OSFPGA Foundation – Intellectual Property Policy

The Open Source FPGA Foundation (“OSFPGA”) has adopted this Intellectual Property Policy pursuant to the Bylaws of OSFPGA (“Bylaws”). In addition to its other rights and obligations under the Bylaws, the Foundation and each Member and any applicable Affiliates shall be subject to the terms and conditions set forth in this policy as these same may be amended or superseded or supplemented from time to time.

  1. Definitions
    • “Contributor” means an OSFPGA member who submits one or more Contributions.
    • “Contribution” means any original work of authorship, including any modifications or additions to an existing work such as Software, Hardware, or Other material including but not limited to a software, programs, scripts, hardware designs, hardware design language codes, data, images and any form of copyrightable material that are intentionally submitted by any Contributor for use for a Proposed Project, or Specification. For the purposes of this definition, “submit” means any form of electronic, oral, or written communication for the purpose of discussing and improving the Proposed Project or Specification, but excluding communication that the Contributor conspicuously designates in writing as not a contribution.
    • “Technical Steering Committee”, or “TSC”, is the committee of that name appointed by OSFPGA to oversee the direction of technical activities.
    • “License” means a permissive software or hardware license approved under and made available by the Open Source Initiative (OSI) or under the Open Web Foundation agreement (OWFa), as applicable.
    • “Granted Claims” are those patent claims that the Contributor owns or controls, including those patent claims acquired or controlled after the date of contribution, that are infringed by Permitted Uses. Granted Claims include only those patent claims that are infringed by the implementation of any portions of the Specification where the Specification describes the functionality causing the infringement in detail and does not merely reference the functionality causing the infringement. Granted Claims exclude those patent claims that would be infringed by an implementation of the Specification if Contribution to that Specification were removed.
    • “Permitted Uses” means making, using, selling, offering for sale, importing or distributing any implementation of the Specification 1) only to the extent it implements the Specification and 2) so long as all required portions of the Specification are implemented. Permitted Uses do not extend to any portion of an implementation that is not included in the Specification.
    • “Specification” means the specification of the Contribution identified as of the date of making the contribution.
  2. Contributions
    • Only Contributors who have signed the OSFPGA membership agreement and thereby agreeing to abide by this IP policy are permitted to make any Contributions.
    • Participants acknowledge that the copyright in all new contributions will be retained by the copyright holder as independent works of authorship and that no contributor or copyright holder will be required to assign copyrights to the OSFPGA Foundation.
    • Except as described in Section 2d, all contributions to the OSFPGA Foundation are to be made under an approved License as defined under Definitions in Section 1.
    • The TSC may approve the use of an alternative license or licenses for Subprojects on an exception basis. To request an exception, please describe the contribution, the alternative open source license(s), and the justification for using an alternative open source license for the Subproject.
    • Contribution documentation should contain License information, such as SPDX short form identifiers, indicating the open source license or licenses pertaining to the file.
    • License grants of contributions are perpetual (for the duration of the applicable copyright), worldwide, nonexclusive,nocharge,royalty free, license, without any obligation for accounting to the Contributor, to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, distribute, and implement any Contribution to the full extent of the Contributor’s interest in the Contribution. As a condition of the license grant, an attribution to the Specification will be included in any derivative work based on the Specification.
    • Except for the foregoing license, as between OSFPGA and Contributor, the latter retains all rights, title and interests in and to the Work and all intellectual property rights therein. Contributor thereby reserves all rights not expressly granted under this policy. No additional licenses or rights whatsoever (including without limitation any patent licenses) are granted by implication, exhaustion, estoppel or otherwise.
    • The Contributor further agrees on behalf of itself and its Affiliates that by virtue of its participation in any technical committee or subcommittee or other working group of OSFPGA, any and all Intellectual Property Rights created as or by the collective work of such committee or subcommittee or working group (including without limitation the Specifications) (“Community Assets”) shall exclusively belong to and be owned by OSFPGA, and such Contributor for itself and its Affiliates hereby assigns and agrees to assign such Rights to the OSFPGA Foundation in the Community Assets. The Contributor on behalf of itself and its Affiliates hereby waives any claims for profit sharing they might have with respect to the exploitation of any such Rights in the Community Assets pursuant to the applicable law.
    • The OSFPGA foundation may seek to integrate and contribute back to other open source projects (“Upstream Projects”). In such cases, the OSFPGA foundation will conform to all license requirements of the Upstream Projects, including dependencies, leveraged by the Project. Upstream Project code contributions not stored within the Project’s main code repository will comply with the contribution process and license terms for the applicable Upstream Project.
    • No Contributions by a Contributor or its Affiliates or its or their representative shall be considered to be confidential for any purpose and neither the Contributor nor its Affiliate shall make any claim of confidentiality or nondisclosure with respect to any Contribution, except in a case when such a request has been made in writing and approved by the OSFPGA Board prior to making the Contribution. Upon OSFPGA’s prior written approval, Contributions may be designated as confidential. Such confidentiality terms will be in writing, and may restrict disclosure of the Contributions to third parties prior to release of any derivative work OR final specification based on the Contribution, but will not in any event include obligations of OSFPGA to refrain from using information embodied in such Contributions. Upon release of the derivative work OR final specification, all related Contributions will be non-confidential and will not be subject to confidentiality agreements or non- disclosure terms.
    • Diligence. Although Contributions are provided as-is with no warranties, the Technical Steering Committee will encourage Contributors to exercise reasonable care to ensure that they have all the necessary rights to the intellectual property incorporated in their Contributions.
    • Clarifications. A Contributor may elect to provide clarifying information distinguishing the technologies that are licensed by the Contributor from technologies merely referenced. The Technical Steering Committee will not be obligated to accept any such clarification. If the Technical Steering Committee rejects any such clarification, the Contributor has the option of withdrawing the Contribution.
    • Contributor represents to OSFPGA that: (i) Contributor is the sole and exclusive owner of the Work and all intellectual property rights therein and Contributor has the right and authority to grant the licenses set forth in this Policy and (ii) OSFPGA’s exercise of the licenses set forth in this Policy will not result in any infringement of any third party’s intellectual property, publicity, privacy or other rights. Contributor will indemnify and hold OSFPGA Foundation harmless from and against any losses, damages, liabilities, settlement amount, costs and expenses (including reasonable attorneys’ fees) incurred by OSFPGA Foundation in connection with any breach of the foregoing representations. This Section will survive the termination of the Contributor’s Membership Agreement.
    • Contribution Approval Process
      • A Contributor will work with the appropriate designated lead person by the TSC through the approval process for each Contribution.
      • A Contributor can withdraw its Contribution from the approval process at any time prior to approval thereof by the TSC. Any such withdrawal must be in writing using the same communication mechanisms that were used to submit the corresponding Contribution and must include the exact material being withdrawn. Upon providing such valid notice, any obligations incurred as per this policy for that particular identified Contribution will be null and void.
  3. Community Assets
    • The OSFPGA foundation will hold title to all trade or service marks used by the foundation (“Trademarks”), whether based on common law or registered rights. Any use of any Trademarks by participants in the OSFPGA foundation will be in accordance with the license from OSFPGA foundation and inure to the benefit of OSFPGA foundation.
    • The OSFPGA foundation will develop and own all OSFPGA foundation GitHub and social media accounts, and domain name registrations created by the OSFPGA foundation community.
  4. A Contributor may compete with other contributors and OSFPGA members, and is under no obligation to implement any specification, and acknowledges that each member is free to develop competing technologies and standards, and that each party is free to license its patent rights to third parties, including for the purpose of enabling competing technologies and
  5. A Contributor will not intentionally take or willfully assist any third party to take any action for the purpose of circumventing my obligations under this
  6. Limitation on the Scope of Disclosed Information. A Contributor will endeavor not to disclose or exchange information as part of OSFPGA’s activities among or with other Contributors unless such disclosure is necessary in order to achieve the lawful purposes of the OSFPGA as set forth in its.