IP Policy of Taiwan-Japan Open-Ended Internet of Things Association
The objective of this IP Policy is to regulate the main issues relating to industrial property
rights, know-how and copyright (hereinafter: “IP Rights”) and confidential information
associated with the activities and offers of Taiwan-Japan Open-Ended Internet of Things
Association (hereinafter: “Association”). This is intended to create a reliable framework for
the handling of IP Rights and confidential information in the interest of the members.
Artikel 1 -
1.1 As a matter of principle, the meetings of the committees and working groups are not
confidential. Accordingly, the Association or the members do not have any
confidentiality obligations relating to the object of consultations or information
disclosed by a member in the committees or working groups, except if confidentiality
obligations arise from clauses 1.2 through 1.4.
1.2 The members have the option of entering into bilateral or multilateral non-disclosure
agreements with the recipients of confidential information, prior to disclosing
1.3 Should a member consider it to be reasonable or necessary to disclose confidential
information in a committee or a working group, the relevant committee or working
group may decide prior to such disclosure that the represented members shall be
obligated to keep such information confidential. Such resolutions shall be passed by
a majority of the members present. The members warrant and ensure that
individuals who represent them in the committees and working groups are duly
authorized to pass such resolutions. The disclosing member shall furnish the
information with a confidentiality note if disclosure is made in written or other tangible
form. In the event of an oral disclosure, the secretary shall record the confidential
information. Any objections against this record by other members must be submitted
in writing within thirty (30) days from receipt. Prior to disclosure of such information,
the members of the relevant committee or working group who do not wish to assume
a confidentiality obligation shall be given the opportunity of leaving the meeting. The
resolution has the effect that the participating members are obligated to keep the
information confidential and must only use it for the purpose of the discussions
relating to their work in the committee or working group, except if the resolution
1.4 Additionally, the committee or the working group may pass a resolution upon the
request of the chairman or a member, stating that the object of consultations is to
be kept confidential by the members. In such cases, the procedure set out in clause
1.3 above shall apply.
1.5 With regard to the disclosure of confidential information and the discussion of
confidential issues, the members shall observe the provisions of the Association’s
Code of Conduct for Anti-trust Compliance, as amended (“Code of Conduct”).
Artikel 2 -
Granting and use of IP Rights
2.1 Except if expressly provided for otherwise in this IP Policy, no member shall be
obligated to transfer IP Rights to the Association or to another member, or to grant
the Association or another member usage rights in IP Rights.
2.2 All IP Rights in the MindSphere operating system (including the MindSphere APIs)
and in the related products and services as well as parts and further developments
thereof shall remain in full with Siemens Aktiengesellschaft and its affiliates
(collectively: “Siemens”) and/or the Siemens licensors. “API” or “Application
Programming Interface” shall mean a communicative interface through which the
individual applications within a software system or different software systems
interact, in particular in order to retrieve, exchange or process data.
Artikel 3 -
Right to use feedback
3.1 In as far as members give Siemens suggestions, recommendations, feature
requests or other feedback (“Feedback”) relating to the MindSphere operating
system and the MindSphere APIs or related Siemens products and services, the
following provisions shall apply:
3.1.1 Siemens holds the worldwide, permanent, irrevocable, transferable, sub-licensable
and royalty-free right to implement and use the Feedback in connection with the
MindSphere operating system and/or all other products and services.
3.1.2 The member warrants to be authorized to give such Feedback, whereby the
member shall not be obligated to do research regarding third-party proprietary
rights that may stand against the use of such Feedback. The member confirms that
it will refrain from disclosing Feedback that relates specifically to the MindSphere
operating system or the MindSphere APIs to third parties; this shall not hinder the
member from giving general feedback in a generic form to third parties as well, for
instance in the form of feature requests to other platform operators. Siemens shall
not treat the Feedback as confidential information. Should the member find that its
Feedback as recorded in the Association’s documents was incorrect or incomplete
in material aspects, the member shall inform Siemens thereof as soon as possible.
3.2 The provisions in clause 3.1 shall apply mutatis mutandis if members give each other
Feedback regarding their technical solutions, for instance as part of their work in a
committee or working group. The provisions of the Code of Conduct must be
Artikel 4 -
Rules on usage rights for cooperation activities in the
Association’s test field environment
4.1 The Association shall make available to its members, subject to separate terms and
conditions, test field environments for cooperation activities aimed at developing
solutions (software, services) based on the MindSphere operating system.
4.2 Members who use the test field environments made available by the Association for
development cooperation activities shall be free to contractually regulate use of the
IP Rights that originate from such cooperation activities.
4.3 Instead of a contractual agreement pursuant to clause 4.2, the involved members
may optionally agree that the usage rights concept as set out in Annex 1 to this IP
Policy shall apply. The members are aware that the usage rights concept, in the
interest of a deliberately simple, liberal regulation, may not provide an adequate or
desirable regulatory framework for all types of cooperation under the relevant
circumstances. The Association, and the Board do not accept any warranty in this
4.4 The offer of test field environments serves the purpose of developing solutions
(software, services) based on the MindSphere operating system. The Association
does not support any cooperation activities relating to the further development of the
MindSphere operating system or of the MindSphere APIs. Should work results
relating to the MindSphere operating system or the MindSphere APIs nevertheless
be created during a cooperation among members, in particular due to insights into
the MindSphere operating system or the MindSphere APIs, all rights to such work
results shall be held by Siemens, and Siemens shall be entitled to use such work
results at its own discretion, without requiring consent from one or more members
and without a compensation obligation towards other members, in particular for the
further development of the MindSphere operating system and the MindSphere APIs.
For work results in the form of software, the usage rights shall cover all known (see
Article 22 to Article 29-1 of Taiwan Copyright Act) and unknown types of use and
usage possibilities, including the right to issue sublicenses to Siemens customers,
in as far as use of a Siemens product or service requires use of the software. The
usage rights relate to the object code and the source code of such software.
4.5 In order to promote synergies in the MindSphere ecosystem, members are, as a
matter of principle, prepared to favorably consider the granting to other members of
usage rights in work results that are eligible for property right protection and that
they have been created as part of a development cooperation within the Association,
provided that such other member (i) is technically dependent upon using the
property right in order to develop its own solution (software, services) based on the
MindSphere operating system and (ii) is not able to take recourse to existing
solutions based on the MindSphere operating system or an interaction with such
solutions during such development work. The owner(s) of the work results shall be
free to make such granting of usage rights subject to payment of a fee. There is no
obligation to disclose work results to other members, to inform other members
without a corresponding inquiry on work results registered for property right
protection, or to grant other members usage rights in the work results.
Artikel 5 -
Use of brands
5.1 The members may use the Association’s name and brands throughout their
membership, on websites and in marketing materials, in order to show that they are
members of the Association. When a member leaves the Association, it shall have
the right to use marketing materials containing a reference to the leaving member’s
membership in the Association for a transitional period of one year.
5.2 For the term of their membership, the members grant the Association the right to
use their company names and logos on the websites of the Association and of
partner organizations in other countries associated with the Association, in order to
show that they are members of the Association. When a member leaves the
Association, the Association shall have the right to use marketing materials
containing a reference to the leaving member as a member of the Association for a
transitional period of one year.
5.3 Use of the Siemens brands and logos, including such with a reference to
MindSphere, by the members requires an expressed written agreement between the
relevant Siemens business and the member.
5.4 Any use of brands and logos going beyond the above requires a separate
Artikel 6 -
6.1 The Association has adopted this IP Policy through a resolution by the Board on
July 30, 2019.
6.2 The provisions in this IP Policy (as amended) shall become binding for the members
through their acknowledgement in the membership application.
Annex 1 (optional)
Usage rights concept for cooperation activities
in the Association’s test field environment
Artikel 1 - Work results and usage rights
1.1 Work results created by one individual member shall be owned exclusively by that
member. In as far as the term “members” is used in this usage rights concept, this shall
only mean the members involved in the relevant development cooperation.
1.2 The work results created jointly by two or more members shall be owned jointly by the
members involved in creating such work results. Each member holding an interest in
such work result shall have the right to use it at its own discretion, and to grant nonexclusive, sub-licensable licenses to third parties without requiring approval by an (or
several) other member holding an interest in such work results, and without any
compensation, in particular financial compensation, among the members holding an
interest in the work results.
1.3 In as far as use by a member of a work result created as part of the cooperation
activities technically requires the granting of usage rights in the work results of another
member, this member hereby grants the other member a non-exclusive, royalty-free,
permanent license, without restrictions as to territory, to use such work results. The
license is transferable and sublicenses may be granted as follows: (i) to subcontractors
for the period and implementation of the cooperation, (ii) to affiliates and (iii) to third
parties who manufacture and/or develop for the member or its affiliates.
1.4 The above paragraphs shall in particular also apply to work results that are eligible for
protection as IP rights, irrespective of whether such protection has been applied for
Artikel 2 - Treatment of Background IP Rights and Background Know-how
2.1 Any existing know-how held by the members at the beginning of the cooperation with
regard to which property right protection has not been applied for or granted
(“Background Know-how”) as well as any inventions existing at such time and any
registered and granted property rights and software (“Background IP Rights”) shall
remain the property of the respective member, and shall continue to be exclusively
vested in the respective member after the beginning of the cooperation. The terms
Background IP Rights and Background Know-how shall also comprise know-how, IP
rights and software which a member develops after the beginning of the cooperation,
but independently of this cooperation.
2.2 Machine operating data (raw and processed) and configuration data (jointly referred to
as “Data”) that are introduced into the cooperation by a member shall be confidential
information of such member and may not be disclosed to third parties (apart from
affiliates and subcontractors in the context of the cooperation), except with prior written
2.3 The members shall have the right to use the other members’ Background IP Rights,
the Background Know-how, the Data and the work results for the implementation of the
development work within the framework of the cooperation.
2.4 In as far as use by a member of work results created as part of the cooperation activities
technically requires the granting of usage rights in the Background Know-how
(including Data) of another member which such other member actively introduced into
the cooperation, the owner of such Know-how hereby grants the other member a nonexclusive, royalty-free, permanent license, without restrictions as to territory, to use
such Background Know-how. The license is transferable and sublicenses may be
granted as follows: (i) to subcontractors for the period and implementation of the
cooperation, (ii) to affiliates and (iii) to third parties who manufacture and/or develop for
the member or its affiliates.
2.5 In as far as use by a member of work results created as part of the cooperation activities
technically requires the granting of usage rights in the Background IP Rights of another
member which such other member actively introduced into the cooperation, the owner
of such Know-how shall be free to grant the other member a license in the Background
IP Rights at standard market conditions, subject to a separate licensing agreement. An
obligation to enter into such licensing agreement shall not exist.
2.6 The granting of usage rights pursuant to clauses 2.4 and 2.5 shall only apply in as far
as the holder of the rights is permitted to grant such usage rights without the prior
consent of a third party, and without incurring payment obligations to third parties (with
the exception of the obligation to pay employee inventor compensation).
2.7 The granting of usage rights pursuant to clauses 2.4 and 2.5 shall only apply to
products, services, apps or solutions, the focus of which is on the collection, analysis
and/or use of data via MindSphere.
2.8 For work results in the form of software, the usage rights pursuant to Art. 2 and 3 shall
cover all known (see Article 22 to Article 29-1 of Taiwan Copyright Act) and unknown
types of use and usage possibilities, including the right to issue sublicenses to the
customers of the respective license-receiving member, in as far as use of a
product/service procured from such member requires use of the software. The above
usage rights for software relate to the object code. Use of the software source code is
only permitted if expressly agreed in writing by the respective members.
Artikel 3 - Application for registration of property rights in common work results
3.1 In as far common work results that are eligible for property right protection are created
as part of the cooperation, the members involved in the invention shall coordinate as to
who will file the application for registration of the national, regional or international
property rights on behalf of the involved members. During this coordination, the
members shall in particular take into account the special technical expertise of the
respective members involved in the invention.
3.2 The applying member shall coordinate the application in a reasonable manner with the
other members involved in the invention. The non-applying member shall reasonably
support the applying member in the context of the application, and shall in particular
make available all necessary signatures of the respective inventors as well as all
documents reasonably requested by the applying member.
3.3 In as far as a member involved in an invention is not interested in applying for or
maintaining the registration of a common work result and/or an existing common
property right and/or a property right registration (i) at all, (ii) in certain countries, or (iii)
beyond the priority registration, such member shall inform the other member of this fact,
without undue delay in the cases covered by (i) and (ii), and no later than 4 (four)
months prior to expiry of the priority year in the cases covered by (iii). In such cases,
the other member shall have the right to apply for registration of property rights at its
own discretion, in its own name and at its own expense, and to maintain existing or
pending property rights. The non-continuing member shall transfer its share in the
property right to the other member, and shall provide this other member with the
documents required for such transfer. This member shall become the sole owner and
rights holder of the property right in these countries. The other member shall not hold
any rights to or in the existing or pending property right, with the exception of the right
to use the common work result within the area of validity of the property right, subject
to the provisions of this usage rights concept.
In as far as this usage rights concept employs the term “to use”, this shall also include
allowing the use by affiliates, subcontractors, consultants and vicarious agents, but not
the granting of (sub-) licenses to third parties.
3.4 In relation to each other, the members involved in the invention shall not be obligated
to pursue property right infringements against jointly developed work results or common
IP rights – in particular such committed by third parties – in or out of court. However,
they shall inform each other without undue delay whenever they learn of a potential
property right infringement. In such cases, the members shall endeavor to reach
agreement as to whether such property right infringement should be prosecuted jointly.
3.5 The involved members shall equally share the costs for the application for registration,
defense and maintenance of the property rights that are based on common work
results. Each member shall bear the compensation payments to its own inventors, if
any, in particular the inventor remuneration provided for by the Law on Employee
3.6 The applying member shall be obligated to use the same degree of care which it uses
for the application for registration, defense and maintenance of its own property rights.
The liability of the applying member for damages, expenses and costs shall be
excluded, except in cases of willful misconduct or gross negligence.
Artikel 4 - Third-party IP rights
The members shall not be obligated to do research regarding property rights which may stand
against the development cooperation. However, they shall inform each other without undue
delay whenever they learn of a property right which may potentially be relevant for the