Adoptium Working Group Charter
Version 1.0 - Revision History at end of document
Vision and Scope
The Adoptium working group’s scope is to advance, promote, and support the dissemination of technologies derived from or related to the Eclipse Adoptium Top-Level Project. The Eclipse Adoptium project produces high-quality runtimes and associated technology for use across the Java ecosystem. The working group’s vision is to meet the needs of both the Eclipse community and broader runtime users by facilitating a comprehensive set of technologies around runtimes for Java and Java Virtual Machine-based applications that operate alongside existing standards, infrastructures, and cloud platforms.
The working group will:
- Establish Adoptium as the industry's trusted source for high-quality enterprise-ready Java runtimes.
- Promote the "Adoptium" brand and its value in the marketplace.
- Provide vendor-neutral marketing and other services to the Adoptium ecosystem.
- Define quality criteria and a quality branding process for enterprise-grade runtime technology.
- Leverage licensing and intellectual property flows that encourage community participation, protect community members, and encourage broad usage.
- Manage the overall technology roadmap and business strategies for Eclipse Adoptium and related projects.
- Establish and drive a funding model that enables this working group and its community to operate on a sustainable basis.
Governance and Precedence
The following governance documents are applicable to this charter, each of which can be found on the Eclipse Foundation Governance Documents page or the Eclipse Foundation Legal Resources page:
- Eclipse Foundation Bylaws
- Eclipse Foundation Working Group Process
- Eclipse Foundation Working Group Operations Guide
- Eclipse Foundation Membership Agreement
- Eclipse Foundation Intellectual Property Policy
- Eclipse Foundation Antitrust Policy
- Eclipse Foundation Development Process
- Eclipse Foundation Trademark Usage Guidelines
All Members of the working group must be parties to the Eclipse Foundation Membership Agreement, including the requirement set forth in Section 2.2 to adhere to and abide by the Bylaws and then-current policies of the Eclipse Foundation, including but not limited to the Intellectual Property and Antitrust Policies.
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, Working Group Process, or any policies of the Eclipse Foundation, the terms of the Eclipse Foundation Bylaws, Membership Agreement, process, or policy shall take precedence.
Membership
With the exception of Guest members as described below, an entity must be at least a Contributing Member of the Eclipse Foundation, have executed the Adoptium Working Group Participation Agreement once defined, and adhere to the requirements set forth in this Charter to participate.
There are five classes of Adoptium working group membership - Strategic, Enterprise, Participant, Committer, and Guest. Each of these classes is described in detail below.
The participation fees associated with each of these membership classes are shown in the tables in Schedule A. These are annual fees, and are established by the Adoptium working group Steering Committee, and will be updated in this charter document accordingly.
The fees associated with membership in the Eclipse Foundation are separate from any working group membership fees and are decided as described in the Eclipse Bylaws and detailed in the Eclipse Membership Agreement.
Classes of Adoptium Working Group Membership
Strategic Members
Strategic Members are organizations that view Adoptium working group managed technology as critical to their organization’s future, and are investing significant resources to sustain and define the core activities that are the responsibility of the working group.
Strategic Members may participate in all areas of the working group and its committees. Such committees and subcommittees may include the quality assurance subcommittee, infrastructure subcommittee, branding and marketing subcommittee, and others as deemed necessary by the working group Steering Committee.
Strategic Members of the Adoptium working group must be at least a Contributing Member of the Eclipse Foundation and have contributors participating in Adoptium projects or Adoptium Working Group initiatives as shown in the Fees Schedule A section below. Strategic Members are encouraged but not obliged to author two (2) blogs annually on a topic relevant to the working group’s objectives.
Strategic Members of the Adoptium working group are required to commit to an initial strategic membership level for a three (3) year period, after which membership may be renewed annually at the prevailing rate.
Enterprise Members
Enterprise Members are typically organizations that view the Adoptium working group managed technology as a critical part of their organization's business operations. These organizations want to influence the direction and support the development of a runtime technology ecosystem through Eclipse Adoptium.
Enterprise Members are eligible to, though not required to, participate in all areas of the working group and its committees. Enterprise Members may be elected to the Steering Committee and may participate in subcommittees at such an Enterprise member’s request. Enterprise Members are encouraged but not obliged to author one (1) blog annually on a topic relevant to the working group’s objectives.
Enterprise Members of the Adoptium working group must be at least Contributing Members of the Eclipse Foundation.
Participant Members
Participant Members are typically organizations that deliver products or services based on Adoptium technology. These organizations want to participate in the evolution of the Eclipse Adoptium ecosystem to ensure it continues to meet their needs.
Participant Members may be elected to the Steering Committee and are eligible to participate in all subcommittees at the invitation of the respective subcommittee.
Participant Members of the Adoptium working group must be at least Contributing Members of the Eclipse Foundation.
Committer Members
Committer Members are individuals who through a process of meritocracy defined by the Eclipse Development Process are able to contribute and commit code to the Eclipse Foundation projects included in the scope of this working group. Committers may be members by virtue of working for a member organization or may choose to complete the membership process independently if they are not. For further explanation and details, see the Eclipse Foundation Committer Membership page.
Committer Members may be elected to the Steering Committee and are eligible to participate in all subcommittees at the invitation of the respective subcommittee.
Guest Members
Guest Members are organizations that are Associate members of the Eclipse Foundation who have been invited for one year, renewable, by the Steering Committee to participate in particular aspects of the activities of the working group. Typical guests include Java User Groups, Research and Development 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 Adoptium Working Group Participation Agreement once defined.
Membership Summary
| Strategic Member | Enterprise Member | Participant Member | Committer Member | Guest Member | |
| Eclipse Foundation Membership | At least a Contributing Member organization | At least a Contributing Member organization | At least a Contributing Member organization | At least Individual Committer Member | Associate Member organization |
| Membership Commitment | Initial 3 years at a strategic level including funding and contributor commitments 2 | 1 year, renewable | 1 year, renewable | 1 year, renewable | 1 year, by invitation of the Steering Committee |
| Member of the Steering Committee | Appointed by the member organization | Elected | Elected | Elected | N/A |
| Member of subcommittees | Upon request of member | Upon request of member | By invite of subcommittee | By invite of subcommittee | N/A |
| Description on Website | ✓ | ||||
| Author Blog Posts 1 | 2 / year | 1 / year | |||
| Logo on Website | ✓ | ✓ | ✓ |
1 Blog post must be deemed to be relevant to the working group as determined by the steering committee
2 The contributor obligation of a Strategic Member varies by Corporate Revenue and is depicted in the Fees Schedule below.
All matters related to Membership in the Eclipse Foundation and this Adoptium Working Group will be governed by the Eclipse Foundation Bylaws, Membership Agreement, and Working Group Process. These matters include, without limitation, delinquency, payment of dues, termination, resignation, reinstatement, and assignment.
Members who resign, or otherwise terminate their membership in the working group, lose their rights to access and use any private assets and data of the working group after the effective date of the termination and do not receive a refund of Fees already paid.
Sponsorship of the Adoptium Working Group
Sponsors
Sponsors are companies or individuals who provide money or services to the working group on an ad hoc basis to support the activities of the Adoptium working group and its managed projects.
Money or services provided by sponsors are used as set forth in the working group annual budget. The working group is free to determine whether and how those contributions are recognized. Under no condition are sponsorship monies refunded.
Sponsors need not be members of the Eclipse Foundation or of the Adoptium working group.
Governance
This Adoptium working group is designed as:
- a vendor-neutral, member-driven organization,
- a means to foster a vibrant and sustainable ecosystem of components and service providers,
- a means to organize the community of each project or component so that users and developers define the roadmap collaboratively.
Steering Committee
Powers and Duties
Steering Committee members are entitled to:
- Define and manage the strategy of the working group.
- Define and manage which Eclipse Foundation projects are included within the scope of this working group.
- Define and manage a process for projects outside of the Eclipse Foundation to be included in the Eclipse Adoptium Project.
- Define and manage non-technical roadmaps.
- Review and approve changes to the working group charter.
- Review and approve the trademark policy and any subsequent changes.
- Define the annual fees for all classes of the working group membership.
- Approve the annual budget based upon funds received through fees and sponsorship.
- Create subcommittees and define the purpose, scope, and membership of each such subcommittee. Examples of such subcommittees include quality assurance, infrastructure, and branding and marketing
- Recognize the contributions of members, participants, and sponsors.
- Invite Guest members to participate in the working group.
Composition
- No single Eclipse Foundation Member organization may occupy more than 50% of the Steering Committee membership through any means including appointment or elections.
- Each Strategic Member of the working group may occupy a seat on the Steering Committee as appointed by the Eclipse Foundation Member organization holding such Strategic Membership.
- The Steering Committee may determine from time to time the total number of seats to be occupied via election by Enterprise, Participant, and Committer Members.
- All elected seats are allocated following the Eclipse "Single Transferable Vote", as defined in the Eclipse Bylaws.
- At least one seat is allocated to Committer Members via election. This seat remains empty if there are no candidates.
- A current Member of the Steering Committee in good standing shall be elected Chairperson of the working group following the Eclipse "Single Transferable Vote", as defined in the Eclipse Bylaws. The term of office for the Chairperson is one year after which a new election is held. There are no restrictions on the number of terms a Chairperson may serve.
Meeting Management
- The Steering Committee meets at least quarterly.
- All meetings will follow a prepared agenda and are minuted.
Common Dispositions
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 a meeting, vacancy, resignation, or removal, the respective terms set forth in the Eclipse Foundation Bylaws apply.
Good Standing
A representative shall be deemed to be in Good Standing, and thus eligible to vote on issues coming before the Body they participate in if the representative has attended (in person or telephonically) a minimum of one (1) Body meetings in the last six (6) months. 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 written proxy to the Body’s mailing list in advance, which shall be included in determining whether the representative is in Good Standing. As per the Eclipse Foundation Bylaws, a representative shall be immediately removed from the Body upon the termination of the membership of such representative’s Member organization.
Voting
Simple Majority
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.
Super Majority
For actions (i) amending the terms of this charter, (ii) establishing or discharging a subcommittee, (iii) amending the terms of the working group’s trademark policy, (iv) approving or changing the name of the working group, and (v) approving changes to annual Member contribution requirements including fees; 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.
Term and Dates of Elections
This section only applies to the Steering Committee.
All Member 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.
Strategic Members
Strategic Members Representatives shall serve in such capacity on committees until the earlier of their removal by their respective appointing Member organization or as otherwise provided for in this Charter.
Elected representatives
Elected representatives shall each serve one-year terms and shall be elected to serve from April 1 to March 31 of the following calendar year, 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.
Meetings Management
Place of meetings
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.
Regular meetings
No representative will be intentionally excluded from Body meetings and all representatives shall receive notice of the meeting; 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. Electronic voting shall be permitted in conjunction with any and all meetings of the Body the subject matter of which requires a vote of the Body to be delayed until each such representative in attendance thereat has conferred with his or her respective Member organization as set forth in Section Voting above.
Actions
The Body may undertake an action only if it was identified in a Body Meeting notice or otherwise identified in a notice of the special meeting.
Invitations
The Body may invite any member to any of its meetings. These invited attendees have no right to vote.
Adoptium Working Group Annual Participation Fees Schedule A
The following fees have been established by the Adoptium Steering Committee. These fees are in addition to each participant’s membership fees in the Eclipse Foundation.
Adoptium Strategic Member Annual Participation Fees
Strategic members are required to execute the Adoptium Participation Agreement, and to begin paying the fees shown below effective January 1, 2021.
Strategic members are required to commit to an initial three (3) years of membership funding and have a minimum number of full-time equivalent (FTE) contributors participating in Adoptium projects or Adoptium Working Group initiatives. The fees and contributor obligations for a strategic member will remain fixed in value and currency during those three years, and renew at the terms in place at the time of renewal.
|
Corporate Revenue |
Annual Fees - USD |
Contributors - FTE |
|---|---|---|
|
Annual Corporate Revenues greater than $1 billion |
$50,000 |
2 |
|
Annual Corporate Revenues greater than $500 million but less than or equal to $1 billion |
$40,000 |
2 |
|
Annual Corporate Revenues greater than $100 million but less than or equal to $500 million |
$30,000 |
1 |
|
Annual Corporate Revenues greater than $10 million but less than or equal to $100 million |
$20,000 |
1 |
|
Annual Corporate Revenues less than or equal to $10 million |
$10,000 |
0.5 |
Adoptium Enterprise Member Annual Participation Fees
Enterprise members are required to execute the Adoptium Participation Agreement, and to begin paying the fees shown below effective January 1, 2021.
| Corporate Revenue | Annual Fees - USD |
|---|---|
| Annual Corporate Revenues greater than $1 billion | $32,000 |
| Annual Corporate Revenues greater than $500 million but less than or equal to $1 billion | $24,000 |
| Annual Corporate Revenues greater than $100 million but less than or equal to $500 million | $18,000 |
| Annual Corporate Revenues greater than $10 million but less than or equal to $100 million | $12,000 |
Adoptium Participant Member Annual Participation Fees
Participant members are required to execute the Adoptium Participation Agreement, and to begin paying the fees shown below effective January 1, 2021.
| Corporate Revenue | Annual Fees - USD |
|---|---|
| Annual Corporate Revenues greater than $1 billion | $15,000 |
| Annual Corporate Revenues greater than $500 million but less than or equal to $1 billion | $12,500 |
| Annual Corporate Revenues greater than $100 million but less than or equal to $500 million | $10,000 |
| Annual Corporate Revenues greater than $10 million but less than or equal to $100 million | $7,500 |
| Annual Corporate Revenues less than or equal to $10 million | $5,000 |
| Annual Corporate Revenues less than $1 million and < 10 employees | $0 |
| Govt, Govt agencies, Research Organizations, NGOs, etc. | $0 |
| Academic, Publishing Organizations, User Groups, etc. | $0 |
Adoptium Committer Member Annual Participation Fees
Committer members pay no annual fees but are required to execute the Adoptium Individual Participation Agreement.
Adoptium Guest Member Annual Participation Fees
Guest members pay no annual fees but are required to execute the Adoptium Participation Agreement.
Charter Version History
- 0.5 Eclipse Foundation Review
- 0.6 Update in support of the Eclipse Foundation corporate restructuring
- 0.7 Refine the Strategic member contributor obligation to vary by corporate revenue
- 0.8 Changes following exec director review
- 1.0 Ratified by Steering Committee