A Meeting of the Board of Directors (the “Board”) of Eclipse.org Foundation, Inc., a Delaware corporation (the “Corporation”), was held on held at 11:00 am Eastern time on January 18, 2012 as a regularly scheduled teleconference.
Present on the teleconference were the following Directors:
Present at the invitation of the Board was Mike Milinkovich, Executive Director, and Janet Campbell, Secretary, of Eclipse.org Foundation, Inc.
Mike Milinkovich introduced the full and abridged minutes for the Board meetings of October 31, 2011 which continued on November 1, 2011 and December 14, 2011, a copy of which is attached hereto as Exhibit A, and Exhibit B respectively. The Board passed the following resolution unanimously:
RESOLVED, the minutes and abridged minutes for the Board meeting of October 31, 2011 which continued on November 1, 2011 and December 14, 2011 are approved.
Mike Milinkovich proposed to appoint Jochen Krause to the Finance Committee. Following discussion, the following resolution was unanimously passed:
RESOLVED, Jochen Krause is appointed to the Finance Committee.
Mike Milinkovich presented an update on EclipseCon. In so doing, Mike indicated that while conference planning was coming along well, sponsorship was a struggle.
Topic and Issues Report
Mike Milinkovich opened the floor to questions from the Board in relation to the Q4 2011 Topics and Issues Report. Paul Lipton commented that he continued to find the reports very useful. Paul asked for an update on Long Term Support. Mike indicated that the Foundation was working on the related infrastructure at the moment. In parallel, efforts continued to establish an Industry Working Group that will provide the governance around the Long Term Support program. Paul further indicated that it is important that added benefits/rewards are given to Strategic Members participating in the Long Term Support program.
Mike Milinkovich raised the topic of the TCK License, indicating that the Foundation was still awaiting a final version of the Agreement from Oracle. Mike indicated that when the Foundation moved forward with the Agreement, it would be important that Projects wishing to use the TCKs understand the issues that have been raised in relation to their use. Mike further indicated that given the seriousness of this topic, he and Janet Campbell had discussed having the EMO come back to the Board for discussion and a related resolution if the EMO wished to add additional TCKs to the Agreement in the future. Paul Lipton indicated that that would be extremely helpful and asked if the Foundation had a list of Projects that would be affected by the current proposal. Mike responded that EclipseLink and Virgo are the only Projects that would be affected to date.
Mike Milinkovich indicated that he would prepare a resolution regarding the Boards support for the Foundation to conclude the TCK Agreement consistent with the Board’s discussion and that an Electronic Vote on that resolution would follow the meeting.
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This being a true and accurate record of the proceedings of this Meeting of the Board of Directors held on January 18, 2012, is attested to and signed by me below.
/s/ Janet Campbell
Secretary of Meeting