MIH Open EV Alliance Membership Agreement
1. MIH Alliance Operations: The MIH Alliance will set up an Advisory Committee and a Technical Committee to develop MIH reference designs and standards through the establishment of a Working and Interest Group.
2. MIH Community Members: Party B agrees to become a Community Member of the MIH Alliance and abide by the MIH Alliance Code of Conduct. Community Members can participate in public meetings and activities organized by the MIH Alliance, access public content provided by MIH, and participate in Interest Groups to help enhance the competitiveness of MIH and all members in the electric vehicle industry. Community Members need not make donation to MIH, but they will be charged fee for attending events or accessing services according to the fee schedule announced by MIH.
3. MIH Contributor Members: If Party B chooses to become a Contributor Member of the MIH Alliance, he/she should abide by the MIH Code of Conduct and make annual donation. In addition to the services for Community Members, Contributor Members may enjoy more diversified services to be provided by MIH. They can also participate in the Advisory Committee, the Technical Committee and Working and Interest Groups to contribute their technology and domain knowledge to enhance the competitiveness of MIH and all members in the electric vehicle industry. Contributor Members will be charged fee for attending specific events or accessing specific services according to the event/service list and fee schedule announced by MIH.
4. Confidentiality: Party B shall not disclose to third parties any confidential information obtained from the MIH Alliance and its members, including but not limited to computer programs, software or hardware products, product development plans, code, documents, calculations methods, technical know-how, trade secrets, formulas, processes, processes, ideas, research, innovation, intellectual property rights, diagrams and other technical, commercial, financial and marketing information, or partner information, unless such information has become public information or has been disclosed with the intentional consent of the MIH Alliance and its members without negligence.
5. Ownership of Intellectual Property Rights: All intellectual property rights, their ownership or related interests shall belong to Party B for the technology independently developed by Party B, whether it already existed or had been developed thereafter. Party B agrees to respect all intellectual property rights acquired by the MIH Alliance and its members at any point in time, and agrees not to take any direct or indirect infringement to the intellectual property rights acquired by the MIH Alliance and its members. In the event there was any violation, Party B agrees to bear relevant legal responsibility.
6. Cooperative Marketing Activities: Party B agrees to provide and authorize Party A to publish or use on the MIH Members Directory of the MIH website, within the scope of cooperative marketing purpose, the applicant’s name, trademark, logo and other information provided by Party B. If Party A wishes to issue a press release in connection with the activities contemplated in this Agreement, the use of Party B’s name, trademark, logo and other information on such releases shall be subject to the prior approval of Party B.
7. Effective Date: Party B's MIH alliance membership will become effective from the date of acceptance and notification by Party A. Membership will continue to be valid unless either party has notified the other party in writing thirty days in advance to terminate membership.
8. Prohibition of Assignment: Neither Party B's membership nor the rights and obligations related to this Agreement may be transferred to a third party.
9. Miscellanea: This Agreement is construed and governed by the laws of the Republic of China (Taiwan), without application of conflict of laws principles. Any dispute or disagreement between the parties based on this Agreement due to breach of contract, termination or validity shall be exclusively settled by the Taiwan New Taipei District Court.
10. Both parties confirm that their authorized representatives have the right to agree and have all the necessary powers, rights and legal capabilities to execute this Agreement, and represent that the above and information provided in this Agreement are true, correct and complete.