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| /** |
| * Copyright (c) 2019 Eclipse Foundation. |
| * |
| * This program and the accompanying materials are made |
| * available under the terms of the Eclipse Public License 2.0 |
| * which is available at /legal/epl-2.0/ |
| * |
| * Contributors: |
| * Zhou Fang (Eclipse Foundation) - Initial implementation |
| * |
| * SPDX-License-Identifier: EPL-2.0 |
| */ |
| ?> |
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| <h1><?php print $pageTitle; ?></h1> |
| <p>Draft Version 0.2 - Not Yet Approved</p> |
| <p>Revision History at End</p> |
| <h2>Vision and Scope</h2> |
| <p> |
| The OpenHW Asia Working Group (AWG) is a Working Group of the Eclipse Foundation AISBL. |
| The OpenHW AWG is a joint initiative of the Eclipse Foundation AISBL and the OpenHW |
| Group, a Canadian non-profit with a close partnership with the Eclipse Foundation. As such, |
| Members wishing to contribute to the initiatives of the OpenHW AWG are required to be |
| members of both Eclipse Foundation and OpenHW Group. Further details are described below. |
| The overarching goal of the AWG is to address Asia-focused initiatives complementing the work |
| program of the OpenHW Group. Those initiatives may address strategic or market analysis, |
| technical requirements, and digital sovereignty. By working collaboratively, members of Eclipse |
| Foundation and OpenHW Group can pursue those initiatives and have a positive impact with |
| strategic open hardware and related open software projects. |
| </p> |
| <p>The specific tasks of AWG, outlined in more detail below, are:</p> |
| <ul> |
| <li> |
| To establish partnerships with Asian RISC-V organizations and to drive dialogue to jointly |
| define open source roadmaps for chip IP, software, hardware, and other ecosystem |
| elements that are needed by Asian ecosystems. |
| </li> |
| <li> |
| To gather Asian-centric requirements and strategic/technology needs for an open |
| hardware ecosystem and to incubate projects arising from that discussion under the |
| OpenHW Group top level project. |
| </li> |
| <li> |
| To carry out Asian marketing initiatives in support of the AWG's initiatives. |
| </li> |
| </ul> |
| <p> |
| The AWG will work closely with the OpenHW Group's Technical Working Group. In addition, to |
| advance the objective of carrying out marketing initiatives, it is expected the AWG will work |
| closely with the OpenHW Group's Marketing Working Group. Both of these groups are defined |
| in the OpenHW Group's Bylaws. The AWG may recommend that projects be initiated by the |
| OpenHW Group by developing and presenting project concept proposals to the OpenHW Group |
| Technical Working Group. |
| </p> |
| |
| <h2>Governance and Precedence</h2> |
| <h2>Applicable Documents</h2> |
| <p> |
| The following governance documents are applicable to this charter, each of which can be found on the |
| <a href="/org/documents/">Eclipse Foundation Governance Documents</a> page or |
| the <a href="/legal/">Eclipse Foundation Legal Resources</a>. |
| </p> |
| <ul> |
| <li>Eclipse Foundation Bylaws</li> |
| <li>Eclipse Foundation Working Group Process</li> |
| <li>Eclipse Foundation Working Group Operations Guide</li> |
| <li>Eclipse Foundation Code of Conduct</li> |
| <li>Eclipse Foundation Communication Channel Guidelines</li> |
| <li>Eclipse Foundation Membership Agreement</li> |
| <li>Eclipse Foundation Intellectual Property Policy</li> |
| <li>Eclipse Foundation Antitrust Policy</li> |
| <li>Eclipse Foundation Development Process</li> |
| <li>Eclipse Foundation Trademark Usage Guidelines</li> |
| </ul> |
| <p> |
| All Members must be parties to the Eclipse Foundation Membership Agreement, including the |
| requirement set forth in Section 2.2 to abide by and adhere to the Bylaws and then-current |
| policies of the Eclipse Foundation, including but not limited to the Intellectual Property and |
| Antitrust Policies. |
| </p> |
| <p> |
| In the event of any conflict between the terms set forth in this Working Group's Charter and the |
| Eclipse Foundation Bylaws, Membership Agreement, Development Process, Specification |
| Process, Working Group Process or any policies of the Eclipse Foundation, the terms of the |
| respective Eclipse Foundation Bylaws, Membership Agreement, process or policy shall take |
| precedence. |
| </p> |
| <p> |
| In addition, all Members must be a party to the OpenHW Group Membership Agreement and |
| are expected to adhere to the OpenHW Group Bylaws and then-current policies. More details |
| are available at <a href="https://www.openhwgroup.org/membership/">https://www.openhwgroup.org/membership/</a>. |
| </p> |
| |
| <h2>Membership</h2> |
| <p> |
| With the exception of Guest members as described below, an entity must be at least a |
| <a href="/membership/#tab-levels">Contributing Member</a> |
| of the Eclipse Foundation (formerly Solutions Member), and an OpenHW |
| Group Supporter, Silver, Gold, or Platinum Member. An entity must have executed the OpenHW |
| AWG Working Group Participation Agreement and adhere to the requirements set forth in this |
| Charter to participate. |
| </p> |
| <p> |
| The participation fees, if any, associated with each of these membership classes are shown in |
| the Annual Participation Fees section. These are annual fees, and are established by the |
| OpenHW Asia Steering Committee, and will be updated in this Charter document accordingly. |
| </p> |
| <p> |
| The fees associated with membership in the Eclipse Foundation are separate from any Working |
| Group membership fees, and are described in the Eclipse Foundation Bylaws and detailed in |
| the Eclipse Foundation Membership Agreement. The fees associated with membership in the |
| OpenHW Group are separate from any Working Group membership fees, and are described in |
| the OpenHW Membership Agreement. |
| </p> |
| <p>There are two classes of AWG Membership - Participant and Guest.</p> |
| <h3>Classes of Membership</h3> |
| <h4>Participant Members</h4> |
| <p> |
| Participant Members are typically organizations that deliver products or services based upon |
| related standards, specifications and technologies, or view this Working Group's technologies |
| and related initiatives as strategic to their organization. These organizations want to participate |
| in the development and direction of an open ecosystem related to this Working Group. |
| Participant Members of this Working Group must be at least a Contributing Member of the |
| Eclipse Foundation and an OpenHW Group Supporter, Silver, Gold, or Platinum member. |
| </p> |
| <h4>Guest Members</h4> |
| <p> |
| Guest Members are organizations which are Associate members of the Eclipse Foundation and |
| must be a Supporter, Silver, Gold or Platinum member of OpenHW Group. Typical guests |
| include R&D partners, universities, academic research centers, etc. Guests may be invited to |
| participate in committee meetings at the invitation of the respective committee, but under no |
| circumstances do Guest members have voting rights. Guest members are required to execute |
| the Working Group's Participation Agreement. |
| </p> |
| |
| <h2>Governance</h2> |
| <p>The OpenHW AWG is designed as:</p> |
| <ul> |
| <li>a vendor-neutral, member-driven organization</li> |
| <li>a means to organize Asia-focused activities of the OpenHW Group ecosystem</li> |
| </ul> |
| <p> |
| In addition to meeting all Eclipse Foundation governance requirements, the AWG governance |
| model is intended to align closely with the activities and initiatives of the OpenHW Group. |
| </p> |
| |
| <h2>Governing Bodies</h2> |
| <h3>Steering Committee</h3> |
| <h4>Powers and Duties</h4> |
| <p>Steering Committee members are required to:</p> |
| <ul> |
| <li> |
| Ensure the strategy of the Working Group is defined and managed. |
| </li> |
| <li> |
| Ensure the Eclipse projects included within the scope of the Working Group are defined |
| and managed. |
| </li> |
| <li> |
| Ensure the research initiatives of the Working Group are identified and approved prior to |
| being pursued. |
| </li> |
| <li> |
| Work in conjunction with the OpenHW Technical Working Group and other OpenHW |
| Working Groups as appropriate, to ensure visibility, alignment, and coordination with |
| those Working Groups. |
| </li> |
| <li> |
| Working in conjunction with the OpenHW Marketing Working Group, establish and |
| manage a marketing plan. |
| </li> |
| <li> |
| Review and approve this charter. |
| </li> |
| <li> |
| Define the annual fees for all classes of the Working Group members. |
| </li> |
| <li> |
| Establish an annual program plan. |
| </li> |
| <li> |
| Approve the annual budget based upon funds received through fees. |
| </li> |
| </ul> |
| <h4>Composition</h4> |
| <p> |
| A minimum of two and up to five representatives shall be elected from among the Participant |
| Members. Participant Member seats are allocated following the Eclipse "Single Transferable |
| Vote", as defined in the Eclipse Foundation Bylaws. |
| </p> |
| <p> |
| The Steering Committee elects a chair of the Steering Committee. This chair is elected among |
| the members of the Committee. They will serve for a 12 month period or until their successor is |
| elected and qualified, or as otherwise provided for in this Charter. There is no limit on the |
| number of terms the chair may serve. |
| </p> |
| <h4>Meeting Management</h4> |
| <p>The Steering Committee meets at least twice a year.</p> |
| |
| <h2>Common Dispositions</h2> |
| <p> |
| The dispositions below apply to all governance bodies for this Working Group, unless otherwise |
| specified. For all matters related to membership action, including without limitation: meetings, |
| quorum, voting, electronic voting action without meeting, vacancy, resignation or removal, the |
| respective terms set forth in the Eclipse Foundation Bylaws apply. |
| </p> |
| <p> |
| Appointed representatives on the Body may be replaced by the Member organization they are |
| representing at any time by providing written notice to the Steering Committee. In the event a |
| Body member is unavailable to attend or participate in a meeting of the Body, they may be |
| represented by another Body member by providing a written proxy to the Body's mailing list in |
| advance. |
| As per the Eclipse Foundation Bylaws, a representative shall be immediately removed from the |
| Body upon the termination of the Eclipse Foundation membership of such representative's |
| Member organization. |
| </p> |
| <h3>Voting</h3> |
| <h4>Simple Majority</h4> |
| <p> |
| Excepting the actions specified below for which a Super Majority is required, votes of the Body |
| are determined by a simple majority of the representatives in Good Standing represented at a |
| committee meeting at which a quorum is present. |
| </p> |
| <h4>Super Majority</h4> |
| <p> |
| For actions (i) approving or changing the name of the Working Group; and (ii) approving |
| changes to annual Member contribution requirements; any such actions must be approved by |
| no less than two-thirds (2/3) of the representatives in Good Standing represented at a |
| committee meeting at which a quorum is present. |
| </p> |
| <h3>Term and Dates of Elections</h3> |
| <p>This section only applies to the Steering Committee.</p> |
| <p> |
| All representatives shall hold office until their respective successors are appointed or elected, as |
| applicable. There shall be no prohibition on re-election or re-designation of any representative |
| following the completion of that representative's term of office. |
| </p> |
| <h4>Elected Representatives</h4> |
| <p> |
| Elected representatives shall each serve one-year terms and shall be elected to serve for a 12 |
| month term or until their respective successors are elected and qualified, or as otherwise |
| provided for in this Charter. Procedures governing elections of Representatives may be |
| established pursuant to resolutions of the Steering Committee provided that such resolutions |
| are not inconsistent with any provision of this Charter. |
| </p> |
| <h3>Meetings Management</h3> |
| <h4>Meeting Frequency</h4> |
| <p> |
| Each governing body meets at least twice a year. All meetings may be held at any place that |
| has been designated from time-to-time by resolution of the corresponding Body. All meetings |
| may be held remotely using phone calls, video calls, or any other means as designated from |
| time-to-time by resolution of the corresponding Body. |
| </p> |
| <h4>Place of Meetings</h4> |
| <p> |
| All meetings may be held at any place that has been designated from time-to-time by resolution |
| of the corresponding body. All meetings may be held remotely using phone calls, video calls, or |
| any other means as designated from time-to-time by resolution of the corresponding body. |
| </p> |
| <h4>Regular Meetings</h4> |
| <p> |
| No Body meeting will be deemed to have been validly held unless a notice of same has been |
| provided to each of the representatives at least fifteen (15) calendar days prior to such meeting, |
| which will identify all potential actions to be undertaken by the Body at the Body meeting. No |
| representative will be intentionally excluded from Body meetings and all representatives shall |
| receive notice of the meeting as specified above; however, Body meetings need not be delayed |
| or rescheduled merely because one or more of the representatives cannot attend or participate |
| so long as at least a quorum of the Body is represented at the Body meeting. |
| </p> |
| <h4>Actions</h4> |
| <p> |
| The body may undertake an action only if it was identified in a body meeting notice or otherwise |
| identified in a notice of special meeting. |
| </p> |
| <h4>Invitations</h4> |
| <p> |
| The Body may invite any Member to any of its meetings. These invited attendees have no right |
| to vote. |
| </p> |
| |
| <h2>Working Group Fees</h2> |
| <p>Currently, there are no fees associated with participation in this Working Group.</p> |
| |
| <p class="margin-top-20"><strong>Charter History</strong></p> |
| <ul> |
| <li>v0.1 Proposed draft</li> |
| <li>v0.2 Eclipse Foundation review</li> |
| </ul> |
| </div> |
| </div> |