an OASIS Standards Final Deliverable that (a) constitutes only error corrections, bug fixes or editorial formatting changes to the OASIS Standards Final Deliverable; and (b) does not add any feature; and (c) is within the scope of the TC that approved the OASIS Standards Final Deliverable (whether or not the work is conducted by the same TC).
  16. Normative Portion – a portion of an OASIS Standards Final Deliverable that must be implemented to comply with such deliverable. If such deliverable defines optional parts, Normative Portions include those portions of the optional part that must be implemented if the implementation is to comply with such optional part. Examples and/or reference implementations and other specifications or standards that were developed outside the TC and which are referenced in the body of a particular OASIS Standards Final Deliverable that may be included in such deliverable are not Normative Portions.
  17. Non-Assertion Mode TC – an OASIS TC that is chartered under the Non-Assertion IPR Mode described in Section 4.
  18. OASIS Deliverable – a work product developed by a Technical Committee within the scope of its charter which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  19. OASIS Standards Draft Deliverable – an OASIS Deliverable that has been designated and approved by a Technical Committee as an OASIS Standards Draft Deliverable and which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  20. OASIS Standards Final Deliverable – an OASIS Deliverable that has been designated and approved by a Technical Committee as an OASIS Standards Final Deliverable and which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  21. OASIS Party – a member of OASIS (i.e., an entity that has executed an OASIS Membership Agreement) and its Affiliates.
  22. OASIS TC Administrator – the person(s) appointed to represent OASIS in administrative matters relating to TCs as provided by the OASIS Technical Committee Process.
  23. OASIS Technical Committee (TC) – a group of Eligible Persons formed, and whose actions are conducted, according to the provisions of the OASIS Technical Committee Process.
  24. OASIS Technical Committee Process – the “OASIS OPEN TECHNICAL COMMITTEE PROCESS”, as from time to time amended, which describes the operation of Technical Committees at OASIS.
  25. Obligated Party – a TC Party that incurs a licensing or non-assertion obligation for its Essential Claims by either a Contribution Obligation or a Participation Obligation.
  26. Participation Obligation – a licensing or non-assertion requirement, as described in Section 10, that arises from membership in an OASIS Technical Committee, as described in Section 9.2.
  27. RAND Mode TC – an OASIS TC that is chartered under the RAND IPR Mode described in Section 4.
  28. RF Mode TC – an OASIS TC that is chartered under one of the RF IPR Modes described in Section 4.
  29. TC Member – an Eligible Person who has completed the requirements to join a TC during the period in which s/he maintains his or her membership as described by the OASIS Technical Committee Process. A TC Member may represent the interests of a TC Party in the TC.
  30. TC Party – an OASIS Party that is, or is represented by, a TC Member in the relevant Technical Committee.

3. CONFIDENTIALITY

Neither Contributions nor Feedback that are subject to any requirement of confidentiality may be considered in any part of the OASIS Technical Committee Process. All Contributions and Feedback will therefore be deemed to have been submitted on a non-confidential basis, notwithstanding any markings or representations to the contrary, and OASIS shall have no obligation to treat any such material as confidential.

4. TC FORMATION

At the time a TC is chartered, the proposal to form the TC must specify the IPR Mode under which the Technical Committee will operate. This Policy describes the following IPR Modes:

  1. RAND – requires all Obligated Parties to license their Essential Claims using the RAND licensing elements described in Section 10.1.
  2. RF on RAND Terms – requires all Obligated Parties to license their Essential Claims using the RF licensing elements described in Sections 10.2.1 and 10.2.2.
  3. RF on Limited Terms – requires all Obligated Parties to license their Essential Claims using the RF licensing elements described in Sections 10.2.1 and 10.2.3.
  4. Non-Assertion – requires all Obligated Parties to provide an OASIS Non-Assertion Covenant as described in Section 10.3.

A TC may not change its IPR Mode without closing and submitting a new charter.

5. CONTRIBUTIONS

5.1 General

At the time of submission of a Contribution for consideration by an OASIS Technical Committee, each named co-Contributor (and its respective Affiliates) is deemed to agree to the following terms and conditions and to make the following representations (based on the actual knowledge of the TC Member(s) making the Contribution, with respect to items 3 – 5 below, inclusive):

  1. OASIS has no duty to publish or otherwise use or disseminate any Contribution.
  2. OASIS may reference the name(s) of the Contributor(s) for the purpose of acknowledging and publishing the Contribution.
  3. The Contribution properly identifies any holders of copyright interests in the Contribution.
  4. No information in the Contribution is confidential, and OASIS may freely disclose any information in the Contribution.
  5. There are no limits to the Contributor’s ability to make the grants, acknowledgments, and agreements required by this Policy with respect to such Contribution.

5.2 Copyright Licenses

  1. To the extent that a Contributor holds a copyright interest in its Contribution, such Contributor grants to OASIS a perpetual, irrevocable, non-exclusive, royalty-free, worldwide copyright license, with the right to directly and indirectly sublicense, to copy, publish, and distribute the Contribution in any way, and to prepare derivative works that are based on or incorporate all or part of the Contribution solely for the purpose of developing and promoting the OASIS Deliverable and enabling (subject to the rights of the owners of any Essential Claims) the implementation of the same by Licensees or Beneficiaries.
  2. To the extent that a Contribution is subject to copyright by parties that are not Contributors, the submitter(s) must provide OASIS with a signed “Copyright License Grant” (Appendix B) from each such copyright owner whose permission would be required to permit OASIS to exercise the rights described in Appendix B.

5.3 Trademarks

  1. Trademarks or service marks that are not owned by OASIS shall not be used by OASIS, except as approved by the OASIS Board of Directors, to refer to work conducted at OASIS, including the use in the name of an OASIS TC, an OASIS Deliverable, or incorporated into such work.
  2. No OASIS Party may use an OASIS trademark or service mark in connection with an OASIS Deliverable or otherwise, except in compliance with such license and usage guidelines as OASIS may from time to time require.

6. LIMITED PATENT COVENANT FOR DELIVERABLE DEVELOPMENT

To permit TC Members and their TC Parties to develop implementations of OASIS Standards Draft Deliverables being developed by a TC, each TC Party represented by a TC Member in a TC, at such time that the TC Member joins the TC, grants to each other TC Party in that TC automatically and without further action on its part, and on an ongoing basis, a limited covenant not to assert any Essential Claims required to implement such OASIS Standards Draft Deliverable and covering making or using (but not selling or otherwise distributing) an implementation of such OASIS Standards Draft Deliverable, solely for the purpose of testing and developing such deliverable and only until either the OASIS Standards Draft Deliverable is approved as an OASIS Standards Final Deliverable or the Technical Committee is closed.

7. FEEDBACK

  1. OASIS encourages Feedback to OASIS Deliverables from both OASIS Parties who are not TC Parties and the public at large. Feedback will be accepted only under the “Feedback License” (Appendix A).
  2. OASIS will require that submitters of Feedback agree to the terms of the Feedback License before transmitting submitted Feedback to the Technical Committee.

8. DISCLOSURE

  1. Disclosure Obligations – Each TC Party shall disclose to OASIS in writing the existence of all patents and/or patent applications owned or claimed by such TC Party that are actually known to the TC Member directly participating in the TC, and which such TC Member believes may contain any Essential Claims or claims that might become Essential Claims upon approval of an OASIS Standards Final Deliverable as such document then exists (collectively, “Disclosed Claims”).
  2. Disclosure of Third Party Patent Claims – Each TC Party whose TC Members become aware of patents or patent applications owned or claimed by a third party that contain claims that might become Essential Claims upon approval of an OASIS Standards Final Deliverable should disclose them, provided that such disclosure is not prohibited by any confidentiality obligation binding upon them. It is understood that any TC Party that discloses third party patent claims to OASIS does not take a position on the essentiality or relevance of the third party claims to the OASIS Standards Final Deliverable in its then-current form.

    In both cases (Sections 8.1 and 8.2), it is understood and agreed that such TC Party(s)’ TC Member(s) do not represent that they know of all potentially pertinent claims of patents and patent applications owned or claimed by the TC Party or any third parties. For the avoidance of doubt, while the disclosure obligation under Sections 8.1 and 8.2 applies directly to all TC Parties, this obligation is triggered based on the actual knowledge of the TC Party’s TC Members regarding the TC Party’s patents or patent applications that may contain Essential Claims.

  3. Disclosure Requests – Disclosure requests will be included as described in Section 12 with all public review copies of OASIS Standards Final Deliverables. All OASIS Parties are encouraged to review such OASIS Standards Final Deliverables and make appropriate disclosures.
  4. Limitations – A disclosure request and the obligation to disclose set forth above do not imply any obligations on the recipients of disclosure requests (collectively or individually) or on any OASIS Party to perform or conduct patent searches. Nothing in this Policy nor the act of receiving a disclosure request for an OASIS Standards Final Deliverable, regardless of whether it is responded to, shall be construed or otherwise interpreted as any kind of express or implied representation with respect to the existence or non-existence of patents or patent applications which contain Essential Claims, other than that such TC Party has acted in good faith with respect to its disclosure obligations.
  5. Information – Any disclosure of Disclosed Claims shall include (a) in the case of issued patents and published patent applications, the patent or patent application publication number, the associated country and, as reasonably practicable, the relevant portions of the applicable OASIS Standards Final Deliverable; and (b) in the case of unpublished patent applications, the existence of the unpublished application and, as reasonably practicable, the relevant portions of the applicable OASIS Standards Final Deliverable.

9. TYPES OF OBLIGATIONS

9.1 Contribution Obligation

A TC Party has a Contribution Obligation, which arises at the time the Contribution is submitted to a TC, to license or provide under non-assertion covenants as appropriate for the IPR mode described in Section 10, any claims under its patents or patent applications that become Essential Claims when such Contribution is incorporated (either in whole or in part) into (a) the OASIS Standards Final Deliverable produced by the TC that received the Contribution, or (b) any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable.

9.2 Participation Obligation

A TC Party has a Participation Obligation to license or provide under non-assertion covenant as appropriate for the IPR mode, as described in Section 10, any claims under its patents or patent applications that would be Essential Claims in the then current OASIS Standards Draft Deliverable, if that draft subsequently becomes an OASIS Standards Final Deliverable, even if the TC Party is not a Contributor, when all of the following conditions are met:

  • An OASIS Standards Final Deliverable is finally approved that incorporates such OASIS Standards Draft Deliverable, either in whole or in part;
  • The TC Party has been on, or has been represented by TC Member(s) on such TC for a total of sixty (60) calendar days, which need not be continuous;
  • The TC Party is on, or is represented by TC Member(s) on such TC after a period of seven (7) calendar days after the ballot to approve such OASIS Standards Draft Deliverable has elapsed.

Once the foregoing conditions are met, that TC Party’s Participation Obligation so to license or provide a non-assertion covenant continues with respect to that OASIS Standards Final Deliverable, and any Final Maintenance Deliverable subsequently approved with respect to that OASIS Standards Final Deliverable.

For organizational TC Parties, the membership threshold is met by one or more employees or organizational designees of such Parties having been a TC Member on any 60 calendar days, although any given calendar day is only one day of membership, regardless of the number of participants on that day.

Each time a new OASIS Standards Draft Deliverable is approved by the TC, the Participation Obligation adjusts to encompass the material in the latest OASIS Standards Draft Deliverable seven days after such draft has been approved for publication.

10. LICENSING REQUIREMENTS

10.1 RAND Mode TC Requirements

For an OASIS Standards Final Deliverable developed by a RAND Mode TC, except where a Licensee has a separate, signed agreement under which the Essential Claims are licensed to such Licensee on more favorable terms and conditions than set forth in this section (in which case such separate signed agreement shall supersede this Limited Patent License), each Obligated Party in such TC hereby covenants that, upon request and subject to Section 11, it will grant to any OASIS Party or third party: a nonexclusive, worldwide, non-sublicensable, perpetual patent license (or an equivalent non-assertion covenant) under its Essential Claims covered by its Contribution Obligations or Participation Obligations on fair, reasonable, and non-discriminatory terms to make, have made, use, market, import, offer to sell, and sell, and to otherwise directly or indirectly distribute (a) Licensed Products that implement such OASIS Standards Final Deliverable, and (b) Licensed Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable. Such license need not extend to features of a Licensed Product that are not required to comply with the Normative Portions of such OASIS Standards Final Deliverable or Final Maintenance Deliverable. For the sake of clarity, the rights set forth above include the right to directly or indirectly authorize a third party to make unmodified copies of the Licensee’s Licensed Products and to license (optionally under the third party’s license) the Licensee’s Licensed Products within the scope of, and subject to the terms of, the Obligated Party’s license.

At the election of the Obligated Party, such license may include a term requiring the Licensee to grant a reciprocal license to its Essential Claims (if any) covering the same OASIS Standards Final Deliverable and any such Final Maintenance Deliverable. Such term may require the Licensee to grant licenses to all implementers of such deliverable. The Obligated Party may also include a term providing that such license may be suspended with respect to the Licensee if that Licensee first sues the Obligated Party for infringement by the Obligated Party of any of the Licensee’s Essential Claims covering the same OASIS Standards Final Deliverable or any such Final Maintenance Deliverable.

License terms that are fair, reasonable, and non-discriminatory beyond those specifically mentioned above are left to the Licensees and Obligated Parties involved.

10.2 RF Mode TC Requirements

10.2.1 Common

For an OASIS Standards Final Deliverable developed by an RF Mode TC, except where a Licensee has a separate, signed agreement under which the Essential Claims are licensed to such Licensee on more favorable terms and conditions than set forth in this section (in which case such separate signed agreement shall supersede this Limited Patent License), each Obligated Party in such TC hereby covenants that, upon request and subject to Section 11, it will grant to any OASIS Party or third party: a nonexclusive, worldwide, non-sublicensable, perpetual patent license (or an equivalent non-assertion covenant) under its Essential Claims covered by its Contribution Obligations or Participation Obligations without payment of royalties or fees, and subject to the applicable Section 10.2.2 or 10.2.3, to make, have made, use, market, import, offer to sell, and sell, and to otherwise directly or indirectly distribute (a) Licensed Products that implement such OASIS Standards Final Deliverable, and (b) Licensed Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable. Such license need not extend to features of a Licensed Product that are not required to comply with the Normative Portions of such OASIS Standards Final Deliverable or Final Maintenance Deliverable. For the sake of clarity, the rights set forth above include the right to directly or indirectly authorize a third party to make unmodified copies of the Licensee’s Licensed Products and to license (optionally under the third party’s license) the Licensee’s Licensed Products, within the scope of, and subject to the terms of, the Obligated Party’s license.

At the election of the Obligated Party, such license may include a term requiring the Licensee to grant a reciprocal license to its Essential Claims (if any) covering the same OASIS Standards Final Deliverable and any such Final Maintenance Deliverable. Such term may require the Licensee to grant licenses to all implementers of such deliverable. The Obligated Party may also include a term providing that such license may be suspended with respect to the Licensee if that Licensee first sues the Obligated Party for infringement by the Obligated Party of any of the Licensee’s Essential Claims covering the same OASIS Standards Final Deliverable and any such Final Maintenance Deliverable.

10.2.2 RF on RAND Terms

With TCs operating under the RF on RAND Terms IPR Mode, license terms that are fair, reasonable, and non-discriminatory beyond those specifically mentioned in Section 10.2.1 may also be included, and such additional RAND terms are left to the Licensees and Obligated Parties involved.

10.2.3 RF on Limited Terms

With TCs operating under the RF on Limited Terms IPR Mode, Obligated Parties may not impose any further conditions or restrictions beyond those specifically mentioned in Section 10.2.1 on the use of any technology or intellectual property rights, or other restrictions on behavior of the Licensee, but may include reasonable, customary terms relating to operation or maintenance of the license relationship, including the following: choice of law and dispute resolution.

10.3. Non-Assertion Mode TC Requirements

10.3.1. For an OASIS Standards Final Deliverable developed by a Non-Assertion Mode TC, and any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable, each Obligated Party in such TC hereby makes the following world-wide “OASIS Non-Assertion Covenant”.

Each Obligated Party in a Non-Assertion Mode TC irrevocably covenants that, subject to Section 10.3.2 and Section 11 of the OASIS IPR Policy, it will not assert any of its Essential Claims covered by its Contribution Obligations or Participation Obligations against any OASIS Party or third party for making, having made, using, marketing, importing, offering to sell, selling, and otherwise distributing Covered Products that implement an OASIS Standards Final Deliverable developed by that TC and Covered Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable.

10.3.2. The covenant described in Section 10.3.1 may be suspended or revoked by the Obligated Party with respect to any OASIS Party or third party if that OASIS Party or third party asserts an Essential Claim in a suit first brought against, or attempts in writing to assert an Essential Claim against, a Beneficiary with respect to a Covered Product that implements the same OASIS Standards Final Deliverable or any such Final Maintenance Deliverable.

11. WITHDRAWAL AND TERMINATION

A TC Party may withdraw from a TC at any time by notifying the OASIS TC Administrator in writing of such decision to withdraw. Withdrawal shall be deemed effective when such written notice is sent.

11.1 Withdrawal from a Technical Committee

A TC Party that withdraws from an OASIS Technical Committee shall have Continuing Licensing or Non-Assertion Obligations based on its Contribution Obligations and Participation Obligations as follows:

  1. A TC Party that has incurred neither a Contribution Obligation nor a Participation Obligation prior to withdrawal has no licensing or non-assertion obligations for OASIS Standards Final Deliverable(s) originating from that OASIS TC.
  2. A TC Party that has incurred a Contribution Obligation prior to withdrawal continues to be subject to its Contribution Obligation.
  3. A TC Party that has incurred a Participation Obligation prior to withdrawal continues to be subject to its Participation Obligation but only with respect to OASIS Standards Draft Deliverable(s) approved more than seven (7) calendar days prior to its withdrawal.

11.2 Termination of an OASIS Membership

An OASIS Party that terminates its OASIS membership (voluntarily or involuntarily) is deemed to withdraw from all TCs in which that OASIS Party has TC Member(s) representing it, and such OASIS Party remains subject to Continuing Licensing or Non-Assertion Obligations for each such TC based on its Obligated Party status in that TC on the date that its membership termination becomes effective.

12. LIMITATIONS OF LIABILITY

All OASIS Deliverables are provided “as is”, without warranty of any kind, express or implied, and OASIS, as well as all OASIS Parties and TC Members, expressly disclaim any warranty of merchantability, fitness for a particular or intended purpose, accuracy, completeness, non-infringement of third party rights, or any other warranty.

In no event shall OASIS or any of its constituent parts (including, but not limited to, the OASIS Board of Directors), be liable to any other person or entity for any loss of profits, loss of use, direct, indirect, incidental, consequential, punitive, or special damages, whether under contract, tort, warranty, or otherwise, arising in any way out of this Policy, whether or not such party had advance notice of the possibility of such damages.

In addition, except for grossly negligent or intentionally fraudulent acts, OASIS Parties and TC Members (or their representatives), shall not be liable to any other person or entity for any loss of profits, loss of use, direct, indirect, incidental, consequential, punitive, or special damages, whether under contract, tort, warranty, or otherwise, arising in any way out of this Policy, whether or not such party had advance notice of the possibility of such damages.

OASIS assumes no responsibility to compile, confirm, update or make public any assertions of Essential Claims or other intellectual property rights that might be infringed by an implementation of an OASIS Deliverable.

If OASIS at any time refers to any such assertions by any owner of such claims, OASIS takes no position as to the validity or invalidity of such assertions, or that all such assertions that have or may be made have been referred to.

13. GENERAL

13.1. By ratifying this document, OASIS warrants that it will not inhibit the traditional open and free access to OASIS documents for which license and right have been assigned or obtained according to the procedures set forth in this section. This warranty is perpetual and will not be revoked by OASIS or its successors or assigns as to any already adopted OASIS Standards Final Deliverable; provided, however, that neither OASIS nor its assigns shall be obligated to:

  1. 13.1.1. Perpetually maintain its existence; nor
  2. 13.1.2. Provide for the perpetual existence of a website or other public means of accessing OASIS Standards Final Deliverables; nor
  3. 13.1.3. Maintain the public availability of any given OASIS Standards Final Deliverable that has been retired or superseded, or which is no longer being actively utilized in the marketplace.

13.2. Where any copyrights, trademarks, patents, patent applications, or other proprietary rights are known, or claimed, with respect to any OASIS Deliverable and are formally brought to the attention of the OASIS TC Administrator, OASIS shall consider appropriate action, which may include disclosure of the existence of such rights, or claimed rights. The OASIS Technical Committee Process shall prescribe the method for providing this information.

  1. 13.2.1. OASIS disclaims any responsibility for identifying the existence of or for evaluating the applicability of any claimed copyrights, trademarks, patents, patent applications, or other rights, and will make no assurances on the validity or scope of any such rights.
  2. 13.2.2. Where the OASIS TC Administrator is formally notified of rights, or claimed rights under Section 8.8 with respect to entities other than Obligated Parties, the OASIS President shall attempt to obtain from the claimant of such rights a written assurance that any Licensee will be able to obtain the right to utilize, use, and distribute the technology or works when implementing, using, or distributing technology based upon the specific OASIS Standards Final Deliverable (or, in the case of an OASIS Standards Draft Deliverable, that any Licensee will then be able to obtain such a right) under terms that are consistent with this Policy. All such information will be made available to the TC that produced such deliverable, but the failure to obtain such written assurance shall not prevent votes from being conducted, except that the OASIS TC Administrator may defer approval for a reasonable period of time where a delay may facilitate the obtaining of such assurances. The results will, however, be recorded by the OASIS TC Administrator, and made available to the public. The OASIS Board of Directors may also direct that a summary of the results be included in any published OASIS Standards Final Deliverable.
  3. 13.2.3. Except for the rights expressly provided herein, neither OASIS nor any OASIS Party grants or receives, by implication, estoppel, or otherwise, any rights under any patents or other intellectual property rights of the OASIS Party, OASIS, any other OASIS Party, or any third party.

13.3. Solely for purposes of Section 365(n) of Title 11, United States Bankruptcy Code, and any equivalent law in any foreign jurisdiction, the promises under Section 10 will be treated as if they were a license and any OASIS Party or third-party may elect to retain its rights under this promise if Obligated Party, as a debtor in possession, or a bankruptcy trustee in a case under the United States Bankruptcy Code, rejects any obligations stated in Section 10.

14. NOTICES

14.1 Documents

Any document produced by an OASIS Technical Committee shall include the following notices replacing [copyright year] with the year or range of years of publication (bracketed language, other than the date, need only appear in OASIS Standards Final Deliverable documents):

Copyright © OASIS Open [copyright year]. All Rights Reserved.

All capitalized terms in the following text have the meanings assigned to them in the OASIS Intellectual Property Rights Policy (the “OASIS IPR Policy”). The full Policy may be found at the OASIS website.

This document and translations of it may be copied and furnished to others, and derivative works that comment on or otherwise explain it or assist in its implementation may be prepared, copied, published, and distributed, in whole or in part, without restriction of any kind, provided that the above copyright notice and this section are included on all such copies and derivative works. However, this document itself may not be modified in any way, including by removing the copyright notice or references to OASIS, except as needed for the purpose of developing any document or deliverable produced by an OASIS Technical Committee (in which case the rules applicable to copyrights, as set forth in the OASIS IPR Policy, must be followed) or as required to translate it into languages other than English.

The limited permissions granted above are perpetual and will not be revoked by OASIS or its successors or assigns.

This document and the information contained herein is provided on an “AS IS” basis and OASIS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY THAT THE USE OF THE INFORMATION HEREIN WILL NOT INFRINGE ANY OWNERSHIP RIGHTS OR ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

[OASIS requests that any OASIS Party or any other party that believes it has patent claims that would necessarily be infringed by implementations of this OASIS Standards Final Deliverable, to notify OASIS TC Administrator and provide an indication of its willingness to grant patent licenses to such patent claims in a manner consistent with the IPR Mode of the OASIS Technical Committee that produced this deliverable.]

[OASIS invites any party to contact the OASIS TC Administrator if it is aware of a claim of ownership of any patent claims that would necessarily be infringed by implementations of this OASIS Standards Final Deliverable by a patent holder that is not willing to provide a license to such patent claims in a manner consistent with the IPR Mode of the OASIS Technical Committee that produced this OASIS Standards Final Deliverable. OASIS may include such claims on its website, but disclaims any obligation to do so.]

[OASIS takes no position regarding the validity or scope of any intellectual property or other rights that might be claimed to pertain to the implementation or use of the technology described in this OASIS Standards Final Deliverable or the extent to which any license under such rights might or might not be available; neither does it represent that it has made any effort to identify any such rights. Information on OASIS’ procedures with respect to rights in any document or deliverable produced by an OASIS Technical Committee can be found on the OASIS website. Copies of claims of rights made available for publication and any assurances of licenses to be made available, or the result of an attempt made to obtain a general license or permission for the use of such proprietary rights by implementers or users of this OASIS Standards Final Deliverable, can be obtained from the OASIS TC Administrator. OASIS makes no representation that any information or list of intellectual property rights will at any time be complete, or that any claims in such list are, in fact, Essential Claims.]

14.2 Other Deliverables

Other OASIS Deliverables may include just the copyright notice as follows replacing [copyright year] with the year or year range of publication:

Copyright © OASIS Open [copyright year]. All Rights Reserved.

14.3 Additional Copyright Notices

Additional copyright notices identifying Contributors may also be included with the OASIS copyright notice.


Appendix A. Feedback License

The “OASIS ___________ Technical Committee” is developing technology (the “OASIS ____________ Deliverable”) as defined by its charter and welcomes input, suggestions and other feedback (“Feedback”) on the OASIS ____________ Deliverable. By the act of submitting, you (on behalf of yourself if you are an individual, and your organization and its Affiliates if you are providing Feedback on behalf of that organization) agree to the following terms (all capitalized terms are defined in the OASIS Intellectual Property Rights (“IPR”) Policy, see http://www.oasis-open.org/who/intellectualproperty.php):

  1. Copyright – You (and your represented organization and its Affiliates) grant to OASIS a perpetual, irrevocable, non-exclusive, royalty-free, worldwide copyright license, with the right to directly and indirectly sublicense, to copy, publish, and distribute the Feedback in any way, and to prepare derivative works that are based on or incorporate all or part of the Feedback, solely for the purpose of developing and promoting the OASIS Deliverable and enabling the implementation of the same by Licensees or Beneficiaries.
  2. Essential Claims – You covenant to grant a patent license or offer an OASIS Non-Assertion Covenant as appropriate under any patent claims that you (or your represented organization or its Affiliates) own or control that become Essential Claims because of the incorporation of such Feedback into the OASIS Standards Final Deliverable, and any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable, on terms consistent with Section 10 of the OASIS IPR Policy for the IPR Mode specified in the charter of this OASIS Technical Committee.
  3. Right to Provide – You warrant to the best of your knowledge that you have rights to provide this Feedback, and if you are providing Feedback on behalf of an organization, you warrant that you have the rights to provide Feedback on behalf of your organization and to bind your organization and its Affiliates to the licensing or non-assertion obligations provided above.
  4. Confidentiality – You further warrant that no information in this Feedback is confidential, and that OASIS may freely disclose any information in the Feedback.
  5. No requirement to Use – You also acknowledge that OASIS is not required to incorporate your Feedback into any version of this OASIS Deliverable.

Assent of Feedback Provider: By: _________________________ (Signature) Name: _______________________ Title: ________________________ Organization: ________________ Date: ________________________ Email: _______________________


Appendix B. Copyright License Grant

The undersigned, on its own behalf and on behalf of its represented organization and its Affiliates, if any, with respect to their collective copyright ownership rights in the Contribution “__________________,” grants to OASIS a perpetual, irrevocable, non-exclusive, royalty-free, world-wide copyright license, with the right to directly and indirectly sublicense, to copy, publish, and distribute the Contribution in any way, and to prepare derivative works that are based on or incorporate all or part of the Contribution solely for the purpose of developing and promoting the OASIS Deliverable and enabling the implementation of the same by Licensees or Beneficiaries (all above capitalized terms are defined in the OASIS Intellectual Property Rights (“IPR”) Policy, see http://www.oasis-open.org/who/intellectualproperty.php).

Assent of the Undersigned: By: __________________________ (Signature) Name: _______________________ Title: ________________________ Organization: ________________ Date: ________________________ Email: _______________________ Dates Approved:  Wed, 2012-05-02 Effective:  Thu, 2012-06-21

Intellectual Property Rights (IPR) Policy (21 June 2012)

1. INTRODUCTION
2. DEFINITIONS
3. CONFIDENTIALITY
4. TC FORMATION
5. CONTRIBUTIONS
6. LIMITED PATENT COVENANT FOR SPECIFICATION DEVELOPMENT
7. FEEDBACK
8. DISCLOSURE
9. TYPES OF OBLIGATIONS
10. LICENSING REQUIREMENTS
11. WITHDRAWAL AND TERMINATION
12. LIMITATIONS OF LIABILITY
13. GENERAL
14. NOTICES
Appendix A. Feedback License
Appendix B. Copyright License Grant

1. INTRODUCTION

The OASIS Intellectual Property Rights (IPR) Policy governs the treatment of intellectual property in the production of deliverables by OASIS Open (hereafter referred to as OASIS).

This Policy applies to all members of OASIS and their Affiliates (as defined below). The OASIS Board of Directors may amend this Policy at any time in its sole discretion. In the event of such change to this Policy, the Board will provide instructions for transition of membership and Technical Committees to the new Policy; however, no amendment to this Policy will be effective in less than 60 calendar days from the date that written notice of such amendment is given to the Member at its address of record with OASIS.

2. DEFINITIONS

Each capitalized term within this document shall have the meaning provided below:

  1. Affiliate – any entity that directly or indirectly controls, is controlled by, or is under common control with, another entity, so long as such control exists. In the event that such control ceases to exist, such Affiliate will be deemed to have withdrawn from OASIS pursuant to the terms set forth in the withdrawal provisions in Section 11. For purposes of this definition, with respect to a business entity, control means direct or indirect beneficial ownership of or the right to exercise (i) greater than fifty percent (50%) of the voting stock or equity in an entity; or (ii) greater than fifty percent (50%) of the ownership interest representing the right to make the decisions for the subject entity in the event that there is no voting stock or equity.
  2. Beneficiary – any organization, including its Affiliates as defined in this Policy, or individual who benefits from the OASIS Non-Assertion Covenant with respect to Essential Claims from Obligated Parties for a particular OASIS Standards Final Deliverable. A Beneficiary need not be an OASIS member.
  3. Continuing Licensing or Non-Assertion Obligation – a licensing or non-assertion obligation, of the types defined by Section 9 of this Policy, which survives a TC Party’s withdrawal from an OASIS Technical Committee.
  4. Contribution – any material submitted to an OASIS Technical Committee by a TC Member in writing or electronically, whether in an in-person meeting or in any electronic conference or mailing list maintained by OASIS for the OASIS Technical Committee and which is or was proposed for inclusion in an OASIS Deliverable.
  5. Contribution Obligation – a licensing or non-assertion requirement, as described in Section 10 that results from making a Contribution as described in Section 9.1.
  6. Contributor – a TC Party on whose behalf a Contribution is made by the TC Party’s TC Member.
  7. Covered Product – includes only those specific portions of a product (hardware, software or combinations thereof) that (a) implement and are compliant with all Normative Portions of an OASIS Standards Final Deliverable produced by a Non-Assertion Mode TC that must be implemented to comply with such deliverable, and (b) to the extent that the product implements one or more optional portions of such deliverable, those portions that implement and are compliant with all Normative Portions that must be implemented to comply with such optional portions of the deliverable.
  8. Eligible Person – one of a class of individuals that include: persons holding individual memberships in OASIS, employees or designees of organizational members of OASIS, and such other persons as may be designated by the OASIS Board of Directors.
  9. Essential Claims – those claims in any patent or patent application in any jurisdiction in the world that would necessarily be infringed by an implementation of those portions of a particular OASIS Standards Final Deliverable created within the scope of the TC charter in effect at the time such deliverable was developed. A claim is necessarily infringed hereunder only when it is not possible to avoid infringing it because there is no non-infringing alternative for implementing the Normative Portions of that particular OASIS Standards Final Deliverable. Existence of a non-infringing alternative shall be judged based on the state of the art at the time the OASIS Standards Final Deliverable is approved.
  10. Feedback – any written or electronic input provided to an OASIS Technical Committee by individuals who are not TC Members and which is proposed for inclusion in an OASIS Deliverable. All such Feedback must be made under the terms of the Feedback License (Appendix A).
  11. Final Maintenance Deliverable – Any OASIS Standards Final Deliverable that results entirely from Maintenance Activity.
  12. IPR Mode – an element of an OASIS TC charter, which specifies the type of licenses or non-assertion covenants required for any Essential Claims associated with the output produced by a given Technical Committee. This is further described in Section 4.
  13. Licensed Products – include only those specific portions of a Licensee’s products (hardware, software or combinations thereof) that (a) implement and are compliant with all Normative Portions of an OASIS Standards Final Deliverable that must be implemented to comply with such deliverable, and (b) to the extent that the Licensee’s products implement one or more optional portions of such deliverable, those portions of Licensee’s products that implement and are compliant with all Normative Portions that must be implemented to comply with such optional portions of the deliverable.
  14. Licensee – any organization, including its Affiliates as defined in this Policy, or individual that licenses Essential Claims from Obligated Parties for a particular OASIS Standards Final Deliverable. Licensees need not be OASIS members.
  15. Maintenance Activity – Any drafting or development work to modify an OASIS Standards Final Deliverable that (a) constitutes only error corrections, bug fixes or editorial formatting changes to the OASIS Standards Final Deliverable; and (b) does not add any feature; and (c) is within the scope of the TC that approved the OASIS Standards Final Deliverable (whether or not the work is conducted by the same TC).
  16. Normative Portion – a portion of an OASIS Standards Final Deliverable that must be implemented to comply with such deliverable. If such deliverable defines optional parts, Normative Portions include those portions of the optional part that must be implemented if the implementation is to comply with such optional part. Examples and/or reference implementations and other specifications or standards that were developed outside the TC and which are referenced in the body of a particular OASIS Standards Final Deliverable that may be included in such deliverable are not Normative Portions.
  17. Non-Assertion Mode TC – an OASIS TC that is chartered under the Non-Assertion IPR Mode described in Section 4.
  18. OASIS Deliverable – a work product developed by a Technical Committee within the scope of its charter which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  19. OASIS Standards Draft Deliverable – an OASIS Deliverable that has been designated and approved by a Technical Committee as an OASIS Standards Draft Deliverable and which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  20. OASIS Standards Final Deliverable – an OASIS Deliverable that has been designated and approved by a Technical Committee as an OASIS Standards Final Deliverable and which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  21. OASIS Party – a member of OASIS (i.e., an entity that has executed an OASIS Membership Agreement) and its Affiliates.
  22. OASIS TC Administrator – the person(s) appointed to represent OASIS in administrative matters relating to TCs as provided by the OASIS Technical Committee Process.
  23. OASIS Technical Committee (TC) – a group of Eligible Persons formed, and whose actions are conducted, according to the provisions of the OASIS Technical Committee Process.
  24. OASIS Technical Committee Process – the “OASIS OPEN TECHNICAL COMMITTEE PROCESS”, as from time to time amended, which describes the operation of Technical Committees at OASIS.
  25. Obligated Party – a TC Party that incurs a licensing or non-assertion obligation for its Essential Claims by either a Contribution Obligation or a Participation Obligation.
  26. Participation Obligation – a licensing or non-assertion requirement, as described in Section 10, that arises from membership in an OASIS Technical Committee, as described in Section 9.2.
  27. RAND Mode TC – an OASIS TC that is chartered under the RAND IPR Mode described in Section 4.
  28. RF Mode TC – an OASIS TC that is chartered under one of the RF IPR Modes described in Section 4.
  29. TC Member – an Eligible Person who has completed the requirements to join a TC during the period in which s/he maintains his or her membership as described by the OASIS Technical Committee Process. A TC Member may represent the interests of a TC Party in the TC.
  30. TC Party – an OASIS Party that is, or is represented by, a TC Member in the relevant Technical Committee.

3. CONFIDENTIALITY

Neither Contributions nor Feedback that are subject to any requirement of confidentiality may be considered in any part of the OASIS Technical Committee Process. All Contributions and Feedback will therefore be deemed to have been submitted on a non-confidential basis, notwithstanding any markings or representations to the contrary, and OASIS shall have no obligation to treat any such material as confidential.

4. TC FORMATION

At the time a TC is chartered, the proposal to form the TC must specify the IPR Mode under which the Technical Committee will operate. This Policy describes the following IPR Modes:

  1. RAND – requires all Obligated Parties to license their Essential Claims using the RAND licensing elements described in Section 10.1.
  2. RF on RAND Terms – requires all Obligated Parties to license their Essential Claims using the RF licensing elements described in Sections 10.2.1 and 10.2.2.
  3. RF on Limited Terms – requires all Obligated Parties to license their Essential Claims using the RF licensing elements described in Sections 10.2.1 and 10.2.3.
  4. Non-Assertion – requires all Obligated Parties to provide an OASIS Non-Assertion Covenant as described in Section 10.3.

A TC may not change its IPR Mode without closing and submitting a new charter.

5. CONTRIBUTIONS

5.1 General

At the time of submission of a Contribution for consideration by an OASIS Technical Committee, each named co-Contributor (and its respective Affiliates) is deemed to agree to the following terms and conditions and to make the following representations (based on the actual knowledge of the TC Member(s) making the Contribution, with respect to items 3 – 5 below, inclusive):

  1. OASIS has no duty to publish or otherwise use or disseminate any Contribution.
  2. OASIS may reference the name(s) of the Contributor(s) for the purpose of acknowledging and publishing the Contribution.
  3. The Contribution properly identifies any holders of copyright interests in the Contribution.
  4. No information in the Contribution is confidential, and OASIS may freely disclose any information in the Contribution.
  5. There are no limits to the Contributor’s ability to make the grants, acknowledgments, and agreements required by this Policy with respect to such Contribution.

5.2 Copyright Licenses

  1. To the extent that a Contributor holds a copyright interest in its Contribution, such Contributor grants to OASIS a perpetual, irrevocable, non-exclusive, royalty-free, worldwide copyright license, with the right to directly and indirectly sublicense, to copy, publish, and distribute the Contribution in any way, and to prepare derivative works that are based on or incorporate all or part of the Contribution solely for the purpose of developing and promoting the OASIS Deliverable and enabling (subject to the rights of the owners of any Essential Claims) the implementation of the same by Licensees or Beneficiaries.
  2. To the extent that a Contribution is subject to copyright by parties that are not Contributors, the submitter(s) must provide OASIS with a signed “Copyright License Grant” (Appendix B) from each such copyright owner whose permission would be required to permit OASIS to exercise the rights described in Appendix B.

5.3 Trademarks

  1. Trademarks or service marks that are not owned by OASIS shall not be used by OASIS, except as approved by the OASIS Board of Directors, to refer to work conducted at OASIS, including the use in the name of an OASIS TC, an OASIS Deliverable, or incorporated into such work.
  2. No OASIS Party may use an OASIS trademark or service mark in connection with an OASIS Deliverable or otherwise, except in compliance with such license and usage guidelines as OASIS may from time to time require.

6. LIMITED PATENT COVENANT FOR DELIVERABLE DEVELOPMENT

To permit TC Members and their TC Parties to develop implementations of OASIS Standards Draft Deliverables being developed by a TC, each TC Party represented by a TC Member in a TC, at such time that the TC Member joins the TC, grants to each other TC Party in that TC automatically and without further action on its part, and on an ongoing basis, a limited covenant not to assert any Essential Claims required to implement such OASIS Standards Draft Deliverable and covering making or using (but not selling or otherwise distributing) an implementation of such OASIS Standards Draft Deliverable, solely for the purpose of testing and developing such deliverable and only until either the OASIS Standards Draft Deliverable is approved as an OASIS Standards Final Deliverable or the Technical Committee is closed.

7. FEEDBACK

  1. OASIS encourages Feedback to OASIS Deliverables from both OASIS Parties who are not TC Parties and the public at large. Feedback will be accepted only under the “Feedback License” (Appendix A).
  2. OASIS will require that submitters of Feedback agree to the terms of the Feedback License before transmitting submitted Feedback to the Technical Committee.

8. DISCLOSURE

  1. Disclosure Obligations – Each TC Party shall disclose to OASIS in writing the existence of all patents and/or patent applications owned or claimed by such TC Party that are actually known to the TC Member directly participating in the TC, and which such TC Member believes may contain any Essential Claims or claims that might become Essential Claims upon approval of an OASIS Standards Final Deliverable as such document then exists (collectively, “Disclosed Claims”).
  2. Disclosure of Third Party Patent Claims – Each TC Party whose TC Members become aware of patents or patent applications owned or claimed by a third party that contain claims that might become Essential Claims upon approval of an OASIS Standards Final Deliverable should disclose them, provided that such disclosure is not prohibited by any confidentiality obligation binding upon them. It is understood that any TC Party that discloses third party patent claims to OASIS does not take a position on the essentiality or relevance of the third party claims to the OASIS Standards Final Deliverable in its then-current form.

    In both cases (Sections 8.1 and 8.2), it is understood and agreed that such TC Party(s)’ TC Member(s) do not represent that they know of all potentially pertinent claims of patents and patent applications owned or claimed by the TC Party or any third parties. For the avoidance of doubt, while the disclosure obligation under Sections 8.1 and 8.2 applies directly to all TC Parties, this obligation is triggered based on the actual knowledge of the TC Party’s TC Members regarding the TC Party’s patents or patent applications that may contain Essential Claims.

  3. Disclosure Requests – Disclosure requests will be included as described in Section 12 with all public review copies of OASIS Standards Final Deliverables. All OASIS Parties are encouraged to review such OASIS Standards Final Deliverables and make appropriate disclosures.
  4. Limitations – A disclosure request and the obligation to disclose set forth above do not imply any obligations on the recipients of disclosure requests (collectively or individually) or on any OASIS Party to perform or conduct patent searches. Nothing in this Policy nor the act of receiving a disclosure request for an OASIS Standards Final Deliverable, regardless of whether it is responded to, shall be construed or otherwise interpreted as any kind of express or implied representation with respect to the existence or non-existence of patents or patent applications which contain Essential Claims, other than that such TC Party has acted in good faith with respect to its disclosure obligations.
  5. Information – Any disclosure of Disclosed Claims shall include (a) in the case of issued patents and published patent applications, the patent or patent application publication number, the associated country and, as reasonably practicable, the relevant portions of the applicable OASIS Standards Final Deliverable; and (b) in the case of unpublished patent applications, the existence of the unpublished application and, as reasonably practicable, the relevant portions of the applicable OASIS Standards Final Deliverable.

9. TYPES OF OBLIGATIONS

9.1 Contribution Obligation

A TC Party has a Contribution Obligation, which arises at the time the Contribution is submitted to a TC, to license or provide under non-assertion covenants as appropriate for the IPR mode described in Section 10, any claims under its patents or patent applications that become Essential Claims when such Contribution is incorporated (either in whole or in part) into (a) the OASIS Standards Final Deliverable produced by the TC that received the Contribution, or (b) any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable.

9.2 Participation Obligation

A TC Party has a Participation Obligation to license or provide under non-assertion covenant as appropriate for the IPR mode, as described in Section 10, any claims under its patents or patent applications that would be Essential Claims in the then current OASIS Standards Draft Deliverable, if that draft subsequently becomes an OASIS Standards Final Deliverable, even if the TC Party is not a Contributor, when all of the following conditions are met:

  • An OASIS Standards Final Deliverable is finally approved that incorporates such OASIS Standards Draft Deliverable, either in whole or in part;
  • The TC Party has been on, or has been represented by TC Member(s) on such TC for a total of sixty (60) calendar days, which need not be continuous;
  • The TC Party is on, or is represented by TC Member(s) on such TC after a period of seven (7) calendar days after the ballot to approve such OASIS Standards Draft Deliverable has elapsed.

Once the foregoing conditions are met, that TC Party’s Participation Obligation so to license or provide a non-assertion covenant continues with respect to that OASIS Standards Final Deliverable, and any Final Maintenance Deliverable subsequently approved with respect to that OASIS Standards Final Deliverable.

For organizational TC Parties, the membership threshold is met by one or more employees or organizational designees of such Parties having been a TC Member on any 60 calendar days, although any given calendar day is only one day of membership, regardless of the number of participants on that day.

Each time a new OASIS Standards Draft Deliverable is approved by the TC, the Participation Obligation adjusts to encompass the material in the latest OASIS Standards Draft Deliverable seven days after such draft has been approved for publication.

10. LICENSING REQUIREMENTS

10.1 RAND Mode TC Requirements

For an OASIS Standards Final Deliverable developed by a RAND Mode TC, except where a Licensee has a separate, signed agreement under which the Essential Claims are licensed to such Licensee on more favorable terms and conditions than set forth in this section (in which case such separate signed agreement shall supersede this Limited Patent License), each Obligated Party in such TC hereby covenants that, upon request and subject to Section 11, it will grant to any OASIS Party or third party: a nonexclusive, worldwide, non-sublicensable, perpetual patent license (or an equivalent non-assertion covenant) under its Essential Claims covered by its Contribution Obligations or Participation Obligations on fair, reasonable, and non-discriminatory terms to make, have made, use, market, import, offer to sell, and sell, and to otherwise directly or indirectly distribute (a) Licensed Products that implement such OASIS Standards Final Deliverable, and (b) Licensed Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable. Such license need not extend to features of a Licensed Product that are not required to comply with the Normative Portions of such OASIS Standards Final Deliverable or Final Maintenance Deliverable. For the sake of clarity, the rights set forth above include the right to directly or indirectly authorize a third party to make unmodified copies of the Licensee’s Licensed Products and to license (optionally under the third party’s license) the Licensee’s Licensed Products within the scope of, and subject to the terms of, the Obligated Party’s license.

At the election of the Obligated Party, such license may include a term requiring the Licensee to grant a reciprocal license to its Essential Claims (if any) covering the same OASIS Standards Final Deliverable and any such Final Maintenance Deliverable. Such term may require the Licensee to grant licenses to all implementers of such deliverable. The Obligated Party may also include a term providing that such license may be suspended with respect to the Licensee if that Licensee first sues the Obligated Party for infringement by the Obligated Party of any of the Licensee’s Essential Claims covering the same OASIS Standards Final Deliverable or any such Final Maintenance Deliverable.

License terms that are fair, reasonable, and non-discriminatory beyond those specifically mentioned above are left to the Licensees and Obligated Parties involved.

10.2 RF Mode TC Requirements

10.2.1 Common

For an OASIS Standards Final Deliverable developed by an RF Mode TC, except where a Licensee has a separate, signed agreement under which the Essential Claims are licensed to such Licensee on more favorable terms and conditions than set forth in this section (in which case such separate signed agreement shall supersede this Limited Patent License), each Obligated Party in such TC hereby covenants that, upon request and subject to Section 11, it will grant to any OASIS Party or third party: a nonexclusive, worldwide, non-sublicensable, perpetual patent license (or an equivalent non-assertion covenant) under its Essential Claims covered by its Contribution Obligations or Participation Obligations without payment of royalties or fees, and subject to the applicable Section 10.2.2 or 10.2.3, to make, have made, use, market, import, offer to sell, and sell, and to otherwise directly or indirectly distribute (a) Licensed Products that implement such OASIS Standards Final Deliverable, and (b) Licensed Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable. Such license need not extend to features of a Licensed Product that are not required to comply with the Normative Portions of such OASIS Standards Final Deliverable or Final Maintenance Deliverable. For the sake of clarity, the rights set forth above include the right to directly or indirectly authorize a third party to make unmodified copies of the Licensee’s Licensed Products and to license (optionally under the third party’s license) the Licensee’s Licensed Products, within the scope of, and subject to the terms of, the Obligated Party’s license.

At the election of the Obligated Party, such license may include a term requiring the Licensee to grant a reciprocal license to its Essential Claims (if any) covering the same OASIS Standards Final Deliverable and any such Final Maintenance Deliverable. Such term may require the Licensee to grant licenses to all implementers of such deliverable. The Obligated Party may also include a term providing that such license may be suspended with respect to the Licensee if that Licensee first sues the Obligated Party for infringement by the Obligated Party of any of the Licensee’s Essential Claims covering the same OASIS Standards Final Deliverable and any such Final Maintenance Deliverable.

10.2.2 RF on RAND Terms

With TCs operating under the RF on RAND Terms IPR Mode, license terms that are fair, reasonable, and non-discriminatory beyond those specifically mentioned in Section 10.2.1 may also be included, and such additional RAND terms are left to the Licensees and Obligated Parties involved.

10.2.3 RF on Limited Terms

With TCs operating under the RF on Limited Terms IPR Mode, Obligated Parties may not impose any further conditions or restrictions beyond those specifically mentioned in Section 10.2.1 on the use of any technology or intellectual property rights, or other restrictions on behavior of the Licensee, but may include reasonable, customary terms relating to operation or maintenance of the license relationship, including the following: choice of law and dispute resolution.

10.3. Non-Assertion Mode TC Requirements

10.3.1. For an OASIS Standards Final Deliverable developed by a Non-Assertion Mode TC, and any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable, each Obligated Party in such TC hereby makes the following world-wide “OASIS Non-Assertion Covenant”.

Each Obligated Party in a Non-Assertion Mode TC irrevocably covenants that, subject to Section 10.3.2 and Section 11 of the OASIS IPR Policy, it will not assert any of its Essential Claims covered by its Contribution Obligations or Participation Obligations against any OASIS Party or third party for making, having made, using, marketing, importing, offering to sell, selling, and otherwise distributing Covered Products that implement an OASIS Standards Final Deliverable developed by that TC and Covered Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable.

10.3.2. The covenant described in Section 10.3.1 may be suspended or revoked by the Obligated Party with respect to any OASIS Party or third party if that OASIS Party or third party asserts an Essential Claim in a suit first brought against, or attempts in writing to assert an Essential Claim against, a Beneficiary with respect to a Covered Product that implements the same OASIS Standards Final Deliverable or any such Final Maintenance Deliverable.

11. WITHDRAWAL AND TERMINATION

A TC Party may withdraw from a TC at any time by notifying the OASIS TC Administrator in writing of such decision to withdraw. Withdrawal shall be deemed effective when such written notice is sent.

11.1 Withdrawal from a Technical Committee

A TC Party that withdraws from an OASIS Technical Committee shall have Continuing Licensing or Non-Assertion Obligations based on its Contribution Obligations and Participation Obligations as follows:

  1. A TC Party that has incurred neither a Contribution Obligation nor a Participation Obligation prior to withdrawal has no licensing or non-assertion obligations for OASIS Standards Final Deliverable(s) originating from that OASIS TC.
  2. A TC Party that has incurred a Contribution Obligation prior to withdrawal continues to be subject to its Contribution Obligation.
  3. A TC Party that has incurred a Participation Obligation prior to withdrawal continues to be subject to its Participation Obligation but only with respect to OASIS Standards Draft Deliverable(s) approved more than seven (7) calendar days prior to its withdrawal.

11.2 Termination of an OASIS Membership

An OASIS Party that terminates its OASIS membership (voluntarily or involuntarily) is deemed to withdraw from all TCs in which that OASIS Party has TC Member(s) representing it, and such OASIS Party remains subject to Continuing Licensing or Non-Assertion Obligations for each such TC based on its Obligated Party status in that TC on the date that its membership termination becomes effective.

12. LIMITATIONS OF LIABILITY

All OASIS Deliverables are provided “as is”, without warranty of any kind, express or implied, and OASIS, as well as all OASIS Parties and TC Members, expressly disclaim any warranty of merchantability, fitness for a particular or intended purpose, accuracy, completeness, non-infringement of third party rights, or any other warranty.

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Interoperability Guidelines

This document provides guidelines about best practices in writing specifications, so that the risk of having interoperability (or portability) failures between implementations is reduced. The target audience is primarily specification writers and TC members.

Status: TAB-approved deliverable.

Editor(s): Jacques Durand

Table of Contents

1 Interoperability Defined

2 Interoperability Guidelines: Useful Where and When.

3 Whose Responsibility?

4 Ten Mistakes That Will Cause Interoperability Problems

4.1 Mistake #1: Errors are for Wimps

4.2 Mistake #2: Remind me which version of the specification am I using right now?

4.3 Mistake #3: When I see “MAY” or “SHOULD”, I see “optional” all the way

4.4 Mistake #4: I am expecting you to support this Optional Feature, will you ?

4.5 Mistake #5: The composition of two Specifications is just the Sum of these

4.6 Mistake #6: Extensibility: NIMSY (not in my specification yard)

4.7 Mistake #7: Backward Compatibility: it is all or nothing (and if it is not all, let us just not talk about it)

4.8 Mistake #8: Writing for an Exclusive Club

4.9 Mistake #9: The Conformance Clause will fix all that

4.10 Mistake #10: Our job is only to Specify. Verifiability is the job of Test Suite writers

1 Interoperability Defined

Interoperability is understood in different ways depending on the specification under consideration:

  • If the specification is about a communication protocol (e.g. a transfer protocol, an interface) and about the behavior of processors of this protocol, then interoperability is understood as the ability of two implementations of this specification – i.e. processors of this protocol – to communicate properly. In the case of an interface, ability of a user entity to communicate with an implementation (or processor) of the interface.
  • If the specification is of an artifact (e.g. a business document, a process definition, a policy contract), then interoperability is understood as the ability to process this artifact with consistent results, using different platforms or processors. In such a case, interoperability is often described as portability from the artifact perspective (the artifact is portable across platforms), while the platforms or processors are qualified as interoperable.

Often, specifications mix both aspects. Interoperability is generally described as portability when an entity – an artifact, a software component – is expected to be used over a platform – an API, a processor, a framework. The standardization of this platform (and of some aspect of the entity) will help the portability of such an entity over different instances of the platform.

2 Interoperability Guidelines: Useful Where and When

These guidelines concern the writing of specifications where there is a clear expectation that these specifications are precise enough to ensure that their implementations are interoperable or very close to be. In other words, these guidelines apply when interoperability is primarily a matter of correct or consensual interpretation of the specification.

This is not always the case:

  • Standardization may concern existing technologies, where there are pre-existing implementations that are seeking to converge or interoperate. Multiple vendors will attempt to converge based on the same basic technology. This is as much a political process as a technical one, based on negotiations where convergence may reach some limits due to cost or difficulty to depart too much from legacy implementations.
  • Standardization may concern a brand new technology, even speculatively, where no implementations exist yet, or the realization of which is still conditional to unknown factors. In this situation it may not be possible to know how sufficient is the specification for interoperability of its future implementations.
  • Standardization of a technology where there is only initially a single implementation. This is the vendor-submission case, quite common. Depending on the composition of the TC, the resulting specification might be tightly bound to the needs of that one vendor, or made broader (more extensible) in order to encourage other vendor implementations. here again the specification may be relaxed to allow for variations in implementations, the convergence of which (to some acceptable interoperability level) is the object of an ulterior process – e.g. profiling.

3 Whose Responsibility?

A large part of the confusion about Interoperability can be summarized by the question:

  • Which aspects of interoperability fall under (a) specification writers responsibility, and (b) implementation developers responsibility ?

Too often interoperability problems arise when each party (the specification authors, the implementation developers) is over-reliant on the other party to ensure interoperability.

This little guide is intended to point at the most common interoperability traps that specification writers could avoid, or could help implementers avoid. In other words, although the responsibility for these interoperability traps may not always be clearly attributed (in general, both parties share the blame in various proportions), there is always something that specification writers can do about them.

4 Ten Mistakes That Will Cause Interoperability Problems

4.1 Mistake #1: Errors are for Wimps

Too often, the causes of errors that an implementation may experience are insufficiently identified and covered in a specification. Errors are also a communication item in addition to drawing a clear line between expected and unexpected behavior or feature. Yet they have low priority on the agenda of specification writers, when the schedule is tight. Proper definition, standardization and reporting of errors is an important aspect of interoperability.

Best Practice:

  • A specification should include an “Errors” section that describes a list of errors. Each error type should be clearly identified, and an appropriate error message defined. For every specification requirement, it should be clear which error type applies in case of failure. Details about how the error is reported or transmitted may be left to subsequent implementations or profiles to decide. However, when several parties are involved, it is recommended to also specify:
  • Expected behavior of a device / implementation when receiving an error notification from another device,
  • Expected behavior of an implementation after generating such an error as result of processing a faulty artifact.

4.2 Mistake #2: Remind me which Version of the Specification am I using right now?

Version and revision numbers of the implemented specification should be readily accessible, not just by other implementations but by end-users. Not doing so will invariably cause misunderstandings and interoperability issues over time. One may wonder: isn’t that mostly an implementation issue? Only partly so: while it is the responsibility of an implementation a specification to announce in some way which version(s) it supports (see the well known -v option in many command-line software tools), the specification should help make the version information that is associated with an artifact easy to access by an implementation. And when two implementations communicate, they also need a (standard) way of accessing version information about each other.

Best Practice:

  • Whenever a specification concerns an artifact that is to be exchanged between devices or is portable across devices, the version information (including Revision #) should be associated in some way with this artifact, i.e. either appear in the artifact itself or be communicated on demand or prior to the exchange using other (specified) means. In XML artifacts, a different namespace and/or a schema may be associated with each version or revision. However, this technique may not always prove practical and could generate unexpected constraints. An explicit version/rev element is often the best way to convey version information in artifacts, as well as a distinct command or option in processors.

4.3 Mistake #3: When I see “MAY” or “SHOULD”, I see “optional” all the way

The optional character of a specified feature, when concerning an artifact that may be produced and consumed, is a common source of confusion and interoperability failure. An artifact MAY implement a feature. This clearly means that a compliant device producing such an artifact MAY omit this feature. However, any compliant device consuming such an artifact MUST be able to process this feature, should it be present (unless specified otherwise). This is the intention of the definition of the MAY / OPTIONAL keywords as stated in [RFC2119] (although this subtle interpretation is not explicit enough for SHOULD / RECOMMENDED):

  • “…An implementation which does not include a particular option MUST be
    • prepared to interoperate with another implementation which does include the option, though perhaps with reduced functionality. ”

So implicitly, a MAY / SHOULD for an artifact becomes a MUST (be able to process) for its processors.

Best Practice:

  • Add a section in your specification that could be titled: “General Rules for Normative Interpretation”, and that clarifies how the usual ISO or RFC keywords that indicate optionality (OPTIONAL, SHOULD, RECOMMENDED, MAY…) should be interpreted from the viewpoint of a compliant artifact vs. of a processor of this artifact. It is also good practice to identify at the beginning of your specification, what are the main conformance targets that will be addressed. For example, a messaging protocol standard will make statements about (a) the message, (b) the sending software, (c) the receiving software. When stating a requirement – in particular an optional requirement – one must be explicit about which conformance target is concerned: e.g. is it for an artifact or for a processor(s) of this artifact?

4.4 Mistake #4: I am expecting you to support this Optional Feature, will you ?

Often, specification writers use recommendations (SHOULD, RECOMMENDED) as a trade-off: on one hand they would like implementers to implement the recommended features as they know it would be best for interoperability or performance if everyone supports it. On the other hand making that feature mandatory may hurt a broader adoption of the specification. The end result is that some users will implement it and will expect others to do so, while others don’t.

Best Practice:

  • For specification writers: This is where conformance clauses and conformance profiles matter. A conformance profile is typically defined by a conformance clause added to the specification. Such a clause defines precisely what it takes to conform to a particular “profile” of the specification. The clause identifies a subset of the normative requirements that must be complied with – e.g. depending on the nature of the conformance target concerned by this profile: processor, document… or depending of some level of usage. In particular a conformance profile will take a stance about optional features: some will explicitly be left out, others will become mandatory for this conformance profile. The main body of the specification keep all these options open and make it possible for other conformance profiles to take a different stance on these.

For users and developers: The advantage of such profiles (and conformance clauses) is that they can be defined separately from a specification – and afterward, as they often require some knowledge about usage that may not be known from specification writers. The conformance profile may also focus on the needs of a particular user community, which the general specification cannot afford to do. So user communities are encouraged to define their own profile in case the main body of the specification is not sufficient to ensure interoperability. Such profiles will in turn serve as guidance for developers and product vendors who can claim compliance with these.

4.5 Mistake #5: The composition of two Specifications is just the Sum of these

Specifications refer to each other, and compose with each other. For example, a protocol layer will operate above another protocol that is defined in another specification. Or, some interface used in combination with another interface. Often the specification writer wishfully assumes a “black-box” or perfectly modular composition, and ignores the “corner cases” (error escalation, mismatched features) leaving the details to implementers. The degree of variability introduced by such compositions is then underestimated. As a result, implementers may interpret differently how the composition is supposed to operate.

The composition of implementations of these specifications is a separate issue that will depend on engineering choices – but still predicated on how precisely the composition of these specifications has been specified.

Best Practice:

  • For specification writers: When a specification S1 “uses” another specification S2 with the intent of not depending excessively on S2 (i.e. keeping the possibility to replace S2 with S3 later on), it is good practice to gather in a single section everything that concerns the details of composing S1-S2. This is the case of “Bindings” sections often found in appendix. This requires the addition of new error types, or the capability to “escalate” or interpret errors from the other specification. Such composition details could also be defined in subsequent, separate profiles. In any case, it should be expected that new bindings or profiles will be added over time, so it is wise to not overly tie the specification of the composition itself with the main specification body.

4.6 Mistake #6: Extensibility: NIMSY (not in my specification yard)

Extensibility makes it possible to extend either the specified artifact or the functions of a specified device. A common mistake is for specification writers to treat extension points in their specification as customization hooks that are fully out of scope and the usage of which they have no responsibility for. As a result, these extension points may be used and interfere with the core specification in ways that were not foreseen, and cause unexpected interoperability problems.

Best Practice:

  • While extensions are out of scope of a core specification, how to handle failures to support an extension is not. How to gain awareness of extensions used by a partner implementation must also be considered by specification writers. How an implementation is expected to react to an unrecognized extension must also be described (which errors are generated?) – for example, the mustUnderstand attribute in a SOAP messaging header dictates the expected behavior of a receiver. If extension points should not /cannot be used to override the default feature or behavior, this should be clearly stated. If it can override it, the specified feature should be worded to allow so (e.g. “…unless extension XYZ is used to indicate otherwise”). It is good practice to “flag” every extensibility point in a specification, e.g. in an appendix, as a possible interoperability hazard. The same precaution as for optional features (see #4) apply.

4.7 Mistake #7: Backward Compatibility: it is all or nothing (and if it is not all, let us just not talk about it)

  • Backward compatibility: A standard is said to allow backward compatibility, if products designed for the new standard can receive, read, view or process older standards or formats. Or, it is able to fully take the place of an older product, by inter-operating with products that were designed for the older product.
  • Forward compatibility (sometimes confused with extensibility) is the ability of a system to gracefully accept input intended for later versions of itself. The introduction of a forward compatible technology implies that old devices partly can understand data generated by new devices.

Assume your new specification version is not backward compatible – in general, an embarrassing fact you’d prefer users to not ask about. Yet the worse thing to do is to avoid talking about it, hoping no one will notice – which may indeed be the case in the very unlikely event where everyone migrates at the same time to the new version. Users will implicitly assume backward interoperability, and they are on their way to be disappointed and angered.

Best Practice:

  • Describe precisely what are the non backward compatible features, and on the public relation side, explain in an FAQ why it wasn’t possible to preserve compatibility. A section describing the “diff” from V(n) to V(n+1) will greatly help implementers of the new version to understand what they can and cannot reuse from their implementation of the previous version. It may help also to specify how features of a previous version map to – have been replaced by – similar features in the new version. Now, some subset of features may still be backward compatible if not all features, and these should be identified. That will greatly help users who may actually be only concerned with these features, as well as developers who will try to architect a multi-version implementation. Describe the expected effect of using the “wrong” version when the new one (or the old one in the forward compatibility case) is handled. You might be able to define a related (and restricted) conformance profile for which backward compatibility is supported. The whole point is to honestly help users understand what can and cannot be reused from a previous implementation or environment.

4.8 Mistake #8: Writing for an Exclusive Club

Who are the readers of your specification? If this is only the club of experts who spent 2 years together coming up with a consensus on how to do business in a specific area, then the specification does not need be more than a glorified MOU: every word conveys a well understood meaning in your club that does not need be further detailed, given the common background and domain culture of the authors (the club members). But if the specification must be read by implementers, end-users, test developers or product developers who may not fully share the author’s background and expertise, then interpretation mistakes or liberties will abound.

Best Practice:

  • It is best to assume that your readership will have different backgrounds. Think of the graduate intern who may have to implement it and does not have your domain culture. This will be even more likely if your standard is widely published, adopted and translated in a foreign language. Being too explicit or repetitive does not hurt – this is not the same thing as being too verbose. Define a glossary of terms used, that gives them precise meaning in the context of this specification. Do not hesitate to “steal” terminology definitions from elsewhere, and repeat it. Do not hesitate to redefine common terms used with a specific meaning in your context. For example, avoid vague statements such as “Processor X must “accept” an artifact Y with feature Z” , unless “accept” is defined in your glossary. If some unspecified features or behaviors are delegated to referred specifications, state this explicitly and don’t assume this is obvious to the readers. If you use terminology borrowed from these external specification, add a mention about it, e.g. “in the sense given in […]”.

4.9 Mistake #9: The Conformance Clause will fix all that

Conformance clauses are not an excuse to keep a the main body of a specification wide-open to interpretations, too vague or simply incomplete. Future conformance clauses will multiply these interpretations and jeopardize interoperability. Pressure to complete a specification may lead to such abuse, with a premature release of the specification leaving the publishing of the (overloaded) conformance clause to a later date. This is enough to confuse implementers who assume wrongly that the specification alone is sufficient for their implementations to be interoperable.

Best Practice:

  • The conformance clause – now required in all OASIS specifications – is not to be used as additional specification material, but is an interpretation of it in terms of conformance. Its writing style should leave no doubt that it is not a continuation of the main specification body. The main body of a specification should be as precise as possible, and remain the main reference for developers, understandable and coherent on its own. At least one conformance clause should be published at the same time as the specification (a mandatory requirement in OASIS specifications). It is recommended here that a “main” or “basic” conformance clause be defined for every specification, that covers the most basic usage(s). The conformance clause must identify which type of implementation(s) it addresses – in case different entities are concerned. For example, a conformance clause may restrict itself to “message receivers” in a messaging standard, while another clause may concern both senders and receivers but with a restricted yet compatible set of functionalities.

4.10 Mistake #10: Our job is only to Specify. Verifiability is the job of Test Suite writers

Sure, but if you do not provide at least hints on how some specification requirements might be verified, test suite writers will interpret your statements as they wish, or may just ignore them. It will not be until systems are in production, that conformance discrepancies – and therefore interoperability problems – are discovered. If there is no way to test some requirements, then conformance and interoperability hangs solely on the interpretation of your words by implementers.

Best Practice:

  • Ideally, the “testing perspective” should be added to a specification in the form of a list of test assertions. These could be provided in a companion document.

Technical Committee (TC) Process (29 September 2011)

Table of Contents

1. Definitions 2. Technical Committees 2.1 TC Discussion Lists 2.2 TC Formation 2.3 First Meeting of a TC 2.4 TC Membership and Participation 2.5 Termination of TC Membership 2.6 Leaves of Absence 2.7 TC Chairs 2.8 TC Visibility 2.9 TC Procedure 2.10 TC Meetings 2.11 TC Charter Clarification 2.12 TC Rechartering 2.13 TC Voting 2.14 TC Subcommittees 2.15 Closing a TC 2.16 Maintenance Activity of OASIS Standards Final Deliverables 2.17 Intellectual Property Rights Procedures 2.18 Work Product Quality 2.19 Designated Cross-Reference Changes 3. Approval Process 3.1 Approval of a Committee Draft 3.2 Public Review of a Committee Draft 3.3 Approval of a Committee Specification or Committee Note 3.4 Approval of an OASIS Standard 3.5 Approved Errata 4. Board of Directors Involvement in the TC Process 4.1 OASIS TC Administrator 4.2 Appeals 5. Application to Existing TCs

Section 1. Definitions

  1. Administrative Document” is a document which is used by a TC only in support of internal operations such as minutes, agenda, liaison statements, issue lists, bug lists, etc. and which are not an OASIS Deliverable. An Administrative Document must not use a Work Product template. Inter-group communications to request review, respond to review comments, or to respond to questions or requests for clarifications are considered to be Administrative Documents.
  2. Approved Errata” shall have the meaning defined in Section 3.5.
  3. Candidate OASIS Standard” is a document that has been submitted for approval as an OASIS Standard as specified in Section 3.4.
  4. Charter” is the organizational document for a TC comprised of the items included in the proposal to form that TC, as defined in Section 2.2, and may be modified as described in Section 2.11.
  5. Committee Note” is a Non-Standards Track Work Product that has been approved by a Technical Committee as specified in Section 3.3.
  6. Committee Note Draft” is a Non-Standards Track Work Product approved by a Technical Committee as specified in Section 3.1.
  7. Committee Note Public Review Draft” is a Committee Note Draft that has been approved by the TC to go to public review as specified in Section 3.2 of this Process.
  8. Committee Specification” is a Standards Track Work Product that has been approved by a Technical Committee as specified in Section 3.3.
  9. Committee Specification Draft” is a Standards Track Work Product approved by a Technical Committee as specified in Section 3.1.
  10. Committee Specification Public Review Draft” is a Committee Specification Draft that has been approved by the TC to go to public review as specified in Section 3.2 of this Process.
  11. Convener” is an Eligible Person who serves in the role of organizing the first meeting of the TC, as defined in Section 2.3.
  12. Eligible Person” means one of a class of individuals that includes (a) OASIS Individual Members, (b) employees or designees of OASIS Organizational Members, and (c) such other persons as may be designated by the OASIS Board of Directors.
  13. Errata” means a set of changes or proposed changes to an OASIS Standard that are not Substantive Changes.
  14. Full Majority Vote” is a TC vote in which more than 50% (more than half) of the Voting Members vote “yes”, regardless of the number of Voting Members present in the meeting. Abstentions are not counted. For example, in a TC in which there are 20 Voting Members, at least 11 Voting Members must vote “yes” for a motion to pass.
  15. IPR” means intellectual property rights.
  16. Leave of Absence” shall have the meaning defined in Section 2.6.
  17. Meeting” is a meeting of the TC that is properly called and scheduled in advance as described in Section 2.10.
  18. Member“, with respect to a TC, means an Eligible Person who is allowed to subscribe to the TC email list, participate in list discussions, attend and participate in TC meetings, and make Contributions to the TC. The process for becoming a Member of a TC is defined in Section 2.4.
  19. Minimum Membership” means five Voting Members of a TC (or, in the case of a TC about to be formed, five Eligible Persons), at least two of which represent OASIS Organizational Members.
  20. Non-Standards Track Work Product” is a Work Product produced and approved by a TC in accordance with the TC Process which may be progressed to Committee Note as described in Section 3. Non-Standards Track Work Products are intended to be informative and explanatory in nature. They are not subject to the patent licensing and non-assertion obligations requirements of the OASIS IPR Policy.
  21. Normative Portion” shall have the meaning defined for such term by the OASIS IPR Policy.
  22. Normative Reference” means a reference in a Standards Track Work Product to an external document or resource with which the implementer must comply, in order to comply with a Normative Portion of the Work Product.
  23. OASIS Deliverable” means any of the following: Committee Specification Drafts, Committee Specification Public Review Drafts, Committee Specifications, Candidate OASIS Standards, OASIS Standards, Approved Errata, Committee Note Drafts, Committee Note Public Review Drafts, and Committee Notes.
  24. OASIS Individual Member” means an OASIS Member who is classified as such in their executed Membership Agreement.
  25. OASIS Member” means a person, organization or entity who is a voting or non-voting member of the corporation, as defined by the OASIS Bylaws.
  26. OASIS Non-Standards Draft Deliverable” means any of the following: Committee Note Drafts and Committee Note Public Review Drafts.
  27. OASIS Non-Standards Final Deliverable” means any of the following: Committee Notes.
  28. OASIS Organizational Member” means an OASIS Member who is classified as such in their executed Membership Agreement.
  29. OASIS Standards Draft Deliverable” means any of the following: Committee Specification Drafts and Committee Specification Public Review Drafts.
  30. OASIS Standards Final Deliverable” means any of the following: Committee Specifications, Candidate OASIS Standards, OASIS Standards and Approved Errata.
  31. OASIS Standard” is a Candidate OASIS Standard that has been approved by the OASIS Membership as specified in Section 3.4.
  32. OASIS TC Administrator” means the person or persons representing OASIS in administrative matters relating to TCs. All official communications must be sent to tc-admin@oasis-open.org.
  33. Observer” is an Eligible Person who is subscribed to the TC email list, and may attend TC meetings, but is not allowed to participate in TC email list discussions, participate or speak in TC meetings, or make Contributions to the TC. The process for becoming an Observer is defined in Section 2.4.
  34. Persistent Non-Voting Member” is a TC Member who has declared their non-voting status in that TC. The process for becoming a Persistent Non-Voting Member of a TC is defined in Section 2.4.
  35. Primary Representative“, for any OASIS Organizational Member, means the person or persons designated by that Member to serve as the consortium’s principal contact for administrative issues.
  36. Public” and “publicly” mean all persons, organizations and entities, whether or not OASIS Members.
  37. Quorum” is the number of Voting Members of a TC that must be present in a meeting so that Resolutions and decisions may be made. The Quorum for OASIS TC meetings is a simple majority (more than half) of Voting Members.
  38. Quorate Meeting” is a TC meeting at which a Quorum is present.
  39. Resolution” means a decision reached by a TC by vote. Resolutions require a Simple Majority Vote to pass, unless a Full Majority Vote or Special Majority Vote is required under this Process.
  40. Simple Majority Vote” is a vote in which the number of “yes” votes cast is greater than the number of “no” votes cast. Abstentions are not counted. For example, in a Quorate Meeting in which 20 Voting Members are present, if 7 vote “yes” and 4 vote “no”, the motion passes.
  41. Special Majority Vote” is a TC vote in which at least 2/3 (two thirds) of the Voting Members vote “yes” and no more than 1/4 (one fourth) of the Voting Members vote “no”. These numbers are based on the total number of Voting Members, regardless of the number of Voting Members present in the meeting. Abstentions are not counted. For example, in a TC in which there are 30 Voting Members, at least 20 Voting Members must vote “yes” for a motion to pass; but if 8 or more vote “no” then the motion fails. All Special Majority Votes must be conducted via electronic ballot by the OASIS TC Administrator.
  42. Standards Track Work Product” is a Work Product produced and approved by a TC in accordance with the TC Process which may be promoted to Committee Specification or OASIS Standard as described in Section 3.
  43. Statement of Use“, with respect to a Committee Specification, is a written statement by an OASIS Organizational Member stating that it is successfully using or implementing that specification in accordance with the conformance clauses specified in Section 2.18, identifying those clauses that apply, and stating whether its use included the interoperation of multiple independent implementations. A Statement of Use must be endorsed by the Organizational Member’s Primary Representative.
  44. Subcommittee” (or “SC”) is a group of Members of a TC producing recommendations for consideration by the parent TC.
  45. Substantive Change” is a change to an OASIS Standard that would require a compliant application or implementation to be modified or rewritten in order to remain compliant.
  46. Technical Committee” (or “TC”) means a group comprised of at least the Minimum Membership formed and conducted according to the provisions of this OASIS TC Process.
  47. Voting Member” is a Member of a TC who has voting rights in the TC. The process for gaining voting rights is defined in Section 2.4.
  48. Work Product” is a document which is either a Standards Track Work Product or a Non-Standards Track Work Product.
  49. Work Product Approval Motion” is any motion to initiate a Work Product Ballot.
  50. Work Product Ballot” is any TC ballot for the:
    • approval of a Committee Specification Draft or Committee Note Draft,
    • start of a Public Review,
    • approval of a Committee Specification, or a Committee Note,
    • submission of a Committee Specification as a Candidate OASIS Standard.
  51. Working Draft” is a preliminary version of a Work Product produced by one or more TC Members that has not yet been voted on by the TC and approved as a Committee Specification Draft or a Committee Note Draft. Some examples are initial contributions and revisions made by editors or other TC Members.

The use of the term “day” or “days” in this TC Process refers to calendar days.

Section 2. Technical Committees

2.1 TC Discussion Lists

Any group of at least three Eligible Persons may begin a publicly subscribable discussion list for the purpose of forming a TC by submitting to the OASIS TC Administrator the following items:

(1) The name of the discussion list, which shall not be the same as the name of the list in which the TC itself shall operate if formed.

(2) A preliminary statement of scope for the TC whose formation the list is intended to discuss.

(3) The names, electronic mail addresses, and OASIS Organizational or Individual Membership affiliations of the three or more Eligible Persons proposing to create the discussion list.

(4) The name of the discussion list leader.

No later than 15 days following the submission, the OASIS TC Administrator shall provide these materials to the OASIS Membership with a Call For Participation in a discussion list whose purpose is to propose the TC described in the application.

Discussion on the list is restricted to evaluating the interest in proposing a new OASIS TC, and defining the proposal for one or more new OASIS TCs. The list of subscribers to the discussion list shall be available to all subscribers. The discussion list shall automatically close 90 days after the Call For Participation is issued.

2.2 TC Formation

Any group of at least Minimum Membership shall be authorized to begin a TC by submitting to the OASIS TC Administrator, with a copy to those listed in 2(d) and 2(e) below, the following items, written in English and provided in electronic form as plain text. No information other than these items may be included in the proposal. All items must be provided in any subsequent revision of the proposal, and must be submitted in the same manner as the original submission.

(1) The Charter of the TC, which includes only the following items:

(1)(a) The name of the TC, such name not to have been previously used for an OASIS TC and not to include any trademarks or service marks not owned by OASIS. The proposed TC name is subject to TC Administrator approval and may not include any misleading or inappropriate names. The proposed name must specify any acronyms or abbreviations of the name that shall be used to refer to the TC.

(1)(b) A statement of purpose, including a definition of the problem to be solved.

(1)(c) The scope of the work of the TC, which must be germane to the mission of OASIS, and which includes a definition of what is and what is not the work of the TC, and how it can be determined when the work of the TC has been completed. The scope may reference a specific contribution of existing work as a starting point, but other contributions may be made by TC Members on or after the first meeting of the TC. Such other contributions shall be considered by the TC Members on an equal basis to improve the original starting point contribution.

(1)(d) A list of deliverables, with projected completion dates.

(1)(e) Specification of the IPR Mode under which the TC will operate.

(1)(f) The anticipated audience or users of the work.

(1)(g) The language in which the TC shall conduct business.

(2) Non-normative information regarding the startup of the TC, which includes:

(2)(a) Identification of similar or applicable work that is being done in other OASIS TCs or by other organizations, why there is a need for another effort in this area and how this proposed TC will be different, and what level of liaison will be pursued with these other organizations.

(2)(b) The date, time, and location of the first meeting, whether it will be held in person or by telephone, and who will sponsor this first meeting. The first meeting of a TC shall occur no less than 30 days after the announcement of its formation in the case of a meeting held exclusively by telephone or other electronic means, and no less than 45 days after the announcement of its formation in the case of a meeting held face-to-face (whether or not a telephone bridge is also available).

(2)(c) The projected on-going meeting schedule for the year following the formation of the TC, or until the projected date of the final deliverable, whichever comes first, and who will be expected to sponsor these meetings.

(2)(d) The names, electronic mail addresses, and membership affiliations of at least Minimum Membership who support this proposal and are committed to the Charter and projected meeting schedule.

(2)(e) For each OASIS Organizational Member listed in (2)(d), the name, electronic mail address, membership affiliation, and statement of support for the proposed Charter from the Primary Representative.

(2)(f) The name of the Convener who must be an Eligible Person.

(2)(g) The name of the Member Section with which the TC intends to affiliate, if any.

(2)(h) Optionally, a list of contributions of existing technical work that the proposers anticipate will be made to this TC.

(2)(i) Optionally, a draft Frequently Asked Questions (FAQ) document regarding the planned scope of the TC, for posting on the TC’s website.

(2)(j) Optionally, a proposed working title and acronym for the Work Products to be developed by the TC.

No later than 5 days following the submission, the OASIS TC Administrator shall either return the submission to its originators, with an explanation indicating its failure to meet the requirements set forth in this section, or shall post notice of the submission to an announced mailing list (or equivalent method) visible to the submission proposers and the OASIS Membership, for comment.

The notice will announce that comments will be received until the 14th day after the notice, and will announce a date within 4 days of that 14th day for a conference call, among the Convener, the OASIS TC Administrator, and those proposers who wish to attend. Other OASIS Members who wish to attend may observe.

The proposer group may amend their submission at any time until the 28th day after the submission (except that changes to the roster of proposers may occur at any time until the final posting). By the 28th day the proposer group must post a pointer to an account of each of the comments / issues raised during that review, along with its resolution.

No later than the 30th day after the submission, if those pointers have been posted, and the last version of the submission from the proposer group meets the requirements of these rules, the OASIS TC Administrator must post them to the OASIS Membership with a Call For Participation and an announcement of a first meeting. Otherwise, the Convener may obtain a single 10-day extension for posting a compliant proposal with the OASIS TC Administrator.

2.3 First Meeting of a TC

Eligible Persons intending to participate in the first meeting must use the OASIS collaborative tools to register as a TC Member, and to specify whether they intend to gain voting rights, no later than 7 days prior to a meeting. No later than 7 days prior to the meeting, the OASIS TC Administrator will post a notice to the prospective Members on the TC’s general email list inviting indications of candidacy for TC Chair to be posted to that list.

If the first meeting of a TC is to be conducted as a face-to-face meeting, the Convener must arrange for teleconference facilities to be provided for those unable to attend in person.

If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must confirm to the Convener and to the TC Administrator that the person may become a Member of the TC.

Every Eligible Person who has so registered and been confirmed shall be a Member of the TC beginning with the first meeting. Every Eligible Person who has so registered, requested voting rights, been confirmed, and is present at the first meeting of a TC shall be a Voting Member of the TC beginning with the first meeting.

The first meeting of a TC must occur at the place and time and in the manner described in the announcement. Any initial meeting whose time or location is changed and any initial telephone or other electronic meeting that fails to grant access to every Eligible Person previously registering to attend shall be subject to appeal as provided in Section 4.2.

At least Minimum Membership must become Voting Members at the first TC meeting or the TC shall be considered not to have been successfully started and shall be closed.

At the first meeting the TC must elect a Chair as the first order of business, from among nominations made by Voting Members at that meeting. Once the Chair is elected the role of Convener ends.

2.4 TC Membership and Participation

TC membership is per person, not per organization, and is not transferable from person to person.

2.4.1 Observer: An Eligible Person may become an Observer of a TC by registering as an Observer using the electronic collaboration tools provided by OASIS. If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must be notified that the person has requested to become an Observer. The Observer is not a TC Member so has no attendance or participation requirements to maintain this status, other than to remain an Eligible Person.

2.4.2 Member: Any time after the first meeting, an Eligible Person shall become a Member of an existing TC by registering as a Member using the electronic collaboration tools provided by OASIS. If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must confirm to the Chair and to the TC Administrator that the person may become a Member of the TC. Upon receipt by the Chair of confirmation by the Primary Representative the Member may begin participating, but shall not have voting rights. A Member shall become eligible to vote in the TC when the requirements below are met.

2.4.3 Persistent Non-Voting Member: A Member or Voting Member may, at any time after joining a Technical Committee, send e-mail to both the Chair and the TC mailing list informing them of their change in membership status, effective as of the date of notice, or other specified future date. A Persistent Non-Voting Member retains participation rights but is not eligible to vote and does not count towards Quorum. A Persistent Non-Voting Member who wishes to gain voting rights must send e-mail to both the Chair and the TC mailing list informing them of their intent to become a Voting Member and must follow the rules in section 2.4.4(c) as if they had lost their voting rights due to non-attendance.

2.4.4 Voting Member:

(a) After the first Meeting of a TC, a Member shall gain voting rights at the close of the second consecutive Meeting attended by the Member or, if less than two Meetings are called within 60 days after the person becomes a Member, at the close of that 60th day. OASIS Individual Members and the representatives of OASIS Organizational Members are equally eligible to serve as Voting Members of a TC.

(b) A Voting Member must be active in a TC to maintain voting rights. In TCs that hold Meetings, a Voting Member who is absent from two consecutive Meetings (as recorded in the minutes) loses his or her voting rights at the end of the second Meeting missed. If a TC has adopted a standing rule to conduct business only by electronic ballot, without Meetings, then a Voting Member who fails to cast a ballot in two consecutive Work Product Ballots loses his or her voting rights at the close of the second ballot missed.

(c) A TC Member who has lost his or her voting rights shall regain them for a TC that holds Meetings by attending two consecutive Meetings (as recorded in the minutes), thus regaining voting rights after the end of the second Meeting attended or, if less than two Meetings are called within 60 days after the loss of such rights, at the close of that 60th day. A Member of a TC that does not hold Meetings may regain voting rights by making a request to the chair(s) to regain them, effective at the close of the 60th day after the request.

(d) Voting Members who lose their voting rights remain Members of the TC. A warning may be sent to the Member by the Chair, but the loss of voting rights is not dependent on the warning.

2.5 Termination of TC Membership

Except as provided in Section 2.6, membership in an OASIS TC shall be terminated under the following conditions:

(1) A Member shall be considered to have resigned from a TC upon his sending notification of resignation to the TC general email list.

(2) Persons who lose Eligible Person status for reasons including, but not limited to, change of employment shall have up to 15 days of TC membership as an OASIS Individual Member in which to request a Leave of Absence or re-establish eligibility. A Member shall lose TC membership on the 16th day after losing Eligible Person status or at the end of a Leave of Absence requested as specified in Section 2.6 if Eligible Person status has not been re-established.

Termination of membership in an OASIS TC shall automatically end voting rights in the TC as well as membership in any Subcommittee of that TC.

2.6 Leaves of Absence

Every Voting Member of an OASIS TC shall be entitled to at least one Leave of Absence during any one twelve month period. During a Leave of Absence, a Voting Member shall be exempt from the participation criteria specified in Section 2.4. A first Leave of Absence during any one twelve month period shall be obtained automatically by sending an email to both the Chair and the TC mailing list. The Chair must notify the TC of all Leaves of Absence by reporting them in the minutes of the TC’s next meeting.

A Voting Member who has already been granted a Leave of Absence during any twelve month period may apply for a maximum of one additional Leave of Absence during the same twelve month period, but a second Leave of Absence during any twelve month period shall be granted only upon formal Resolution of the TC.

A Voting Member of a TC who has been granted a Leave of Absence shall not have voting rights in the TC and all of its Subcommittees for the duration of the Leave; voting rights shall resume immediately upon the person returning from Leave.

The length of a Leave of Absence shall be specified in advance by the Voting Member requesting it and shall not exceed 45 days. A Leave of Absence shall begin no earlier than seven days after the date upon which the request was delivered to the Chair of the TC and shall end on the date specified, or at the beginning of the first TC meeting or Subcommittee meeting attended after the Leave begins, or upon transmittal of the first mail ballot returned after the Leave begins, whichever comes first. Time allocated for a Leave of Absence but not used due to early resumption of participation cannot be carried over into another Leave.

2.7 TC Chairs

Each TC must have a Chair. Only Members and Voting Members of the TC are eligible to be Chair or co-Chair. The TC Chair is initially elected at the first meeting. The Chair is elected by Full Majority Vote of the TC. If the TC does not have a Chair then all TC activities, with the exception of the selection of a new Chair, are suspended; if the TC does not have a Chair for 120 days, the TC Administrator must close the TC.

The responsibilities of Chair of a TC may be discharged by no more than two co-Chairs. In the event that the Chair position is so shared each co-Chair is equally responsible for the Chair duties and responsibilities. Throughout this TC Process, whenever a notification to the TC Chair is required this must be made to both co-Chairs.

A TC Chair may be removed by action of the Board of Directors or by a Special Majority Vote of the TC. In the event that a TC has co-Chairs each may be removed individually or both may be removed by a single action.

A vacancy in chairing a TC shall be deemed to exist when (i) the Chair or one or both co-Chairs has been removed, (ii) the Chair or one or both co-Chairs has resigned the position, or (iii) the Chair or one or both co-Chairs ceases to be a Member of the TC. Vacancies in chairing a TC shall be filled by election from the TC Members; the TC may elect at any time by vote to elect a co-Chair, if only one Chair is seated, or to leave a second seat vacant. Any TC chair or co-chair election shall be by Full Majority Vote of the TC, with each winning candidate having received a full majority vote regardless of the number of candidates.

The same provisions regarding Leaves of Absence shall apply to the Chair or co-Chair of a TC as to the other TC Members, and additionally the Chair must notify both the OASIS TC Administrator and the TC at least 30 days prior to any non-emergency Leave of Absence.

2.8 TC Visibility

The official copies of all resources of the TC and its associated Subcommittees, including web pages, documents, email lists and any other records of discussions, must be located only on facilities designated by OASIS. TCs and SCs may not conduct official business or technical discussions, store documents, or host web pages on servers or systems not designated by OASIS. All web pages, documents, ballot results and email archives of all TCs and SCs shall be publicly visible.

Mail Lists: Each TC shall be provided upon formation with a general discussion email list and a means to collect public comments. Subscription to the general email list shall be required for Members, Voting Members, and Observers of the TC.

The minutes of each TC meeting and a record of all decisions shall be posted to that TC’s general email list. All official communications and discussions of the TC must take place on the email list. All TC email lists shall be archived for the duration of the corporation, and all TC email archives shall be publicly visible.

The purpose of the TC’s public comment facility is to receive comments from the public and is not for public discussion. Comments shall be publicly archived, and shall be forwarded to one or more Members of the TC including the TC Chair. TCs shall not be required to respond to comments. Comments to the TC made by Members of the TC must be made via the TC general email list, and comments made by non-TC members, including from the public, must be made via the TC’s comment facility. Comments shall not be accepted via any other means.

Web Pages: The OASIS TC Administrator shall provide the TC with a publicly accessible web page. The TC must keep the following information current on the TC web page: the TC name and Charter; standing rules and other adopted procedures; meeting schedule; anticipated deliverables and delivery dates; list of TC Members; the name and email address of the TC Chair or co-Chairs as well as other positions such as secretary, editor, etc. that may exist; list of Subcommittees, their deliverables, and members; links to a repository of the draft and completed TC documents with identification of the latest versions of the TC’s Work Products; and a link to the IPR declarations for that TC.

Announcements: The OASIS TC Administrator shall create a publicly archived list for announcements from the OASIS TC Administrator regarding TCs. Any Eligible Person shall be able to subscribe to this list. Every important change in TC status shall be posted to the announcement list; such changes shall include but not be limited to the following: TC formation; TC Charter revision; start of Public Review; approval of Committee Specifications and Committee Notes; submission of a Committee Specification as a Candidate OASIS Standard; approval or rejection of a proposed OASIS Standard; and closure of a TC.

2.9 TC Procedure

The operation of TCs shall be governed by Robert’s Rules of Order Newly Revised, insofar as such rules are not inconsistent with or in conflict with this TC Process, the OASIS IPR Policy, the OASIS Bylaws, other Board-approved policies, or with provisions of law. The duration of a TC shall be considered a single session. Formal actions of TCs shall be governed by the same rules regardless of the language in which the work is taking place.

Standing rules may be adopted, amended, or rescinded by Full Majority Vote of the TC. The TC may not adopt standing rules or other Resolutions related to IPR, quorum requirements, membership, voting, participation, or that otherwise conflict with or supersede any OASIS Board-approved policy. Standing rules, and any amendments to them, must be communicated to the TC Administrator, who may rescind them if they are in conflict with OASIS policy, and, in order to be enforceable, must be posted on the TC’s web page.

2.10 TC Meetings

TC meetings must be properly called and scheduled in advance using the OASIS collaborative tools. Meetings scheduled or conducted in such a manner as to exclude the participation of any Member is subject to appeal. Meetings may be conducted face-to-face or via telephone conference or other electronic media that allow participation of all Members of the TC. In order to enable the openness of TC proceedings, meetings should be scheduled and conducted so as to permit the presence of as many TC Observers as is logistically feasible. Meeting minutes must be recorded and posted to the TC’s general email list and referenced on the TC web page.

Without a Quorum present discussions may take place but no business may be conducted; those present may act as a “Committee of the Whole” as defined in Robert’s Rules of Order Newly Revised, and make a report to the entire TC. Attendance must be recorded in the meeting minutes. Meetings without Quorum shall still count towards attendance for purposes of Members gaining, maintaining, or losing voting rights.

2.11 TC Charter Clarification

A TC may clarify its Charter only for the purpose of removing ambiguity or for narrowing the scope of the topic defined by the Charter. The TC may not broaden or otherwise change its scope of the topic of work. The list of deliverables may be expanded only if the new deliverables are within the scope of the topic.

Approval for clarification shall require a Special Majority Vote of the TC. The clarification of the Charter may occur no earlier than the first meeting of the TC. The TC Chair shall notify the TC Administrator that a motion has been made to clarify the Charter, and the TC Administrator shall set up and conduct the ballot.

The TC Administrator may prevent the proposed clarification from coming to vote if it is not in conformance with OASIS policies. The TC Administrator must within 15 days either open the ballot or reply to the TC with the reason why the change cannot be voted upon. The clarified Charter shall not take effect until approved and announced by the TC Administrator. The TC Administrator shall publicize approved changes as specified in Section 2.8 and any revisable publicly visible description (e.g., web page) promulgated by the TC shall be updated to reflect such changes.

2.12 TC Rechartering

A TC may be rechartered for purposes of expanding the scope of the TC. The TC shall retain the name of the predecessor, and all email lists and archives, web pages, etc. shall move from the predecessor TC to the rechartered TC. However, any Contributions made to the previous TC must be recontributed.

The rechartering may not change the IPR Mode of the TC; if a different IPR Mode is required then a new TC (with a unique name) must be formed.

A proposal to recharter the TC must be submitted to the TC Administrator, which proposal shall be in all respects the same as a proposal to form a new TC with the exception that the TC name and IPR Mode shall be the same as the predecessor TC. The TC Administrator shall reply to the proposers within 15 days, and if the proposal is complete shall schedule a ballot. Approval for rechartering shall require a Special Majority Vote of the TC being rechartered.

Upon approval of the ballot, the TC Administrator shall announce the newly rechartered TC in the same manner as a new TC. Membership in the rechartered TC shall be determined in the same manner as for a new TC. The predecessor TC shall be closed at the end of the day prior to the date of the first meeting of the rechartered TC. The time period for determining Members’ Participation Obligation shall restart at the first meeting of the new TC.

2.13 TC Voting

TC votes require a Simple Majority Vote to pass, except as noted elsewhere in this Process. All TC ballots requiring a Special Majority Vote for approval must be conducted by the TC Administrator; the TC Chair shall notify the TC Administrator that a motion has been made which requires a Special Majority Vote, and the TC Administrator shall set up and conduct the ballot.

Eligibility: A Member of a TC must have voting rights to make or second a motion, and must have voting rights at the time a ballot is opened in order to vote on that ballot. Every Voting Member of a TC has a single vote. Organizations do not vote in TCs. Proxies shall not be allowed in TC voting.

Electronic Voting: TCs may conduct electronic ballots, either by using the TC’s general mail list or the publicly archived electronic voting functionality provided by OASIS. The minimum period allowed for electronic voting shall be seven days; the TC may specify a longer voting period for a particular electronic ballot. Any Work Product Ballot conducted as an electronic ballot must permit each voter to choose “yes”, “no” or “abstain.” Eligible voters may change their vote up until the end of the voting period.

A motion to open an electronic ballot must be made in a TC meeting unless the TC has adopted a standing rule to allow this motion to be made on the TC’s general email list. When such a rule has been adopted, motions made on the mail list must also be seconded and discussed on that list.

2.14 TC Subcommittees

The TC may by Resolution create a Subcommittee (SC). The Resolution must be minuted, and must include the name, statement of purpose, list of deliverables, and name of the Chair of the SC. All of these items must fall within the Charter of the TC and conform to OASIS policy.

The deliverables of the SC are made only to the TC. Members of the SC must first be Members of the TC. Observers of a TC may be Observers of a SC, but may not become SC members without first becoming a Member of the TC. An SC member may resign from the SC and remain a Member of the TC.

2.15 Closing a TC

A TC may be closed by Full Majority Vote of the TC, by Resolution of the OASIS Board of Directors, or by the OASIS TC Administrator.

The TC Administrator must close a TC that has completed the deliverables listed in its Charter if the TC does not add new deliverables or that fails to elect a Chair for the period provided in Section 2.7.

The TC Administrator may close a TC that fails to conduct at least one Quorate Meeting or conduct any Work Product Ballots during any six month period; whose membership falls below the Minimum Membership; which has not completed its deliverables within the schedule listed in its Charter; or which has failed to show progress towards achieving its purpose as defined by its Charter.

2.16 Maintenance Activity of OASIS Standards Final Deliverables

(1) Only one TC at a time may perform a Maintenance Activity on an OASIS Standards Final Deliverable.

(2) Maintenance Activity on an OASIS Standards Final Deliverable is always within the scope of the TC that created the deliverable, whether or not the TC’s Charter explicitly references it.

(3) Maintenance Activity on an OASIS Standards Final Deliverable may be done by a TC other than the TC that originated the deliverable, if: (a) the name of the OASIS Standards Final Deliverable to be maintained is listed as a deliverable in its Charter, and (b) if the originating TC is not closed, it has consented to the Maintenance Activity by a Special Majority Vote.

2.17 Intellectual Property Rights Procedures

The TC shall operate in accordance with the OASIS Intellectual Property Rights (IPR) Policy.

Notices of Disclosed Claims, as defined in and required by the OASIS IPR Policy, shall be made by sending an email message to the TC Administrator, who shall post the disclosure on the TC’s web page and notify the TC via the TC general email list. The TC shall make no formal decision with regard to the applicability or validity of an IPR disclosure.

Contributions, as defined in the OASIS IPR Policy, shall be made by sending to the TC’s general email list either the contribution, or a notice that the contribution has been delivered to the TC’s document repository; a URL or other reference to the document is not sufficient. Written contributions must be converted to electronic format and delivered to the TC’s general email list or document repository. The TC is not required to acknowledge or use any Contribution.

2.18 Work Product Quality

(1) General. All documents and other files produced by the TC, including Work Products at any level of approval, must use the OASIS file naming scheme, and must include the OASIS copyright notice. All document files must be written using the OASIS document authoring templates, which shall be maintained and made available by the TC Administrator. The name of any Work Product may not include any trademarks or service marks not owned by OASIS.

(2) Acknowledgements. Any Work Product that is approved by the TC at any level must include a list of people who participated in the development of the Work Product. This list shall be initially compiled by the Chair, and any Member of the TC may add or remove their names from the list by request.

(3) References. A Work Product that is approved by the TC at any level must clearly indicate whether each reference in the Work Product to a document or artifact is a Normative Reference.

(4) File Formats. Editable formats of all versions of TC documents must be delivered to the TC’s document repository. Working Drafts may be in any format (i.e. produced by any application). All approved versions of OASIS Deliverables must be delivered to the TC’s document repository in the (1) editable source, (2) HTML or XHTML, and (3) PDF formats; and the TC must explicitly designate one of those delivered formats as the authoritative document. Any links referenced by the TC shall be to the HTML, XHTML and/or PDF formats stored using repositories and domain names owned by OASIS and as approved by the TC Administrator.

(5) Multi-Part Work Products. A Work Product may be composed of any number of files of different types, though any such multi-part Work Product must have a single Work Product name and version number. Irrespective of the number and status of the constituent parts, the Work Product as a whole must be approved by a single Work Product Ballot.

(6) Allowed changes. Any change made to a Work Product requires a new version or revision number, except for changes made to (a) the approval status, (b) the date, (c) the URIs of the Work Product as appropriate, (d) the running header/footer, (e) updates to the file names of all Work Product files and any references between them, (f) any approved Designated Cross-Reference Changes, or (g) when a Committee Note Public Review Draft is approved as a Committee Note or a Committee Specification is approved as an OASIS Standard, and prior to its publication, any references to a Committee Specification may be updated if the referenced Committee Specification has subsequently been approved and published as an OASIS Standard. All of 6(a-g) must be made after the approval of the Work Product as a Committee Specification Draft, Committee Note Draft, Committee Note, Committee Specification, Candidate OASIS Standard, or OASIS Standard and before its official publication by TC Administration.

(7) Computer Language Definitions. All normative computer language definitions that are part of the Work Product, such as XML instances, schemas and Java(TM) code, including fragments of such, must be well formed and valid.

(7a) For Standards Track Work Products:

  • All normative computer language definitions must be provided in separate plain text files;
  • Each text file must be referenced from the Work Product; and
  • Where any definition in these separate files disagrees with the definition found in the specification, the definition in the separate file prevails.

(7b) For Non-Standards Track Work Products:

  • All computer language definitions should be provided in separate plain text files; and
  • Each text file should be referenced from the Work Product.

(8) Conformance Clauses.

(8a) For Standards Track Work Products:

A specification that is approved by the TC at the Committee Specification Public Review Draft, Committee Specification or OASIS Standard level must include a separate section, listing a set of numbered conformance clauses, to which any implementation of the specification must adhere in order to claim conformance to the specification (or any optional portion thereof).

(8b) For Non-Standards Track Work Products:

None required.

(9) Restrictions and Disclaimers.

Every Work Product must clearly indicate on the cover page whether it is a Standards Track Work Product or Non-Standards Track Work Product. The cover page of a Non-Standards Track Work Product must clearly and conspicuously state that the patent provisions of the IPR Policy do not apply to that Non-Standards Track Work Product.

Standards Track Work Products and Non-Standards Track Work Products must have clearly distinguishable templates and styling.

Documents which use formats that support headers and footers should indicate on every page whether the document is a Standards Track Work Product or Non-Standards Track Work Product. In these cases, every Non-Standards Track Work Product must also have a brief statement on every page that the patent provisions of the IPR Policy do not apply.

Non-Standards Track Work Products must not contain language that would otherwise fall within the definition of Normative Portion (were they subject to its provisions).

2.19 Designated Cross-Reference Changes

A TC wishing to update the Normative References or non-Normative References in the Normative References or Non-Normative References section in one of its OASIS Work Products to reflect the outcome of a pending status change in another OASIS Work Product may do so, by adopting a “Designated Cross-Reference Change” as part of its Work Product Approval Motion, which must include: (a) a list designating each of the other OASIS Work Products (including version number) that are referenced by that Work Product and whose cross-references should conditionally be updated; (b) a reference to this Section 2.19; and (c) an acknowledgement that approval and publication of the Work Product may be delayed by the Designated Cross-Reference Changes.

Designated Cross Reference Changes may only be made on Work Product Approval Motions for Committee Specification Drafts, Committee Note Drafts, Public Review Drafts, Committee Notes, Committee Specifications, and Candidate OASIS Standards. Designated Cross Reference Changes may only be made for Work Products with the following pending status changes:

  • Working Drafts to be approved as Committee Specification Note Drafts and/or
  • Committee Specification or Note Drafts to be approved as Public Review Drafts and/or
  • Committee Specification or Note Drafts or Public Review Drafts being approved as Committee Specifications or Notes and/or
  • Committee Specifications being approved as Candidate OASIS Standards and/or
  • Candidate OASIS Standards being approved as OASIS Standards.

Designated Cross Reference Changes may not be made to any OASIS Work Product changing its version or revision number nor to any non-OASIS standard or publication.

The text of a proposed Designated Cross-Reference Change to a Work Product shall only include for each cross-referenced Work Product:

  • the current name, version and revision number;
  • the current URI;
  • the expected approval status; and
  • the expected approval date of the cross-referenced Work Product.

The effectiveness of a proposed Designated Cross-Reference Change in a Work Product is conditioned on the resolution of the expected approval action for each cross-referenced Work Product. Therefore, if a Work Product Approval Motion includes proposed Designated Cross-Reference Changes, the effectiveness of the subject Work Product’s approval will be delayed until the resolution of all other cross-referenced Work Product approval actions. The TC Administrator will withhold announcement and certification of the Work Product itself until all such cross-referenced resolutions are complete.

If the Work Product Approval Motion (which includes Designated Cross-Reference Changes) passes, then, when the last cross-referenced approval is resolved, the final approved version will be published with all of its conditional descriptions of the cross-referenced Work Products updated to reflect their correct status at that time.

Section 3. Approval Process

3.0 Introduction

Aside from approving Administrative Documents, the only document approvals a TC may validly perform are described in this Section.

Standards Track Work Products progress as follows:

  1. Committee Specification Draft,
  2. Committee Specification Public Review Draft,
  3. Committee Specification,
  4. Candidate OASIS Standard,
  5. OASIS Standard,
  6. Approved Errata.

Non-Standards Track Work Products progress as follows:

  1. Committee Note Draft,
  2. Committee Note Public Review Draft,
  3. Committee Note.

Each of the progressions above must begin with step 1, and no step may be skipped. However a TC is not required to progress a Work Product from one step to the next.

3.1 Approval of a Committee Draft

The TC may at any stage during development of a Work Product approve a Working Draft as a Committee Specification Draft or Committee Note Draft, as appropriate. Approval of these drafts shall require a Full Majority Vote of the TC. The TC may approve a Working Draft, revise it, and re-approve it any number of times as a Committee Specification Draft or Committee Note Draft.

3.2 Public Review of a Committee Draft

Before the TC can approve a Committee Specification Draft as a Committee Specification, or a Committee Note Draft as a Committee Note, the TC must conduct a public review of the work. The decision by the TC to submit the draft for public review requires a Full Majority Vote, and must be accompanied by a recommendation from the TC of external stakeholders who should be notified of the review. The draft approved to go to review shall be called a Committee Specification Public Review Draft or Committee Note Public Review Draft, as appropriate. The public review must be announced by the TC Administrator to the OASIS Membership list and optionally on other public mail lists; the TC Administrator shall at the same time issue a call for IPR disclosure for Committee Specification Public Review Drafts.

Comments from non-TC Members must be collected via the TC’s archived public comment facility; comments made through any other means (unless made by a TC Member via the TC email list) shall not be accepted. The TC must acknowledge the receipt of each comment, track the comments received, and post to its primary e-mail list its disposition of each comment at the end of the review period.

No changes may be made to the public review draft during a review. If the TC decides by Full Majority Vote that changes are required, the draft shall be withdrawn from review after the Chair informs the TC Administrator, and then subsequently resubmitted by the TC for a new Public Review cycle of the same type, either initial or subsequent.

The TC may conduct any number of review cycles (e.g. approval to send a Committee Specification Draft to public review, collecting comments, making edits to the Committee Specification Draft, etc.). The initial public review of a public review draft must take place for a minimum of 30 days, and any subsequent reviews must be held for a minimum of 15 days. Changes made to a committee draft after a review must be clearly identified in any subsequent review, and the subsequent review shall be limited in scope to changes made in the previous review. Before starting another review cycle the revisions must be re-approved as a Committee Specification Draft or Committee Note Draft, as appropriate, and then approved to go to public review by the TC.

If any changes are made to the draft after the public review, whether as a result of public review comments or from TC Member input, then the TC must conduct another review cycle. The draft may not be considered for approval by the TC as a Committee Specification or Committee Note until it has undergone a review cycle during which it has received no comments that result in any changes.

3.3 Approval of a Committee Specification or Committee Note

After the public review, the TC may approve the Committee Specification Draft as a Committee Specification or the Committee Note Draft as a Committee Note. If any comments have been received during the most recent Public Review period, that vote may not commence any earlier than 7 days after the last day of that Public Review. The approval of a Committee Specification or Committee Note shall require a Special Majority Vote. The TC Chair shall notify the TC Administrator that the TC is ready to vote on the approval of the Committee Specification or Committee Note, and provide to the TC Administrator the location of the editable versions of the files. The TC Administrator shall set up and conduct the ballot to approve the Committee Specification or Committee Note.

3.4 Approval of an OASIS Standard

[Effective date of Section 3.4:

Specifications that, on the effective date of this policy are currently out for 60-day Public Review, or have completed a 60-day Public Review; AND are submitted for OASIS Standard ballot within 90 days of the effective date of this policy, will be subject to the requirements in Section 3.4 in effect on 1 September 2009. Any specifications that have not yet been submitted for Public Review, have been submitted but the Public Review has not yet been announced, or have completed the Public Review process but are not submitted for OASIS Standard ballot within 90 days of the effective date of this policy will be subject to the requirements below.]

Approval of an OASIS Standard is a three-step process:

  1. Submission of a Candidate OASIS Standard to the TC Administrator,
  2. Completion of a public review lasting a minimum of 60 days, and
  3. A membership-wide ballot.

3.4.1 Submission of a Candidate OASIS Standard

After the approval of a Committee Specification, and after three Statements of Use explicitly referencing the Committee Specification, including approval date, have been presented to the TC, a TC may resolve by Special Majority Vote to submit the Committee Specification as a Candidate OASIS Standard. The TC may decide to withdraw the submission, by Special Majority Vote, at any time until the final approval. Upon Resolution of the TC to submit the specification, its Chair shall submit the following items to the TC Administrator:

(a) Links to the Candidate OASIS Standard in the TC’s document repository, and any appropriate supplemental documentation, all of which must be written using the OASIS templates in effect at the time of the Committee Specification approval vote. The specification must not have been changed between its approval as a Committee Specification and its submission to OASIS for consideration as an OASIS Standard, except for the changes allowed in Section 2.18(6).

(b) The editable version of all files that are part of the Candidate OASIS Standard;

(c) Certification by the TC that all schema and XML instances included in the specification, whether by inclusion or reference, including fragments of such, are well formed, and that all expressions are valid;

(d) A clear English-language summary of the specification;

(e) A statement regarding the relationship of this specification to similar work of other OASIS TCs or other standards developing organizations;

(f) The Statements of Use presented above;

(g) The beginning and ending dates of the public review(s), a pointer to the announcement of the public review(s), and a pointer to an account of each of the comments/issues raised during the public review period(s), along with its resolution;

(h) An account of and results of the voting to approve the specification as a Candidate OASIS Standard, including the date of the ballot and a pointer to the ballot;

(i) An account of or pointer to votes and comments received in any earlier attempts to standardize substantially the same specification, together with the originating TC’s response to each comment;

(j) A pointer to the publicly visible comments archive for the originating TC; and

(k) The length of the Candidate OASIS Standard public review, if greater than the required 60 days.

The TC Administrator shall complete administrative processing and checking for completeness and correctness of the submission within 15 days. If the submission is incomplete it shall be rejected but may be resubmitted at a later time.

No part of the submission may be changed or altered in any way after being submitted to the TC Administrator, including by Errata or corrigenda. Errata, corrigenda or other changes to an OASIS Standard are not permitted after its submission for OASIS Standard approval.

3.4.2 Public Review of a Candidate OASIS Standard

A public review of the Candidate OASIS Standard shall be announced by the TC Administrator to the OASIS Membership list and optionally on other public mail lists.

Comments from non-TC Members must be collected via the TC’s archived public comment facility; comments made through any other means (unless made by a TC Member via the TC email list) shall not be accepted. The TC must acknowledge the receipt of each comment, track the comments received, and post to its primary e-mail list the disposition of each comment at the end of the review period.

No changes may be made to the Candidate OASIS Standard during a review. If the TC decides by Full Majority Vote that changes are needed, then the specification must be withdrawn from review after the Chair informs the TC Administrator.

Upon completion of the public review, the Chair must notify the TC Administrator of the results.

  • If no comments were received, the TC Administrator must start the ballot for OASIS Standard approval within 7 days of notification.
  • If comments were received, but no changes are to be made to the Candidate OASIS Standard, the Chair will request that the TC Administrator start a Special Majority Ballot for the TC to approve continuing with the OASIS Standard ballot. The TC Administrator will begin said ballot within 7 days of receipt. Upon successful completion of that ballot, the TC Administrator will, within 7 days, begin the ballot for OASIS Standard approval.
  • If comments were received that result in a modification to the Candidate OASIS Standard, the editors(s) will prepare a revised specification to be approved as a Committee Specification Draft by the TC and proceed with a subsequent Public Review as noted in Section 3.2. Before resubmission the specification must be approved as a Committee Specification.

3.4.3 Balloting for OASIS Standard approval

In votes upon Candidate OASIS Standards, each OASIS Organizational Member at the time the ballot is issued shall be entitled to cast one vote. Votes shall be cast via the publicly archived electronic voting facility supplied by OASIS. A ballot announcement will be sent to each member entitled to vote and shall specify the ballot closing date and time. Ballots shall be publicly visible during voting. Eligible voters may change their vote up until the end of the 14-day voting period. The results of a vote on a proposed standard shall be provided to the membership and to the TC no later than seven days following the close of the voting period.

If at the end of the voting period at least 15 percent of the voting OASIS Membership has voted to approve the proposed standard, and if no votes have been cast to disapprove the proposed standard, it shall become an OASIS Standard immediately following the end of the voting period. If negative votes have been cast amounting to 25 percent or more of the votes cast, or if less than 15 percent of the voting OASIS Membership has cast positive votes to approve the proposed standard, the ballot is deemed to have failed and the submission fails.

However, if negative votes are cast amounting to less than 25 percent of the votes that have been cast, the TC shall be notified of the negative votes, after which the TC shall have 30 days to take one of the following actions by Resolution of a Special Majority Vote: (a) request the TC Administrator to approve the specification as submitted despite the negative votes; (b) withdraw the submission entirely; or (c) submit an amended specification, in which case the amended submission shall be considered as if it were a new submission, except that information regarding previous votes and any disposition of comments received in previous votes shall accompany the amended submission. If the originating TC upon notification of negative votes takes no formal action within the 30 days allocated for consideration of the results, then the specification shall not become an OASIS Standard.

Failure of a ballot for any reason shall not prevent a later version of the same specification from being submitted again as specified in this section.

3.5 Approved Errata

A TC may approve a set of Errata to an OASIS Standard which it developed as “Approved Errata” by:

(a) Adopting the set of proposed corrections as a Committee Specification Draft, in the form of a list of changes, and optionally accompanied by a copy of the original OASIS Standard text marked to incorporate the proposed changes.

(b) Confirming by Full Majority Vote that the proposed corrections do not constitute a Substantive Change.

(c) Submitting the proposed corrections for a 15-day public review, and completing that review, pursuant to Section 3.2.

(d) After the public review, confirming the proposed corrections as Approved Errata by a Full Majority Vote.

Once approved, the Approved Errata shall be made available with the OASIS Standard it corrects, in any publication of that OASIS Standard. Disposition of Approved Errata must be identified in the subsequent Committee Specification Public Review Draft of the corrected OASIS Standard.

A TC may not adopt Approved Errata to an OASIS Standard more than once in any six-month period.

Section 4. Board of Directors Involvement in the TC Process

4.1 OASIS TC Administrator

The “OASIS TC Administrator,” as defined in Section 1 of this TC Process, shall act as the Technical Committee Liaison to the Board for the purpose of keeping the Board apprised of activities related to the TC Process. The specific duties of the TC Liaison shall be specified by the Board in consultation with the TC Administrator but shall, at a minimum, provide for the submission to the Board of a notice when a proposal has been received for the creation of a new TC and when a TC submits a Committee Specification as a Candidate OASIS Standard. Such notice shall be delivered via email to the Board immediately upon the receipt of the submission by the TC Administrator. The TC Administrator shall also send a copy of proposals for the creation of new TCs to the Technical Advisory Board (TAB) for their comment.

Notwithstanding anything to the contrary contained in this TC Process, upon majority vote of the members of the Board at a meeting thereof duly called and constituted, the creation of a new TC may be prevented, or a proposed OASIS Standard may be withheld from voting by OASIS Membership; the proposal or the submission shall be returned to the proposers or the sponsoring TC for additional consideration, with an explanation of the reasons for such action.

The Board of Directors may amend this TC Process at any time and from time to time at its sole discretion.

4.2 Appeals

Any Eligible Person who believes that

  • an action taken or not taken by or with respect to TCs, or
  • an action taken or not taken by the TC Administrator,

is in violation of the procedures set forth in this TC Process or OASIS policies specified by the OASIS Board of Directors, may appeal such action or inaction.

Appellants shall file a complaint within 30 days of the action being appealed or at any time with respect to an inaction. The complaint shall state the nature of the objection(s), including any direct and material adverse effects upon the appellants; the section(s) of this TC Process or OASIS policies at issue; the actions or inactions at issue; and the specific remedial action(s) that would satisfy the appellants’ concerns. Previous efforts to resolve the objection(s) and the outcome of each shall be noted.

Appeals regarding actions or inactions of a TC must be made to the TC Administrator.

Appeals regarding actions or inactions of the TC Administrator must be made to the OASIS Board of Directors.

In the case of an appeal to the TC Administrator: within 15 days of receipt of the complaint, the TC Administrator shall provide a copy of the complaint to the TC; and within 30 days of such receipt, shall render a decision, with a copy to the TC.

In the case of an appeal to the OASIS Board of Directors: such appeal, in order to be valid, shall be sent to the board comment list (oasis-board-comment@lists.oasis-open.org) and the relevant TC(s). The Board shall hold a hearing (with the appellants invited) within 45 days of receipt of the appeal. The Board shall render its decision within 30 days. The decision of the Board shall be final.

The OASIS Board of Directors has the authority to effect such remedial action as may be necessary to remedy a complaint brought under this TC Process.

Section 5. Application to Existing TCs

This TC Process applies to previously established TCs upon its adoption.

Dates Approved:  Thu, 2011-09-29 Effective:  Sat, 2011-10-01

Technical Committee (TC) Process (27 July 2011)

Table of Contents

1. Definitions 2. Technical Committees 2.1 TC Discussion Lists 2.2 TC Formation 2.3 First Meeting of a TC 2.4 TC Membership and Participation 2.5 Termination of TC Membership 2.6 Leaves of Absence 2.7 TC Chairs 2.8 TC Visibility 2.9 TC Procedure 2.10 TC Meetings 2.11 TC Charter Clarification 2.12 TC Rechartering 2.13 TC Voting 2.14 TC Subcommittees 2.15 Closing a TC 2.16 Maintenance Activity of OASIS Standards Final Deliverables 2.17 Intellectual Property Rights Procedures 2.18 Work Product Quality 2.19 Designated Cross-Reference Changes 3. Approval Process 3.1 Approval of a Committee Draft 3.2 Public Review of a Committee Draft 3.3 Approval of a Committee Specification or Committee Note 3.4 Approval of an OASIS Standard 3.5 Approved Errata 4. Board of Directors Involvement in the TC Process 4.1 OASIS TC Administrator 4.2 Appeals 5. Application to Existing TCs

Section 1. Definitions

  1. Administrative Document” is a document which is used by a TC only in support of internal operations such as minutes, agenda, liaison statements, issue lists, bug lists, etc. and which are not an OASIS Deliverable. An Administrative Document must not use a Work Product template. Inter-group communications to request review, respond to review comments, or to respond to questions or requests for clarifications are considered to be Administrative Documents.
  2. Approved Errata” shall have the meaning defined in Section 3.5.
  3. Candidate OASIS Standard” is a document that has been submitted for approval as an OASIS Standard as specified in Section 3.4.
  4. Charter” is the organizational document for a TC comprised of the items included in the proposal to form that TC, as defined in Section 2.2, and may be modified as described in Section 2.11.
  5. Committee Note” is a Non-Standards Track Work Product that has been approved by a Technical Committee as specified in Section 3.3.
  6. Committee Note Draft” is a Non-Standards Track Work Product approved by a Technical Committee as specified in Section 3.1.
  7. Committee Note Public Review Draft” is a Committee Note Draft that has been approved by the TC to go to public review as specified in Section 3.2 of this Process.
  8. Committee Specification” is a Standards Track Work Product that has been approved by a Technical Committee as specified in Section 3.3.
  9. Committee Specification Draft” is a Standards Track Work Product approved by a Technical Committee as specified in Section 3.1.
  10. Committee Specification Public Review Draft” is a Committee Specification Draft that has been approved by the TC to go to public review as specified in Section 3.2 of this Process.
  11. Convener” is an Eligible Person who serves in the role of organizing the first meeting of the TC, as defined in Section 2.3.
  12. Eligible Person” means one of a class of individuals that includes (a) OASIS Individual Members, (b) employees or designees of OASIS Organizational Members, and (c) such other persons as may be designated by the OASIS Board of Directors.
  13. Errata” means a set of changes or proposed changes to an OASIS Standard that are not Substantive Changes.
  14. Full Majority Vote” is a TC vote in which more than 50% (more than half) of the Voting Members vote “yes”, regardless of the number of Voting Members present in the meeting. Abstentions are not counted. For example, in a TC in which there are 20 Voting Members, at least 11 Voting Members must vote “yes” for a motion to pass.
  15. IPR” means intellectual property rights.
  16. Leave of Absence” shall have the meaning defined in Section 2.6.
  17. Meeting” is a meeting of the TC that is properly called and scheduled in advance as described in Section 2.10.
  18. Member“, with respect to a TC, means an Eligible Person who is allowed to subscribe to the TC email list, participate in list discussions, attend and participate in TC meetings, and make Contributions to the TC. The process for becoming a Member of a TC is defined in Section 2.4.
  19. Minimum Membership” means five Voting Members of a TC (or, in the case of a TC about to be formed, five Eligible Persons), at least two of which represent OASIS Organizational Members.
  20. Non-Standards Track Work Product” is a Work Product produced and approved by a TC in accordance with the TC Process which may be progressed to Committee Note as described in Section 3. Non-Standards Track Work Products are intended to be informative and explanatory in nature. They are not subject to the patent licensing and non-assertion obligations requirements of the OASIS IPR Policy.
  21. Normative Portion” shall have the meaning defined for such term by the OASIS IPR Policy.
  22. Normative Reference” means a reference in a Standards Track Work Product to an external document or resource with which the implementer must comply, in order to comply with a Normative Portion of the Work Product.
  23. OASIS Deliverable” means any of the following: Committee Specification Drafts, Committee Specification Public Review Drafts, Committee Specifications, Candidate OASIS Standards, OASIS Standards, Approved Errata, Committee Note Drafts, Committee Note Public Review Drafts, and Committee Notes.
  24. OASIS Individual Member” means an OASIS Member who is classified as such in their executed Membership Agreement.
  25. OASIS Member” means a person, organization or entity who is a voting or non-voting member of the corporation, as defined by the OASIS Bylaws.
  26. OASIS Non-Standards Draft Deliverable” means any of the following: Committee Note Drafts and Committee Note Public Review Drafts.
  27. OASIS Non-Standards Final Deliverable” means any of the following: Committee Notes.
  28. OASIS Organizational Member” means an OASIS Member who is classified as such in their executed Membership Agreement.
  29. OASIS Standards Draft Deliverable” means any of the following: Committee Specification Drafts and Committee Specification Public Review Drafts.
  30. OASIS Standards Final Deliverable” means any of the following: Committee Specifications, Candidate OASIS Standards, OASIS Standards and Approved Errata.
  31. OASIS Standard” is a Candidate OASIS Standard that has been approved by the OASIS Membership as specified in Section 3.4.
  32. OASIS TC Administrator” means the person or persons representing OASIS in administrative matters relating to TCs. All official communications must be sent to tc-admin@oasis-open.org.
  33. Observer” is an Eligible Person who is subscribed to the TC email list, and may attend TC meetings, but is not allowed to participate in TC email list discussions, participate or speak in TC meetings, or make Contributions to the TC. The process for becoming an Observer is defined in Section 2.4.
  34. Persistent Non-Voting Member” is a TC Member who has declared their non-voting status in that TC. The process for becoming a Persistent Non-Voting Member of a TC is defined in Section 2.4.
  35. Primary Representative“, for any OASIS Organizational Member, means the person or persons designated by that Member to serve as the consortium’s principal contact for administrative issues.
  36. Public” and “publicly” mean all persons, organizations and entities, whether or not OASIS Members.
  37. Quorum” is the number of Voting Members of a TC that must be present in a meeting so that Resolutions and decisions may be made. The Quorum for OASIS TC meetings is a simple majority (more than half) of Voting Members.
  38. Quorate Meeting” is a TC meeting at which a Quorum is present.
  39. Resolution” means a decision reached by a TC by vote. Resolutions require a Simple Majority Vote to pass, unless a Full Majority Vote or Special Majority Vote is required under this Process.
  40. Simple Majority Vote” is a vote in which the number of “yes” votes cast is greater than the number of “no” votes cast. Abstentions are not counted. For example, in a Quorate Meeting in which 20 Voting Members are present, if 7 vote “yes” and 4 vote “no”, the motion passes.
  41. Special Majority Vote” is a TC vote in which at least 2/3 (two thirds) of the Voting Members vote “yes” and no more than 1/4 (one fourth) of the Voting Members vote “no”. These numbers are based on the total number of Voting Members, regardless of the number of Voting Members present in the meeting. Abstentions are not counted. For example, in a TC in which there are 30 Voting Members, at least 20 Voting Members must vote “yes” for a motion to pass; but if 8 or more vote “no” then the motion fails. All Special Majority Votes must be conducted via electronic ballot by the OASIS TC Administrator.
  42. Standards Track Work Product” is a Work Product produced and approved by a TC in accordance with the TC Process which may be promoted to Committee Specification or OASIS Standard as described in Section 3.
  43. Statement of Use“, with respect to a Committee Specification, is a written statement by an OASIS Organizational Member stating that it is successfully using or implementing that specification in accordance with the conformance clauses specified in Section 2.18, identifying those clauses that apply, and stating whether its use included the interoperation of multiple independent implementations. A Statement of Use must be endorsed by the Organizational Member’s Primary Representative.
  44. Subcommittee” (or “SC”) is a group of Members of a TC producing recommendations for consideration by the parent TC.
  45. Substantive Change” is a change to an OASIS Standard that would require a compliant application or implementation to be modified or rewritten in order to remain compliant.
  46. Technical Committee” (or “TC”) means a group comprised of at least the Minimum Membership formed and conducted according to the provisions of this OASIS TC Process.
  47. Voting Member” is a Member of a TC who has voting rights in the TC. The process for gaining voting rights is defined in Section 2.4.
  48. Work Product” is a document which is either a Standards Track Work Product or a Non-Standards Track Work Product.
  49. Work Product Approval Motion” is any motion to initiate a Work Product Ballot.
  50. Work Product Ballot” is any TC ballot for the:
    • approval of a Committee Specification Draft or Committee Note Draft,
    • start of a Public Review,
    • approval of a Committee Specification, or a Committee Note,
    • submission of a Committee Specification as a Candidate OASIS Standard.
  51. Working Draft” is a preliminary version of a Work Product produced by one or more TC Members that has not yet been voted on by the TC and approved as a Committee Specification Draft or a Committee Note Draft. Some examples are initial contributions and revisions made by editors or other TC Members.

The use of the term “day” or “days” in this TC Process refers to calendar days.

Section 2. Technical Committees

2.1 TC Discussion Lists

Any group of at least three Eligible Persons may begin a publicly subscribable discussion list for the purpose of forming a TC by submitting to the OASIS TC Administrator the following items:

(1) The name of the discussion list, which shall not be the same as the name of the list in which the TC itself shall operate if formed.

(2) A preliminary statement of scope for the TC whose formation the list is intended to discuss.

(3) The names, electronic mail addresses, and OASIS Organizational or Individual Membership affiliations of the three or more Eligible Persons proposing to create the discussion list.

(4) The name of the discussion list leader.

No later than 15 days following the submission, the OASIS TC Administrator shall provide these materials to the OASIS Membership with a Call For Participation in a discussion list whose purpose is to propose the TC described in the application.

Discussion on the list is restricted to evaluating the interest in proposing a new OASIS TC, and defining the proposal for one or more new OASIS TCs. The list of subscribers to the discussion list shall be available to all subscribers. The discussion list shall automatically close 90 days after the Call For Participation is issued.

2.2 TC Formation

Any group of at least Minimum Membership shall be authorized to begin a TC by submitting to the OASIS TC Administrator, with a copy to those listed in 2(d) and 2(e) below, the following items, written in English and provided in electronic form as plain text. No information other than these items may be included in the proposal. All items must be provided in any subsequent revision of the proposal, and must be submitted in the same manner as the original submission.

(1) The Charter of the TC, which includes only the following items:

(1)(a) The name of the TC, such name not to have been previously used for an OASIS TC and not to include any trademarks or service marks not owned by OASIS. The proposed TC name is subject to TC Administrator approval and may not include any misleading or inappropriate names. The proposed name must specify any acronyms or abbreviations of the name that shall be used to refer to the TC.

(1)(b) A statement of purpose, including a definition of the problem to be solved.

(1)(c) The scope of the work of the TC, which must be germane to the mission of OASIS, and which includes a definition of what is and what is not the work of the TC, and how it can be determined when the work of the TC has been completed. The scope may reference a specific contribution of existing work as a starting point, but other contributions may be made by TC Members on or after the first meeting of the TC. Such other contributions shall be considered by the TC Members on an equal basis to improve the original starting point contribution.

(1)(d) A list of deliverables, with projected completion dates.

(1)(e) Specification of the IPR Mode under which the TC will operate.

(1)(f) The anticipated audience or users of the work.

(1)(g) The language in which the TC shall conduct business.

(2) Non-normative information regarding the startup of the TC, which includes:

(2)(a) Identification of similar or applicable work that is being done in other OASIS TCs or by other organizations, why there is a need for another effort in this area and how this proposed TC will be different, and what level of liaison will be pursued with these other organizations.

(2)(b) The date, time, and location of the first meeting, whether it will be held in person or by telephone, and who will sponsor this first meeting. The first meeting of a TC shall occur no less than 30 days after the announcement of its formation in the case of a meeting held exclusively by telephone or other electronic means, and no less than 45 days after the announcement of its formation in the case of a meeting held face-to-face (whether or not a telephone bridge is also available).

(2)(c) The projected on-going meeting schedule for the year following the formation of the TC, or until the projected date of the final deliverable, whichever comes first, and who will be expected to sponsor these meetings.

(2)(d) The names, electronic mail addresses, and membership affiliations of at least Minimum Membership who support this proposal and are committed to the Charter and projected meeting schedule.

(2)(e) For each OASIS Organizational Member listed in (2)(d), the name, electronic mail address, membership affiliation, and statement of support for the proposed Charter from the Primary Representative.

(2)(f) The name of the Convener who must be an Eligible Person.

(2)(g) The name of the Member Section with which the TC intends to affiliate, if any.

(2)(h) Optionally, a list of contributions of existing technical work that the proposers anticipate will be made to this TC.

(2)(i) Optionally, a draft Frequently Asked Questions (FAQ) document regarding the planned scope of the TC, for posting on the TC’s website.

(2)(j) Optionally, a proposed working title and acronym for the Work Products to be developed by the TC.

No later than 5 days following the submission, the OASIS TC Administrator shall either return the submission to its originators, with an explanation indicating its failure to meet the requirements set forth in this section, or shall post notice of the submission to an announced mailing list (or equivalent method) visible to the submission proposers and the OASIS Membership, for comment.

The notice will announce that comments will be received until the 14th day after the notice, and will announce a date within 4 days of that 14th day for a conference call, among the Convener, the OASIS TC Administrator, and those proposers who wish to attend. Other OASIS Members who wish to attend may observe.

The proposer group may amend their submission at any time until the 28th day after the submission (except that changes to the roster of proposers may occur at any time until the final posting). By the 28th day the proposer group must post a pointer to an account of each of the comments / issues raised during that review, along with its resolution.

No later than the 30th day after the submission, if those pointers have been posted, and the last version of the submission from the proposer group meets the requirements of these rules, the OASIS TC Administrator must post them to the OASIS Membership with a Call For Participation and an announcement of a first meeting. Otherwise, the Convener may obtain a single 10-day extension for posting a compliant proposal with the OASIS TC Administrator.

2.3 First Meeting of a TC

Eligible Persons intending to participate in the first meeting must use the OASIS collaborative tools to register as a TC Member, and to specify whether they intend to gain voting rights, no later than 7 days prior to a meeting. No later than 7 days prior to the meeting, the OASIS TC Administrator will post a notice to the prospective Members on the TC’s general email list inviting indications of candidacy for TC Chair to be posted to that list.

If the first meeting of a TC is to be conducted as a face-to-face meeting, the Convener must arrange for teleconference facilities to be provided for those unable to attend in person.

If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must confirm to the Convener and to the TC Administrator that the person may become a Member of the TC.

Every Eligible Person who has so registered and been confirmed shall be a Member of the TC beginning with the first meeting. Every Eligible Person who has so registered, requested voting rights, been confirmed, and is present at the first meeting of a TC shall be a Voting Member of the TC beginning with the first meeting.

The first meeting of a TC must occur at the place and time and in the manner described in the announcement. Any initial meeting whose time or location is changed and any initial telephone or other electronic meeting that fails to grant access to every Eligible Person previously registering to attend shall be subject to appeal as provided in Section 4.2.

At least Minimum Membership must become Voting Members at the first TC meeting or the TC shall be considered not to have been successfully started and shall be closed.

At the first meeting the TC must elect a Chair as the first order of business, from among nominations made by Voting Members at that meeting. Once the Chair is elected the role of Convener ends.

2.4 TC Membership and Participation

TC membership is per person, not per organization, and is not transferable from person to person.

2.4.1 Observer: An Eligible Person may become an Observer of a TC by registering as an Observer using the electronic collaboration tools provided by OASIS. If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must be notified that the person has requested to become an Observer. The Observer is not a TC Member so has no attendance or participation requirements to maintain this status, other than to remain an Eligible Person.

2.4.2 Member: Any time after the first meeting, an Eligible Person shall become a Member of an existing TC by registering as a Member using the electronic collaboration tools provided by OASIS. If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must confirm to the Chair and to the TC Administrator that the person may become a Member of the TC. Upon receipt by the Chair of confirmation by the Primary Representative the Member may begin participating, but shall not have voting rights. A Member shall become eligible to vote in the TC when the requirements below are met.

2.4.3 Persistent Non-Voting Member: A Member or Voting Member may, at any time after joining a Technical Committee, send e-mail to both the Chair and the TC mailing list informing them of their change in membership status, effective as of the date of notice, or other specified future date. A Persistent Non-Voting Member retains participation rights but is not eligible to vote and does not count towards Quorum. A Persistent Non-Voting Member who wishes to gain voting rights must send e-mail to both the Chair and the TC mailing list informing them of their intent to become a Voting Member and must follow the rules in section 2.4.4(c) as if they had lost their voting rights due to non-attendance.

2.4.4 Voting Member:

(a) After the first Meeting of a TC, a Member shall gain voting rights at the close of the second consecutive Meeting attended by the Member or, if less than two Meetings are called within 60 days after the person becomes a Member, at the close of that 60th day. OASIS Individual Members and the representatives of OASIS Organizational Members are equally eligible to serve as Voting Members of a TC.

(b) A Voting Member must be active in a TC to maintain voting rights. In TCs that hold Meetings, a Voting Member who is absent from two consecutive Meetings (as recorded in the minutes) loses his or her voting rights at the end of the second Meeting missed. If a TC has adopted a standing rule to conduct business only by electronic ballot, without Meetings, then a Voting Member who fails to cast a ballot in two consecutive Work Product Ballots loses his or her voting rights at the close of the second ballot missed.

(c) A TC Member who has lost his or her voting rights shall regain them for a TC that holds Meetings by attending two consecutive Meetings (as recorded in the minutes), thus regaining voting rights after the end of the second Meeting attended or, if less than two Meetings are called within 60 days after the loss of such rights, at the close of that 60th day. A Member of a TC that does not hold Meetings may regain voting rights by making a request to the chair(s) to regain them, effective at the close of the 60th day after the request.

(d) Voting Members who lose their voting rights remain Members of the TC. A warning may be sent to the Member by the Chair, but the loss of voting rights is not dependent on the warning.

2.5 Termination of TC Membership

Except as provided in Section 2.6, membership in an OASIS TC shall be terminated under the following conditions:

(1) A Member shall be considered to have resigned from a TC upon his sending notification of resignation to the TC general email list.

(2) Persons who lose Eligible Person status for reasons including, but not limited to, change of employment shall have up to 15 days of TC membership as an OASIS Individual Member in which to request a Leave of Absence or re-establish eligibility. A Member shall lose TC membership on the 16th day after losing Eligible Person status or at the end of a Leave of Absence requested as specified in Section 2.6 if Eligible Person status has not been re-established.

Termination of membership in an OASIS TC shall automatically end voting rights in the TC as well as membership in any Subcommittee of that TC.

2.6 Leaves of Absence

Every Voting Member of an OASIS TC shall be entitled to at least one Leave of Absence during any one twelve month period. During a Leave of Absence, a Voting Member shall be exempt from the participation criteria specified in Section 2.4. A first Leave of Absence during any one twelve month period shall be obtained automatically by sending an email to both the Chair and the TC mailing list. The Chair must notify the TC of all Leaves of Absence by reporting them in the minutes of the TC’s next meeting.

A Voting Member who has already been granted a Leave of Absence during any twelve month period may apply for a maximum of one additional Leave of Absence during the same twelve month period, but a second Leave of Absence during any twelve month period shall be granted only upon formal Resolution of the TC.

A Voting Member of a TC who has been granted a Leave of Absence shall not have voting rights in the TC and all of its Subcommittees for the duration of the Leave; voting rights shall resume immediately upon the person returning from Leave.

The length of a Leave of Absence shall be specified in advance by the Voting Member requesting it and shall not exceed 45 days. A Leave of Absence shall begin no earlier than seven days after the date upon which the request was delivered to the Chair of the TC and shall end on the date specified, or at the beginning of the first TC meeting or Subcommittee meeting attended after the Leave begins, or upon transmittal of the first mail ballot returned after the Leave begins, whichever comes first. Time allocated for a Leave of Absence but not used due to early resumption of participation cannot be carried over into another Leave.

2.7 TC Chairs

Each TC must have a Chair. Only Members and Voting Members of the TC are eligible to be Chair or co-Chair. The TC Chair is initially elected at the first meeting. The Chair is elected by Full Majority Vote of the TC. If the TC does not have a Chair then all TC activities, with the exception of the selection of a new Chair, are suspended; if the TC does not have a Chair for 120 days, the TC Administrator must close the TC.

The responsibilities of Chair of a TC may be discharged by no more than two co-Chairs. In the event that the Chair position is so shared each co-Chair is equally responsible for the Chair duties and responsibilities. Throughout this TC Process, whenever a notification to the TC Chair is required this must be made to both co-Chairs.

A TC Chair may be removed by action of the Board of Directors or by a Special Majority Vote of the TC. In the event that a TC has co-Chairs each may be removed individually or both may be removed by a single action.

A vacancy in chairing a TC shall be deemed to exist when (i) the Chair or one or both co-Chairs has been removed, (ii) the Chair or one or both co-Chairs has resigned the position, or (iii) the Chair or one or both co-Chairs ceases to be a Member of the TC. Vacancies in chairing a TC shall be filled by election from the TC Members; the TC may elect at any time by vote to elect a co-Chair, if only one Chair is seated, or to leave a second seat vacant. Any TC chair or co-chair election shall be by Full Majority Vote of the TC, with each winning candidate having received a full majority vote regardless of the number of candidates.

The same provisions regarding Leaves of Absence shall apply to the Chair or co-Chair of a TC as to the other TC Members, and additionally the Chair must notify both the OASIS TC Administrator and the TC at least 30 days prior to any non-emergency Leave of Absence.

2.8 TC Visibility

The official copies of all resources of the TC and its associated Subcommittees, including web pages, documents, email lists and any other records of discussions, must be located only on facilities designated by OASIS. TCs and SCs may not conduct official business or technical discussions, store documents, or host web pages on servers or systems not designated by OASIS. All web pages, documents, ballot results and email archives of all TCs and SCs shall be publicly visible.

Mail Lists: Each TC shall be provided upon formation with a general discussion email list and a means to collect public comments. Subscription to the general email list shall be required for Members, Voting Members, and Observers of the TC.

The minutes of each TC meeting and a record of all decisions shall be posted to that TC’s general email list. All official communications and discussions of the TC must take place on the email list. All TC email lists shall be archived for the duration of the corporation, and all TC email archives shall be publicly visible.

The purpose of the TC’s public comment facility is to receive comments from the public and is not for public discussion. Comments shall be publicly archived, and shall be forwarded to one or more Members of the TC including the TC Chair. TCs shall not be required to respond to comments. Comments to the TC made by Members of the TC must be made via the TC general email list, and comments made by non-TC members, including from the public, must be made via the TC’s comment facility. Comments shall not be accepted via any other means.

Web Pages: The OASIS TC Administrator shall provide the TC with a publicly accessible web page. The TC must keep the following information current on the TC web page: the TC name and Charter; standing rules and other adopted procedures; meeting schedule; anticipated deliverables and delivery dates; list of TC Members; the name and email address of the TC Chair or co-Chairs as well as other positions such as secretary, editor, etc. that may exist; list of Subcommittees, their deliverables, and members; links to a repository of the draft and completed TC documents with identification of the latest versions of the TC’s Work Products; and a link to the IPR declarations for that TC.

Announcements: The OASIS TC Administrator shall create a publicly archived list for announcements from the OASIS TC Administrator regarding TCs. Any Eligible Person shall be able to subscribe to this list. Every important change in TC status shall be posted to the announcement list; such changes shall include but not be limited to the following: TC formation; TC Charter revision; start of Public Review; approval of Committee Specifications and Committee Notes; submission of a Committee Specification as a Candidate OASIS Standard; approval or rejection of a proposed OASIS Standard; and closure of a TC.

2.9 TC Procedure

The operation of TCs shall be governed by Robert’s Rules of Order Newly Revised, insofar as such rules are not inconsistent with or in conflict with this TC Process, the OASIS IPR Policy, the OASIS Bylaws, other Board-approved policies, or with provisions of law. The duration of a TC shall be considered a single session. Formal actions of TCs shall be governed by the same rules regardless of the language in which the work is taking place.

Standing rules may be adopted, amended, or rescinded by Full Majority Vote of the TC. The TC may not adopt standing rules or other Resolutions related to IPR, quorum requirements, membership, voting, participation, or that otherwise conflict with or supersede any OASIS Board-approved policy. Standing rules, and any amendments to them, must be communicated to the TC Administrator, who may rescind them if they are in conflict with OASIS policy, and, in order to be enforceable, must be posted on the TC’s web page.

2.10 TC Meetings

TC meetings must be properly called and scheduled in advance using the OASIS collaborative tools. Meetings scheduled or conducted in such a manner as to exclude the participation of any Member is subject to appeal. Meetings may be conducted face-to-face or via telephone conference or other electronic media that allow participation of all Members of the TC. In order to enable the openness of TC proceedings, meetings should be scheduled and conducted so as to permit the presence of as many TC Observers as is logistically feasible. Meeting minutes must be recorded and posted to the TC’s general email list and referenced on the TC web page.

Without a Quorum present discussions may take place but no business may be conducted; those present may act as a “Committee of the Whole” as defined in Robert’s Rules of Order Newly Revised, and make a report to the entire TC. Attendance must be recorded in the meeting minutes. Meetings without Quorum shall still count towards attendance for purposes of Members gaining, maintaining, or losing voting rights.

2.11 TC Charter Clarification

A TC may clarify its Charter only for the purpose of removing ambiguity or for narrowing the scope of the topic defined by the Charter. The TC may not broaden or otherwise change its scope of the topic of work. The list of deliverables may be expanded only if the new deliverables are within the scope of the topic.

Approval for clarification shall require a Special Majority Vote of the TC. The clarification of the Charter may occur no earlier than the first meeting of the TC. The TC Chair shall notify the TC Administrator that a motion has been made to clarify the Charter, and the TC Administrator shall set up and conduct the ballot.

The TC Administrator may prevent the proposed clarification from coming to vote if it is not in conformance with OASIS policies. The TC Administrator must within 15 days either open the ballot or reply to the TC with the reason why the change cannot be voted upon. The clarified Charter shall not take effect until approved and announced by the TC Administrator. The TC Administrator shall publicize approved changes as specified in Section 2.8 and any revisable publicly visible description (e.g., web page) promulgated by the TC shall be updated to reflect such changes.

2.12 TC Rechartering

A TC may be rechartered for purposes of expanding the scope of the TC. The TC shall retain the name of the predecessor, and all email lists and archives, web pages, etc. shall move from the predecessor TC to the rechartered TC. However, any Contributions made to the previous TC must be recontributed.

The rechartering may not change the IPR Mode of the TC; if a different IPR Mode is required then a new TC (with a unique name) must be formed.

A proposal to recharter the TC must be submitted to the TC Administrator, which proposal shall be in all respects the same as a proposal to form a new TC with the exception that the TC name and IPR Mode shall be the same as the predecessor TC. The TC Administrator shall reply to the proposers within 15 days, and if the proposal is complete shall schedule a ballot. Approval for rechartering shall require a Special Majority Vote of the TC being rechartered.

Upon approval of the ballot, the TC Administrator shall announce the newly rechartered TC in the same manner as a new TC. Membership in the rechartered TC shall be determined in the same manner as for a new TC. The predecessor TC shall be closed at the end of the day prior to the date of the first meeting of the rechartered TC. The time period for determining Members’ Participation Obligation shall restart at the first meeting of the new TC.

2.13 TC Voting

TC votes require a Simple Majority Vote to pass, except as noted elsewhere in this Process. All TC ballots requiring a Special Majority Vote for approval must be conducted by the TC Administrator; the TC Chair shall notify the TC Administrator that a motion has been made which requires a Special Majority Vote, and the TC Administrator shall set up and conduct the ballot.

Eligibility: A Member of a TC must have voting rights to make or second a motion, and must have voting rights at the time a ballot is opened in order to vote on that ballot. Every Voting Member of a TC has a single vote. Organizations do not vote in TCs. Proxies shall not be allowed in TC voting.

Electronic Voting: TCs may conduct electronic ballots, either by using the TC’s general mail list or the publicly archived electronic voting functionality provided by OASIS. The minimum period allowed for electronic voting shall be seven days; the TC may specify a longer voting period for a particular electronic ballot. Any Work Product Ballot conducted as an electronic ballot must permit each voter to choose “yes”, “no” or “abstain.”

A motion to open an electronic ballot must be made in a TC meeting unless the TC has adopted a standing rule to allow this motion to be made on the TC’s general email list. When such a rule has been adopted, motions made on the mail list must also be seconded and discussed on that list.

2.14 TC Subcommittees

The TC may by Resolution create a Subcommittee (SC). The Resolution must be minuted, and must include the name, statement of purpose, list of deliverables, and name of the Chair of the SC. All of these items must fall within the Charter of the TC and conform to OASIS policy.

The deliverables of the SC are made only to the TC. Members of the SC must first be Members of the TC. Observers of a TC may be Observers of a SC, but may not become SC members without first becoming a Member of the TC. An SC member may resign from the SC and remain a Member of the TC.

2.15 Closing a TC

A TC may be closed by Full Majority Vote of the TC, by Resolution of the OASIS Board of Directors, or by the OASIS TC Administrator.

The TC Administrator must close a TC that has completed the deliverables listed in its Charter if the TC does not add new deliverables or that fails to elect a Chair for the period provided in Section 2.7.

The TC Administrator may close a TC that fails to conduct at least one Quorate Meeting or conduct any Work Product Ballots during any six month period; whose membership falls below the Minimum Membership; which has not completed its deliverables within the schedule listed in its Charter; or which has failed to show progress towards achieving its purpose as defined by its Charter.

2.16 Maintenance Activity of OASIS Standards Final Deliverables

(1) Only one TC at a time may perform a Maintenance Activity on an OASIS Standards Final Deliverable.

(2) Maintenance Activity on an OASIS Standards Final Deliverable is always within the scope of the TC that created the deliverable, whether or not the TC’s Charter explicitly references it.

(3) Maintenance Activity on an OASIS Standards Final Deliverable may be done by a TC other than the TC that originated the deliverable, if: (a) the name of the OASIS Standards Final Deliverable to be maintained is listed as a deliverable in its Charter, and (b) if the originating TC is not closed, it has consented to the Maintenance Activity by a Special Majority Vote.

2.17 Intellectual Property Rights Procedures

The TC shall operate in accordance with the OASIS Intellectual Property Rights (IPR) Policy.

Notices of Disclosed Claims, as defined in and required by the OASIS IPR Policy, shall be made by sending an email message to the TC Administrator, who shall post the disclosure on the TC’s web page and notify the TC via the TC general email list. The TC shall make no formal decision with regard to the applicability or validity of an IPR disclosure.

Contributions, as defined in the OASIS IPR Policy, shall be made by sending to the TC’s general email list either the contribution, or a notice that the contribution has been delivered to the TC’s document repository; a URL or other reference to the document is not sufficient. Written contributions must be converted to electronic format and delivered to the TC’s general email list or document repository. The TC is not required to acknowledge or use any Contribution.

2.18 Work Product Quality

(1) General. All documents and other files produced by the TC, including Work Products at any level of approval, must use the OASIS file naming scheme, and must include the OASIS copyright notice. All document files must be written using the OASIS document authoring templates, which shall be maintained and made available by the TC Administrator. The name of any Work Product may not include any trademarks or service marks not owned by OASIS.

(2) Acknowledgements. Any Work Product that is approved by the TC at any level must include a list of people who participated in the development of the Work Product. This list shall be initially compiled by the Chair, and any Member of the TC may add or remove their names from the list by request.

(3) References. A Work Product that is approved by the TC at any level must clearly indicate whether each reference in the Work Product to a document or artifact is a Normative Reference.

(4) File Formats. Editable formats of all versions of TC documents must be delivered to the TC’s document repository. Working Drafts may be in any format (i.e. produced by any application). All approved versions of OASIS Deliverables must be delivered to the TC’s document repository in the (1) editable source, (2) HTML or XHTML, and (3) PDF formats; and the TC must explicitly designate one of those delivered formats as the authoritative document. Any links referenced by the TC shall be to the HTML, XHTML and/or PDF formats stored using repositories and domain names owned by OASIS and as approved by the TC Administrator.

(5) Multi-Part Work Products. A Work Product may be composed of any number of files of different types, though any such multi-part Work Product must have a single Work Product name and version number. Irrespective of the number and status of the constituent parts, the Work Product as a whole must be approved by a single Work Product Ballot.

(6) Allowed changes. Any change made to a Work Product requires a new version or revision number, except for changes made to (a) the approval status, (b) the date, (c) the URIs of the Work Product as appropriate, (d) the running header/footer, (e) updates to the file names of all Work Product files and any references between them, (f) any approved Designated Cross-Reference Changes, or (g) when a Committee Note Public Review Draft is approved as a Committee Note or a Committee Specification is approved as an OASIS Standard, and prior to its publication, any references to a Committee Specification may be updated if the referenced Committee Specification has subsequently been approved and published as an OASIS Standard. All of 6(a-g) must be made after the approval of the Work Product as a Committee Specification Draft, Committee Note Draft, Committee Note, Committee Specification, Candidate OASIS Standard, or OASIS Standard.

(7) Computer Language Definitions. All normative computer language definitions that are part of the Work Product, such as XML instances, schemas and Java(TM) code, including fragments of such, must be well formed and valid.

(7a) For Standards Track Work Products:

  • All normative computer language definitions must be provided in separate plain text files;
  • Each text file must be referenced from the Work Product; and
  • Where any definition in these separate files disagrees with the definition found in the specification, the definition in the separate file prevails.

(7b) For Non-Standards Track Work Products:

  • All computer language definitions should be provided in separate plain text files; and
  • Each text file should be referenced from the Work Product.

(8) Conformance Clauses.

(8a) For Standards Track Work Products:

A specification that is approved by the TC at the Committee Specification Public Review Draft, Committee Specification or OASIS Standard level must include a separate section, listing a set of numbered conformance clauses, to which any implementation of the specification must adhere in order to claim conformance to the specification (or any optional portion thereof).

(8b) For Non-Standards Track Work Products:

None required.

(9) Restrictions and Disclaimers.

Every Work Product must clearly indicate on the cover page whether it is a Standards Track Work Product or Non-Standards Track Work Product. The cover page of a Non-Standards Track Work Product must clearly and conspicuously state that the patent provisions of the IPR Policy do not apply to that Non-Standards Track Work Product.

Standards Track Work Products and Non-Standards Track Work Products must have clearly distinguishable templates and styling.

Documents which use formats that support headers and footers should indicate on every page whether the document is a Standards Track Work Product or Non-Standards Track Work Product. In these cases, every Non-Standards Track Work Product must also have a brief statement on every page that the patent provisions of the IPR Policy do not apply.

Non-Standards Track Work Products must not contain language that would otherwise fall within the definition of Normative Portion (were they subject to its provisions).

2.19 Designated Cross-Reference Changes

A TC wishing to update the Normative References or non-Normative References in one of its OASIS Work Products to reflect the outcome of a pending status change in another OASIS Work Product may do so, by adopting a “Designated Cross-Reference Change” as part of its Work Product Approval Motion, which must include: (a) a list designating each of the other OASIS Work Products (including version number) that are referenced by that Work Product and whose cross-references should conditionally be updated; (b) a reference to this Section 2.19; and (c) an acknowledgement that approval and publication of the Work Product may be delayed by the Designated Cross-Reference Changes.

Designated Cross Reference Changes may only be made on Work Product Approval Motions for Committee Notes, Committee Specifications, and Candidate OASIS Standards.

The text of a proposed Designated Cross-Reference Change to a Work Product shall only include for each cross-referenced Work Product:

  • the current name, version and revision number;
  • the current URI;
  • the expected approval status; and
  • the expected approval date of the cross-referenced Work Product.

The effectiveness of a proposed Designated Cross-Reference Change in a Work Product is conditioned on the resolution of the expected approval action for each cross-referenced Work Product. Therefore, if a Work Product Approval Motion includes proposed Designated Cross-Reference Changes, the effectiveness of the subject Work Product’s approval will be delayed until the resolution of all other cross-referenced Work Product approval actions. The TC Administrator will withhold announcement and certification of the Work Product itself until all such cross-referenced resolutions are complete.

If the Work Product Approval Motion (which includes Designated Cross-Reference Changes) passes, then, when the last cross-referenced approval is resolved, the final approved version will be made available with all of its conditional descriptions of the cross-referenced Work Products updated to reflect their correct status at that time.

Section 3. Approval Process

3.0 Introduction

Aside from approving Administrative Documents, the only document approvals a TC may validly perform are described in this Section.

Standards Track Work Products progress as follows:

  1. Committee Specification Draft,
  2. Committee Specification Public Review Draft,
  3. Committee Specification,
  4. Candidate OASIS Standard,
  5. OASIS Standard,
  6. Approved Errata.

Non-Standards Track Work Products progress as follows:

  1. Committee Note Draft,
  2. Committee Note Public Review Draft,
  3. Committee Note.

Each of the progressions above must begin with step 1, and no step may be skipped. However a TC is not required to progress a Work Product from one step to the next.

3.1 Approval of a Committee Draft

The TC may at any stage during development of a Work Product approve a Working Draft as a Committee Specification Draft or Committee Note Draft, as appropriate. Approval of these drafts shall require a Full Majority Vote of the TC. The TC may approve a Working Draft, revise it, and re-approve it any number of times as a Committee Specification Draft or Committee Note Draft.

3.2 Public Review of a Committee Draft

Before the TC can approve a Committee Specification Draft as a Committee Specification, or a Committee Note Draft as a Committee Note, the TC must conduct a public review of the work. The decision by the TC to submit the draft for public review requires a Full Majority Vote, and must be accompanied by a recommendation from the TC of external stakeholders who should be notified of the review. The draft approved to go to review shall be called a Committee Specification Public Review Draft or Committee Note Public Review Draft, as appropriate. The public review must be announced by the TC Administrator to the OASIS Membership list and optionally on other public mail lists; the TC Administrator shall at the same time issue a call for IPR disclosure for Committee Specification Public Review Drafts.

Comments from non-TC Members must be collected via the TC’s archived public comment facility; comments made through any other means (unless made by a TC Member via the TC email list) shall not be accepted. The TC must acknowledge the receipt of each comment, track the comments received, and post to its primary e-mail list its disposition of each comment at the end of the review period.

No changes may be made to the public review draft during a review. If the TC decides by Full Majority Vote that changes are required, the draft shall be withdrawn from review after the Chair informs the TC Administrator, and then subsequently resubmitted by the TC for a new Public Review cycle of the same type, either initial or subsequent.

The TC may conduct any number of review cycles (e.g. approval to send a Committee Specification Draft to public review, collecting comments, making edits to the Committee Specification Draft, etc.). The initial public review of a public review draft must take place for a minimum of 30 days, and any subsequent reviews must be held for a minimum of 15 days. Changes made to a committee draft after a review must be clearly identified in any subsequent review, and the subsequent review shall be limited in scope to changes made in the previous review. Before starting another review cycle the revisions must be re-approved as a Committee Specification Draft or Committee Note Draft, as appropriate, and then approved to go to public review by the TC.

If any changes are made to the draft after the public review, whether as a result of public review comments or from TC Member input, then the TC must conduct another review cycle. The draft may not be considered for approval by the TC as a Committee Specification or Committee Note until it has undergone a review cycle during which it has received no comments that result in any changes.

3.3 Approval of a Committee Specification or Committee Note

After the public review, the TC may approve the Committee Specification Draft as a Committee Specification or the Committee Note Draft as a Committee Note. If any comments have been received during the most recent Public Review period, that vote may not commence any earlier than 7 days after the last day of that Public Review. The approval of a Committee Specification or Committee Note shall require a Special Majority Vote. The TC Chair shall notify the TC Administrator that the TC is ready to vote on the approval of the Committee Specification or Committee Note, and provide to the TC Administrator the location of the editable versions of the files. The TC Administrator shall set up and conduct the ballot to approve the Committee Specification or Committee Note.

3.4 Approval of an OASIS Standard

[Effective date of Section 3.4:

Specifications that, on the effective date of this policy are currently out for 60-day Public Review, or have completed a 60-day Public Review; AND are submitted for OASIS Standard ballot within 90 days of the effective date of this policy, will be subject to the requirements in Section 3.4 in effect on 1 September 2009. Any specifications that have not yet been submitted for Public Review, have been submitted but the Public Review has not yet been announced, or have completed the Public Review process but are not submitted for OASIS Standard ballot within 90 days of the effective date of this policy will be subject to the requirements below.]

Approval of an OASIS Standard is a three-step process:

  1. Submission of a Candidate OASIS Standard to the TC Administrator,
  2. Completion of a public review lasting a minimum of 60 days, and
  3. A membership-wide ballot.

3.4.1 Submission of a Candidate OASIS Standard

After the approval of a Committee Specification, and after three Statements of Use explicitly referencing the Committee Specification, including approval date, have been presented to the TC, a TC may resolve by Special Majority Vote to submit the Committee Specification as a Candidate OASIS Standard. The TC may decide to withdraw the submission, by Special Majority Vote, at any time until the final approval. Upon Resolution of the TC to submit the specification, its Chair shall submit the following items to the TC Administrator:

(a) Links to the Candidate OASIS Standard in the TC’s document repository, and any appropriate supplemental documentation, all of which must be written using the OASIS templates in effect at the time of the Committee Specification approval vote. The specification must not have been changed between its approval as a Committee Specification and its submission to OASIS for consideration as an OASIS Standard, except for the changes allowed in Section 2.18(6).

(b) The editable version of all files that are part of the Candidate OASIS Standard;

(c) Certification by the TC that all schema and XML instances included in the specification, whether by inclusion or reference, including fragments of such, are well formed, and that all expressions are valid;

(d) A clear English-language summary of the specification;

(e) A statement regarding the relationship of this specification to similar work of other OASIS TCs or other standards developing organizations;

(f) The Statements of Use presented above;

(g) The beginning and ending dates of the public review(s), a pointer to the announcement of the public review(s), and a pointer to an account of each of the comments/issues raised during the public review period(s), along with its resolution;

(h) An account of and results of the voting to approve the specification as a Candidate OASIS Standard, including the date of the ballot and a pointer to the ballot;

(i) An account of or pointer to votes and comments received in any earlier attempts to standardize substantially the same specification, together with the originating TC’s response to each comment;

(j) A pointer to the publicly visible comments archive for the originating TC; and

(k) The length of the Candidate OASIS Standard public review, if greater than the required 60 days.

The TC Administrator shall complete administrative processing and checking for completeness and correctness of the submission within 15 days. If the submission is incomplete it shall be rejected but may be resubmitted at a later time.

No part of the submission may be changed or altered in any way after being submitted to the TC Administrator, including by Errata or corrigenda. Errata, corrigenda or other changes to an OASIS Standard are not permitted after its submission for OASIS Standard approval.

3.4.2 Public Review of a Candidate OASIS Standard

A public review of the Candidate OASIS Standard shall be announced by the TC Administrator to the OASIS Membership list and optionally on other public mail lists.

Comments from non-TC Members must be collected via the TC’s archived public comment facility; comments made through any other means (unless made by a TC Member via the TC email list) shall not be accepted. The TC must acknowledge the receipt of each comment, track the comments received, and post to its primary e-mail list the disposition of each comment at the end of the review period.

No changes may be made to the Candidate OASIS Standard during a review. If the TC decides by Full Majority Vote that changes are needed, then the specification must be withdrawn from review after the Chair informs the TC Administrator.

Upon completion of the public review, the Chair must notify the TC Administrator of the results.

  • If no comments were received, the TC Administrator must start the ballot for OASIS Standard approval within 7 days of notification.
  • If comments were received, but no changes are to be made to the Candidate OASIS Standard, the Chair will request that the TC Administrator start a Special Majority Ballot for the TC to approve continuing with the OASIS Standard ballot. The TC Administrator will begin said ballot within 7 days of receipt. Upon successful completion of that ballot, the TC Administrator will, within 7 days, begin the ballot for OASIS Standard approval.
  • If comments were received that result in a modification to the Candidate OASIS Standard, the editors(s) will prepare a revised specification to be approved as a Committee Specification Draft by the TC and proceed with a subsequent Public Review as noted in Section 3.2. Before resubmission the specification must be approved as a Committee Specification.

3.4.3 Balloting for OASIS Standard approval

In votes upon Candidate OASIS Standards, each OASIS Organizational Member at the time the ballot is issued shall be entitled to cast one vote. Votes shall be cast via the publicly archived electronic voting facility supplied by OASIS. A ballot announcement will be sent to each member entitled to vote and shall specify the ballot closing date and time. Ballots shall be publicly visible during voting. Eligible voters may change their vote up until the end of the 14-day voting period. The results of a vote on a proposed standard shall be provided to the membership and to the TC no later than seven days following the close of the voting period.

If at the end of the voting period at least 15 percent of the voting OASIS Membership has voted to approve the proposed standard, and if no votes have been cast to disapprove the proposed standard, it shall become an OASIS Standard immediately following the end of the voting period. If negative votes have been cast amounting to 25 percent or more of the votes cast, or if less than 15 percent of the voting OASIS Membership has cast positive votes to approve the proposed standard, the ballot is deemed to have failed and the submission fails.

However, if negative votes are cast amounting to less than 25 percent of the votes that have been cast, the TC shall be notified of the negative votes, after which the TC shall have 30 days to take one of the following actions by Resolution of a Special Majority Vote: (a) request the TC Administrator to approve the specification as submitted despite the negative votes; (b) withdraw the submission entirely; or (c) submit an amended specification, in which case the amended submission shall be considered as if it were a new submission, except that information regarding previous votes and any disposition of comments received in previous votes shall accompany the amended submission. If the originating TC upon notification of negative votes takes no formal action within the 30 days allocated for consideration of the results, then the specification shall not become an OASIS Standard.

Failure of a ballot for any reason shall not prevent a later version of the same specification from being submitted again as specified in this section.

3.5 Approved Errata

A TC may approve a set of Errata to an OASIS Standard which it developed as “Approved Errata” by:

(a) Adopting the set of proposed corrections as a Committee Specification Draft, in the form of a list of changes, and optionally accompanied by a copy of the original OASIS Standard text marked to incorporate the proposed changes.

(b) Confirming by Full Majority Vote that the proposed corrections do not constitute a Substantive Change.

(c) Submitting the proposed corrections for a 15-day public review, and completing that review, pursuant to Section 3.2.

(d) After the public review, confirming the proposed corrections as Approved Errata by a Full Majority Vote.

Once approved, the Approved Errata shall be made available with the OASIS Standard it corrects, in any publication of that OASIS Standard. Disposition of Approved Errata must be identified in the subsequent Committee Specification Public Review Draft of the corrected OASIS Standard.

A TC may not adopt Approved Errata to an OASIS Standard more than once in any six-month period.

Section 4. Board of Directors Involvement in the TC Process

4.1 OASIS TC Administrator

The “OASIS TC Administrator,” as defined in Section 1 of this TC Process, shall act as the Technical Committee Liaison to the Board for the purpose of keeping the Board apprised of activities related to the TC Process. The specific duties of the TC Liaison shall be specified by the Board in consultation with the TC Administrator but shall, at a minimum, provide for the submission to the Board of a notice when a proposal has been received for the creation of a new TC and when a TC submits a Committee Specification as a Candidate OASIS Standard. Such notice shall be delivered via email to the Board immediately upon the receipt of the submission by the TC Administrator. The TC Administrator shall also send a copy of proposals for the creation of new TCs to the Technical Advisory Board (TAB) for their comment.

Notwithstanding anything to the contrary contained in this TC Process, upon majority vote of the members of the Board at a meeting thereof duly called and constituted, the creation of a new TC may be prevented, or a proposed OASIS Standard may be withheld from voting by OASIS Membership; the proposal or the submission shall be returned to the proposers or the sponsoring TC for additional consideration, with an explanation of the reasons for such action.

The Board of Directors may amend this TC Process at any time and from time to time at its sole discretion.

4.2 Appeals

Any Eligible Person who believes that

  • an action taken or not taken by or with respect to TCs, or
  • an action taken or not taken by the TC Administrator,

is in violation of the procedures set forth in this TC Process or OASIS policies specified by the OASIS Board of Directors, may appeal such action or inaction.

Appellants shall file a complaint within 30 days of the action being appealed or at any time with respect to an inaction. The complaint shall state the nature of the objection(s), including any direct and material adverse effects upon the appellants; the section(s) of this TC Process or OASIS policies at issue; the actions or inactions at issue; and the specific remedial action(s) that would satisfy the appellants’ concerns. Previous efforts to resolve the objection(s) and the outcome of each shall be noted.

Appeals regarding actions or inactions of a TC must be made to the TC Administrator.

Appeals regarding actions or inactions of the TC Administrator must be made to the OASIS Board of Directors.

In the case of an appeal to the TC Administrator: within 15 days of receipt of the complaint, the TC Administrator shall provide a copy of the complaint to the TC; and within 30 days of such receipt, shall render a decision, with a copy to the TC.

In the case of an appeal to the OASIS Board of Directors: such appeal, in order to be valid, shall be sent to the board comment list (oasis-board-comment@lists.oasis-open.org) and the relevant TC(s). The Board shall hold a hearing (with the appellants invited) within 45 days of receipt of the appeal. The Board shall render its decision within 30 days. The decision of the Board shall be final.

The OASIS Board of Directors has the authority to effect such remedial action as may be necessary to remedy a complaint brought under this TC Process.

Section 5. Application to Existing TCs

This TC Process applies to previously established TCs upon its adoption.

Dates Approved:  Wed, 2011-07-27 Effective:  Mon, 2011-08-15

Conflict of Interest Policy

Article I Purpose

The purpose of this conflict of interest policy is to protect OASIS’ interests when it contemplates entering into actions or arrangements that might benefit the private interest of an officer or director of OASIS or might result in a possible excess benefit transaction. This policy supplements but does not replace any applicable state and federal laws governing conflicts of interest.

Article II Definitions

  1. Interested Person. Any Board member, corporate officer, or person exercising delegated authority as described in Article III, Section 2, who has a direct or indirect Financial Interest, as defined below, is an Interested Person for purposes of this policy.
  2. Financial Interest. A person has a Financial Interest with respect to a proposed transaction, arrangement or appeal, if the person has, directly or indirectly, through business, employment, investment, or family:
    1. An ownership or investment interest in any entity with which OASIS has or proposes to have a transaction or arrangement or adjudicates an appeal,
    2. A compensation arrangement with OASIS or with any entity or individual with which OASIS has or proposes to have a transaction or arrangement or adjudicates an appeal, or
    3. A likely potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which OASIS has or proposes to have a transaction or arrangement or adjudicates an appeal.

    Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial. A Financial Interest is not necessarily a Conflict of Interest. Article III, Section 2 of this Policy provides a description of how the Board determines whether a Conflict of Interest exists.

Article III Procedures

  1. Duty to Disclose. Members of the Board and corporate officers must disclose to the Board the existence of a Financial Interest and all material facts that may give rise to an actual or possible Conflict of Interest, when the Board considers the proposed transaction, arrangement or appeal.
  2. Determining Whether a Conflict of Interest Exists. When a Board member or corporate officer’s actual or possible Conflict of Interest has been brought to the attention of the Board, that person shall have an opportunity to discuss the matter with the Board. Immediately afterwards, if the affected member or officer does not agree that an actual or possible Conflict of Interest exists, then that person shall leave the Board meeting while the determination of a Conflict of Interest is discussed and voted upon. The remaining Board members shall decide if a Conflict of Interest exists, before the Board takes action on the proposed transaction, arrangement or appeal.
  3. Procedures for Addressing the Conflict of Interest. Once a determination has been made that a Conflict of Interest exists, the Interested Person may make a presentation at the Board meeting on the matter in question, but after the presentation, he or she shall leave the meeting during the discussion of, and the vote on, the relevant transaction, arrangement or appeal. If the Board deems it appropriate, the chairperson of the Board shall appoint a disinterested person or committee to investigate alternatives to a relevant proposed transaction or arrangement:
    1. After exercising due diligence and receiving the report of that person or committee, the Board shall determine whether OASIS can obtain with reasonable efforts a more advantageous transaction or arrangement with a person or entity that would not give rise to a Conflict of Interest.
    2. If a more advantageous transaction or arrangement is not reasonably possible under circumstances that do not produce a Conflict of Interest, the Board shall determine by a majority vote of the disinterested Board members whether the transaction or arrangement is in OASIS’ best interest, for its own benefit, and whether it is fair and reasonable, which findings shall govern its decision whether to enter into the transaction or arrangement.
  4. Violations of the Conflicts of Interest Policy. If the Board has reasonable cause to believe a Board member or corporate officer has failed to disclose an actual or possible Conflict of Interest, it shall inform the person of the basis for such belief and afford her or him an opportunity to explain the alleged failure to disclose. If, after hearing the person’s response and after making further investigation as warranted by the circumstances, the Board determines that the person has failed to disclose an actual or possible Conflict of Interest, it shall take appropriate disciplinary and corrective action.
  5. Committees and Persons Exercising Delegated Authority. The procedures and requirements of this Policy applicable to the actions, meetings and members of the Board of Directors, and corporate officers, also shall apply to any committee exercising delegated power of the Board of Directors, and any person exercising the delegated power of a corporate officer, respectively.

Article IV Records of Proceedings

The minutes of the Board shall contain:

  1. The names of the persons who disclosed or otherwise were found to have a Financial Interest in connection with an actual or possible Conflict of Interest, the nature of the Financial Interest, actions taken to determine whether a Conflict of Interest was present, and the Board’s decision as to whether a Conflict of Interest in fact existed.
  2. The names of the persons who were present for discussions and votes relating to the relevant transaction, arrangement or appeal, any alternatives discussed, and a record of the individual votes cast in connection with the Conflict of Interest proceedings.

Article V Compensation

A Board member or corporate officer who receives compensation, directly or indirectly, from OASIS for services may not vote on matters pertaining to that person’s compensation; but is not prohibited from providing information to the Board, or any of its committees, regarding compensation.

Article VI Annual Statements

Each Board member and corporate director shall sign a statement annually which affirms that such person has received a copy of this Policy, has read and understands this Policy, and understands that OASIS maintains not-for-profit and tax-exempt status, and must engage primarily in activities which accomplish its permitted exempt purposes.

Article VII Periodic Reviews

To ensure that OASIS operates in a manner consistent with its non-profit purposes and its status as an organization exempt from federal income tax, the Board shall authorize and oversee periodic reviews on at least an annual basis of the administration and continuing suitability of, this Conflict of Interest Policy.

Information Security Policy

  1. OBJECTIVE:

    Our objective, in the development and implementation of this Information Security Policy (“ISP”), is to create effective administrative, technical and physical safeguards for the protection of Personal Information of OASIS members and employees and the prevention of unauthorized access, use or dissemination of Personal Information.

  2. PERSONAL INFORMATION:

    For purposes of this ISP, “Personal Information” means a person’s first name/given name and last name/family name or first initial and last name/family name in combination with any one or more of the following data elements that relate to such person: (a) Social Security number or other government issued taxpayer ID; (b) driver’s license number or government-issued identification card number; or (c) financial account number, or credit or debit card number, with or without any required security code, access code, personal identification number or password, that would permit access to a financial account. “Personal Information” does not include information that is lawfully obtained from publicly available information, or from federal, state or local government records lawfully made available to the general public.

  3. PURPOSE:

    The purpose of the ISP is to:

    1. Ensure the security and confidentiality of Personal Information;
    2. Protect against any anticipated threats or hazards to the security or integrity of such information.
    3. Protect against unauthorized access to or use of such information in a manner that creates a substantial risk of identity theft or fraud.
  4. SCOPE:

    Our purpose in formulating and implementing the ISP is to:

    1. identify reasonably foreseeable internal and external risks to the security, confidentiality, and/or integrity of any electronic, paper or other records containing Personal Information;
    2. assess the likelihood and potential damage of these threats, taking into consideration the sensitivity of the Personal Information;
    3. evaluate the sufficiency of existing policies, procedures, customer information systems, and other safeguards in place to control risks;
    4. design and implement a ISP that puts safeguards in place to minimize those risks; and
    5. regularly monitor the effectiveness of those safeguards.
  5. RESPONSIBILITY:

    We have designated Scott McGrath, COO, as the “Data Security Coordinator” to implement, supervise and maintain the ISP. The “Data Security Coordinator” is responsible for:

    1. Implementation of the ISP;
    2. Training employees;
    3. Regular testing of the ISP’s safeguards;
    4. Evaluating the ability of each of our third party service providers to implement and maintain appropriate security measures for the Personal Information to which we have permitted them access; and requiring such third party service providers by contract to implement and maintain appropriate security measures;
    5. Reviewing the scope of the security measures in the ISP at least annually, or whenever there is a material change in our business practices that may implicate the security or integrity of records containing Personal Information;
    6. Conducting an annual training session for all owners, managers, employees and independent contractors, including temporary and contract employees who have access to Personal Information on the elements of the ISP. All attendees at such training sessions are required to certify their attendance at the training, and their familiarity with the firm’s requirements for ensuring the protection of Personal Information.
  6. Policy:
    1. Storage of Information

      The amount of Personal Information collected, and the time period for retention, should be limited to that amount reasonably necessary to accomplish OASIS’ legitimate business purposes, or necessary for OASIS to comply with other legal requirements.

      Physical Records — Records containing Personal Information (as defined above) must be stored in locked facilities, secure storage areas or locked containers.

      Electronic Records — To the extent technically feasible, the following security protocols must be implemented:

      1. Secure user authentication protocols including:
        1. control of user IDs and other identifiers;
        2. a reasonably secure method of assigning and selecting passwords, or use of unique identifier technologies, such as biometrics or token devices;
        3. control of data security passwords to ensure that such passwords are kept in a location and/or format that does not compromise the security of the data they protect;
        4. restricting access to active users and active user accounts only; and
        5. blocking access to user identification after multiple unsuccessful attempts to gain access or the limitation placed on access for the particular system;
      2. Secure access control measures that:
        1. restrict access to records and files containing Personal Information to those who need such information to perform their job duties; and
        2. assign unique identifications plus passwords, which are not vendor supplied default passwords, to each person with computer access, that are reasonably designed to maintain the integrity of the security of the access controls;
      3. Encryption of the following:
        1. all transmitted records and files containing Personal Information that will travel across public networks, and encryption of all data containing Personal Information to be transmitted wirelessly;
        2. all Personal Information stored on laptops or other portable devices;
      4. Reasonable monitoring of systems, for unauthorized use of or access to Personal Information;
      5. For files containing Personal Information on a system that is connected to the Internet, there must be reasonably up-to-date firewall protection and operating system security patches, reasonably designed to maintain the integrity of the Personal Information;
      6. Reasonably up-to-date versions of system security agent software which must include malware protection and reasonably up-to-date patches and virus definitions, or a version of such software that can still be supported with up-to-date patches and virus definitions, and is set to receive the most current security updates on a regular basis.
    2. Access to Information

      Access to records containing Personal Information shall be restricted to current employees who are reasonably required to know such information in order to accomplish OASIS’ legitimate business purpose or to enable the company to comply with legal requirements.

      Records containing Personal Information shall only be removed from a OASIS site with specific authorization from the Data Security Coordinator. Employees who have access to Personal Information will logoff their computers when not in use for an extended period of time. During short periods of inactivity, these employees will lock their computers at the operating system level. Visitors’ to OASIS sites where Personal Information is stored shall not be permitted to visit any area of the premises that contains Personal Information unless they are escorted by a OASIS employee. Employees are encouraged to report any suspicious or unauthorized use of Personal Information.

    3. Transmission of Information

      To the extent technically feasible, all records and files containing Personal Information which are transmitted across public networks or wirelessly must be encrypted.

      Employees are prohibited from keeping open files containing Personal Information on their desks or in their work areas when they are not at their desks. At the end of the work day, all files and other records containing Personal Information must be secured in a manner consistent with this policy.

    4. Disposition/Destruction of Information

      Paper and electronic records containing Personal Information must be disposed of by shredding or equivalent destruction of paper records and/or destruction or erasure of the physical medium on which data is stored in accordance with OASIS’ Document Retention and Destruction Policy available at all OASIS sites.

      Terminated employees must return all records containing Personal Information, in any form, which may at the time of such termination be in the former employee’s possession (including all such information stored on laptops or other portable devices or media, and in files, records, work papers, etc.)

  7. Training

    A copy of this ISP will be distributed to each employee, (as well as consultants and vendors as appropriate), who will have access to Personal Information. All such persons shall, upon receipt of the ISP, acknowledge in writing that he/she has received, read and understood the ISP. When the ISP is first issued, there will be training of employees and temporary employees who have access to Personal Information on the detailed provisions of the policy. All employees shall be retrained regularly. All attendees at such training sessions are required to certify their attendance at the training and their familiarity with the company’s policy and procedures for the protection of Personal Information.

  8. Violations

    Violations of the policy will be met with disciplinary action up to and including termination of employment. The nature of the disciplinary measures will depend on a number of factors including the nature of the violation. Employees should report a suspected violation by notifying the Data Security Coordinator who will contact legal counsel, as appropriate.

  9. Breaches of the Policy

    Whenever there is an incident that requires notification to government or other authorities, legal counsel shall be notified and there shall be an immediate post-incident review of events and actions taken, if any, with a view to determining whether any changes in the security practices are required to improve the security of Personal Information for which OASIS is responsible. Any breach of the policy will be logged, as will the actions taken in response to the breach. Such log will be provided to OASIS’ legal counsel.

  10. Third Parties

    The contents of this ISP will apply to third parties who are intended to receive and process Personal Information and a similar policy or contractual restrictions must be in place before any such information is shared with them. OASIS’ legal counsel will evaluate the third party’s capacity to comply with the provisions of this policy. The operative contract will contain the requirement that the third party will maintain safeguards consistent with this ISP.

  11. Exceptions

    Any exceptions to this policy require prior written authorization and approval from the Data Security Coordinator or legal counsel.

EMPLOYEE ACKNOWLEDGEMENT FORM

I have received, read and understand the Information Security Policy. I understand that it is my responsibility to comply with it.

Printed name: ___________________________________________ Signature:______________________________________________ Date:__________________________________________________

Document Retention and Destruction Policy

The OASIS Document Retention and Destruction Policy addresses the retention and destruction of records pertaining to corporate governance, corporate finance and operations, correspondence and records relating to member contributions to the creation of specifications and standards. Where there may be discrepancies (ex: correspondence relevant to a standard) the longer of the two retention periods shall apply. The definitive official copy of documents stored as paper are stored in the headquarters office. Documents stored in electronic or digital form will be maintained on servers or devices under the control of OASIS. Documents under the control of OASIS in whatever form shall be retained according to the Record Retention Schedule. Destruction shall mean any of deletion, recycling, or discard. Secure destruction shall mean any of incineration, shredding, or secure erasure as appropriate to the storage media type. OASIS may or may not destroy or securely destroy non-definitive or duplicate copies at any time. OASIS management will, under guidance of OASIS counsel, circulate staff communications directing the suspension of any destruction of paper or electronic documents when appropriate, relevant to any ongoing or anticipated government investigations, proceedings, or litigation or when OASIS has received a mandatory order to produce information. Thereafter, routine document destruction can only resume with approval of OASIS counsel. This policy will be executed by OASIS staff under the responsibility of the Executive Director as s/he instructs. A one time review of all document types will be conducted before March 2011 in order to identify those (sets of) records that should already be destroyed.

OASIS Open Record Retention Schedule

“Indefinite” means that records are never destroyed and that measures are in place to avoid accidental or attempted deliberate destruction.

“x Years” means that records MAY be destroyed x years after the most recent modification or amendment to the record and SHOULD be destroyed as soon thereafter as is administratively feasible.

All references refer to records maintained by OASIS in contrast to copies of those records that may be retained by a third party.

DOCUMENT CATEGORIES DOCUMENTS PERIOD OF RETENTION SECURE DESTRUCTION CORPORATE GOVERNANCE ARTICLES OF INCORPORATION INDEFINITE IRS FORM 1023 AND LETTER OF DETERMINATION INDEFINITE BYLAWS, CHARTER, MINUTE BOOKS INDEFINITE BOARD POLICIES INDEFINITE BOARD MEETING MINUTES AND RESOLUTIONS INDEFINITE LEGAL AND TAX CORRESPONDENCE INDEFINITE COPYRIGHTS, PATENTS, TRADEMARK REGISTRATIONS INDEFINITE DEEDS, MORTGAGES, AND EASEMENTS IN FORCE INDEFINITE MEMORANDUM OF UNDERSTANDING INDEFINITE AUDIT / TAX IRS FORM 990 INDEFINITE ANNUAL TAX FILINGS (STATE AND OTHER REQUIRED FILINGS) INDEFINITE TAX RETURNS AND WORKING PAPERS INDEFINITE AUDIT REPORT AND FINANCIAL STATEMENTS INDEFINITE MONTHLY OPERATIONS REPORTS INDEFINITE IRS FORM 1099 (FEES PAID TO PROFESSIONALS) 7 YEARS REQUIRED W-2 STATEMENTS, PAYROLL TAX RETURNS 7 YEARS REQUIRED FINANCIAL RECORDS CHART OF ACCOUNTS INDEFINITE ACCOUNTING POLICIES AND PROCEDURES INDEFINITE GENERAL LEDGERS AND JOURNAL ENTRIES INDEFINITE ANNUAL TRIAL BALANCES INDEFINITE CAPITAL STOCK AND BOND RECORDS INDEFINITE CHECKS FOR TAXES, CAPITAL PURCHASES. IMPORTANT CONTRACTS INDEFINITE DEPRECIATION SCHEDULES INDEFINITE CONTRACTS AND AGREEMENTS IN FORCE INDEFINITE ADMINISTAFF CONTRACTS & RENEWALS INDEFINITE SPONSORSHIP AND FOCUS AREA AGREEMENTS 7 YEARS EXPIRED CONTRACTS AND AGREEMENTS 7 YEARS INSURANCE POLICIES INDEFINITE INSURANCE RECORDS: ACCIDENTS, CLAIMS, ETC. INDEFINITE DONATIONS AND DONOR ACKNOWLEDGEMENTS INDEFINITE ACCOUNTING RECORDS PAYROLL REGISTERS INDEFINITE ACCOUNTS PAYABLES LEDGERS 7 YEARS VOUCHERS FOR PAYMENTS TO VENDORS, EMPLOYEES, ETC. 7 YEARS VENDOR CONTRACTS 7 YEARS PURCHASING CORRESPONDENCE, PURCHASE ORDERS 7 YEARS EXPENSE REPORTS 7 YEARS CREDIT CARD RECEIPTS 3 YEARS ACCOUNTS RECEIVABLES LEDGERS 7 YEARS INVOICES AND OTHER SALES RECORDS 7 YEARS CASH RECEIPT RECORDS 7 YEARS DEPOSIT SLIPS / CANCELLED CHECKS 7 YEARS CHECKS OTHER THAN THOSE DESCRIBED ABOVE 7 YEARS BANK RECONCILIATIONS 3 YEARS BANK STATEMENTS 10 YEARS PERSONNEL INFORMATION EMPLOYEE HANDBOOK INDEFINITE EMPLOYEE OFFER LETTERS INDEFINITE EMPLOYEE PERSONNEL FILES 7 YEARS REQUIRED JOB APPLICATIONS & Pre-employment Background Checks 3 YEARS REQUIRED PERSONNEL FILES, TERMINATED 7 YRS AFTER TERMINATION REQUIRED PAYROLL RECORDS, TIMESHEETS 7 YEARS REQUIRED EMPLOYEE PERFORMANCE REVIEWS, DOCUMENTATION 7 YEARS REQUIRED JOB DESCRIPTIONS AND SALARY RANGES 7 YEARS REQUIRED EMPLOYEE WITHHOLDING TAX STATEMENTS 7 YEARS REQUIRED EMPLOYEE DISABILITY BENEFITS RECORDS 7 YEARS REQUIRED EMPLOYEE BENEFIT ENROLLMENTS 7 YEARS REQUIRED WORKMANS COMPENSATION RECORDS 7 YEARS REQUIRED MANAGEMENT PLANS AND PROCEDURES STRATEGIC PLANS 7 YEARS DISASTER RECOVER PLANS 7 YEARS GENERAL GENERAL CORRESPONDENCE inc EMAIL 2 YEARS REQUISITIONS 2 YEARS TECHNICAL COMMITTEE RECORDS MEMBERSHIP AGREEMENTS INDEFINITE MEMBER PARTICIPATION RECORDS INDEFINITE EMAIL INDEFINITE DOCUMENTS INDEFINITE MEETING MINUTES INDEFINITE APPROVED STANDARDS INDEFINITE VOTING RECORDS INDEFINITE PUBLIC COMMENTS INDEFINITE IPR DECLARATIONS & STATEMENTS INDEFINITE

Member Section Policy (2.5)


1.0 Role of the Member Sections within OASIS

The OASIS Member Section Policy governs the formation, structure and activities of a Member Section as described in the OASIS Bylaws. A Member Section may be created:

  1. a) To support one or more OASIS Technical Committees through coordination and/or funding of activities.
  2. b) To enable existing organizations or initiatives to become part of OASIS, while maintaining their identity and governance through the Member Section Steering Committee.
  3. c) When a collection of OASIS Members recognize a particular need or common goal and are willing to commit to work on that need over an extended period.

This Policy applies to all members of OASIS. The OASIS Board of Directors may amend this Policy at any time in its sole discretion.

2.0 Definitions

  1. “Eligible Person” shall have the meaning defined for such term by the OASIS Technical Committee Process.
  2. “Member Section” An OASIS Member Section (MS) is an organizational structure as provided in the OASIS Bylaws (Article 12, Section 3), to focus on particular structured information standards, or families of standards, that may be or may become the subject of one or more Technical Committees.
  3. “Member Section Funds” are funds that are used by the Member Section to support Member Section activities.
  4. “Member Section Member” is an Eligible Person who is either an Individual Member Section Supporting Entity or an employee or designee of an organizational Member Section Supporting Entity, who subscribes to the Member Section email list (Roster) as a Member, and participates in Member Section list discussions as described in Section 3.6, “Activities of the Member Section Members”.
  5. “Member Section Observer” is an Eligible Person who subscribes to the Member Section email list (Roster) as an Observer, and is not allowed to participate in Member Section email list discussions, or vote in Member Section Steering Committee elections.
  6. “Member Section Qualified Elector” is a Member Section Member who has voting rights in the Member Section. The process for gaining voting rights in a specific Member Section is defined in that Member Section’s Rules of Procedure.
  7. “Member Section Special Majority Vote” is a vote in which at least 2/3 (two thirds) of the Member Section Qualified Electors vote “yes”. This is based on the total number of Member Section Qualified Electors. For example, in a Member Section in which there are 10 Member Section Qualified Electors, at least 7 Member Section Qualified Electors must vote “yes” for a motion to pass, regardless of the number of absentions. All Member Section Special Majority Votes must be conducted by the OASIS Member Section Administrator via electronic ballot. The minimum period allowed for electronic voting shall be seven days; a longer voting period may be specified for a particular ballot.
  8. “Member Section Steering Committee” is a group of Member Section Members who govern that Member Section as described in Section 3.5, “Activities of a Member Section Steering Committee”.
  9. “Member Section Steering Committee Special Majority Vote” is a Member Section Steering Committee vote in which at least 2/3 (two thirds) of the Steering Committee vote “yes”. For example, in a Member Section Steering Committee in which there are 10 Eligible Persons Members, at least 7 Voting Members must vote “yes” for a motion to pass, regardless of the number of abstentions. All Member Section Steering Committee Special Majority Votes must be conducted by the OASIS Member Section Administrator via electronic ballot. The minimum period allowed for electronic voting shall be seven days; a longer voting period may be specified for a particular ballot.
  10. “Member Section Subcommittee” means any subcommittee created by a Member Section Steering Committee pursuant to this Policy under Section 5.6, “Member Section Subcommittees”.
  11. “Member Section Supporting Entity” is an OASIS Organizational Member or Individual Member who has joined (by notifying OASIS Member Services) a Member Section.
  12. “OASIS Member Section Administrator” (Member Section Administrator) means the person or persons representing OASIS in administrative matters relating to Member Sections. All official communications must be sent to ms-admin@oasis-open.org.
  13. “Primary Representative” shall have the meaning defined for such term by the OASIS Technical Committee Process.
  14. “Rules of Procedure” or “ROP” are the set of rules specific for each Member Section that define the makeup and election process for the Member Section Steering Committee, and other matters required or permitted by this Policy and the Bylaws. The Rules of Procedure must be approved by the OASIS Board before formation of the Member Section, and may be amended as provided in this Policy.
  15. “Special Majority Vote of the TC” shall have the meaning defined for the term “Special Majority Vote” by the OASIS Technical Committee Process.
  16. “Technical Committee” or “TC” shall have the meaning defined for such term by the OASIS Technical Committee Process.
  17. “Technical Committee Affiliated with a Member Section” or “Affiliated TC” is a TC that has become affiliated with a single Member Section according to the process described in Section 6, “Technical Process, Management, Reporting”.
  18. “Uncommitted Member Section Funds” are Member Section Funds that (i) were approved for funding expenditures in the current budget year but not incurred as budgeted; or (ii) available for funding expenditures in the following budget year but without an approved budget (or approved forecast/plan to use them). The OASIS financial staff identifies such funds for further review by the OASIS Board.

3.0 Structure & Activities of the Member Section

3.1 Structure of a Member Section

A Member Section (MS) is comprised of a Steering Committee, at least three Member Section Supporting Entities who are OASIS Organizational Members, Member Section Members and zero or more Affiliated TCs, each as defined in this Policy. A Member Section is initially formed with no TCs. Both existing TCs and new TCs may become affiliated with a Member Section (see Section 6, “Technical Process, Management, Reporting” of this Policy).

A Member Section is not required to have Member Section Funds.

3.2 Formation of a Member Section

A Member Section may be created by submitting for OASIS Board approval a proposed Rules of Procedure. The ROP must specify:

  1. (a) The name of the Member Section — Member Section names may not contain trademarks not owned by OASIS, and may not be confusing with other OASIS Member Section names or TC Names not affiliated with the Member Section.
  2. (b) The Member Section statement of work – This is the planned general area of work to be addressed by TCs that affiliate with this Member Section.
  3. (c) The rules for electing new Steering Committee Members – This includes any restrictions on who may be a member of the Steering Committee. This section must specify how the Steering Committee is constituted from any combination of the following choices:
    1. at-large positions determined by elections among all the Qualified Electors;
    2. TC representatives determined using open elections within each TC affiliated with the Member Section;
    3. designated positions reserved for representatives chosen by specific industry associations; or
    4. designated positions reserved for representatives from a specific constituency elected through an open process.

    This section also must define the length of term of those on the Steering Committee (either one-year or two-year terms) and which portion of the Steering Committee members are elected in annual elections (for one-year terms all elected positions are elected for one-year terms, or for two-year terms approximately half of the elected positions are elected for two-year terms). Vacancies for elected seats on the Steering Committee must be filled by special election if the newly elected member will serve for at least six months, otherwise the position will remain vacant until the next annual election. All members of the Steering Committee must be and remain members of the Member Section, in order to be elected and serve. The election of open seats on the Steering Committee shall be conducted using Single Transferable Voting (which is a ranked voting method). The RoP must also specify who is allowed to cast a ballot (e.g. who can be a Member Section Qualified Elector), and how a Qualified Elector is designated.

  4. (d) The initial makeup of the Member Section Steering Committee – The Steering Committee must consist of an odd number of committee members (minimum 3). This section of the ROP will state the initial terms of the designated Steering Committee members, either all for one year terms, or maximum two year terms (with approximately half for two years and the remaining for one year), until elections are held. The ROP must indicate the Member Section Member who will convene the first meeting of the Steering Committee.
  5. (e) The process for changing the number of Steering Committee members – The ROP must include provisions for expanding and contracting the number of Steering Committee Members during the life cycle of the Member Section. The Steering Committee must consist of an odd number of committee members (minimum 3), unless a vacancy exists for less than six months.
  6. (f) The funding model (if any) for the Member Section – Member Sections optionally may propose in their ROP that a portion of dues paid by Member Section Supporting Entities be available as Member Section Funds. The uses and expenditures of such funds must be in accordance with the rules prescribed in this Policy. If dues allocation is proposed for this Member Section, the proposers of the Member Section must provide a budget and work with OASIS Staff to create an analysis of the financial impact of dues allocation on the OASIS general fund in advance of the OASIS Board’s approval of the ROP, in order to help the OASIS Board make an informed decision. Further, the Member Section must have an approved annual budget that shows how Member Section Funds collected from all sources are used to further Member Section goals.

    Member Section Funds come from a variety of sources such as:

    1. a percentage of the income from OASIS membership dues paid by the Member Section Supporting Entities, allocated over the term of the membership;
    2. a percentage of the income from OASIS sponsorship fees for sponsoring the Member Section website, allocated over the term of the membership;
    3. grants of funds from OASIS Members or other funding sources for work that is in alignment with the scope of that Member Section;
    4. revenue from events conducted by the Member Section; and
    5. (in the case of acquisition of another organization by OASIS) any funds it may have previously held as a separate organization.

    In those Member Sections that accept dues allocations, Member Section Supporting Entities will have a portion of their OASIS Membership dues allocated to the Member Section as described above.

  7. (g) Any provisions that apply to affiliated OASIS Technical Committees – The ROP must specify (i) the allowable IPR Modes and Languages to be included in Charters of Affiliated TCs, and (ii) any Member Section-wide TC Charter requirements as specified in Section 6, “Technical Process, Management, Reporting”.
  8. (h) The names, electronic mail addresses, and membership affiliations of Eligible Persons that support this proposal and are committed to the ROP; such list must include representatives of at least three Organizational Members.
  9. (i) The name, electronic mail address, membership affiliation, and statement of support for the proposed ROP from the Primary Representative of each OASIS Organizational Member referenced in (h) above.
  10. (j) Any other provisions – The ROP may specify additional provisions that are not prohibited by this policy.

The proposers must review their ROP and financial justification (if applicable) with OASIS Staff. Once the RoP meets the requirements of this section, OASIS management will submit the ROP to the OASIS Board, before the next regularly scheduled OASIS Board meeting, for approval by the OASIS Board.

Once the ROP is approved by the OASIS Board, the Member Section is created, and new TCs which are to be affiliated with the Member Section may be created and/or existing OASIS TCs may choose to become affiliated with the Member Section.

3.3 Modifications to the Member Section RoP

Any 3 members of the MS may make a draft proposal to the MS to change the ROP by submitting the proposal via electronic mail to the Member Section Administrator along with a copy to the MS email list.

Within 7 days of receipt, a 30-day discussion period will be announced by the Member Section Administrator. Discussion will take place on the MS email list.

At the end of the discussion period the original proposers may, within 15 day of the close of the discussion period, make a formal proposal (which may differ from the original draft proposal) to be voted on by the MS.

Approval of the proposal shall require a Member Section Special Majority Vote. If approved, the change will then be submitted to the OASIS Board for its approval.

3.3.1 Modification to Dues Allocation

Any approved change which would modify dues allocation in the funding model (as described at 3.2.f) must be submitted to the OASIS accounting staff no later than October 1 for implementation in the following calendar year; changes to the dues allocation are permitted only at the beginning of a calendar year and will be included in the proposed annual budget for board approval.

3.4 Closure of a Member Section

When all TCs in a MS have completed their deliverables and no new work is planned to be chartered, the Steering Committee may vote to dissolve the Member Section. If at the time of any Steering Committee election there are less than three (3) Qualified Electors of the Member Section, the Member Section may be dissolved by the OASIS Board. If a Member Section is unable to maintain a minimum of three (3) members to serve on the Steering Committee, the Member Section must be closed. Closure may occur by a majority vote of the remaining members of the Steering Committee or by resolution of the OASIS Board if the Member Steering Committee is unable to act. Any Member Section Funds which exist at the time of closure shall be transferred to OASIS Net Assets. The balance of any unrecognized income will revert back to the OASIS General Operating Fund.

3.5 Removal of a Member Section Steering Committee Member

Member Section Steering Committee Members may be removed by vote of two-thirds (2/3) of the votes cast by the Member Section Qualified Electors in an electronic ballot. A Steering Committee Member may also be removed by resolution of the OASIS Board.

3.6 Activities of a Member Section Steering Committee

The following are activities of the Member Section Steering Committee:

  1. (a) Must maintain a Rules of Procedure (ROP) document for the Member Section (as defined in Section 3.2, “Formation of a Member Section”).
  2. (b) Must vote on the affiliation of any Technical Committee requesting to be affiliated with the Member Section.
  3. (c) Must provide spokesperson(s) for press/analyst briefings, as coordinated by OASIS staff.
  4. (d) (if the Member Section retains Member Section Funds) Must provide quarterly reports to OASIS management and to the Member Section Members on the actual and planned activities and expenses of the Member Section.
  5. (e) (if the Member Section retains Member Section Funds) Must establish and maintain budgets and priorities for the disbursement of Member Section Funds. If there is a material change to the Member Section’s financial outlook during the year, the Steering Committee shall review and update (in consultation with OASIS management) the plans accordingly (see Section 8, “Financial and Management Reporting”).

In addition, the Steering Committee:

  1. (f) May create and maintain content for Member Section website (if such exists), either using volunteers or external resource paid for by Member Section Funds (if available).
  2. (g) If Member Section Funds are retained, must direct the use of such funds as approved and administered by OASIS management, including but not limited to the following expense categories:
    • Outside contractors;
    • Printing and design of collateral materials;
    • Conference participation;
    • Travel expenses for OASIS staff conducting work on behalf of the Member Section, pre-approved by the Member Section Steering Committee;
    • Dedicated IT and infrastructure costs;
    • Dedicated technical resources;
    • Professional fees specific to Member Section activities; and
    • OASIS memberships and other payments specific to the Member Section.
  3. (h) May establish liaison relationships in accordance with the OASIS Liaison Policy.

3.7 Activities of the Member Section Members

The following are the activities that the Members of a Member Section engage in:

  1. (a) Vote in the election of Steering Committee Members (Qualified Electors only);
  2. (b) Discuss and provide feedback on the overall direction and program of work of the Member Section activities; and
  3. (c) Provide feedback to the Member Section Steering Committee on plans and decisions that the Steering Committee makes.

3.8 Activities of Affiliated Technical Committees

The Technical Committees that are affiliated with a Member Section are governed by the same set of policies that govern all OASIS TCs. See Section 6, “Technical Process, Management, Reporting” for details on affiliated Technical Committees.

4.0 Membership Model

4.1 OASIS Members are eligible to participate in any OASIS Technical Committee without prejudice or preference, regardless of (a) their designation as a Member Section Supporting Entity; or (b) whether the TC is affiliated with an OASIS Member Section.

4.2 OASIS Members may join a Member Section as a Supporting Entity at any time; however, a Member Section Supporting Entity may only withdraw from selected Member Section(s) by notification to OASIS Member Services:

  1. (for Member Sections electing membership dues allocation) after at least 12 months of financial participation in the Member Section; or
  2. (for Member Sections with no membership dues allocation) at any time.

4.3 Any allocation percentage of membership dues from Member Section Supporting Entities will be specified in that Member Section’s Rules of Procedure, subject to an annually agreed-upon budget approved by OASIS management and the OASIS Member Section Steering Committee during the annual budgeting process.

4.4 When an OASIS Member becomes a Supporting Entity of more than one OASIS Member Section (and more than one of these Member Sections has dues allocation to support their Member Section activities), the funding portion of that member’s dues will be distributed proportionally among all such Member Sections, based on the allocation percentage of each Member Section (as defined in that Member Section’s ROP).

4.5 All Member Section income and expenses will be tracked and managed in OASIS accounts. The portion of the funds designated for use by OASIS Member Sections will be tracked and managed by OASIS and will be subject to prior approval by OASIS management.

5.0 Governance

5.1 Governing Policies

Member Sections will operate in accordance with the OASIS Bylaws, their approved Rules of Procedure, and any other applicable OASIS policies, procedures, and guidelines. Once a Member Section Steering Committee is established at OASIS, it may modify its Member Section Rules of Procedure, subject to approval by the OASIS Board.

5.2 Member Section Steering Committees

Members of a Member Section Steering Committee must, at all times, be current eligible OASIS Members as well as Member Section Members. The manner in which Member Section Steering Committees are formed will be defined in each Member Section’s Rules of Procedure. The existing Steering Committee will conduct the election in an open, accountable manner, with oversight by OASIS Staff.

5.3 Qualified Electors within a Member Section

Voting in Member Section Steering Committee elections is restricted to Member Section Qualified Electors. Unless specified otherwise by the Member Section Rules of Procedure, the Member Section Qualified Elector will be the Supporting Entity’s Primary Representative unless the Primary Representative designates an alternate representative from the same Supporting Entity as the Primary Representative who is making the designation. Voting in any other elections, ballots, or votes that may be held by the Member Section is similarly restricted to Member Section Qualified Electors.

5.4 Steering Committee Operation

The Member Section Steering Committee will elect its own Chair, and set its own meeting schedule and agenda. A Vice-Chair may be elected to chair meetings in the absence of the Chair, or to succeed the Chair if that person becomes unable to fulfill his or her duties. A Steering Committee may elect a Treasurer from amongst its members. The Steering Committee Chair will be the primary point of contact for financial reporting and spending authorization, unless the Steering Committee has designated a Treasurer to fulfill this role.

The Steering Committee should conduct its meetings according to the precepts of Roberts Rules of Order. All members of the Steering Committee shall have voting rights within the Steering Committee.

5.5 Steering Committee Financial Responsibility

The Member Section Steering Committee will direct the expenditure of Member Section Funds (if available) to advance the mission of the Member Section. Expenditure of such funds is managed through an approved budget process, as described in Section 9. The Member Section Steering Committee may not sign contracts or execute legal papers; however, they may select and recommend consultants and contractors to be engaged by OASIS management. The Member Section may not engage in any activity that might jeopardize OASIS’ status as a tax-exempt organization.

5.6 Member Section Subcommittees

The Member Section Steering Committee may, by resolution, establish one or more subcommittees of the Member Section to perform or advise the Member Section regarding any function that the Member Section or its Steering Committee is permitted to perform. The duration, membership, chair (and optionally co-chair) and scope of a Member Section Subcommittee shall be set or provided for, and may be amended from time to time, by the Member Section Steering Committee; and shall be posted on the Member Section’s website as the Subcommittee’s charter. Members of any Member Section Subcommittee must, at all times, be current Eligible Persons.

Each Member Section Subcommittee shall conduct its meetings according to the precepts of Roberts Rules of Order, Newly Revised and this Policy. All members of a Member Section Subcommittee shall have voting rights within that Subcommittee.

A Member Section Subcommittee also may be established by the Rules of Procedure; thereafter, its duration, membership, chair (and optionally co-chair) and scope may be provided for, and amended from time to time, by the Member Section Steering Committee.

5.7 Visibility

The official copies of all resources of each Member Section, its Steering Committee and each Member Section Subcommittee, including web pages, documents, email lists and any other records of discussions, must be located only on facilities designated by OASIS. None of the above may conduct official business or technical discussions, store documents, or host web pages on servers or systems not designated by OASIS.

All web pages, documents, ballot results and email archives of the Member Section Steering Committee shall be visible to all OASIS Members; the Steering Committee may further decide to make such Steering Committee records visible to the public. All web pages, documents, ballot results and email archives of the Member Section and each Member Section Subcommittee shall be visible to the public; however, upon the request of the Member Section Steering Committee, the OASIS Board may designate that the resources of a specific Member Section Subcommittee shall be visible only to all OASIS Members. Any OASIS member should be able to post email to the official lists of the Member Section, its Steering Committee and each Member Section Subcommittee.

6.0 Technical Process, Management, Reporting

6.1 The OASIS TC Administrator will oversee all work done under the OASIS Technical Committee Process for TCs affiliated with the Member Section in the same manner and service it provides to the rest of OASIS and other similarly established OASIS Member Sections.

6.2 Technical Committees affiliated with a Member Section will abide by the OASIS Technical Committee Process and all other OASIS Policies and Bylaws.

6.3 OASIS TCs may become affiliated with at most one Member Section.

6.4 The Member Section Steering Committee will be given the opportunity to review the TC’s proposed charter, and may approve the new TC’s affiliation with the Member Section by a Member Section Steering Committee Special Majority Vote.

6.5 Existing TCs, formed prior to the existence of a Member Section or not initially affiliated with a Member Section, may apply for such affiliation if a Special Majority Vote of the TC to affiliate the existing TC passes. Such affiliation must then also be approved by a Member Section Steering Committee Special Majority Vote.

6.6 A Technical Committee approved to be affiliated with a Member Section may use a name associated with that Member Section as part of the TC’s name, which is specified in the TC Charter. OASIS TCs that are not approved for affiliation with a Member Section by that Member Section’s Steering Committee may not use the Member Section’s name or any name that could be confused with the Member Section’s name.

6.7 A TC affiliated with a Member Section may choose to become unaffiliated with that Member Section by a Special Majority Vote of the TC.  The MS Steering Committee may vote to terminate the affiliation of a TC for any reason at any time by a Member Section Steering Committee Special-Majority Vote. A TC that becomes unaffiliated with a Member Section must change the TC Name if that TC Name included the previously affiliated Member Section’s name or abbreviation of the Member Section’s name.

6.8 Additional TC requirements (as listed in this section) may be specified within a Member Section Rules of Procedure for inclusion within a TC’s Charter by Technical Committees affiliated with a Member Section, as long as they do not conflict with requirements of the OASIS Technical Committee Process, the Bylaws of OASIS or other policies adopted by the OASIS Board. The following are optional requirements that may be specified by the Member Section for inclusion within all affiliated Technical Committee charters:

  • The IPR Mode of the affiliated TC
  • The Language of choice of the affiliated TC

6.9 OASIS staff provides a central review for all Technical Committee work, including TCs affiliated with a Member Section, to identify potential conflicts or overlap with other committees or standards bodies, and to help build liaisons as appropriate.  Any liaisons established must conform to the published OASIS Liaison Policy. The Member Section may be responsible for coordinating the work among the TCs affiliated with their Member Section, if so specified in its ROP.

6.10 Member Section Rules of Procedure may include a requirement whereby the Member Section Steering Committee must vote (by a simple majority vote or by Member Section Steering Committee Special-Majority Vote) to allow an affiliated TC to vote on a Committee Specification submittal for approval as an OASIS Standard.

6.11 Member Section Rules of Procedure may include a requirement whereby the Member Section Steering Committee must approve (by a simple majority vote or by Member Section Steering Committee Special-Majority Vote) an affiliated TC’s request for submission of an OASIS Standard to another organization according to the OASIS Liaison Policy.

7.0 Staff Services

OASIS will provide the following services for the OASIS Member Sections in the same manner and service it provides to the rest of OASIS without preference or prejudice.

7.1 Web Hosting & Maintenance

7.1.1 OASIS will provide web hosting services for the OASIS Member Sections’ web sites.

7.1.2 OASIS will provide services for mail list hosting, on-line collaboration, document management and related services, and back up of all web and email data.

7.2 Membership Services

Membership services include, but are not limited to,

  • managing acceptance and processing of membership agreements,
  • creation and maintenance of the OASIS Member Section membership database,
  • recruiting and expanding participation from both within the Consortium and externally, and
  • provision of membership renewal services, web forms and technology to enable online membership application.

7.3 Accounting Services

7.3.1 Accounting services include, but are not limited to,

  • processing member invoices and collection of all member payments,
  • acceptance of online and manual credit card payments, checks and wire transfers made payable to OASIS, and
  • revenue projections and reporting.

7.3.2 OASIS will approve and issue payments on behalf of the OASIS Member Section for expenses authorized and requested by the OASIS Member Section Steering Committee. The OASIS Member Section Steering Committee chair will be the primary point-of-contact for reporting and requesting payment unless the Steering Committee has designated a Treasurer to fulfill this role.

7.3.3 OASIS management will provide revenue projections, budgeting, and reporting to assist the Steering Committee to determine their funds available for expenditure.

7.3.4 All OASIS accounting records pertaining to the individual OASIS Member Section will be available for inspection by the OASIS Member Section Steering Committee.

7.4 Marketing and Public Relations Services

7.4.1 OASIS marketing and public relations support services include, but are not limited to,

  • announcement of the formation of the OASIS Member Section,
  • efforts to enlarge the media pool to address the needs of the OASIS Member Section,
  • coordination of conference presentations by OASIS Member Section representatives,
  • analyst briefings,
  • coverage of activities in OASIS e-newsletters and Information Channels (Cover Pages and XML.org), and
  • public announcements of new Technical Committee formations and milestones as appropriate.

7.4.2 The cost of marketing and promotional activities specific to the OASIS Member Sections will be paid from OASIS Member Section Funds (if any). This may include the attendance or participation of OASIS staff at an OASIS Member Section specific event, with such funds disbursement approved in advance by the Member Section Steering Committee.

7.4.3 Marketing of any Member Section brand and other marketing activities of the OASIS Member Section will be managed by the Member Section Steering Committee and funded from the OASIS Member Section Funds (if any) with input and oversight from OASIS management.  Public relations for the OASIS Member Sections will be conducted in accordance with OASIS practices and policies, including the OASIS Media Relations Policy.

8.0 Financial and Management Reporting

8.1 For those Member Sections retaining Member Section Funds, OASIS management will provide monthly financial statements to the Steering Committee Chair to support the management and operation of the OASIS Member Sections.

8.2 The OASIS Member Section Steering Committees will provide quarterly management reports on the actual and planned activities and expenses to OASIS management, including business reports, communications, and budget and activity forecasts as required by OASIS management as part of the normal course of business. The Member Section reports must be submitted before the end of the month following the recently completed quarter. These Member Section quarterly reports must also be posted to the designated document folders accessible to all Member Section Members or Observers.

9.0 Annual, Budget and Ad Hoc Reviews

9.1. All activities of the OASIS Member Sections, available Member Section Funds and projected income and expenses will be reviewed during the annual budgeting process by OASIS management and the OASIS Member Section Steering Committee to determine the proposed budget. All funds allocation percentages must be agreed upon by the Member Section and OASIS management.

9.2. Each Member Section retaining Member Section Funds is required to prepare a proposed budget each year for the following calendar year. This proposed budget must be submitted prior to December 1 of each year to OASIS Management for inclusion in the organizational budget, for approval by the OASIS Board. This approved budget shall be distributed to each Member Section Steering Committee.

9.3 If a Member Section does not expend its Member Section Funds according to its approved budget in the current year, or does not submit a draft expense budget for the next year according to Section 9.2 above, the OASIS Board may reduce or stop the allocation of membership dues to that Member Section until an acceptable spending plan is received and approved by the OASIS Board. In such a case, unallocated membership and sponsorship dues income will accrue during this period to the OASIS General Fund and will be lost to the Member Section.

9.4 In the November/December budget approval period of each year, the Uncommitted Member Section Funds status of all applicable Member Sections will be reviewed by the OASIS Board and management. Should the review conclude that a Member Section is holding Uncommitted Member Section Funds, the OASIS Board may transfer some or all of such funds to the OASIS Net Assets for use as the OASIS Board determines. In such a case, the Member Section Steering Committee shall be apprised of the proposed action and given the opportunity to present their views to the OASIS Board before a final funds transfer decision is made.

9.5 Ad Hoc Review. An ad hoc review of any OASIS Member Section activities, budget, and Member Section Funds may be undertaken at any time by OASIS management and/or the applicable OASIS Member Section Steering Committee.

10. Appeals

Any Eligible Person who believes that an action taken or not taken by or with respect to a Member Section is in violation of the procedures set forth in this MS Policy, the ROP of a Member Section, or OASIS policies specified by the OASIS Board of Directors may appeal such action or inaction.

This appeal must be made to the OASIS Member Section Administrator. Only appeals with respect to a Member Section regarding action or inaction by the Member Section Administrator may be made directly to the Board of Directors.

Appellants shall file a complaint within 30 days of the action being appealed or at any time with respect to inaction. The complaint shall state the nature of the objection(s), including any direct and material adverse effects upon the appellants and/or the Member Section; the relevant section(s) of this MS Policy, ROP or OASIS policies at issue; the actions or inactions at issue; and the specific remedial action(s) that would satisfy the appellants’ concerns. Appellants shall also note all previous efforts to resolve the objection(s) and the outcome of each.

In the case of an appeal to the Member Section Administrator: within 15 days of receipt of the complaint, the Member Section Administrator shall provide a copy of the complaint to the Member Section; and within 30 days of such receipt, shall render a decision, with a copy to the Member Section and appellant(s). Within 15 days following the Member Section Administrator decision, the appellants may further appeal to the Board of Directors. The appeal should follow the procedure detailed below and also provide a statement explaining why the decision of the Member Section Administrator may not be acceptable.

In the case of an appeal to the Board of Directors: such appeal, in order to be valid, shall be sent to the board comment list (oasis-board-comment@lists.oasis-open.org) and the relevant Member Section(s). The Board shall hold a hearing (with the appellants invited) within 45 days of receipt of the appeal. The Board shall render its decision within 30 days. The decision of the Board shall be final.

The Board of Directors has the authority to effect such remedial action(s) as may be necessary to correct part or all of an appeal brought under this MS Policy or the ROP of a Member Section, at the Board’s discretion.

Dates Approved:  Wed, 2010-07-28 Effective:  Wed, 2010-07-28

Technical Committee (TC) Process (28 July 2010)

Table of Contents

1. Definitions 2. Technical Committees 2.1 TC Discussion Lists 2.2 TC Formation 2.3 First Meeting of a TC 2.4 TC Membership and Participation 2.5 Termination of TC Membership 2.6 Leaves of Absence 2.7 TC Chairs 2.8 TC Visibility 2.9 TC Procedure 2.10 TC Meetings 2.11 TC Charter Clarification 2.12 TC Rechartering 2.13 TC Voting 2.14 TC Subcommittees 2.15 Closing a TC 2.16 Reserved 2.17 Intellectual Property Rights Procedures 2.18 Work Product Quality 2.19 Designated Cross-Reference Changes 3. Approval Process 3.1 Approval of a Committee Draft 3.2 Public Review of a Committee Draft 3.3 Approval of a Committee Specification or Committee Note 3.4 Approval of an OASIS Standard 3.5 Approved Errata 4. Board of Directors Involvement in the TC Process 4.1 OASIS TC Administrator 4.2 Appeals 5. Application to Existing TCs

Section 1. Definitions

  1. Administrative Document” is a document which is used by a TC only in support of internal operations such as minutes, agenda, liaison statements, issue lists, bug lists, etc. and which are not an OASIS Deliverable. An Administrative Document must not use a Work Product template. Inter-group communications to request review, respond to review comments, or to respond to questions or requests for clarifications are considered to be Administrative Documents.
  2. Approved Errata” shall have the meaning defined in Section 3.5.
  3. Candidate OASIS Standard” is a document that has been submitted for approval as an OASIS Standard as specified in Section 3.4.
  4. Charter” is the organizational document for a TC comprised of the items included in the proposal to form that TC, as defined in Section 2.2, and may be modified as described in Section 2.11.
  5. Committee Note” is a Non-Standards Track Work Product that has been approved by a Technical Committee as specified in Section 3.3.
  6. Committee Note Draft” is a Non-Standards Track Work Product approved by a Technical Committee as specified in Section 3.1.
  7. Committee Note Public Review Draft” is a Committee Note Draft that has been approved by the TC to go to public review as specified in Section 3.2 of this Process.
  8. Committee Specification” is a Standards Track Work Product that has been approved by a Technical Committee as specified in Section 3.3.
  9. Committee Specification Draft” is a Standards Track Work Product approved by a Technical Committee as specified in Section 3.1.
  10. Committee Specification Public Review Draft” is a Committee Specification Draft that has been approved by the TC to go to public review as specified in Section 3.2 of this Process.
  11. Convener” is an Eligible Person who serves in the role of organizing the first meeting of the TC, as defined in Section 2.3.
  12. Eligible Person” means one of a class of individuals that includes (a) OASIS Individual Members, (b) employees or designees of OASIS Organizational Members, and (c) such other persons as may be designated by the OASIS Board of Directors.
  13. Errata” means a set of changes or proposed changes to an OASIS Standard that are not Substantive Changes.
  14. Full Majority Vote” is a TC vote in which more than 50% (more than half) of the Voting Members vote “yes”, regardless of the number of Voting Members present in the meeting. Abstentions are not counted. For example, in a TC in which there are 20 Voting Members, at least 11 Voting Members must vote “yes” for a motion to pass.
  15. IPR” means intellectual property rights.
  16. Leave of Absence” shall have the meaning defined in Section 2.6.
  17. Meeting” is a meeting of the TC that is properly called and scheduled in advance as described in Section 2.10.
  18. Member“, with respect to a TC, means an Eligible Person who is allowed to subscribe to the TC email list, participate in list discussions, attend and participate in TC meetings, and make Contributions to the TC. The process for becoming a Member of a TC is defined in Section 2.4.
  19. Minimum Membership” means five Voting Members of a TC (or, in the case of a TC about to be formed, five Eligible Persons), at least two of which represent OASIS Organizational Members.
  20. Non-Standards Track Work Product” is a Work Product produced and approved by a TC in accordance with the TC Process which may be progressed to Committee Note as described in Section 3. Non-Standards Track Work Products are intended to be informative and explanatory in nature. They are not subject to the patent licensing and non-assertion obligations requirements of the OASIS IPR Policy.
  21. Normative Portion” shall have the meaning defined for such term by the OASIS IPR Policy.
  22. Normative Reference” means a reference in a Standards Track Work Product to an external document or resource with which the implementer must comply, in order to comply with a Normative Portion of the Work Product.
  23. OASIS Deliverable” means any of the following: Committee Specification Drafts, Committee Specification Public Review Drafts, Committee Specifications, Candidate OASIS Standards, OASIS Standards, Approved Errata, Committee Note Drafts, Committee Note Public Review Drafts, and Committee Notes.
  24. OASIS Individual Member” means an OASIS Member who is classified as such in their executed Membership Agreement.
  25. OASIS Member” means a person, organization or entity who is a voting or non-voting member of the corporation, as defined by the OASIS Bylaws.
  26. OASIS Non-Standards Draft Deliverable” means any of the following: Committee Note Drafts and Committee Note Public Review Drafts.
  27. OASIS Non-Standards Final Deliverable” means any of the following: Committee Notes.
  28. OASIS Organizational Member” means an OASIS Member who is classified as such in their executed Membership Agreement.
  29. OASIS Standards Draft Deliverable” means any of the following: Committee Specification Drafts and Committee Specification Public Review Drafts.
  30. OASIS Standards Final Deliverable” means any of the following: Committee Specifications, Candidate OASIS Standards, OASIS Standards and Approved Errata.
  31. OASIS Standard” is a Candidate OASIS Standard that has been approved by the OASIS Membership as specified in Section 3.4.
  32. OASIS TC Administrator” means the person or persons representing OASIS in administrative matters relating to TCs. All official communications must be sent to tc-admin@oasis-open.org.
  33. Observer” is an Eligible Person who is subscribed to the TC email list, and may attend TC meetings, but is not allowed to participate in TC email list discussions, participate or speak in TC meetings, or make Contributions to the TC. The process for becoming an Observer is defined in Section 2.4.
  34. Persistent Non-Voting Member” is a TC Member who has declared their non-voting status in that TC. The process for becoming a Persistent Non-Voting Member of a TC is defined in Section 2.4.
  35. Primary Representative“, for any OASIS Organizational Member, means the person or persons designated by that Member to serve as the consortium’s principal contact for administrative issues.
  36. Public” and “publicly” mean all persons, organizations and entities, whether or not OASIS Members.
  37. Quorum” is the number of Voting Members of a TC that must be present in a meeting so that Resolutions and decisions may be made. The Quorum for OASIS TC meetings is a simple majority (more than half) of Voting Members.
  38. Quorate Meeting” is a TC meeting at which a Quorum is present.
  39. Resolution” means a decision reached by a TC by vote. Resolutions require a Simple Majority Vote to pass, unless a Full Majority Vote or Special Majority Vote is required under this Process.
  40. Simple Majority Vote” is a vote in which the number of “yes” votes cast is greater than the number of “no” votes cast. Abstentions are not counted. For example, in a Quorate Meeting in which 20 Voting Members are present, if 7 vote “yes” and 4 vote “no”, the motion passes.
  41. Special Majority Vote” is a TC vote in which at least 2/3 (two thirds) of the Voting Members vote ” yes” and no more than 1/4 (one fourth) of the Voting Members vote “no”. These numbers are based on the total number of Voting Members. Abstentions are not counted. For example, in a TC in which there are 30 Voting Members, at least 20 Voting Members must vote “yes” for a motion to pass; but if 8 or more vote “no” then the motion fails. All Special Majority Votes must be conducted via electronic ballot by the OASIS TC Administrator.
  42. Standards Track Work Product” is a Work Product produced and approved by a TC in accordance with the TC Process which may be promoted to Committee Specification or OASIS Standard as described in Section 3.
  43. Statement of Use“, with respect to a Committee Specification, is a written statement by an OASIS Organizational Member stating that it is successfully using or implementing that specification in accordance with the conformance clauses specified in Section 2.18, and stating whether its use included the interoperation of multiple independent implementations.
  44. Subcommittee“(or “SC”) is a group of Members of a TC producing recommendations for consideration by the parent TC.
  45. Substantive Change” is a change to an OASIS Standard that would require a compliant application or implementation to be modified or rewritten in order to remain compliant.
  46. Technical Committee” (or “TC”) means a group comprised of at least the Minimum Membership formed and conducted according to the provisions of this OASIS TC Process.
  47. Voting Member” is a Member of a TC who has voting rights in the TC. The process for gaining voting rights is defined in Section 2.4.
  48. Work Product” is a document which is either a Standards Track Work Product or a Non-Standards Track Work Product.
  49. Work Product Approval Motion” is any motion to initiate a Work Product Ballot.
  50. Work Product Ballot” is any TC ballot for the:
    • approval of a Committee Specification Draft or Committee Note Draft,
    • start of a Public Review,
    • approval of a Committee Specification, or a Committee Note,
    • submission of a Committee Specification as a Candidate OASIS Standard.
  51. Working Draft” is a preliminary version of a Work Product produced by one or more TC Members that has not yet been voted on by the TC and approved as a Committee Specification Draft or a Committee Note Draft. Some examples are initial contributions and revisions made by editors or other TC Members.

The use of the term “day” or “days” in this TC Process refers to calendar days.

Section 2. Technical Committees

2.1. TC Discussion Lists

Any group of at least three Eligible Persons may begin a publicly subscribable discussion list for the purpose of forming a TC by submitting to the OASIS TC Administrator the following items:

(1) The name of the discussion list, which shall not be the same as the name of the list in which the TC itself shall operate if formed.

(2) A preliminary statement of scope for the TC whose formation the list is intended to discuss.

(3) The names, electronic mail addresses, and OASIS Organizational or Individual Membership affiliations of the three or more Eligible Persons proposing to create the discussion list.

(4) The name of the discussion list leader.

No later than 15 days following the submission, the OASIS TC Administrator shall provide these materials to the OASIS Membership with a Call For Participation in a discussion list whose purpose is to propose the TC described in the application.

Discussion on the list is restricted to evaluating the interest in proposing a new OASIS TC, and defining the proposal for one or more new OASIS TCs. The list of subscribers to the discussion list shall be available to all subscribers. The discussion list shall automatically close 90 days after the Call For Participation is issued.

2.2. TC Formation

Any group of at least Minimum Membership shall be authorized to begin a TC by submitting to the OASIS TC Administrator, with a copy to those listed in 2(d) and 2(e) below, the following items, written in English and provided in electronic form as plain text. No information other than these items may be included in the proposal. All items must be provided in any subsequent revision of the proposal, and must be submitted in the same manner as the original submission.

(1) The Charter of the TC, which includes only the following items:

(1)(a) The name of the TC, such name not to have been previously used for an OASIS TC and not to include any trademarks or service marks not owned by OASIS. The proposed TC name is subject to TC Administrator approval and may not include any misleading or inappropriate names. The proposed name must specify any acronyms or abbreviations of the name that shall be used to refer to the TC.

(1)(b) A statement of purpose, including a definition of the problem to be solved.

(1)(c) The scope of the work of the TC, which must be germane to the mission of OASIS, and which includes a definition of what is and what is not the work of the TC, and how it can be determined when the work of the TC has been completed. The scope may reference a specific contribution of existing work as a starting point, but other contributions may be made by TC Members on or after the first meeting of the TC. Such other contributions shall be considered by the TC Members on an equal basis to improve the original starting point contribution.

(1)(d) A list of deliverables, with projected completion dates.

(1)(e) Specification of the IPR Mode under which the TC will operate.

(1)(f) The anticipated audience or users of the work.

(1)(g) The language in which the TC shall conduct business.

(2) Non-normative information regarding the startup of the TC, which includes:

(2)(a) Identification of similar or applicable work that is being done in other OASIS TCs or by other organizations, why there is a need for another effort in this area and how this proposed TC will be different, and what level of liaison will be pursued with these other organizations.

(2)(b) The date, time, and location of the first meeting, whether it will be held in person or by telephone, and who will sponsor this first meeting. The first meeting of a TC shall occur no less than 30 days after the announcement of its formation in the case of a meeting held exclusively by telephone or other electronic means, and no less than 45 days after the announcement of its formation in the case of a meeting held face-to-face (whether or not a telephone bridge is also available).

(2)(c) The projected on-going meeting schedule for the year following the formation of the TC, or until the projected date of the final deliverable, whichever comes first, and who will be expected to sponsor these meetings.

(2)(d) The names, electronic mail addresses, and membership affiliations of at least Minimum Membership who support this proposal and are committed to the Charter and projected meeting schedule.

(2)(e) For each OASIS Organizational Member listed in (2)(d), the name, electronic mail address, membership affiliation, and statement of support for the proposed Charter from the Primary Representative.

(2)(f) The name of the Convener who must be an Eligible Person.

(2)(g) The name of the Member Section with which the TC intends to affiliate, if any.

(2)(h) Optionally, a list of contributions of existing technical work that the proposers anticipate will be made to this TC.

(2)(i) Optionally, a draft Frequently Asked Questions (FAQ) document regarding the planned scope of the TC, for posting on the TC’s website.

(2)(j) Optionally, a proposed working title and acronym for the specification(s) to be developed by the TC.

No later than 5 days following the submission, the OASIS TC Administrator shall either return the submission to its originators, with an explanation indicating its failure to meet the requirements set forth in this section, or shall post notice of the submission to an announced mailing list (or equivalent method) visible to the submission proposers and the OASIS Membership, for comment.

The notice will announce that comments will be received until the 14th day after the notice, and will announce a date within 4 days of that 14th day for a conference call, among the Convener, the OASIS TC Administrator, and those proposers who wish to attend. Other OASIS Members who wish to attend may observe.

The proposer group may amend their submission at any time until the 28th day after the submission (except that changes to the roster of proposers may occur at any time until the final posting). By the 28th day the proposer group must post a pointer to an account of each of the comments / issues raised during that review, along with its resolution.

No later than the 30th day after the submission, if those pointers have been posted, and the last version of the submission from the proposer group meets the requirements of these rules, the OASIS TC Administrator must post them to the OASIS Membership with a Call For Participation and an announcement of a first meeting. Otherwise, the Convener may obtain a single 10-day extension for posting a compliant proposal with the OASIS TC Administrator.

2.3 First Meeting of a TC

Eligible Persons intending to participate in the first meeting must use the OASIS collaborative tools to register as a TC Member, and to specify whether they intend to gain voting rights, no later than 7 days prior to a meeting. No later than 7 days prior to the meeting, the OASIS TC Administrator will post a notice to the prospective Members on the TC’s general email list inviting indications of candidacy for TC Chair to be posted to that list.

If the first meeting of a TC is to be conducted as a face-to-face meeting, the Convener must arrange for teleconference facilities to be provided for those unable to attend in person.

If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must confirm to the Convener and to the TC Administrator that the person may become a Member of the TC.

Every Eligible Person who has so registered and been confirmed shall be a Member of the TC beginning with the first meeting. Every Eligible Person who has so registered, requested voting rights, been confirmed, and is present at the first meeting of a TC shall be a Voting Member of the TC beginning with the first meeting.

The first meeting of a TC must occur at the place and time and in the manner described in the announcement. Any initial meeting whose time or location is changed and any initial telephone or other electronic meeting that fails to grant access to every Eligible Person previously registering to attend shall be subject to appeal as provided in Section 4.2.

At least Minimum Membership must become Voting Members at the first TC meeting or the TC shall be considered not to have been successfully started and shall be closed.

At the first meeting the TC must elect a Chair as the first order of business, from among nominations made by Voting Members at that meeting. Once the Chair is elected the role of Convener ends.

2.4. TC Membership and Participation

TC membership is per person, not per organization, and is not transferable from person to person.

2.4.1 Observer: An Eligible Person may become an Observer of a TC by registering as an Observer using the electronic collaboration tools provided by OASIS. If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must be notified that the person has requested to become an Observer. The Observer is not a TC Member so has no attendance or participation requirements to maintain this status, other than to remain an Eligible Person.

2.4.2 Member: Any time after the first meeting, an Eligible Person shall become a Member of an existing TC by registering as a Member using the electronic collaboration tools provided by OASIS. If the Eligible Person is an employee or designee of an OASIS Organizational Member, the Primary Representative of that organization must confirm to the Chair and to the TC Administrator that the person may become a Member of the TC. Upon receipt by the Chair of confirmation by the Primary Representative the Member may begin participating, but shall not have voting rights. A Member shall become eligible to vote in the TC when the requirements below are met.

2.4.3 Persistent Non-Voting Member: A Member or Voting Member may, at any time after joining a Technical Committee, send e-mail to both the Chair and the TC mailing list informing them of their change in membership status, effective as of the date of notice, or other specified future date. A Persistent Non-Voting Member retains participation rights but is not eligible to vote and does not count towards Quorum. A Persistent Non-Voting Member who wishes to gain voting rights must send e-mail to both the Chair and the TC mailing list informing them of their intent to become a Voting Member and must follow the rules in section 2.4.4(c) as if they had lost their voting rights due to non-attendance.

2.4.4 Voting Member:

(a) After the first Meeting of a TC, a Member shall gain voting rights at the close of the second consecutive Meeting attended by the Member or, if less than two Meetings are called within 60 days after the person becomes a Member, at the close of that 60th day. OASIS Individual Members and the representatives of OASIS Organizational Members are equally eligible to serve as Voting Members of a TC.

(b) A Voting Member must be active in a TC to maintain voting rights. In TCs that hold Meetings, a Voting Member who is absent from two consecutive Meetings (as recorded in the minutes) loses his or her voting rights at the end of the second Meeting missed. If a TC has adopted a standing rule to conduct business only by electronic ballot, without Meetings, then a Voting Member who fails to cast a ballot in two consecutive Specification Ballots loses his or her voting rights at the close of the second ballot missed.

(c) A TC Member who has lost his or her voting rights shall regain them for a TC that holds Meetings by attending two consecutive Meetings (as recorded in the minutes), thus regaining voting rights after the end of the second Meeting attended or, if less than two Meetings are called within 60 days after the loss of such rights, at the close of that 60th day. A Member of a TC that does not hold Meetings may regain voting rights by making a request to the chair(s) to regain them, effective at the close of the 60th day after the request.

(d) Voting Members who lose their voting rights remain Members of the TC. A warning may be sent to the Member by the Chair, but the loss of voting rights is not dependent on the warning.

2.5 Termination of TC Membership

Except as provided in Section 2.6, membership in an OASIS TC shall be terminated under the following conditions:

(1) A Member shall be considered to have resigned from a TC upon his sending notification of resignation to the TC general email list.

(2) Persons who lose Eligible Person status for reasons including, but not limited to, change of employment shall have up to 15 days of TC membership as an OASIS Individual Member in which to request a Leave of Absence or re-establish eligibility. A Member shall lose TC membership on the 16th day after losing Eligible Person status or at the end of a Leave of Absence requested as specified in Section 2.6 if Eligible Person status has not been re-established.

Termination of membership in an OASIS TC shall automatically end voting rights in the TC as well as membership in any Subcommittee of that TC.

2.6 Leaves of Absence

Every Voting Member of an OASIS TC shall be entitled to at least one Leave of Absence during any one twelve month period. During a Leave of Absence, a Voting Member shall be exempt from the participation criteria specified in Section 2.4. A first Leave of Absence during any one twelve month period shall be obtained automatically by sending an e-mail to both the Chair and the TC mailing list. The Chair must notify the TC of all Leaves of Absence by reporting them in the minutes of the TC’s next meeting.

A Voting Member who has already been granted a Leave of Absence during any twelve month period may apply for a maximum of one additional Leave of Absence during the same twelve month period, but a second Leave of Absence during any twelve month period shall be granted only upon formal Resolution of the TC.

A Voting Member of a TC who has been granted a Leave of Absence shall not have voting rights in the TC and all of its Subcommittees for the duration of the Leave; voting rights shall resume immediately upon the person returning from Leave.

The length of a Leave of Absence shall be specified in advance by the Voting Member requesting it and shall not exceed 45 days. A Leave of Absence shall begin no earlier than seven days after the date upon which the request was delivered to the Chair of the TC and shall end on the date specified, or at the beginning of the first TC meeting or Subcommittee meeting attended after the Leave begins, or upon transmittal of the first mail ballot returned after the Leave begins, whichever comes first. Time allocated for a Leave of Absence but not used due to early resumption of participation cannot be carried over into another Leave.

2.7. TC Chairs

Each TC must have a Chair. Only Members and Voting Members of the TC are eligible to be Chair or co-Chair. The TC Chair is initially elected at the first meeting. The Chair is elected by Full Majority Vote of the TC. If the TC does not have a Chair then all TC activities, with the exception of the selection of a new Chair, are suspended; if the TC does not have a Chair for 120 days, the TC Administrator must close the TC.

The responsibilities of Chair of a TC may be discharged by no more than two co-Chairs. In the event that the Chair position is so shared each co-Chair is equally responsible for the Chair duties and responsibilities. Throughout this TC Process, whenever a notification to the TC Chair is required this must be made to both co-Chairs.

A TC Chair may be removed by action of the Board of Directors or by a Special Majority Vote of the TC. In the event that a TC has co-Chairs each may be removed individually or both may be removed by a single action.

A vacancy in chairing a TC shall be deemed to exist when (i) the Chair or one or both co-Chairs has been removed, (ii) the Chair or one or both co-Chairs has resigned the position, or (iii) the Chair or one or both co-Chairs ceases to be a Member of the TC. Vacancies in chairing a TC shall be filled by election from the TC Members; the TC may elect at any time by vote to elect a co-Chair, if only one Chair is seated, or to leave a second seat vacant. Any TC chair or co-chair election shall be by Full Majority Vote of the TC, with each winning candidate having received a full majority vote regardless of the number of candidates.

The same provisions regarding Leaves of Absence shall apply to the Chair or co-Chair of a TC as to the other TC Members, and additionally the Chair must notify both the OASIS TC Administrator and the TC at least 30 days prior to any non-emergency Leave of Absence.

2.8 TC Visibility

The official copies of all resources of the TC and its associated Subcommittees, including web pages, documents, email lists and any other records of discussions, must be located only on facilities designated by OASIS. TCs and SCs may not conduct official business or technical discussions, store documents, or host web pages on servers or systems not designated by OASIS. All web pages, documents, ballot results and email archives of all TCs and SCs shall be publicly visible.

Mail Lists: Each TC shall be provided upon formation with a general discussion email list and a means to collect public comments. Subscription to the general email list shall be required for Members, Voting Members, and Observers of the TC.

The minutes of each TC meeting and a record of all decisions shall be published to that TC’s general email list. All official communications and discussions of the TC must take place on the email list. All TC email lists shall be archived for the duration of the corporation, and all TC email archives shall be publicly visible.

The purpose of the TC’s public comment facility is to receive comments from the public and is not for public discussion. Comments shall be publicly archived, and shall be forwarded to one or more Members of the TC including the TC Chair. TCs shall not be required to respond to comments. Comments to the TC made by Members of the TC must be made via the TC general email list, and comments made by non-TC members, including from the public, must be made via the TC’s comment facility. Comments shall not be accepted via any other means.

Web Pages: The OASIS TC Administrator shall provide the TC with a publicly accessible web page. The TC must keep the following information current on the TC web page: the TC name and Charter; standing rules and other adopted procedures; meeting schedule; anticipated deliverables and delivery dates; list of TC Members; the name and email address of the TC Chair or co-Chairs as well as other positions such as secretary, editor, etc. that may exist; list of Subcommittees, their deliverables, and members; links to a repository of the draft and completed TC documents with identification of the latest versions of the TC’s specifications; and a link to the IPR declarations for that TC.

Announcements: The OASIS TC Administrator shall create a publicly archived list for announcements from the OASIS TC Administrator regarding TCs. Any Eligible Person shall be able to subscribe to this list. Every important change in TC status shall be posted to the announcement list; such changes shall include but not be limited to the following: TC formation; TC Charter revision; start of Public Review; approval of Committee Specifications and Committee Notes; submission of a Committee Specification as a Candidate OASIS Standard; approval or rejection of a Candidate OASIS Standard; and closure of a TC.

2.9 TC Procedure

The operation of TCs shall be governed by Robert’s Rules of Order Newly Revised, insofar as such rules are not inconsistent with or in conflict with this TC Process, the OASIS IPR Policy, the OASIS Bylaws, other Board-approved policies, or with provisions of law. The duration of a TC shall be considered a single session. Formal actions of TCs shall be governed by the same rules regardless of the language in which the work is taking place.

Standing rules may be adopted, amended, or rescinded by Full Majority Vote of the TC. The TC may not adopt standing rules or other Resolutions related to IPR, quorum requirements, membership, voting, participation, or that otherwise conflict with or supersede any OASIS Board-approved policy. Standing rules, and any amendments to them, must be communicated to the TC Administrator, who may rescind them if they are in conflict with OASIS policy, and, in order to be enforceable, must be published on the TC’s web page.

2.10 TC Meetings

TC meetings must be properly called and scheduled in advance using the OASIS collaborative tools. Meetings scheduled or conducted in such a manner as to exclude the participation of any Member is subject to appeal. Meetings may be conducted face-to-face or via telephone conference or other electronic media that allow participation of all Members of the TC. In order to enable the openness of TC proceedings, meetings should be scheduled and conducted so as to permit the presence of as many TC Observers as is logistically feasible. Meeting minutes must be recorded and posted to the TC’s general email list and referenced on the TC web page.

Without a Quorum present discussions may take place but no business may be conducted; those present may act as a “Committee of the Whole” as defined in Robert’s Rules of Order Newly Revised, and make a report to the entire TC. Attendance must be recorded in the meeting minutes. Meetings without Quorum shall still count towards attendance for purposes of Members gaining, maintaining, or losing voting rights.

2.11 TC Charter Clarification

A TC may clarify its Charter only for the purpose of removing ambiguity or for narrowing the scope of the topic defined by the Charter. The TC may not broaden or otherwise change its scope of the topic of work. The list of deliverables may be expanded only if the new deliverables are within the scope of the topic.

Approval for clarification shall require a Special Majority Vote of the TC. The clarification of the Charter may occur no earlier than the first meeting of the TC. The TC Chair shall notify the TC Administrator that a motion has been made to clarify the Charter, and the TC Administrator shall set up and conduct the ballot.

The TC Administrator may prevent the proposed clarification from coming to vote if it is not in conformance with OASIS policies. The TC Administrator must within 15 days either open the ballot or reply to the TC with the reason why the change cannot be voted upon. The clarified Charter shall not take effect until approved and announced by the TC Administrator. The TC Administrator shall publicize approved changes as specified in Section 2.8 and any revisable publicly visible description (e.g., web page) promulgated by the TC shall be updated to reflect such changes.

2.12 TC Rechartering

A TC may be rechartered for purposes of expanding the scope of the TC. The TC shall retain the name of the predecessor, and all email lists and archives, web pages, etc. shall move from the predecessor TC to the rechartered TC. However, any Contributions made to the previous TC must be recontributed.

The rechartering may not change the IPR Mode of the TC; if a different IPR Mode is required then a new TC (with a unique name) must be formed.

A proposal to recharter the TC must be submitted to the TC Administrator, which proposal shall be in all respects the same as a proposal to form a new TC with the exception that the TC name and IPR Mode shall be the same as the predecessor TC. The TC Administrator shall reply to the proposers within 15 days, and if the proposal is complete shall schedule a ballot. Approval for rechartering shall require a Special Majority Vote of the TC being rechartered.

Upon approval of the ballot, the TC Administrator shall announce the newly rechartered TC in the same manner as a new TC Membership in the rechartered TC shall be determined in the same manner as for a new TC. The predecessor TC shall be closed at the end of the day prior to the date of the first meeting of the rechartered TC. The time period for determining Members’ Participation Obligation shall restart at the first meeting of the new TC.

2.13 TC Voting

TC votes require a Simple Majority Vote to pass, except as noted elsewhere in this Process. All TC ballots requiring a Special Majority Vote for approval must be conducted by the TC Administrator; the TC Chair shall notify the TC Administrator that a motion has been made which requires a Special Majority Vote, and the TC Administrator shall set up and conduct the ballot.

Eligibility: A Member of a TC must have voting rights to make or second a motion, and must have voting rights at the time a ballot is opened in order to vote on that ballot. Every Voting Member of a TC has a single vote. Organizations do not vote in TCs. Proxies shall not be allowed in TC voting.

Electronic Voting: TCs may conduct electronic ballots, either by using the TC’s general mail list or the publicly archived electronic voting functionality provided by OASIS. The minimum period allowed for electronic voting shall be seven days; the TC may specify a longer voting period for a particular electronic ballot. Any Work Product Ballot conducted as an electronic ballot must permit each voter to choose “yes”, “no” or “abstain.”

A motion to open an electronic ballot must be made in a TC meeting unless the TC has adopted a standing rule to allow this motion to be made on the TC’s general email list. When such a rule has been adopted, motions made on the mail list must also be seconded and discussed on that list.

2.14 TC Subcommittees

The TC may by Resolution create a subcommittee (SC). The Resolution must be minuted, and must include the name, statement of purpose, list of deliverables, and name of the Chair of the SC. All of these items must fall within the Charter of the TC and conform to OASIS policy.

The deliverables of the SC are made only to the TC. Members of the SC must first be Members of the TC. Observers of a TC may be Observers of a SC, but may not become SC members without first becoming a Member of the TC. An SC member may resign from the SC and remain a Member of the TC.

2.15 Closing a TC

A TC may be closed by Full Majority Vote of the TC, by Resolution of the OASIS Board of Directors, or by the OASIS TC Administrator.

The TC Administrator must close a TC that has completed the deliverables listed in its Charter if the TC does not add new deliverables or that fails to elect a Chair for the period provided in Section 2.7.

The TC Administrator may close a TC that fails to conduct at least one Quorate Meeting or conduct any Work Product Ballots during any six month period; whose membership falls below the Minimum Membership; which has not completed its deliverables within the schedule listed in its Charter; or which has failed to show progress towards achieving its purpose as defined by its Charter.

2.16 [reserved]

2.17 Intellectual Property Rights Procedures

The TC shall operate in accordance with the OASIS Intellectual Property Rights (IPR) Policy.

Notices of Disclosed Claims, as defined in and required by the OASIS IPR Policy, shall be made by sending an email message to the TC Administrator, who shall post the disclosure on the TC’s web page and notify the TC via the TC general email list. The TC shall make no formal decision with regard to the applicability or validity of an IPR disclosure.

Contributions, as defined in the OASIS IPR Policy, shall be made by sending to the TC’s general email list either the contribution, or a notice that the contribution has been delivered to the TC’s document repository; a URL or other reference to the document is not sufficient. Written contributions must be converted to electronic format and delivered to the TC’s general email list or document repository. The TC is not required to acknowledge or use any Contribution.

2.18 Work Product Quality

(1) General. All documents and other files produced by the TC, including Work Products at any level of approval, must use the OASIS file naming scheme, and must include the OASIS copyright notice. All document files must be written using the OASIS document authoring templates, which shall be maintained and made available by the TC Administrator. The name of any Work Product may not include any trademarks or service marks not owned by OASIS.

(2) Acknowledgements. Any Work Product that is approved by the TC at any level must include a list of people who participated in the development of the Work Product. This list shall be initially compiled by the Chair, and any Member of the TC may add or remove their names from the list by request.

(3) References. A Work Product that is approved by the TC at any level must clearly indicate whether each reference in the Work Product to a document or artifact is a Normative Reference.

(4) File Formats. Editable formats of all versions of TC documents must be delivered to the TC’s document repository. Working Drafts may be in any format (i.e. produced by any application). All approved versions of OASIS Deliverables must be delivered to the TC’s document repository in the (1) editable source, (2) HTML or XHTML, and (3) PDF formats; and the TC must explicitly designate one of those delivered formats as the authoritative document. Any links referenced by the TC shall be to the HTML, XHTML and/or PDF formats stored using repositories and domain names owned by OASIS and as approved by the TC Administrator.

(5) Multi-Part Work Products. A Work Product may be composed of any number of files of different types, though any such multi-part Work Product must have a single Work Product name and version number. Irrespective of the number and status of the constituent parts, the Work Product as a whole must be approved by a single Work Product Ballot.

(6) Allowed changes. Any change made to a Work Product requires a new version or revision number, except for changes made to (a) the approval status, (b) the date, (c) the URIs of the Work Product as appropriate, (d) the running header/footer, (e) updates to the file names of all Work Product files and any references between them, (f) any approved Designated Cross-Reference Changes, or (g) when a Committee Note Public Review Draft is approved as a Committee Note or a Committee Specification is approved as an OASIS Standard, and prior to its publication, any references to a Committee Specification may be updated if the referenced Committee Specification has subsequently been approved and published as an OASIS Standard. All of 6(a-g) must be made after the approval of the Work Product as a Committee Specification Draft, Committee Note Draft, Committee Note, Committee Specification, Candidate OASIS Standard, or OASIS Standard.

(7) Computer Language Definitions. All normative computer language definitions that are part of the Work Product, such as XML instances, schemas and Java(TM) code, including fragments of such, must be well formed and valid.

(7a) For Standards Track Work Products:

  • All normative computer language definitions must be provided in separate plain text files;
  • Each text file must be referenced from the Work Product; and
  • Where any definition in these separate files disagrees with the definition found in the specification, the definition in the separate file prevails.

(7b) For Non-Standards Track Work Products:

  • All computer language definitions should be provided in separate plain text files; and
  • Each text file must be referenced from the Work Product

(8) Conformance Clauses.

(8a) For Standards Track Work Products:

A specification that is approved by the TC at the Committee Specification Public Review Draft, Committee Specification or OASIS Standard level must include a separate section, listing a set of numbered conformance clauses, to which any implementation of the specification must adhere in order to claim conformance to the specification (or any optional portion thereof).

(8b) For Non-Standards Track Work Products:

None required.

(9) Restrictions and Disclaimers.

Every Work Product must clearly indicate on the cover page whether it is a Standards Track Work Product or Non-Standards Track Work Product. The cover page of a Non-Standards Track Work Product must clearly and conspicuously state that the patent provisions of the IPR Policy do not apply to that Non-Standards Track Work Product.

Standards Track Work Products and Non-Standards Track Work Products must have clearly distinguishable templates and styling.

Documents which use formats that support headers and footers should indicate on every page whether the document is a Standards Track Work Product or Non-Standards Track Work Product. In these cases, every Non-Standards Track Work Product must also have a brief statement on every page that the patent provisions of the IPR Policy do not apply.

Non-Standards Track Work Products must not contain language that would otherwise fall within the definition of Normative Portion (were they subject to its provisions).

2.19 Designated Cross-Reference Changes

A TC wishing to update the Normative References or non-Normative References in one of its OASIS specifications to reflect the outcome of a pending status change in another OASIS Work Product may do so, by adopting a “Designated Cross-Reference Change” as part of its Work Product Approval Motion, which must include: (a) a list designating each of the other OASIS Work Products (including version number) that are referenced by that Work Product and whose cross-references should conditionally be updated; (b) a reference to this Section 2.19; and (c) an acknowledgement that approval and publication of the Work Product may be delayed by the Designated Cross-Reference Changes.

Designated Cross Reference Changes may only be made on Work Product Approval Motions for Committee Notes, Committee Specifications, and Candidate OASIS Standards.

The text of a proposed Designated Cross-Reference Change to a Work Product shall only include for each cross-referenced specification:

  • the current name, version and revision number;
  • the current URI;
  • the expected approval status; and
  • the expected approval dateof the cross-referenced Work Product.

The effectiveness of a proposed Designated Cross-Reference Change in a Work Product is conditioned on the resolution of the expected approval action for each cross-referenced Work Product. Therefore, if a Work Product Approval Motion includes proposed Designated Cross-Reference Changes, the effectiveness of the subject Work Product’s approval will be delayed until the resolution of all other cross-referenced Work Product approval actions. The TC Administrator will withhold announcement and certification of the Work Product itself until all such cross-referenced resolutions are complete.

If the Work Product Approval Motion (which includes Designated Cross-Reference Changes) passes, then, when the last cross-referenced approval is resolved, the final approved version will be made available with all of its conditional descriptions of the cross-referenced Work Products updated to reflect their correct status at that time.

Section 3. Approval Process

3.0 Introduction

Aside from approving Administrative Documents, the only document approvals a TC may validly perform are described in this Section.

Standards Track Work Products progress as follows:

  1. Committee Specification Draft,
  2. Committee Specification Public Review Draft,
  3. Committee Specification,
  4. Candidate OASIS Standard,
  5. OASIS Standard,
  6. Approved Errata.

Non-Standards Track Work Products progress as follows:

  1. Committee Note Draft,
  2. Committee Note Public Review Draft,
  3. Committee Note.

Each of the progressions above must begin with step 1, and no step may be skipped. However a TC is not required to progress a Work Product from one step to the next.

3.1 Approval of a Committee Draft

The TC may at any stage during development of a Work Product approve the Work Product as a Committee Specification Draft or Committee Note Draft, as appropriate. Approval of these drafts shall require a Full Majority Vote of the TC. The TC may approve a Work Product, revise it, and re-approve it any number of times as a Committee Specification Draft or Committee Note Draft.

3.2. Public Review of a Committee Draft

Before the TC can approve a Committee Specification Draft as a Committee Specification, or a Committee Note Draft as a Committee Note, the TC must conduct a public review of the work. The decision by the TC to submit the draft for public review requires a Full Majority Vote, and must be accompanied by a recommendation from the TC of external stakeholders who should be notified of the review. The draft approved to go to review shall be called a Committee Specification Public Review Draft or Committee Note Public Review Draft, as appropriate. The public review must be announced by the TC Administrator to the OASIS Membership list and optionally on other public mail lists; the TC Administrator shall at the same time issue a call for IPR disclosure for Committee Specification Public Review Drafts.

Comments from non-TC Members must be collected via the TC’s archived public comment facility; comments made through any other means (unless made by a TC Member via the TC email list) shall not be accepted. The TC must acknowledge the receipt of each comment, track the comments received, and post to its primary e-mail list its disposition of each comment at the end of the review period.

No changes may be made to the public review draft during a review. If the TC decides by Full Majority Vote that changes are required, the draft shall be withdrawn from review after the Chair informs the TC Administrator, and then subsequently resubmitted by the TC for a new Public Review cycle of the same type, either initial or subsequent.

The TC may conduct any number of review cycles (e.g. approval to send a Committee Specification Draft to public review, collecting comments, making edits to the Committee Specification Draft, etc.). The initial public review of a public review draft must take place for a minimum of 30 days, and any subsequent reviews must be held for a minimum of 15 days. Changes made to a committee draft after a review must be clearly identified in any subsequent review, and the subsequent review shall be limited in scope to changes made in the previous review. Before starting another review cycle the revisions must be re-approved as a Committee Specification Draft or Committee Note Draft, as appropriate, and then approved to go to public review by the TC.

If any changes are made to the draft after the public review, whether as a result of public review comments or from TC Member input, then the TC must conduct another review cycle. The draft may not be considered for approval by the TC as a Committee Specification or Committee Note until it has undergone a review cycle during which it has received no comments that result in any changes.

3.3 Approval of a Committee Specification or Committee Note

After the public review, the TC may approve the Committee Specification Draft as a Committee Specification or the Committee Note Draft as a Committee Note. If any comments have been received during the most recent Public Review period, that vote may not commence any earlier than 7 days after the last day of that Public Review. The approval of a Committee Specification or Committee Note shall require a Special Majority Vote. The TC Chair shall notify the TC Administrator that the TC is ready to vote on the approval of the Committee Specification or Committee Note, and provide to the TC Administrator the location of the editable versions of the files. The TC Administrator shall set up and conduct the ballot to approve the Committee Specification or Committee Note.

3.4 Approval of an OASIS Standard

[Effective date of Section 3.4:

Specifications that, on the effective date of this policy are currently out for 60-day Public Review, or have completed a 60-day Public Review; AND are submitted for OASIS Standard ballot within 90 days of the effective date of this policy, will be subject to the requirements in Section 3.4 in effect on 1 September 2009. Any specifications that have not yet been submitted for Public Review, have been submitted but the Public Review has not yet been announced, or have completed the Public Review process but are not submitted for OASIS Standard ballot within 90 days of the effective date of this policy will be subject to the requirements below.]

Approval of an OASIS Standard is a three-step process:

  1. Submission of a Candidate OASIS Standard to the TC Administrator,
  2. Completion of a public review lasting a minimum of 60 days, and
  3. A membership-wide ballot.

3.4.1 Submission of a Candidate OASIS Standard

After the approval of a Committee Specification, and after three Statements of Use explicitly referencing the Committee Specification, including approval date, have been presented to the TC, a TC may resolve by Special Majority Vote to submit the Committee Specification as a Candidate OASIS Standard. The TC may decide to withdraw the submission, by Special Majority Vote, at any time until the final approval. Upon Resolution of the TC to submit the specification, its Chair shall submit the following items to the TC Administrator:

(a) Links to the Candidate OASIS Standard in the TC’s document repository, and any appropriate supplemental documentation, all of which must be written using the OASIS templates in effect at the time of the Committee Specification approval vote. The specification must not have been changed between its approval as a Committee Specification and its submission to OASIS for consideration as an OASIS Standard, except for the changes allowed in Section 2.18(6).

(b) The editable version of all files that are part of the Candidate OASIS Standard;

(c) Certification by the TC that all schema and XML instances included in the specification, whether by inclusion or reference, including fragments of such, are well formed, and that all expressions are valid;

(d) A clear English-language summary of the specification;

(e) A statement regarding the relationship of this specification to similar work of other OASIS TCs or other standards developing organizations;

(f) The Statements of Use presented above;

(g) The beginning and ending dates of the public review(s), a pointer to the announcement of the public review(s), and a pointer to an account of each of the comments/issues raised during the public review period(s), along with its resolution;

(h) An account of and results of the voting to approve the specification as a Candidate OASIS Standard, including the date of the ballot and a pointer to the ballot;

(i) An account of or pointer to votes and comments received in any earlier attempts to standardize substantially the same specification, together with the originating TC’s response to each comment;

(j) A pointer to the publicly visible comments archive for the originating TC; and

(k) The length of the Candidate OASIS Standard public review, if greater than the required 60 days.

The TC Administrator shall complete administrative processing and checking for completeness and correctness of the submission within 15 days. If the submission is incomplete it shall be rejected but may be resubmitted at a later time.

No part of the submission may be changed or altered in any way after being submitted to the TC Administrator, including by Errata or corrigenda. Errata, corrigenda or other changes to an OASIS Standard are not permitted after its submission for OASIS Standard approval.

3.4.2 Public Review of a Candidate OASIS Standard

A public review of the Candidate OASIS Standard shall be announced by the TC Administrator to the OASIS Membership list and optionally on other public mail lists.

Comments from non-TC Members must be collected via the TC’s archived public comment facility; comments made through any other means (unless made by a TC Member via the TC email list) shall not be accepted. The TC must acknowledge the receipt of each comment, track the comments received, and post to its primary e-mail list the disposition of each comment at the end of the review period.

No changes may be made to the Candidate OASIS Standard during a review. If the TC decides by Full Majority Vote that changes are needed, then the specification must be withdrawn from review after the Chair informs the TC Administrator.

Upon completion of the public review, the Chair must notify the TC Administrator of the results.

  • If no comments were received, the TC Administrator must start the ballot for OASIS Standard approval within 7 days of notification.
  • If comments were received, but no changes are to be made to the Candidate OASIS Standard, the Chair will request that the TC Administrator start a Special Majority Ballot for the TC to approve continuing with the OASIS Standard ballot. The TC Administrator will begin said ballot within 7 days of receipt. Upon successful completion of that ballot, the TC Administrator will, within 7 days, begin the ballot for OASIS Standard approval.
  • If comments were received that result in a modification to the Candidate OASIS Standard, the editors(s) will prepare a revised specification to be approved as a Committee Specification Draft by the TC and proceed with a subsequent Public Review as noted in Section 3.2. Before resubmission the specification must be approved as a Committee Specification.

3.4.3 Balloting for OASIS Standard approval

In votes upon Candidate OASIS Standards, each OASIS Organizational Member at the time the ballot is issued shall be entitled to cast one vote. Votes shall be cast via the publicly archived electronic voting facility supplied by OASIS. A ballot announcement will be sent to each member entitled to vote and shall specify the ballot closing date and time. Ballots shall be publicly visible during voting. Eligible voters may change their vote up until the end of the 14-day voting period. The results of a vote on a proposed standard shall be provided to the membership and to the TC no later than seven days following the close of the voting period.

If at the end of the voting period at least 15 percent of the voting OASIS Membership has voted to approve the proposed standard, and if no votes have been cast to disapprove the proposed standard, it shall become an OASIS Standard immediately following the end of the voting period. If negative votes have been cast amounting to 25 percent or more of the votes cast, or if less than 15 percent of the voting OASIS Membership has cast positive votes to approve the proposed standard, the ballot is deemed to have failed and the submission fails.

However, if negative votes are cast amounting to less than 25 percent of the votes that have been cast, the TC shall be notified of the negative votes, after which the TC shall have 30 days to take one of the following actions by Resolution of a Special Majority Vote: (a) request the TC Administrator to approve the specification as submitted despite the negative votes; (b) withdraw the submission entirely; or (c) submit an amended specification, in which case the amended submission shall be considered as if it were a new submission, except that information regarding previous votes and any disposition of comments received in previous votes shall accompany the amended submission. If the originating TC upon notification of negative votes takes no formal action within the 30 days allocated for consideration of the results, then the specification shall not become an OASIS Standard.

Failure of a ballot for any reason shall not prevent a later version of the same specification from being submitted again as specified in this section.

3.5 Approved Errata

A TC may approve a set of Errata to an OASIS Standard which it developed as “Approved Errata” by:

(a) Adopting the set of proposed corrections as a Committee Specification Draft, in the form of a list of changes, and optionally accompanied by a copy of the original OASIS Standard text marked to incorporate the proposed changes.

(b) Confirming by Full Majority Vote that the proposed corrections do not constitute a Substantive Change.

(c) Submitting the proposed corrections for a 15-day public review, and completing that review, pursuant to Section 3.2.

(d) After the public review, confirming the proposed corrections as Approved Errata by a Full Majority Vote.

Once approved, the Approved Errata shall be made available with the OASIS Standard it corrects, in any publication of that OASIS Standard. Disposition of Approved Errata must be identified in the subsequent Committee Specification Public Review Draft of the corrected OASIS Standard.

A TC may not adopt Approved Errata to an OASIS Standard more than once in any consecutive six-month period.

Section 4. Board of Directors Involvement in the TC Process

4.1 OASIS TC Administrator

The “OASIS TC Administrator,” as defined in Section 1 of this TC Process, shall act as the Technical Committee Liaison to the Board for the purpose of keeping the Board apprised of activities related to the TC Process. The specific duties of the TC Liaison shall be specified by the Board in consultation with the TC Administrator but shall, at a minimum, provide for the submission to the Board of a notice when a proposal has been received for the creation of a new TC and when a TC submits a Committee Specification as a Candidate OASIS Standard. Such notice shall be delivered via email to the Board immediately upon the receipt of the submission by the TC Administrator. The TC Administrator shall also send a copy of proposals for the creation of new TCs to the Technical Advisory Board (TAB) for their comment.

Notwithstanding anything to the contrary contained in this TC Process, upon majority vote of the members of the Board at a meeting thereof duly called and constituted, the creation of a new TC may be prevented, or a proposed OASIS Standard may be withheld from voting by OASIS Membership; the proposal or the submission shall be returned to the proposers or the sponsoring TC for additional consideration, with an explanation of the reasons for such action.

The Board of Directors may amend this TC Process at any time and from time to time at its sole discretion.

4.2 Appeals

Any Eligible Person who believes that

  • an action taken or not taken by or with respect to TCs, or
  • actions taken or not taken by the TC Administrator,

is in violation of the procedures set forth in this TC Process or OASIS policies specified by the OASIS Board of Directors, may appeal such action or inaction.

Appellants shall file a complaint within 30 days of the action being appealed or at any time with respect to an inaction. The complaint shall state the nature of the objection(s), including any direct and material adverse effects upon the appellants; the section(s) of this TC Process or OASIS policies at issue; the actions or inactions at issue; and the specific remedial action(s) that would satisfy the appellants’ concerns. Previous efforts to resolve the objection(s) and the outcome of each shall be noted.

Appeals regarding actions or inactions of a TC must be made to the TC Administrator.

Appeals regarding actions or inactions of the TC Administrator must be made to the OASIS Board of Directors.

In the case of an appeal to the TC Administrator: within 15 days of receipt of the complaint, the TC Administrator shall provide a copy of the complaint to the TC; and within 30 days of such receipt, shall render a decision, with a copy to the TC.

In the case of an appeal to the OASIS Board of Directors: such appeal, in order to be valid, shall be sent to the board comment list (oasis-board-comment@lists.oasis-open.org) and the relevant TC(s). The Board shall hold a hearing (with the appellants invited) within 45 days of receipt of the appeal. The Board shall render its decision within 30 days. The decision of the Board shall be final.

The OASIS Board of Directors has the authority to effect such remedial action as may be necessary to remedy a complaint brought under this TC Process.

Section 5. Application to Existing TCs

This TC Process applies to previously established TCs upon its adoption.

Dates Approved:  Wed, 2010-07-28 Effective:  Fri, 2010-10-15

Intellectual Property Rights (IPR) Policy (28 July 2010)

1. INTRODUCTION
2. DEFINITIONS
3. CONFIDENTIALITY
4. TC FORMATION
5. CONTRIBUTIONS
6. LIMITED PATENT COVENANT FOR SPECIFICATION DEVELOPMENT
7. FEEDBACK
8. DISCLOSURE
9. TYPES OF OBLIGATIONS
10. LICENSING REQUIREMENTS
11. WITHDRAWAL AND TERMINATION
12. LIMITATIONS OF LIABILITY
13. GENERAL
14. NOTICES
Appendix A. Feedback License
Appendix B. Copyright License Grant

1. INTRODUCTION

The OASIS Intellectual Property Rights (IPR) Policy governs the treatment of intellectual property in the production of deliverables by OASIS Open (hereafter referred to as OASIS).

This Policy applies to all members of OASIS and their Affiliates (as defined below). The OASIS Board of Directors may amend this Policy at any time in its sole discretion. In the event of such change to this Policy, the Board will provide instructions for transition of membership and Technical Committees to the new Policy; however, no amendment to this Policy will be effective in less than 60 calendar days from the date that written notice of such amendment is given to the Member at its address of record with OASIS.

2. DEFINITIONS

Each capitalized term within this document shall have the meaning provided below:

  1. Affiliate – any entity that directly or indirectly controls, is controlled by, or is under common control with, another entity, so long as such control exists. In the event that such control ceases to exist, such Affiliate will be deemed to have withdrawn from OASIS pursuant to the terms set forth in the withdrawal provisions in Section 11. For purposes of this definition, with respect to a business entity, control means direct or indirect beneficial ownership of or the right to exercise (i) greater than fifty percent (50%) of the voting stock or equity in an entity; or (ii) greater than fifty percent (50%) of the ownership interest representing the right to make the decisions for the subject entity in the event that there is no voting stock or equity.
  2. Beneficiary – any organization, including its Affiliates as defined in this Policy, or individual who benefits from the OASIS Non-Assertion Covenant with respect to Essential Claims from Obligated Parties for a particular OASIS Standards Final Deliverable. A Beneficiary need not be an OASIS member.
  3. Continuing Licensing or Non-Assertion Obligation – a licensing or non-assertion obligation, of the types defined by Section 9 of this Policy, which survives a TC Party’s withdrawal from an OASIS Technical Committee.
  4. Contribution – any material submitted to an OASIS Technical Committee by a TC Member in writing or electronically, whether in an in-person meeting or in any electronic conference or mailing list maintained by OASIS for the OASIS Technical Committee and which is or was proposed for inclusion in an OASIS Deliverable.
  5. Contribution Obligation – a licensing or non-assertion requirement, as described in Section 10 that results from making a Contribution as described in Section 9.1.
  6. Contributor – a TC Party on whose behalf a Contribution is made by the TC Party’s TC Member.
  7. Covered Product – includes only those specific portions of a product (hardware, software or combinations thereof) that (a) implement and are compliant with all Normative Portions of an OASIS Standards Final Deliverable produced by a Non-Assertion Mode TC that must be implemented to comply with such deliverable, and (b) to the extent that the product implements one or more optional portions of such deliverable, those portions that implement and are compliant with all Normative Portions that must be implemented to comply with such optional portions of the deliverable.
  8. Eligible Person – one of a class of individuals that include: persons holding individual memberships in OASIS, employees or designees of organizational members of OASIS, and such other persons as may be designated by the OASIS Board of Directors.
  9. Essential Claims – those claims in any patent or patent application in any jurisdiction in the world that would necessarily be infringed by an implementation of those portions of a particular OASIS Standards Final Deliverable created within the scope of the TC charter in effect at the time such deliverable was developed. A claim is necessarily infringed hereunder only when it is not possible to avoid infringing it because there is no non-infringing alternative for implementing the Normative Portions of that particular OASIS Standards Final Deliverable. Existence of a non-infringing alternative shall be judged based on the state of the art at the time the OASIS Standards Final Deliverable is approved.
  10. Feedback – any written or electronic input provided to an OASIS Technical Committee by individuals who are not TC Members and which is proposed for inclusion in an OASIS Deliverable. All such Feedback must be made under the terms of the Feedback License (Appendix A).
  11. Final Maintenance Deliverable – Any OASIS Standards Final Deliverable that results entirely from Maintenance Activity.
  12. IPR Mode – an element of an OASIS TC charter, which specifies the type of licenses or non-assertion covenants required for any Essential Claims associated with the output produced by a given Technical Committee. This is further described in Section 4.
  13. Licensed Products – include only those specific portions of a Licensee’s products (hardware, software or combinations thereof) that (a) implement and are compliant with all Normative Portions of an OASIS Standards Final Deliverable that must be implemented to comply with such deliverable, and (b) to the extent that the Licensee’s products implement one or more optional portions of such deliverable, those portions of Licensee’s products that implement and are compliant with all Normative Portions that must be implemented to comply with such optional portions of the deliverable.
  14. Licensee – any organization, including its Affiliates as defined in this Policy, or individual that licenses Essential Claims from Obligated Parties for a particular OASIS Standards Final Deliverable. Licensees need not be OASIS members.
  15. Maintenance Activity – Any drafting or development work to modify an OASIS Standards Final Deliverable that (a) constitutes only error corrections, bug fixes or editorial formatting changes to the OASIS Standards Final Deliverable; and (b) does not add any feature; and (c) is within the scope of the TC that approved the OASIS Standards Final Deliverable (whether or not the work is conducted by the same TC).
  16. Normative Portion – a portion of an OASIS Standards Final Deliverable that must be implemented to comply with such deliverable. If such deliverable defines optional parts, Normative Portions include those portions of the optional part that must be implemented if the implementation is to comply with such optional part. Examples and/or reference implementations and other specifications or standards that were developed outside the TC and which are referenced in the body of a particular OASIS Standards Final Deliverable that may be included in such deliverable are not Normative Portions.
  17. Non-Assertion Mode TC – an OASIS TC that is chartered under the Non-Assertion IPR Mode described in Section 4.
  18. OASIS Deliverable – a work product developed by a Technical Committee within the scope of its charter which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  19. OASIS Standards Draft Deliverable – an OASIS Deliverable that has been designated and approved by a Technical Committee as an OASIS Standards Draft Deliverable and which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  20. OASIS Standards Final Deliverable – an OASIS Deliverable that has been designated and approved by a Technical Committee as an OASIS Standards Final Deliverable and which is enumerated in and developed in accordance with the OASIS Technical Committee Process.
  21. OASIS Party – a member of OASIS (i.e., an entity that has executed an OASIS Membership Agreement) and its Affiliates.
  22. OASIS TC Administrator – the person(s) appointed to represent OASIS in administrative matters relating to TCs as provided by the OASIS Technical Committee Process.
  23. OASIS Technical Committee (TC) – a group of Eligible Persons formed, and whose actions are conducted, according to the provisions of the OASIS Technical Committee Process.
  24. OASIS Technical Committee Process – the “OASIS OPEN TECHNICAL COMMITTEE PROCESS”, as from time to time amended, which describes the operation of Technical Committees at OASIS.
  25. Obligated Party – a TC Party that incurs a licensing or non-assertion obligation for its Essential Claims by either a Contribution Obligation or a Participation Obligation.
  26. Participation Obligation – a licensing or non-assertion requirement, as described in Section 10, that arises from membership in an OASIS Technical Committee, as described in Section 9.2.
  27. RAND Mode TC – an OASIS TC that is chartered under the RAND IPR Mode described in Section 4.
  28. RF Mode TC – an OASIS TC that is chartered under one of the RF IPR Modes described in Section 4.
  29. TC Member – an Eligible Person who has completed the requirements to join a TC during the period in which s/he maintains his or her membership as described by the OASIS Technical Committee Process. A TC Member may represent the interests of a TC Party in the TC.
  30. TC Party – an OASIS Party that is, or is represented by, a TC Member in the relevant Technical Committee.

3. CONFIDENTIALITY

Neither Contributions nor Feedback that are subject to any requirement of confidentiality may be considered in any part of the OASIS Technical Committee Process. All Contributions and Feedback will therefore be deemed to have been submitted on a non-confidential basis, notwithstanding any markings or representations to the contrary, and OASIS shall have no obligation to treat any such material as confidential.

4. TC FORMATION

At the time a TC is chartered, the proposal to form the TC must specify the IPR Mode under which the Technical Committee will operate. This Policy describes the following IPR Modes:

  1. RAND – requires all Obligated Parties to license their Essential Claims using the RAND licensing elements described in Section 10.1.
  2. RF on RAND Terms – requires all Obligated Parties to license their Essential Claims using the RF licensing elements described in Sections 10.2.1 and 10.2.2.
  3. RF on Limited Terms – requires all Obligated Parties to license their Essential Claims using the RF licensing elements described in Sections 10.2.1 and 10.2.3.
  4. Non-Assertion – requires all Obligated Parties to provide an OASIS Non-Assertion Covenant as described in Section 10.3.

A TC may not change its IPR Mode without closing and submitting a new charter.

5. CONTRIBUTIONS

5.1 General

At the time of submission of a Contribution for consideration by an OASIS Technical Committee, each named co-Contributor (and its respective Affiliates) is deemed to agree to the following terms and conditions and to make the following representations (based on the actual knowledge of the TC Member(s) making the Contribution, with respect to items 3 – 5 below, inclusive):

  1. OASIS has no duty to publish or otherwise use or disseminate any Contribution.
  2. OASIS may reference the name(s) of the Contributor(s) for the purpose of acknowledging and publishing the Contribution.
  3. The Contribution properly identifies any holders of copyright interests in the Contribution.
  4. No information in the Contribution is confidential, and OASIS may freely disclose any information in the Contribution.
  5. There are no limits to the Contributor’s ability to make the grants, acknowledgments, and agreements required by this Policy with respect to such Contribution.

5.2 Copyright Licenses

  1. To the extent that a Contributor holds a copyright interest in its Contribution, such Contributor grants to OASIS a perpetual, irrevocable, non-exclusive, royalty-free, worldwide copyright license, with the right to directly and indirectly sublicense, to copy, publish, and distribute the Contribution in any way, and to prepare derivative works that are based on or incorporate all or part of the Contribution solely for the purpose of developing and promoting the OASIS Deliverable and enabling (subject to the rights of the owners of any Essential Claims) the implementation of the same by Licensees or Beneficiaries.
  2. To the extent that a Contribution is subject to copyright by parties that are not Contributors, the submitter(s) must provide OASIS with a signed “Copyright License Grant” (Appendix B) from each such copyright owner whose permission would be required to permit OASIS to exercise the rights described in Appendix B.

5.3 Trademarks

  1. Trademarks or service marks that are not owned by OASIS shall not be used by OASIS, except as approved by the OASIS Board of Directors, to refer to work conducted at OASIS, including the use in the name of an OASIS TC, an OASIS Deliverable, or incorporated into such work.
  2. No OASIS Party may use an OASIS trademark or service mark in connection with an OASIS Deliverable or otherwise, except in compliance with such license and usage guidelines as OASIS may from time to time require.

6. LIMITED PATENT COVENANT FOR DELIVERABLE DEVELOPMENT

To permit TC Members and their TC Parties to develop implementations of OASIS Standards Draft Deliverables being developed by a TC, each TC Party represented by a TC Member in a TC, at such time that the TC Member joins the TC, grants to each other TC Party in that TC automatically and without further action on its part, and on an ongoing basis, a limited covenant not to assert any Essential Claims required to implement such OASIS Standards Draft Deliverable and covering making or using (but not selling or otherwise distributing) an implementation of such OASIS Standards Draft Deliverable, solely for the purpose of testing and developing such deliverable and only until either the OASIS Standards Draft Deliverable is approved as an OASIS Standards Final Deliverable or the Technical Committee is closed.

7. FEEDBACK

  1. OASIS encourages Feedback to OASIS Deliverables from both OASIS Parties who are not TC Parties and the public at large. Feedback will be accepted only under the “Feedback License” (Appendix A).
  2. OASIS will require that submitters of Feedback agree to the terms of the Feedback License before transmitting submitted Feedback to the Technical Committee.

8. DISCLOSURE

  1. Disclosure Obligations – Each TC Party shall disclose to OASIS in writing the existence of all patents and/or patent applications owned or claimed by such TC Party that are actually known to the TC Member directly participating in the TC, and which such TC Member believes may contain any Essential Claims or claims that might become Essential Claims upon approval of an OASIS Standards Final Deliverable as such document then exists (collectively, “Disclosed Claims”).
  2. Disclosure of Third Party Patent Claims – Each TC Party whose TC Members become aware of patents or patent applications owned or claimed by a third party that contain claims that might become Essential Claims upon approval of an OASIS Standards Final Deliverable should disclose them, provided that such disclosure is not prohibited by any confidentiality obligation binding upon them. It is understood that any TC Party that discloses third party patent claims to OASIS does not take a position on the essentiality or relevance of the third party claims to the OASIS Standards Final Deliverable in its then-current form.

    In both cases (Sections 8.1 and 8.2), it is understood and agreed that such TC Party(s)’ TC Member(s) do not represent that they know of all potentially pertinent claims of patents and patent applications owned or claimed by the TC Party or any third parties. For the avoidance of doubt, while the disclosure obligation under Sections 8.1 and 8.2 applies directly to all TC Parties, this obligation is triggered based on the actual knowledge of the TC Party’s TC Members regarding the TC Party’s patents or patent applications that may contain Essential Claims.

  3. Disclosure Requests – Disclosure requests will be included as described in Section 12 with all public review copies of OASIS Standards Final Deliverables. All OASIS Parties are encouraged to review such OASIS Standards Final Deliverables and make appropriate disclosures.
  4. Limitations – A disclosure request and the obligation to disclose set forth above do not imply any obligations on the recipients of disclosure requests (collectively or individually) or on any OASIS Party to perform or conduct patent searches. Nothing in this Policy nor the act of receiving a disclosure request for an OASIS Standards Final Deliverable, regardless of whether it is responded to, shall be construed or otherwise interpreted as any kind of express or implied representation with respect to the existence or non-existence of patents or patent applications which contain Essential Claims, other than that such TC Party has acted in good faith with respect to its disclosure obligations.
  5. Information – Any disclosure of Disclosed Claims shall include (a) in the case of issued patents and published patent applications, the patent or patent application publication number, the associated country and, as reasonably practicable, the relevant portions of the applicable OASIS Standards Final Deliverable; and (b) in the case of unpublished patent applications, the existence of the unpublished application and, as reasonably practicable, the relevant portions of the applicable OASIS Standards Final Deliverable.

9. TYPES OF OBLIGATIONS

9.1 Contribution Obligation

A TC Party has a Contribution Obligation, which arises at the time the Contribution is submitted to a TC, to license or provide under non-assertion covenants as appropriate for the IPR mode described in Section 10, any claims under its patents or patent applications that become Essential Claims when such Contribution is incorporated (either in whole or in part) into (a) the OASIS Standards Final Deliverable produced by the TC that received the Contribution, or (b) any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable.

9.2 Participation Obligation

A TC Party has a Participation Obligation to license or provide under non-assertion covenant as appropriate for the IPR mode, as described in Section 10, any claims under its patents or patent applications that would be Essential Claims in the then current OASIS Standards Draft Deliverable, if that draft subsequently becomes an OASIS Standards Final Deliverable, even if the TC Party is not a Contributor, when all of the following conditions are met:

  • An OASIS Standards Final Deliverable is finally approved that incorporates such OASIS Standards Draft Deliverable, either in whole or in part;
  • The TC Party has been on, or has been represented by TC Member(s) on such TC for a total of sixty (60) calendar days, which need not be continuous;
  • The TC Party is on, or is represented by TC Member(s) on such TC after a period of seven (7) calendar days after the ballot to approve such OASIS Standards Draft Deliverable has elapsed.

Once the foregoing conditions are met, that TC Party’s Participation Obligation so to license or provide a non-assertion covenant continues with respect to that OASIS Standards Final Deliverable, and any Final Maintenance Deliverable subsequently approved with respect to that OASIS Standards Final Deliverable.

For organizational TC Parties, the membership threshold is met by one or more employees or organizational designees of such Parties having been a TC Member on any 60 calendar days, although any given calendar day is only one day of membership, regardless of the number of participants on that day.

Each time a new OASIS Standards Draft Deliverable is approved by the TC, the Participation Obligation adjusts to encompass the material in the latest OASIS Standards Draft Deliverable seven days after such draft has been approved for publication.

10. LICENSING REQUIREMENTS

10.1 RAND Mode TC Requirements

For an OASIS Standards Final Deliverable developed by a RAND Mode TC, except where a Licensee has a separate, signed agreement under which the Essential Claims are licensed to such Licensee on more favorable terms and conditions than set forth in this section (in which case such separate signed agreement shall supersede this Limited Patent License), each Obligated Party in such TC hereby covenants that, upon request and subject to Section 11, it will grant to any OASIS Party or third party: a nonexclusive, worldwide, non-sublicensable, perpetual patent license (or an equivalent non-assertion covenant) under its Essential Claims covered by its Contribution Obligations or Participation Obligations on fair, reasonable, and non-discriminatory terms to make, have made, use, market, import, offer to sell, and sell, and to otherwise directly or indirectly distribute (a) Licensed Products that implement such OASIS Standards Final Deliverable, and (b) Licensed Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable. Such license need not extend to features of a Licensed Product that are not required to comply with the Normative Portions of such OASIS Standards Final Deliverable or Final Maintenance Deliverable. For the sake of clarity, the rights set forth above include the right to directly or indirectly authorize a third party to make unmodified copies of the Licensee’s Licensed Products and to license (optionally under the third party’s license) the Licensee’s Licensed Products within the scope of, and subject to the terms of, the Obligated Party’s license.

At the election of the Obligated Party, such license may include a term requiring the Licensee to grant a reciprocal license to its Essential Claims (if any) covering the same OASIS Standards Final Deliverable and any such Final Maintenance Deliverable. Such term may require the Licensee to grant licenses to all implementers of such deliverable. The Obligated Party may also include a term providing that such license may be suspended with respect to the Licensee if that Licensee first sues the Obligated Party for infringement by the Obligated Party of any of the Licensee’s Essential Claims covering the same OASIS Standards Final Deliverable or any such Final Maintenance Deliverable.

License terms that are fair, reasonable, and non-discriminatory beyond those specifically mentioned above are left to the Licensees and Obligated Parties involved.

10.2 RF Mode TC Requirements

10.2.1 Common

For an OASIS Standards Final Deliverable developed by an RF Mode TC, except where a Licensee has a separate, signed agreement under which the Essential Claims are licensed to such Licensee on more favorable terms and conditions than set forth in this section (in which case such separate signed agreement shall supersede this Limited Patent License), each Obligated Party in such TC hereby covenants that, upon request and subject to Section 11, it will grant to any OASIS Party or third party: a nonexclusive, worldwide, non-sublicensable, perpetual patent license (or an equivalent non-assertion covenant) under its Essential Claims covered by its Contribution Obligations or Participation Obligations without payment of royalties or fees, and subject to the applicable Section 10.2.2 or 10.2.3, to make, have made, use, market, import, offer to sell, and sell, and to otherwise directly or indirectly distribute (a) Licensed Products that implement such OASIS Standards Final Deliverable, and (b) Licensed Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable. Such license need not extend to features of a Licensed Product that are not required to comply with the Normative Portions of such OASIS Standards Final Deliverable or Final Maintenance Deliverable. For the sake of clarity, the rights set forth above include the right to directly or indirectly authorize a third party to make unmodified copies of the Licensee’s Licensed Products and to license (optionally under the third party’s license) the Licensee’s Licensed Products, within the scope of, and subject to the terms of, the Obligated Party’s license.

At the election of the Obligated Party, such license may include a term requiring the Licensee to grant a reciprocal license to its Essential Claims (if any) covering the same OASIS Standards Final Deliverable. Such term may require the Licensee to grant licenses to all implementers of such deliverable. The Obligated Party may also include a term providing that such license may be suspended with respect to the Licensee if that Licensee first sues the Obligated Party for infringement by the Obligated Party of any of the Licensee’s Essential Claims covering the same OASIS Standards Final Deliverable.

10.2.2 RF on RAND Terms

With TCs operating under the RF on RAND Terms IPR Mode, license terms that are fair, reasonable, and non-discriminatory beyond those specifically mentioned in Section 10.2.1 may also be included, and such additional RAND terms are left to the Licensees and Obligated Parties involved.

10.2.3 RF on Limited Terms

With TCs operating under the RF on Limited Terms IPR Mode, Obligated Parties may not impose any further conditions or restrictions beyond those specifically mentioned in Section 10.2.1 on the use of any technology or intellectual property rights, or other restrictions on behavior of the Licensee, but may include reasonable, customary terms relating to operation or maintenance of the license relationship, including the following: choice of law and dispute resolution.

10.3. Non-Assertion Mode TC Requirements

10.3.1. For an OASIS Standards Final Deliverable developed by a Non-Assertion Mode TC, and any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable, each Obligated Party in such TC hereby makes the following world-wide “OASIS Non-Assertion Covenant”.

Each Obligated Party in a Non-Assertion Mode TC irrevocably covenants that, subject to Section 10.3.2 and Section 11 of the OASIS IPR Policy, it will not assert any of its Essential Claims covered by its Contribution Obligations or Participation Obligations against any OASIS Party or third party for making, having made, using, marketing, importing, offering to sell, selling, and otherwise distributing Covered Products that implement an OASIS Standards Final Deliverable developed by that TC and Covered Products that implement any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable.

10.3.2. The covenant described in Section 10.3.1 may be suspended or revoked by the Obligated Party with respect to any OASIS Party or third party if that OASIS Party or third party asserts an Essential Claim in a suit first brought against, or attempts in writing to assert an Essential Claim against, a Beneficiary with respect to a Covered Product that implements the same OASIS Standards Final Deliverable or any such Final Maintenance Deliverable.

11. WITHDRAWAL AND TERMINATION

A TC Party may withdraw from a TC at any time by notifying the OASIS TC Administrator in writing of such decision to withdraw. Withdrawal shall be deemed effective when such written notice is sent.

11.1 Withdrawal from a Technical Committee

A TC Party that withdraws from an OASIS Technical Committee shall have Continuing Licensing or Non-Assertion Obligations based on its Contribution Obligations and Participation Obligations as follows:

  1. A TC Party that has incurred neither a Contribution Obligation nor a Participation Obligation prior to withdrawal has no licensing or non-assertion obligations for OASIS Standards Final Deliverable(s) originating from that OASIS TC.
  2. A TC Party that has incurred a Contribution Obligation prior to withdrawal continues to be subject to its Contribution Obligation.
  3. A TC Party that has incurred a Participation Obligation prior to withdrawal continues to be subject to its Participation Obligation but only with respect to OASIS Standards Draft Deliverable(s) approved more than seven (7) calendar days prior to its withdrawal.

11.2 Termination of an OASIS Membership

An OASIS Party that terminates its OASIS membership (voluntarily or involuntarily) is deemed to withdraw from all TCs in which that OASIS Party has TC Member(s) representing it, and such OASIS Party remains subject to Continuing Licensing or Non-Assertion Obligations for each such TC based on its Obligated Party status in that TC on the date that its membership termination becomes effective.

12. LIMITATIONS OF LIABILITY

All OASIS Deliverables are provided “as is”, without warranty of any kind, express or implied, and OASIS, as well as all OASIS Parties and TC Members, expressly disclaim any warranty of merchantability, fitness for a particular or intended purpose, accuracy, completeness, non-infringement of third party rights, or any other warranty.

In no event shall OASIS or any of its constituent parts (including, but not limited to, the OASIS Board of Directors), be liable to any other person or entity for any loss of profits, loss of use, direct, indirect, incidental, consequential, punitive, or special damages, whether under contract, tort, warranty, or otherwise, arising in any way out of this Policy, whether or not such party had advance notice of the possibility of such damages.

In addition, except for grossly negligent or intentionally fraudulent acts, OASIS Parties and TC Members (or their representatives), shall not be liable to any other person or entity for any loss of profits, loss of use, direct, indirect, incidental, consequential, punitive, or special damages, whether under contract, tort, warranty, or otherwise, arising in any way out of this Policy, whether or not such party had advance notice of the possibility of such damages.

OASIS assumes no responsibility to compile, confirm, update or make public any assertions of Essential Claims or other intellectual property rights that might be infringed by an implementation of an OASIS Deliverable.

If OASIS at any time refers to any such assertions by any owner of such claims, OASIS takes no position as to the validity or invalidity of such assertions, or that all such assertions that have or may be made have been referred to.

13. GENERAL

13.1. By ratifying this document, OASIS warrants that it will not inhibit the traditional open and free access to OASIS documents for which license and right have been assigned or obtained according to the procedures set forth in this section. This warranty is perpetual and will not be revoked by OASIS or its successors or assigns as to any already adopted OASIS Standards Final Deliverable; provided, however, that neither OASIS nor its assigns shall be obligated to:

  1. 13.1.1. Perpetually maintain its existence; nor
  2. 13.1.2. Provide for the perpetual existence of a website or other public means of accessing OASIS Standards Final Deliverables; nor
  3. 13.1.3. Maintain the public availability of any given OASIS Standards Final Deliverable that has been retired or superseded, or which is no longer being actively utilized in the marketplace.

13.2. Where any copyrights, trademarks, patents, patent applications, or other proprietary rights are known, or claimed, with respect to any OASIS Deliverable and are formally brought to the attention of the OASIS TC Administrator, OASIS shall consider appropriate action, which may include disclosure of the existence of such rights, or claimed rights. The OASIS Technical Committee Process shall prescribe the method for providing this information.

  1. 13.2.1. OASIS disclaims any responsibility for identifying the existence of or for evaluating the applicability of any claimed copyrights, trademarks, patents, patent applications, or other rights, and will make no assurances on the validity or scope of any such rights.
  2. 13.2.2. Where the OASIS TC Administrator is formally notified of rights, or claimed rights under Section 8.8 with respect to entities other than Obligated Parties, the OASIS President shall attempt to obtain from the claimant of such rights a written assurance that any Licensee will be able to obtain the right to utilize, use, and distribute the technology or works when implementing, using, or distributing technology based upon the specific OASIS Standards Final Deliverable (or, in the case of an OASIS Standards Draft Deliverable, that any Licensee will then be able to obtain such a right) under terms that are consistent with this Policy. All such information will be made available to the TC that produced such deliverable, but the failure to obtain such written assurance shall not prevent votes from being conducted, except that the OASIS TC Administrator may defer approval for a reasonable period of time where a delay may facilitate the obtaining of such assurances. The results will, however, be recorded by the OASIS TC Administrator, and made available to the public. The OASIS Board of Directors may also direct that a summary of the results be included in any published OASIS Standards Final Deliverable.
  3. 13.2.3. Except for the rights expressly provided herein, neither OASIS nor any OASIS Party grants or receives, by implication, estoppel, or otherwise, any rights under any patents or other intellectual property rights of the OASIS Party, OASIS, any other OASIS Party, or any third party.

13.3. Solely for purposes of Section 365(n) of Title 11, United States Bankruptcy Code, and any equivalent law in any foreign jurisdiction, the promises under Section 10 will be treated as if they were a license and any OASIS Party or third-party may elect to retain its rights under this promise if Obligated Party, as a debtor in possession, or a bankruptcy trustee in a case under the United States Bankruptcy Code, rejects any obligations stated in Section 10.

14. NOTICES

14.1 Documents

Any document produced by an OASIS Technical Committee shall include the following notices replacing [copyright year] with the year or range of years of publication (bracketed language, other than the date, need only appear in OASIS Standards Final Deliverable documents):

Copyright © OASIS Open [copyright year]. All Rights Reserved.

All capitalized terms in the following text have the meanings assigned to them in the OASIS Intellectual Property Rights Policy (the “OASIS IPR Policy”). The full Policy may be found at the OASIS website.

This document and translations of it may be copied and furnished to others, and derivative works that comment on or otherwise explain it or assist in its implementation may be prepared, copied, published, and distributed, in whole or in part, without restriction of any kind, provided that the above copyright notice and this section are included on all such copies and derivative works. However, this document itself may not be modified in any way, including by removing the copyright notice or references to OASIS, except as needed for the purpose of developing any document or deliverable produced by an OASIS Technical Committee (in which case the rules applicable to copyrights, as set forth in the OASIS IPR Policy, must be followed) or as required to translate it into languages other than English.

The limited permissions granted above are perpetual and will not be revoked by OASIS or its successors or assigns.

This document and the information contained herein is provided on an “AS IS” basis and OASIS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY THAT THE USE OF THE INFORMATION HEREIN WILL NOT INFRINGE ANY OWNERSHIP RIGHTS OR ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

[OASIS requests that any OASIS Party or any other party that believes it has patent claims that would necessarily be infringed by implementations of this OASIS Standards Final Deliverable, to notify OASIS TC Administrator and provide an indication of its willingness to grant patent licenses to such patent claims in a manner consistent with the IPR Mode of the OASIS Technical Committee that produced this deliverable.]

[OASIS invites any party to contact the OASIS TC Administrator if it is aware of a claim of ownership of any patent claims that would necessarily be infringed by implementations of this OASIS Standards Final Deliverable by a patent holder that is not willing to provide a license to such patent claims in a manner consistent with the IPR Mode of the OASIS Technical Committee that produced this OASIS Standards Final Deliverable. OASIS may include such claims on its website, but disclaims any obligation to do so.]

[OASIS takes no position regarding the validity or scope of any intellectual property or other rights that might be claimed to pertain to the implementation or use of the technology described in this OASIS Standards Final Deliverable or the extent to which any license under such rights might or might not be available; neither does it represent that it has made any effort to identify any such rights. Information on OASIS’ procedures with respect to rights in any document or deliverable produced by an OASIS Technical Committee can be found on the OASIS website. Copies of claims of rights made available for publication and any assurances of licenses to be made available, or the result of an attempt made to obtain a general license or permission for the use of such proprietary rights by implementers or users of this OASIS Standards Final Deliverable, can be obtained from the OASIS TC Administrator. OASIS makes no representation that any information or list of intellectual property rights will at any time be complete, or that any claims in such list are, in fact, Essential Claims.]

14.2 Other Deliverables

Other OASIS Deliverables may include just the copyright notice as follows replacing [copyright year] with the year or year range of publication:

Copyright © OASIS Open [copyright year]. All Rights Reserved.

14.3 Additional Copyright Notices

Additional copyright notices identifying Contributors may also be included with the OASIS copyright notice.


Appendix A. Feedback License

The “OASIS ___________ Technical Committee” is developing technology (the “OASIS ____________ Deliverable”) as defined by its charter and welcomes input, suggestions and other feedback (“Feedback”) on the OASIS ____________ Deliverable. By the act of submitting, you (on behalf of yourself if you are an individual, and your organization and its Affiliates if you are providing Feedback on behalf of that organization) agree to the following terms (all capitalized terms are defined in the OASIS Intellectual Property Rights (“IPR”) Policy, see http://www.oasis-open.org/who/intellectualproperty.php):

  1. Copyright – You (and your represented organization and its Affiliates) grant to OASIS a perpetual, irrevocable, non-exclusive, royalty-free, worldwide copyright license, with the right to directly and indirectly sublicense, to copy, publish, and distribute the Feedback in any way, and to prepare derivative works that are based on or incorporate all or part of the Feedback, solely for the purpose of developing and promoting the OASIS Deliverable and enabling the implementation of the same by Licensees or Beneficiaries.
  2. Essential Claims – You covenant to grant a patent license or offer an OASIS Non-Assertion Covenant as appropriate under any patent claims that you (or your represented organization or its Affiliates) own or control that become Essential Claims because of the incorporation of such Feedback into the OASIS Standards Final Deliverable, and any Final Maintenance Deliverable with respect to that OASIS Standards Final Deliverable, on terms consistent with Section 10 of the OASIS IPR Policy for the IPR Mode specified in the charter of this OASIS Technical Committee.
  3. Right to Provide – You warrant to the best of your knowledge that you have rights to provide this Feedback, and if you are providing Feedback on behalf of an organization, you warrant that you have the rights to provide Feedback on behalf of your organization and to bind your organization and its Affiliates to the licensing or non-assertion obligations provided above.
  4. Confidentiality – You further warrant that no information in this Feedback is confidential, and that OASIS may freely disclose any information in the Feedback.
  5. No requirement to Use – You also acknowledge that OASIS is not required to incorporate your Feedback into any version of this OASIS Deliverable.

Assent of Feedback Provider: By: _________________________ (Signature) Name: _______________________ Title: ________________________ Organization: ________________ Date: ________________________ Email: _______________________


Appendix B. Copyright License Grant

The undersigned, on its own behalf and on behalf of its represented organization and its Affiliates, if any, with respect to their collective copyright ownership rights in the Contribution “__________________,” grants to OASIS a perpetual, irrevocable, non-exclusive, royalty-free, world-wide copyright license, with the right to directly and indirectly sublicense, to copy, publish, and distribute the Contribution in any way, and to prepare derivative works that are based on or incorporate all or part of the Contribution solely for the purpose of developing and promoting the OASIS Deliverable and enabling the implementation of the same by Licensees or Beneficiaries (all above capitalized terms are defined in the OASIS Intellectual Property Rights (“IPR”) Policy, see http://www.oasis-open.org/who/intellectualproperty.php).

Assent of the Undersigned: By: __________________________ (Signature) Name: _______________________ Title: ________________________ Organization: ________________ Date: ________________________ Email: _______________________ Dates Approved:  Wed, 2010-07-28 Effective:  Fri, 2010-10-15

Member Section Policy

1 Overview

This Policy governs the formation, structure, and activities of a Member Section as described in the OASIS Bylaws.

An OASIS Member Section is a group within the consortium that advances the interests of a specific community or technology. The Member Section program enables external organizations or initiatives to become part of OASIS, while maintaining their own identities. It also allows existing communities-of-interest at OASIS to organize and collaborate more effectively.

A Member Section is comprised of:

  • Steering Committee;
  • Affiliated Members (Foundational-, Sponsor-, Contributor-, or Individual-level OASIS members who choose to affiliate with the Member Section);
  • Participants (people who represent Affiliated Members); and
  • Affiliated Technical Committee(s) (TCs).

2 Governance

2.1 Rules of Procedure

Each Member Section operates under its own Rules of Procedure (ROP) in addition to this Policy, the OASIS Bylaws, and other applicable OASIS policies, procedures, and guidelines.

2.1.1 ROP Contents

The ROP must specify:

a) Name of the Member Section. May not contain trademarks not owned by OASIS, and may not be confusing with the names of other OASIS Member Sections or TCs not affiliated with the Member Section.

b) Statement of work. General area of work to be addressed by Affiliated TCs.

c) Steering Committee Composition. Sets the maximum number of seats (the minimum for all Member Sections is three) and specifies if any seats are reserved for representatives of affiliated TCs or specific industries.

The ROP may specify additional provisions (provided they do not conflict with or contradict other OASIS policies) including but not limited to:

d) Requirements for affiliated TCs. Allowable IPR modes and languages to be specified in TC charters, Steering Committee approval of TC’s submissions for OASIS Standards.

e) Expectation of Designated Funds. Designated Funds (monies supplemental to the OASIS general operating budget used to fund special Member Section activities). Transferred assets, request for dues allocation, etc. (See Section 6.)

2.1.2 Changing the ROP

The ROP may be changed at any time if impacted by OASIS policies or Board decisions. The ROP may also be changed by approval of both the Steering Committee and the OASIS Board.

2.2 Steering Committee

The Steering Committee provides leadership, vision, and oversight to advance the mission of the Member Section.

2.2.1 Responsibilities

The Steering Committees may engage in a variety of activities based on the specific needs of the Member Section. The Steering Committee must:

a) maintain the ROP document;

b) vote on TC affiliation requests;

c) meet (via teleconference or face-to-face) at least twice a year;

d) publish minutes visible to Member Section Participants within 30 days of all Steering Committee meetings; and

e) provide an annual report to the OASIS Board and the Member Section members on the actual and planned activities of the Member Section.

Optionally, the Steering Committee may establish liaison relationships in accordance with the OASIS Liaison Policy.

2.2.2 Size and Composition

Each Member Section Steering Committee must have a minimum of three members. The maximum number of seats is specified in the ROP.

There are two types of Steering Committee seats:

  • At-large: Steering Committee members elected to serve two-year terms.
  • Designated: Seats reserved in the ROP for representatives of affiliated TCs or specific industries.

2.2.3 Eligibility

Steering Committee members must, at all times, be current OASIS Members as well as Member Section Participants. A Steering Committee may not contain more than one representative from the same Affiliated Member, even in the event of a job change, merger, or acquisition.

2.2.4 Steering Committee Elections

OASIS staff conducts annual Steering Committee elections for all Member Sections, beginning in September. A new Member Section is required to participate in annual elections only after its Initial Steering Committee has served for at least nine months.

a) Nomination and election periods. Nomination and election periods must each be a minimum of 14 days. The number of open seats for a Steering Committee election is calculated by subtracting the number of retained seats (Designated seats and At-large seats with ongoing terms) from the maximum number of seats specified in the ROP.

b) Uncontested ballots. If a ballot is uncontested, no vote will be taken and all eligible nominees will be automatically seated at the end of the nomination cycle, provided the Steering Committee maintains a total of at least three members. Any unfilled seats will remain open until the next election. If the nomination period does not yield sufficient candidates to meet the three-person minimum requirement, then the candidate deficit will be reported to the Member Section, and nominations will be extended one time for 14 days. After the extension, if sufficient candidates are not identified to meet the three-person minimum requirement, then the existing Steering Committee must submit a remediation plan for review by the OASIS Board within 30 days or be subject to closure of the Member Section.

c) Voting. Steering Committee contested election ballots must achieve quorum of one-third of Affiliated Members (including stated abstentions) before closing. Each Qualified Elector may one vote per candidate with the maximum votes being the number of seats open for election. Any ballot unable to reach quorum in 60 days is invalidated, and the existing Steering Committee must submit a remediation plan for review by the OASIS Board within 30 days or be subject to closure of the Member Section.

d) Ties. In the event two candidates receive the same number of votes, a winner shall be selected by a random process chosen and conducted by the OASIS Member Section Administrator, witnessed by one or more uninterested parties.

e) Qualified Electors. Voting in Steering Committee elections and other Member Section ballots is restricted to the Primary Representative of each Affiliated Member or an official designee.

f) Vacated Seats. Any Steering Committee seat vacated mid-term may be filled until the next election by majority vote of the remaining Steering Committee or may remain vacated, provided there are at least three members serving on the Steering Committee.

2.2.5 Removal of a Steering Committee Member

A Steering Committee Member may be removed by Special Majority Vote (as defined in the OASIS TC Process) of the Qualified Electors or by resolution of the OASIS Board.

2.2.6 Operation

The Steering Committee must elect its own Chair and may elect other officers as it chooses. The Steering Committee sets its own meeting schedule and agenda. The Steering Committee conducts its meetings according to OASIS policies and the precepts of Robert’s Rules of Order Newly Revised.

2.2.7 Contracting Services

The Steering Committee may identify and recommend consultants and contractors to be engaged by OASIS Management to advance the mission of the Member Section; however the Steering Committee may not enter into agreements, sign contracts, or execute legal papers on behalf of the Member Section or OASIS. The Steering Committee must evaluate and confirm receipt of all goods and services, creating a record (e.g., meeting minutes) that can be audited as part of Staff financial review. The Member Section may not engage in any activity that might jeopardize OASIS’ status as a tax-exempt organization.

2.2.8 Subcommittees

The Steering Committee may establish one or more Subcommittees. The duration, membership, Chair, and scope of a Subcommittee will be set by the Steering Committee and posted on the Member Section’s website. Subcommittee members must be current Member Section Participants.

3 Member Participation

3.1 Affiliated Member Status

At any time, a Foundational-, Sponsor-, Contributor-, or Individual-level OASIS member may activate or withdraw affiliation from a Member Section by notification from the Primary Representative to OASIS Member Services. Affiliated Member status is maintained by notifying Member Services during the annual membership renewal period.

3.2 Activities of Member Section Participants

The following are the activities that the Participants of a Member Section may engage in:

a) discuss and provide feedback on the overall direction and program of work of the Member Section activities;

b) provide feedback to the Member Section Steering Committee on budgets, plans and decisions that the Steering Committee makes;

c) nominate candidates (including themselves) for the Steering Committee;

d) vote in Steering Committee elections (Qualified Electors only).

3.3 Participation in Affiliated TCs

The only requirement to participate in any OASIS TC is OASIS membership. Participants do not need to represent Affiliated Members in order to participate in a Member Section’s Affiliated TCs.

4 Creating a Member Section

A Member Section may be formed at the request of an external group or current OASIS Members. OASIS staff will assist in submitting a Proposal which includes all of the following:

a) Rules of Procedure. (See Section 2.1.)

b) Initial Steering Committee. Names, email addresses, and membership affiliations of members who serve on the Steering Committee prior to the first elections.

c) Convener. Member who convenes the first meeting of the Steering Committee.

d) Initial Supporters. Names, email addresses, and membership affiliations of individuals who support this ROP (must include representatives of at least five Foundational-, Sponsor-, or Contributor-level OASIS members).

e) Statements of Support. Approval from the Primary Representative of each Initial Supporter of the ROP.

If the Member Section intends to operate under a transitional Directed Spending Plan (see Section 6.1), then the Proposal should also include:

f) Proposed Directed Spending Plan. Overview of expectations for Designated Funds and outline of supplemental services that will require funding.

Once the Proposal is reviewed by OASIS Management and approved by the OASIS Board, the Member Section is created. The Initial Steering Committee is seated, and members are invited to affiliate. New TCs which are to be affiliated with the Member Section may be created and existing OASIS TCs may request affiliation with the Member Section.

5 Closing a Member Section

The Steering Committee may vote to dissolve the Member Section when all affiliated TCs have completed their deliverables, no new work is planned, or when the Member Section structure is no longer suitably beneficial.

OASIS Management shall inform the OASIS Board if any of the following conditions occur: a) more than three months elapse where there are less than five Affiliated Members that are OASIS Foundational Sponsors, Sponsors, or Contributors; b) the Member Section is unable to maintain a minimum of three members on its Steering Committee; or c) the Steering Committee consistently fails to perform the requirements described in this Policy. After notification, the OASIS Board may decide to close the Member Section.

6 Services and Funding

OASIS provides a wide range of services to enable the efficient operation of all Member Sections. These services are detailed in Forming a Member Section.

  • Core services funded by OASIS general operating budget include support for TCs (specification development) and also encompass services specific to Member Sections including member support, financial management, marketing and promotion, web site hosting and maintenance, and mailing list management. Core services are provided and/or managed by OASIS staff.

  • Supplemental services funded by Designated Funds include support for optional promotional or support activities, e.g., event hosting. Designated Funds for supplemental services are provided by registration fees, sponsorship fees, donations, grants, transferred assets (from external groups that form or join the Member Section), and dues allocations.

6.1 Directed Spending

When an independent, funded organization elects to become a Member Section, its Steering Committee may opt to manage a Directed Spending Plan for a transitional period of time (typically two years). The purpose of Directed Spending is to ensure a successful transition by enabling the Steering Committee to more directly engage in the management of supplemental services that support the initial promotional activities of the group. Directed Spending may be funded by dues allocations (a portion of the annual dues from Affiliated Members) and other sources of Designated Funds. The amount of the Directed Spending Plan is determined by OASIS Management in consultation with the Steering Committee and the OASIS Board.

A Member Section does not need to operate under a Directed Spending Plan in order to conduct supplemental services or activities. A Directed Spending Plan is offered solely as a means of allowing a Steering Committee to be more engaged in the budgeting process.

6.1.1 Additional Requirements for Directed Spending

A Member Section with Directed Spending must adhere to requirements that extend beyond those listed elsewhere in this Policy, including:

  1. Additional Affiliated Members. A Member Section with Direct Spending must have a minimum of ten Affiliated Members. For new groups, the total annual dues to OASIS from Affiliated Members must exceed 75,000 USD.

  2. Annual Directed Spending Plan. The Steering Committee must develop a Directed Spending Plan that shows how the resources will be used to further Member Section goals. The Spending Plan must be provided to and approved by OASIS Management as part of the consortium’s annual budget planning process.

  3. Management of expenditures. The Steering Committee must provide executive oversight of service commitments and payments to be made on behalf of the Member Section in support of the Directed Spending Plan.

  4. Quarterly activity and expense reports. The Steering Committee must provide quarterly reports to OASIS Management and to the Member Section Members on the actual and planned activities and services of the Member Section.

  5. Quarterly Steering Committee meetings. Member Sections are required to hold at least one meeting per quarter.

Member Sections that do not meet the above requirements must receive approval from the OASIS Board to continue Directed Spending.

6.1.2 Applying Affiliated Member Dues Allocations

The allocation of dues from a member that is affiliated with multiple Member Sections operating under Directed Spending will be distributed proportionally.

6.1.3 Unexpended Allocations

If a Member Section does not expend its full allocation in the current year (as prescribed by its Directed Spending Plan), the remaining funds may be applied to the next year’s Directed Spending Plan; however, subsequent dues allocations will be based on the unmet needs of the approved Spending Plan.

6.2 Appropriate Use of Funds

All funds must be spent in a fair manner on activities that advance the mission of the Member Section and provide proportional benefit to its Affiliated Members.

6.2.1 Member Travel

As a general rule, members (including Steering Committee Members) are expected to fund their own travel in support of Member Section activities; in rare instances, Designated Funds may be applied to defer member travel costs provided extreme need can be demonstrated and prior OASIS Management approval is obtained.

6.2.2 Standards Development

In keeping with OASIS’ international standing as a source of open, consensus-driven standards, funds may not be used to compensate individuals for developing specifications.

6.3 Record Keeping

Regardless of funding source, all income and expenses for Member Sections are managed in OASIS accounts. All Designated Funds and their sources and expenditures will be recorded and routinely reported by OASIS Management.

6.4 Unspent funds

At the conclusion of the budget year, if a Member Section is holding unspent funds that are not covered by a current or future Spending Plan, the OASIS Board may transfer some or all of such funds to the OASIS Net Assets. The Steering Committee may petition the OASIS Board for special consideration prior to a final transfer decision.

In the event a Member Section closes, any unspent funds will be transferred to OASIS Net Assets. The balance of any unrecognized income will revert to the OASIS general operating fund.

7 Conducting and Documenting Work

Official copies of all Member Section resources, including web pages, documents, email list archives, and any other records of discussions for the Member Section, Steering Committee, Affiliated TCs, and Subcommittees, must be located only on facilities designated by OASIS. Member Sections may not conduct official business, engage in technical discussions, store documents, or host web pages on servers or systems not designated by OASIS.

Records (web pages, documents, ballot results, and email archives) of the Member Section are publicly accessible in perpetuity. Records of the Steering Committee are visible to all OASIS Members; the Steering Committee has the option to make its records publicly accessible.

Any OASIS member may post to the official email lists of all Member Sections and Steering Committees.

8 Technical Committee Affiliation

TCs that affiliate with Member Sections abide by the OASIS TC Process and all other OASIS Policies and Bylaws.

8.1 Eligibility

Each OASIS TC may be affiliated with no more than one Member Section.

8.2 Affiliation Requests

A TC may affiliate with a Member Section by passage of a Special Majority Vote (as defined in the TC Process) of TC members followed by passage of a Special Majority Vote of the Steering Committee.

8.3 Intention to Affiliate

Before a TC is formed, its Proposers may declare their intention to request Member Section affiliation; however, this declaration is not required or binding. Proposers should ensure the charter meets any TC Affiliation requirements specified in the ROP (see Section 2.1.1) and may petition the Steering Committee for feedback prior to finalizing the TC charter.

8.4 Ending Affiliation

A TC may withdraw its Member Section affiliation by passage of a Special Majority Vote of TC members. A Member Section may terminate the affiliation of a TC by passage of a Special Majority Vote of the Steering Committee.

9 Appeals

Any Eligible Person who believes that an action taken or not taken with respect to a Member Section is in violation of OASIS policies may file an appeal according to the procedure described the TC Process.


This Policy applies to all members of OASIS. The OASIS Board of Directors may amend this Policy at any time at its sole discretion.

Common terms used in this Policy are defined in the OASIS TC Process.

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