UPnP™ Forum

This document catalogues the organizational issues of the UPnP™ Forum as they get discussed, proposed, and refined. The intent of this document is to clarify the objectives of the Forum, help focus its efforts behind these objectives, and define its processes.

The issues covered either include or will include the following: mission and objectives, the Steering Committee Commitment Form, process for Steering Committee administration and elections, Working Committees, and standardizing UPnP™ Device Control Protocols (DCPs).

Most of the material covered in this document is based on the UPnP™ Forum Membership Agreement. There should be no inconsistencies between the two, but in case there are, such discrepancies are an error in this document. The Membership Agreement is a legal document and is always the final authority on these maters.

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Section 1. Vision

UPnP™ technology is the premiere method for easily connecting intelligent devices and services anytime, anywhere.

1.1 Mission Statement

Our mission is to improve the quality of life by improving the connectivity of intelligent devices and services of all kinds and their convergence with information technology.

We will build on and extend existing technologies and develop open standards to enable cross-vendor, comprehensive, low-cost and easy-to-use solutions for areas such as security, control, entertainment, and productivity, targeting environments such as homes, businesses, public venues, and automobiles.

1.2 Objectives

Promote and drive the growth of an industry for ubiquitous device connectivity with a global market perspective based on open specifications.
Bring value to customers through simple and low cost connectivity of all device types, everywhere.
Provide the needed building blocks for cross vendor interoperability both for the configuration and operation of devices.
Form the most natural extension of the Internet to every day consumer devices by maximizing usage of Internet protocol components and methodologies.

1.3 Goals

Organize an industry cooperative effort to:

Develop UPnP™ Device Control Protocols (DCPs) effectively and efficiently by developing sample implementations and producing test suites.
Undertake evangelism and marketing activities to promote the UPnP™ technology brand recognition worldwide.
Define the UPnP™ Device Architecture for a broad range of devices to drive fast market penetration and adoption.
Where appropriate, model UPnP™ DCPs after existing device control standards to apply existing work and simplify bridging to these standards.
Provide for test qualification to ensure compatibility of UPnP™ compliant devices.
Persuade major industry groups such as Home Control and Entertainment, and Information Technology to adopt UPnP™ technology.
Reach out to other standards organizations to drive consolidation and ensure compatibility.

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Section 2. The Steering Committee

The Steering Committee provides the UPnP™ Forum with leadership and business decisions. It works closely with the Architecture, Technical and Legal Committees to achieve its objectives.

2.1 Charter

The Steering Committee owns the following responsibilities:

· Identify device priorities for the Forum’s focus, based on market readiness and practical considerations such as bringing value to customers in a timely fashion.

· Form Working Committees and appoint Chairpersons to these Committees to lead the technical design work of DCPs.

· Monitor and encourage the progress of the Working Committees to ensure that proposed DCPs are obtained in a timely fashion.

· Oversee the review process of DCPs and their confirmation as standards.

· Design and oversee the test qualification and logo programs for device certification.

2.2 Meetings

The Steering Committee will meet roughly every eight weeks. The location will be chosen in proximity to member concentration. Microsoft agrees to host the meetings unless an alternate host volunteers.

2.3 Steering Committee Member Election Process

The Steering Committee was formed on October 18, 1999.

The Steering Committee will have at least seven (7) members and at most twenty (20) members.

Microsoft Corporation is a permanent member of the Steering Committee.

Approximately one half of the initial members will have terms that will expire on the first anniversary of the Founding Date, and the remaining members, with the exception of Microsoft, will have terms that expire on the Founding Date’s second anniversary. Therefore, there will be Steering Committee member elections every year for roughly half the seats on the Committee. For a full twenty (20)-member Committee, in even-numbered years nine (9) member seats will become open for general member company nomination and election while in odd-numbered years ten (10) member seats will become open for nomination and election. This approach guarantees that new members serve with senior members to ensure both a smooth hand-off process and continued progress on ongoing issues.

A nominee to the Steering Committee must execute a Steering Committee Commitment Form (see Appendix C).

The Steering Committee recommendation for members-elect will be based on the following principles:

· Maintaining good breadth of device coverage across the areas of the industry that are important to the UPnP™ technology community (see Appendix A).

· Involving industry leaders in these important areas.

· Retaining members who are active participants in moving Steering Committee causes forward.

We will use these same principles for the selection of initial members, whose terms will end on the first year versus the second year (see Appendix B for the sequence of member seat re-elections).

The election process kicks off three months before the Anniversary Date (that is, three months prior to October 18). There will be a four-week nomination period followed by two weeks of consideration before voting occurs. Hence, voting ends about six weeks prior to the Anniversary Date (end of August, early September) so that results are known and ratified at a “final” Steering Committee meeting. And, new members will have about six weeks to prepare for the next Steering Committee meeting (mid-October), which will be their first.

Nominations are open to all active members of the UPnP™ Forum and active members are eligible to vote in an election. An active member needs to execute a Commitment Form (see Appendix E). It is legitimate for existing Steering Committee members whose terms are expiring to be nominated for re-election.

Prior to the nomination of new members, the Steering Committee will review the list of target device areas (see Appendix A) to determine if it needs to be updated.

At election time, all eligible members may vote for N nominees, where "N" (usually either 9 or 10) is the number of open positions. To be elected to the Steering Committee, a nominee must receive votes from more than 50% of the eligible members voting; if more than N nominees receive majority votes, then the N nominees with the highest number of votes win. In the event of a tie, in accordance with Section 2.1(d)(v) of the Membership Agreement, the Steering Committee shall rank the tied nominees if necessary to determine which are elected.

A member company is only allowed one vote per open seat.

A member company is eligible for voting by signing a “Voting Rights” Commitment Form (see Appendix E), which requires a member to be an active participant of the Forum including membership on at least one Working Committee, in order to earn the right to vote in the Steering Committee election.

In the event the nomination period closes and the number of nominees is fewer than the number of seats open for election, the Steering Committee may extend the nomination period by an additional fixed period to allow for further nominations. The duration of this additional nomination period shall be at the discretion of the Steering Committee but must allow adequate time for the remainder of the election process to occur before the anniversary date.

In the event that the nomination period (and the extended nomination period, if any) closes and the number of nominees is equal to or less than the number of seats open for nomination and election, the Steering Committee may at its discretion declare the nominees elected by acclamation without conducting the formal election by the full membership. Following the expiration of current terms and installation of new steering committee members, any vacancies on the Steering Committee remaining due to a shortage of nominations during the preceding election cycle, or for other reasons, may be filled using the process established in Section 2.1(d)(iv) of the Member Agreement.

2.4 Election of Steering Committee Chairperson

The Steering Committee Chairperson holds a two-year term with re-election in odd-numbered years (for example 2001, 2003, etc). Nominations are taken from Steering Committee members. The Steering Committee Chairperson must demonstrate proven leadership abilities, preferably in organizational and prior chairing experience with such groups.

The Chair comes up for re-election only after a newly elected Steering Committee is on board. Voting is done by secret ballot. Each Steering Committee member company has one vote. If there is no clear majority, there will be a run-off between the top two candidates. Transition will occur after the mid-October (Anniversary) meeting.

If the Chair becomes vacant prior to the end of the normal term, there will be a call for nominations and elections for an Interim Chair to fulfill the remainder of the term.

At the discretion of the Chairperson, a Vice Chair will be nominated to run meetings in the Chair’s absence. The Chairperson submits the Vice Chair nomination for Steering Committee approval.

Appointment of the Chair is held by an individual, not by a company.

2.5 Voting Issues Within the Steering Committee

The objective is to strive for consensus, using the voting process only when consensus is not achieved.

A quorum is fifty percent (50%) of Steering Committee member companies. Each member company is allowed one vote. Simple majority, defined by the number of yes” votes versus the number of ”no” votes, decides the vote. Abstentions are not counted; that is, if there are two “yes” votes, one “no” vote and seven abstentions, then the motion carries. Ties are broken by the Chairperson. The preference is to have voting occur during meetings. If this is not possible (votes required between meetings), then the Committee will be notified and the vote will occur by conference call or e-mail.

2.6 Voting Procedure and Timeframe

In the event a Steering Committee vote is needed outside the context of an in-person meeting:

The issue’s sponsor must send background material and the frame for the vote to the Steering Committee reflector so that the group has no fewer than ten (10) business days to review the material and vote on the issue.

The Forum Secretary will immediately follow up with an e-mail addressed to the primary, secondary and third alternate voters as identified per SC member company to request acknowledgement of receipt of the vote issue mail. The designated voter has twenty-four (24) hours to acknowledge receipt of the initial vote issue mail and must confirm that he or she will cast the vote on this issue. All parties are cc:d on the acknowledgement.

If no acknowledgement occurs and twenty-four hours elapse, the Forum Secretary contacts the secondary and third alternate voters. One of them must acknowledge receipt of the initial vote mail and confirm s/he will cast the vote on behalf of her/his company.

The Forum Secretary will actively track the passage of ten (10) business days and send frequent updates, following up with e-mails and telephone calls to ensure all voting members cast their votes within the voting timeframe.

The Forum Secretary will announce the tally and outcome of the vote at the close of the voting period. If the vote requires simple majority, the Forum Secretary will announce the results when a quorum of company representatives have cast their vote and a simple majority vote is reached.

2.7 Voting Issuance of a Press Release

Any press release or other public statement made on behalf of the UPnP™ Forum requires unanimous vote of the Steering Committee.

Companies mentioned in the press release will receive notification prior to the vote. They will be contacted to review and approve the draft release before the draft release is circulated for Steering Committee review. The draft release is attached to the vote issue mail. The vote issue mail triggers the ten (10) business day SC review and voting cycle.

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Section 3. Working Committees

Working Committees are formed by the Steering Committee to define standard control protocols for specific devices.

3.1 Charter

Working Committees are lead by Chairpersons and undertake the technical design and specification work of Device Control Protocols (DCPs) according to the UPnP™ Device Architecture that is provided by Microsoft. Microsoft agrees to evolve the Architecture to address the needs of the different devices and to do so in a timely fashion.

Working Committees are chartered with the following:

· Performing the technical design and specification work of DCPs.

· Producing at least three sample implementations of the DCP. A Chairperson can request of the Steering Committee a variance on this requirement assuming a strong reason is at hand (see the Section 5 below on Device Control Protocols).

· Producing a test suite for the DCP of which Microsoft has the first right of refusal.

3.2 Working Committee Membership

The goal is to staff a Working Committee with experts who represent key vendors in their respective device areas. Specifically, the Chairperson’s position needs to be staffed by an individual with a proven record of leadership in product development or design and standards. This is necessary because he or she will play a key role in the development of the DCPs.

A Co-Chair may be nominated at the discretion of the Chairperson to run meetings in the Chair’s absence. The Chairperson may elect to sub-divide the work within the Working Committee into appropriate sub-categories and nominate Chairs for these Sub-Committees. Co-chair and Sub-Committee Chair nominations are subject to Steering Committee approval.

A nominee to the Chairperson, Co-Chair or Sub-Committee Chair position will issue a Nomination Statement that states her/his credentials and makes the case as to why s/he would be effective in this role, as well as what driving commitment s/he has to developing DCPs and promoting the success of UPnP™ technology in general. In addition, a Chairperson, Co-Chair or Sub-Committee Chair needs to sign a Commitment Form as part of her/his nomination for the position (see Appendix D).

Chairpersons have the final say in how they will staff their Committees, including the ultimate size of the Committees they will chair. As a guideline, and for the sake of efficiency, it is recommended that Working Committees remain small.

Chairpersons constitute the point of contact between their respective Working Committees and the Steering Committee. They negotiate the Working Committees’ charters and timelines with the Steering Committee and periodically report the Working Committees’ progress. In the event a Working Committee does not sufficiently meet the proposed schedule, the Steering Committee has the responsibility to intervene and take whatever action it deems necessary to ensure progress.

Only UPnP™ Forum Member companies are able to participate in Working Committees and participate in their deliberations. It is the role of the UPnP™ Forum Secretary to validate and ensure membership, and the role of the Chairperson to police abidance with this rule in all forms of Working Committee communication including but not limited to meetings.

When the Steering Committee votes to confirm a DCP as a standard (as specified in Section 7, “Process for DCP Standardization”), the Steering Committee will then also vote on whether or not the Working Committee has completed the work provided for in its charter. If the Steering Committee vote is that the work is completed, then the Working Committee is disbanded. If not, then the Working Committee will continue on those work items not yet completed. Note that addition of new work items or other expansion of the original charter requires the approval of the Steering Committee.

When a Working Committee is disbanded, any UPnP™ Forum resources, such as e-mail reflectors and document archives established for the Working Committee may remain available for historical and pedagogical purposes. These resources may be used by Forum Members engaged in discussing requirements for related work, in preparation of a new charter for Steering Committee consideration. Any materials or messages sent to the e-mail reflector or stored on Forum archive servers of a disbanded Working Committee will be considered input to the Steering Committee.

3.3 Meetings of Working Committees

Working Committees will meet at the discretion of their Chairpersons. Microsoft agrees to host Working Committee meetings unless an alternative host is identified.

3.4 Alignment of Working Committees

Working Committees in the same device category need to maintain a close relationship to maximize consistency and reuse of like services. Examples of such categories include home automation and audio/video.

The following guidelines are proposed in order to achieve these objectives:

First, the Working Committees in the given device category will coordinate meetings to facilitate member participation in more than one Working Committee meeting in that category.

Second, there will be a Device Category Coordinator appointed by the Steering Committee to oversee the Working Committees in the given area. The Coordinator will typically be one of the Chairpersons. The Coordinator’s responsibilities include the following:

· Maximizing consistency and reuse across the different devices.

· Scheduling and managing cross-Working Committee meetings including producing an agenda in conjunction with the Working Committee Chairpersons and keeping the different Working Committees on schedule during these meetings.

· Reporting progress and cross-device issues to the Steering Committee.

Figure A. Alignment of Working Committees

3.5 Voting Issues Within the Working Committee

A Working Committee will use the same voting procedure as the one articulated for the Steering Committee (as stated in Section 2.5) unless otherwise specifically defined by the Working Committee.

3.6 Guidelines for Formation of a New Working Committee

Selecting devices for market introduction is a business decision, while the Forum is not a business entity. Members must first identify customer scenarios for networked intelligent appliances that contribute to their business, then come to the Forum with specific target device types for standardization.

To maximize the likelihood of success for a new device type or a new device category, the Steering Committee will review and approve proposals. The following are required elements of a proposal:

· At least one customer-level scenario involving the device type(s) that is both practical and brings clear value to customers, thus showing clear business motivation for the effort.

· A brief description of the targeted device type(s), explaining how the device relates to the scenario.

· At least one nominated chairperson, with a nomination statement, to lead the design work and finalize the standard. At least three committed member companies, with qualified individuals identified, to participate in the design work and then to provide the required sample implementations. These individuals might include the chairperson.

· A proposed schedule and timeline for the key milestones and finalization of the standard.

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Section 4. Technical Committee

4.1 Rationale

There will be a Technical Committee (TC) to address UPnP™ Forum-related technical issues. Having a TC will aid the UPnP™ Forum in achieving its objectives of defining device control protocols (DCPs) that cover a broad space of device categories as follows:

· Help Working Committees be better coordinated and be more efficient.

· Help steer the design of the architecture and of the DCPs in a technically sound direction.

· Develop and understand the different needs of the device vendors and represent these needs at the right priority.

4.2 Membership

Technical contributors from UPnP™ Forum Steering Committee member companies will staff the Technical Committee. Working Committee Chairs may also elect to participate in the TC. The Steering Committee shall appoint a Chair and Vice-Chair for the TC. The TC may invite other UPnP™ Forum member companies to participate in the TC. The duration of the participation will be stated in the invitation. At the end of the term, the TC may renew the invitation for a term stated in the renewed invitation.

4.3 Voting

Only Steering Committee companies represented in the TC may exercise a single vote per company.

4.4 Charter

The charter of the Technical Committee is as follows:

· Oversee and guide the review, comments, and refinement processes of proposed standard DCPs, including sample implementations and test suites, to standardized DCPs, including making recommendations to Working Committees and the Steering Committee.

· Ensure that all technical issues raised by Working Committees or any Forum member are well understood, documented, streamlined, and addressed in a timely fashion.

· Ensure the completeness of the Device Architecture Document, and its sufficiency for use in the definition of DCPs.

· Maximize synergy across the family of standard DCPs:

o Ensure that like concepts in different device categories are addressed with common solutions across Working Committees.

o Identify common services across different device categories, like the clock or the power subunit, and provide well-designed control protocols for these components as a resource for Working Committees.

o Define common conventions to be adopted in DCPs, such as naming, measurement units, etc.

· Provide requirement documents, prioritized feature requests backed with scenarios, device vendor considerations, and proposed revisions for the evolution of the UPnP™ Device Architecture.

· Help shape and execute a plan in regards to the IETF specifications.

· Conduct its business in the same manner as other UPnP™ Forum WCs (reflector e-mail, teleconferences, face-to-face meetings, perhaps held in conjunction with SC meetings).

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Section 5. Legal Committee

5.1 Rationale

There will be a Legal Committee to address UPnP™ Forum-related legal issues. Having a Legal Committee will aid the UPnP™ Forum in clarifying, resolving, and/or preventing legal issues, which otherwise could hinder the UPnP™ Forum’s activities.

5.2 Membership

Representatives, who may or may not be attorneys, from UPnP™ Steering Committee member companies will staff the Legal Committee. Invited Experts may also participate; however, Invited Experts do not hold voting rights.

5.3 Election of the Legal Committee Chair

The Legal Committee Chair holds a one-year term. Nominations are taken from Legal Committee members. The Legal Committee Chair must demonstrate proven leadership abilities, preferably in organizational and prior chairing experience with such groups.

The chair is up for re-election annually following the election of the new Steering Committee. Voting is via secret ballot. Each Legal Committee member company has one vote. If there is no clear majority, then there will be a run-off between the top two candidates. Transition will occur after the mid-October (Anniversary) meeting.

If the Chair becomes vacant prior to the end of the normal term, then there will be a call for nominations and elections for an Interim Chair to fulfill the remainder of the term.

At the Chair’s discretion, a Vice Chair will be nominated to run meetings in the Chair’s absence. The Chair submits the Vice Chair’s nomination for Legal Committee approval.

An individual, not a company, holds appointment to the Chair.

5.4 Voting

A quorum is fifty percent (50%) of Legal Committee member companies. Each Legal Committee member company may exercise one vote. Simple majority, defined by the number of “yes” votes versus the number of ”no” votes, decides the vote. Abstentions are not counted; that is, if there are two “yes” votes, one “no” vote and seven abstentions, then the motion carries. The Chair breaks ties. The preference is to have voting occur during meetings. If this is not possible (votes required between meetings), then the Legal Committee will be notified and the vote will occur by special conference call or email.

5.5 Charter

The charter of the Legal Committee is as follows:

· Advise the Steering Committee with respect to legal issues.

In this role, the Legal Committee representatives are ultimately advisors to and representatives of their own respective Steering Committee member company.
All Legal Committee representatives’ opinions should be brought to the attention of the Steering Committee.

· Ensure the completeness and accuracy of the various UPnP™ Forum-related legal documents. This includes drafting proposed new legal documents and drafting proposed amendments to existing legal documents, which are to be reviewed and approved by the Steering Committee.

· Ensure that all legal issues raised by the Steering Committee, inclusive of sub-committees, Working Committees, or any Forum member are properly and timely addressed.

· Legal Committee business shall be conducted via teleconference, email and face-to-face meeting, the best method to be determined by the Legal Committee on a case-by-case basis.

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Section 6. Architecture Committee

6.1 Rationale

There will be an Architecture Committee to create and publish DCP Frameworks for use by the working committees.

6.2 Charter

“Architecture Committee” is the sub-committee of the Steering Committee, consisting of Steering Committee members, and established pursuant to Section 2.5 of the UPnP Forum Membership Agreement, responsible for publishing Proposed DCP Framework(s) for consideration as Standardized DCP Framework(s).

6.3 Creation of the Architecture Committee and Membership

6.3.1 Initial Architecture Committee

Pursuant to Section 2.5(a) of the UPnP™ Forum Membership Agreement, the Steering Committee shall create the Initial Architecture Committee, which shall consist of no more than seven (7) Steering Committee member companies. The Architectural Process Task Force shall submit to the Steering Committee a recommended slate of nominees to fill the seats of the Initial Architecture Committee. The Steering Committee by a majority vote shall elect the Initial Architecture Committee; voting requirements for this election shall be those of Section 2.5 of this Process Document. Pursuant to Section 2.4(a) of the UPnP™ Forum Membership Agreement, Microsoft holds a permanent seat on the Architecture Committee.

6.3.2 Successive/Post-Initial Architecture Committee

The Architecture Committee shall remain active until completion of its assigned task [i.e., Standardization of a Proposed DCP Framework] or any other time as designated by the Steering Committee. Upon completion of its assigned task or at such time as designated by the Steering Committee, the Architecture Committee will be disbanded and, at the discretion of the Steering Committee if deemed necessary, shall be reactivated by the Steering Committee. The Steering Committee may disband and reactivate the Architecture Committee by simple majority vote.

6.3.2.1 Terms and Election of Architecture Committee Members

A member’s term on the Architecture Committee lasts until completion of the Architecture Committee’s assigned task or until such time as the Steering Committee otherwise designates that the Architecture Committee be disbanded. If during a period when the Architecture Committee is active there is a Steering Committee election, any member of the Architecture Committee that is up for reelection to the Steering Committee maintains its seat on the Architecture Committee subject to the member’s reelection to the Steering Committee.

In the event that the Steering Committee reactivates the Architecture Committee after a period of disbandment, all Architecture Committee member seats, except Microsoft because of their permanent seat, are open for election. In such a case, the Steering Committee shall fill the Architecture Committee seats by simple majority vote.

6.3.2.2 Vacated Seats

An Architecture Committee seat may be vacated at any time, either voluntarily or involuntarily. Upon written notice to the Chair of the Architecture Committee, an Architecture Committee member may resign its seat, where such resignation from and relinquishment of the seat is immediate. Also, an Architecture Committee member may be removed from the Architecture Committee for failure to participate in five [5] consecutive meetings [face-to-face and/or via teleconference]. The recommendation for removal is automatically, in such circumstances, sent to the Steering Committee for consideration. The Steering Committee may vote to remove such Architecture Committee member by a two-thirds [2/3] majority of all Steering Committee members, where abstentions do not count towards the two-thirds [2/3] majority.

Any vacant seats may be filled by interim election, the vote decided by majority vote of the Steering Committee. Any interim elected Architecture Committee member’s seat shall be up for reelection at such time as the Architecture Committee member’s Steering Committee seat is open for reelection, as stated previously in this Section 6.3.2.1.

6.3.3 Participation by Architecture Committee Non-Members

Membership in the Architecture Committee is limited to those Steering Committee members elected by the Steering Committee to comprise the Architecture Committee. However, all Forum Members are permitted to participate in technical discussions of the Architecture Committee, inclusive of teleconferences, in-person meetings and e-mail and website discussions, at the discretion of the Architecture Committee or Steering Committee. Although all Forum Members may be allowed to participate in the Architecture Committee, only the Architecture Committee members shall have the right to vote.

At the discretion of the Architecture Committee, Invited Experts shall be allowed to participate in technical discussions, inclusive of teleconferences, in-person meetings and e-mail and website discussions. An Invited Expert is one who possesses a skill or expertise that currently does not exist on the Architecture Committee or one who presents a white paper or technology for consideration by the Architecture Committee. Invited Experts must either be a Forum Member or, if not a Forum Member, one who commits in writing to be bound by the terms of the IPR Policy of the Membership Agreement, as if he/she/it were a Forum Member. The approval process to allow Invited Experts is subject to the voting requirements and procedures of Section 6.5 of this Process Document.

A public [UPnP™ Forum Member] e-mail reflector will be established to foster information exchange between the Architecture Committee and the general UPnP™ Forum membership. The Architecture Committee will be responsible for reporting, in a timely manner, to the general UPnP™ Forum membership about the discussions within the Architecture Committee.

Additionally, the Forum Members may provide input to the Architecture Committee via working committees in which they participate, as well as any Forum e-mail reflector, website or other Forum discussion medium.

6.4 Election of the Architecture Committee Chair

The Architecture Committee Chair must be a representative of one of the Architecture Committee members. The Architecture Committee Chair holds a one-year term. Nominations are taken from Architecture Committee members. The Architecture Committee Chair must demonstrate proven leadership abilities, preferably in organizational and prior chairing experience with such groups.

The chair is up for re-election annually following the election of the new Steering Committee. Voting is via secret ballot. Each Architecture Committee member company has one vote. If there is no clear majority, then there will be a run-off between the top two candidates. Transition will occur after the mid-October (Anniversary) meeting.

If the Chair becomes vacant prior to the end of the normal term, then there will be a call for nominations and elections for an Interim Chair to fulfill the remainder of the term.

At the Chair’s discretion, a Vice Chair will be nominated to run meetings in the Chair’s absence. The Chair submits the Vice Chair’s nomination for Architecture Committee approval.

An individual, not a company, holds appointment to the Chair.

6.5 Voting

The Architectural Committee will use the same voting procedure as the one articulated for the Steering Committee (as stated in Section 2.5 of this Process Document) unless otherwise specifically determined by the Membership Agreement (as stated in Section 2.5(c)-(f) of the Membership Agreement).

6.5.1 DCP Framework Published Drafts

Subject to Section 2.5(g) of the UPnP™ Forum Membership Agreement, the Architecture Committee can determine that a DCP Framework under development meets certain technical criteria and can determine by unanimous vote of the Architecture Committee to publish a DCP Framework Published Draft. Publication by the Architecture Committee of a DCP Framework Published Draft has the effect of creating certain obligations to license under Section 3 of the Membership Agreement. Members may provide Member Input on the DCP Framework Published Draft, and, pursuant to its governance rules and this Membership Agreement, the Architecture Committee can modify such DCP Framework Published Draft for re-publication as a DCP Framework Published Draft or as a Proposed DCP Framework.

6.5.2 Proposed DCP Frameworks

Subject to Section 2.5(g) of the UPnP™ Forum Membership Agreement, the Architecture Committee can determine that a DCP Framework under development meets certain technical criteria and can determine by unanimous vote of the Architecture Committee to publish a Proposed DCP Framework. Publication by the Architecture Committee of a Proposed DCP Framework has the effect of creating certain obligations to license under Section 3 of the Membership Agreement. Members may provide Member Input on the Proposed DCP Framework, and, pursuant to its governance rules and this Membership Agreement, the Architecture Committee can modify such Proposed DCP Framework for re-publication as a DCP Framework Published Draft or as a Proposed DCP Framework.

6.5.3 Standardized DCP Frameworks

The Steering Committee in place at the time of the vote on the Proposed DCP Framework will adopt or reject the Proposed DCP Framework as a Standardized DCP Framework by three-quarters majority vote. Prior to voting on a given Proposed DCP Framework, the Architecture Committee will make the Proposed DCP Framework and Reference Implementations [a minimum one (1) but a preferred three (3)] available to all Members for their comments and review, such comment and review period to be not fewer than forty-five (45) days. Any Member may submit comments and Member Input on the Proposed DCP Framework to the Architecture Committee. Upon the close of such comment period, the Steering Committee will have ten (10) business days in which to adopt or reject the Proposed DCP Framework as a Standardized DCP Framework by three-quarters majority vote; any Steering Committee representative abstaining from voting will be deemed to have voted in favor of approving the Proposed DCP Framework as a Standardized DCP Framework. In the event a Proposed DCP Framework is not adopted as a Standardized DCP Framework, the Architecture Committee will re-convene to amend and/or modify the Proposed DCP Framework pursuant to Section 2.5 of the Membership Agreement.

6.5.4 Resolution of Architecture Committee Voting Deadlocks

Following any vote wherein only one Architecture Committee Member has voted against adoption of a DCP Framework Published Draft or Proposed DCP Framework, the Architecture Committee shall re-convene in good faith to examine the reasons for the failing vote for a period not fewer than forty-five (45) days, at the conclusion of which the Architecture Committee may vote to approve the respective DCP Framework Published Draft or Proposed DCP Framework with one (1) vote less than unanimity, provided it remains the same single Architecture Committee Member who continues to vote against adoption following this period.

6.6 Meetings of the Architecture Committee

The Architecture Committee will meet at the discretion of the Chairperson. Microsoft agrees to host Architecture Committee meetings unless an alternative host is identified.

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Section 7. Member Relations Committee (MRC)

7.1 Rationale

There will be a Member Relations Committee (MRC) to support existing UPnP™ Forum Members in developing UPnP^TM products and to recruit new Members and organizations to the UPnP™ Forum. The MRC will actively pursue other standards groups and organizations to join the UPnP^TM Forum and align their technologies with UPnP^TM technology.

7.2 Election of the MRC Chair

Nominations to chair the MRC are taken from MRC members. The MRC Chair must demonstrate proven leadership abilities, preferably in organizational and prior chairing experience with such groups. The MRC Chair holds a one-year term.

The Chair is up for re-election annually following the election of the new Steering Committee. Voting is via secret ballot. Each MRC member company has one vote. If there is no clear majority, then there will be a run-off between the top two candidates. Transition will occur after the mid-October (Anniversary) meeting.

If the Chair becomes vacant prior to the end of the normal term, then there will be a call for nominations and elections for an Interim Chair to fulfill the remainder of the term.

At the Chair’s discretion, a Vice Chair will be nominated to run meetings in the Chair’s absence. The Chair submits the Vice Chair’s nomination for MRC approval.

An individual, not a company, holds appointment to the Chair.

7.3 Membership

Marketing, Business Development, and Technical Evangelist contributors from UPnP^TM Forum Member companies will staff the MRC. The MRC Chair may, at his or her discretion, nominate an “Invited Expert” to participate in the MRC. Duration of participation of the Invited Expert will be stated in the nomination. Nomination is of an individual, not a company. The Chair shall present the nomination to the Steering Committee which shall vote to approve the nomination by simple majority. Nomination and confirmation may take place over e-mail. At the end of the term, the Steering Committee may vote to extend or terminate the appointment. An Invited Expert, not being from a UPnP™ Forum Member company, is an individual whose active participation in the MRC would be perceived as helping to advance the charter of the group. However, an Invited Expert holds no voting rights.

7.4 Voting

A quorum is fifty percent (50%) of MRC member companies. Each MRC member company may exercise one vote. Simple majority, defined by the number of “yes” votes versus the number of "no” votes, decides the vote. Abstentions are not counted; that is, if there are two “yes” votes, one “no” vote and seven abstentions, then the motion carries. The Chair breaks ties. The preference is to have voting occur during meetings. If this is not possible (votes required between meetings), then the MRC will be notified and the vote will occur by special conference call or e-mail.

7.5 Charter

The charter of the Member Relation Committee is as follows:

· Actively recruit new Members to the UPnP^TM Forum;

· Help to identify important device categories and establish new Working Committees based on such;

· Work with other standards groups and organizations to promote UPnP^TM technologies and standards (DENi, CEA, CableLabs, CABA, DSL Forum, HANA, etc.);

· Promote UPnP^TM technology and UPnP^TM standards via tradeshows and other relevant speaking opportunities (CES, EH Expo, CEDIA, Interop, IDF, WinHEC, etc.);

· Write articles regarding UPnP^TM Forum activities and initiatives, when appropriate;

· Provide documentation of development tools and kits to UPnP™ Forum Members;

· Work with the UIC to promote the UPnP^TM Logo Program and Device Certification Process.

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Section 8. Device Control Protocols

In addition to the specification work, the finalization of a standard DCP requires at least three sample implementations and a test suite. The intent is to ensure that an effective specification is tested before confirming the standard. Exceptions to this requirement may be made with regard to optional components only. The exception will be decided by majority vote of the Steering Committee.

Figure B. DCP Development Work Flow (*.ppt)

Nominally, Working Committees are concerned with DCPs because DCPs correspond to actual devices, and to stand-alone commercial products. Therefore, in most cases, DCPs are the best-standardized building blocks to enable interoperability between devices from different vendors. However, there are cases where standardizing at the service (device-component) level is the right approach. For example in the audio/video device category the common practice is to standardize at the component level since several devices share the same component. This practice prevents duplication of effort and divergence of like concepts. Furthermore, standardizing at the service level opens the door for device vendors to mix and match services, thereby allowing them to form all kinds of devices. This flexibility has proven to be practical in the audio/video space (for example, the combination TV/VCR device).

Working Committees will have the option to publish their specifications at the device level or at the service level (i.e., component) level. In case of the latter, any product that implements a standard device specification will have the option, in addition, to implement any standard service specification. At certification testing time, such a product will be tested according to conformance with the standard device specification and with all the standard service specifications that are implemented and advertised by the product. For example, the Security Working Committee might define security services that are applicable to any of the standard UPnP™ device types. A product that chooses to be secure by implementing the security services will be tested on these services in addition to being tested to the product’s original device type.

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Section 9. Process for DCP Standardization

Upon completion of the specification, test suite, and three sample implementations, the Working Committee submits this package to the Steering Committee for review. The three sample implementations must pass the test suite. The sample implementations can be actual physical devices or logical simulations of such devices.

There will be a 45-Day Review Sign-Off Sheet (see Appendix H) which functions as a checklist of requirements to be met in order to start the 45-Day Member Review. The sheet will be signed by key parties -- The Working Committee Chair, Sample Implementers, Technical Committee Chair, Test Tool PM, Forum Secretary -- who, in so signing, attest that certain criteria have been met for the Forum-wide review and comment period to begin. There will also be a 45-Day Review FAQ (see Appendix I) which will function as a process aide to the parties involved.

The proposed DCP is then posted for a public review process of no fewer than 45 days. Depending on the review results, the DCP is either confirmed as a standard or is sent back to the Working Committee with specific work items and issues to be addressed.

The Working Committee Chair is advised to include informative auxiliary material when submitting a Proposed DCP for TC review. This may be material the Working Committee produced while developing the specification that will help in the interpretation and correct implementation of the specification. Such material includes and is not limited to introductory, complimentary and addendum items such as use case scenarios, whitepapers, architecture or implementation guidelines.

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Section 10. Member Contributions to the Forum

Given the scope of the Membership Agreement, submissions to the Forum need to pertain to the design of Device/Service Control Protocols (DCPs or SCPs). The purpose of these contributions must be to aid in the development of DCPs. Contributions must be submitted under the IPR terms of the Membership Agreement. Such contributions are to be posted on the UPnP™ Forum web site and may potentially be utilized in the UPnP™ DCPs.

10.1 Information Restricted to Members

All member submissions, information exchange, and discussions about standard DCPs should be limited to members only. The Membership Agreement and its associated IPR policy must guide these exchanges. General “informational” documents such as the Microsoft Device Architecture Document and sample DCPs, shared for pedagogical reasons, can be shared more broadly, even to non-members (for example posted on the public area of the UPnP™ Forum web site).