MEMBERSHIP APPLICATION

INDUSTRIAL INTERNET CONSORTIUM MEMBERSHIP APPLICATION

NOTE:  REQUIRED FIELDS ARE MARKED WITH * 

MEMBERSHIP LEVEL*:
ϯ If applicant is a subsidiary, membership level is based upon parent company revenue
METHOD OF PAYMENT*:

ORGANIZATION GENERAL INFORMATION:
PRIMARY REPRESENTATIVE FROM YOUR ORGANIZATION:
ALTERNATE REPRESENTATIVE FROM YOUR ORGANIZATION:
MARKETING CONTACT FROM YOUR ORGANIZATION:
BILLING CONTACT INFORMATION:
HOW DID YOU LEARN ABOUT THE IIC?:

By submitting below, you (“Member”) agree that this membership agreement (“Agreement”) represents a binding contract between the parties and commits Member’s organization to compliance with such rules and policies as the Industrial Internet Consortium (IIC) may from time to time adopt (subject to Section 2.7 “Amendment” below). Member will enjoy the rights and benefits established from time to time for IIC members only. For clarification, membership in the IIC shall not establish Member as a member of OMG itself, and Member shall not have any rights or privileges of an OMG member, except as may be expressly provided in OMG’s own policies and procedures. Membership in IIC is renewable on the anniversary of initial application. Members are expected to comply with all applicable laws and regulations, including U.S. laws regarding Antitrust. All references to the IIC in this application shall be deemed to refer to Object Management Group, Inc., a 501(c)(6) tax-exempt organization (“OMG”) and the IIC activities of OMG. The IIC will be organized under the auspices of OMG and shall operate in a manner consistent with OMG's purposes and tax-exempt status.

1.0 MEMBERSHIP RIGHTS AND OBLIGATIONS

1.1. Generally. Member agrees to pay the annual fees established for its Membership Level, as these may be amended from time to time by the IIC Steering Committee or otherwise in accordance with the IIC Policies and Procedures.
1.2. Compliance with Policies. Member agrees to abide by, and shall have all applicable rights and obligations as set forth in, the IIC Policies and Procedures, including Intellectual Property Rights (the “IIC IPR Policy”), and any and all additional policies and procedures adopted by the IIC as any of these may be amended from time to time, all of which are hereby incorporated by reference.

2.0 GENERAL

2.1. Authority to Execute Agreement. Member hereby represents, warrants and covenants to the IIC that (a) it has the authority to enter into this Agreement and to perform its obligations hereunder; (b) the execution and performance of this Agreement does not and will not violate any agreement to which Member is a party or by which it is otherwise bound; and (c) when executed and delivered, this Agreement will constitute a legal, valid and binding obligation of Member, enforceable in accordance with its terms.

2.2. No Other Licenses. By executing this Agreement, Member neither grants nor receives, by implication, estoppel, or otherwise, any rights under any copyright, patents or other intellectual property rights of the IIC or another Member.

2.3. No Warranty. IIC AND MEMBER EACH ACKNOWLEDGES THAT, EXCEPT AS OTHERWISE AGREED IN WRITING, ALL INFORMATION PROVIDED TO OR BY THE IIC UNDER THIS AGREEMENT IS PROVIDED “AS IS” WITH NO WARRANTIES OR CONDITIONS WHATSOEVER, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND THE IIC AND MEMBER EACH EXPRESSLY DISCLAIM ANY WARRANTY OF MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO SUCH INFORMATION.

2.4. Limitation of Liability. IN NO EVENT WILL EITHER THE IIC OR MEMBER BE LIABLE TO EACH OTHER OR ANY OTHER MEMBER OR THIRD PARTY UNDER THIS AGREEMENT FOR THE COST OF PROCURING SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, LOST REVENUE, LOST SALES, LOSS OF USE, LOSS OF DATA OR ANY INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT, PUNITIVE, OR SPECIAL DAMAGES, WHETHER OR NOT SUCH PARTY HAD ADVANCE NOTICE OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES. EXCEPT IN CASES OF WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, OR WHERE REQUIRED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF THE IIC TO ITS MEMBERS AND TO OTHER PARTIES, AND OF EACH MEMBER TO THE IIC OR TO OTHER MEMBERS OR PARTIES, SHALL NOT EXCEED THE PAST 12 MONTHS’ MEMBERSHIP FEES PAID BY THE MEMBER TO THE IIC.

2.5. Governing Law. This Agreement shall be construed and controlled by the laws of the Commonwealth of Massachusetts without reference to conflict of laws principles.

2.6. Complete Agreement; No Waiver. This Agreement, including all attachments, sets forth the entire understanding of the IIC and Member and supersedes all prior agreements and understandings relating hereto, unless otherwise stated in this Agreement. The waiver of any breach or default will not constitute a waiver of any other right hereunder or any subsequent breach or default.

2.7. Amendment. Member shall be given at least thirty (30) days prior written notice of the effective date of an amendment to this Agreement, and of any other change to any rules, policies, procedures or fees of IIC, whether new or amended, that affects any of the rights or obligations applicable to a Member, that is approved by the IIC Steering Committee or otherwise in accordance with the IIC Policies and Procedures (each of the foregoing, an “Amendment”). If Member does not agree to an Amendment that was so approved, this Agreement and Member’s membership in the IIC shall terminate automatically upon expiration of the 30-day notice period, unless Member elects to withdraw by written notice on an earlier date. Amendments shall be prospective only unless otherwise agreed to by the Member and the IIC. No termination or withdrawal pursuant to this paragraph will entitle the Member to a refund of Membership dues or other fees, all of which are nonrefundable.

2.8. Intellectual Property Rights. IIC’s policies on intellectual property rights, including without limitation patents, copyrights, trademarks and confidential information, are set forth in the IIC IPR Policy.

2.9. No Rule of Strict Construction. Regardless of which party may have drafted this Agreement, no rule of strict construction shall be applied against either party. If any provision of this Agreement is determined by a court to be unenforceable, the parties shall deem the provision to be modified to the extent necessary to allow it to be enforced to the extent permitted by law, or if it cannot be modified, the provision will be severed and deleted from this Agreement, and the remainder of this Agreement will continue in effect.

2.10. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but collectively shall constitute one and the same instrument.

2.11. Compliance with Laws. Anything contained in this Agreement to the contrary notwithstanding, the obligations of the IIC and Member shall be subject to all laws, present and future, of any government having jurisdiction over the IIC and Member including, without limitation, all export and re-export laws and regulations. It is the intention of the IIC and Member that this Agreement and all referenced documents shall comply with all applicable laws and regulations.

2.12. Headings. IIC and Member acknowledge that the headings to the sections hereof are for reference purposes only and shall not be used in the interpretation of this Agreement.

2.13. Assignment. Member may not assign its rights or obligations under this Agreement without the prior written consent of the IIC or as otherwise set forth in the IIC Policies and Procedures. For purposes of this Agreement, an assignment shall be deemed to include a transfer or sale of all or substantially all of the business of Member, or a merger, consolidation or other transaction that results in a change in control of Member.

2.14. Force Majeure. Neither IIC nor Member shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party.

2.15. Logos and Names. You grant IIC the right to use your organization’s name and logo on the OMG and the IIC websites and on related marketing materials, solely to indicate your membership in the Industrial Internet Consortium.
 

Contact the IIC by e-mail HERE, or by calling +1-781-444-0404. The IIC is headquartered at 109 Highland Ave, Needham MA 02494

Please review all information prior to submitting this form. Please print a copy of this form for your records.

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