The Covenant - a New Open Source Strategy 108
Bruce Perens writes "Lexis Nexis has Open Sourced HPCC, the parallel software that they use for handling extremely large data. Databases that, for example, hold records for every consumer in the U.S. can be processed with this software and its task-specific language. As Strategic Consultant for the company while they decided to participate in Open Source, Open Source co-founder Bruce Perens designed a new Covenant between Lexis Nexis and the Open Source community that makes dual-licensing more fair to the Open Source developer."
It ain't no covenant (Score:1)
The goals of this plan are to capitalize on the innovation and new ideas that come with an Open Source community [...] and collect direct revenue from the product – not just revenue from ancillary products like support and training.
Agree: not needed (Score:2)
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In building a balance that will motivate multiple parties to participate, you have to consider all of their needs. In the case of HPCC's needs, this allows them to continue to own their entire product, and to list their entire product as an asset.
I don't really expect them to act like some
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Whoa, cowboy. I smell a rat. A BIG FAT JUICY RAT!
The breed of rat that thinks "Let's get a portfolio of copyright assignments so we can list these as assets" rat that wants to be able to own other people's code so they can do an IPO or a spin-off to attract investors or inflate their balance sheet.
Looks more and more like this is not (just) about them selling their comme
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In building a balance that will motivate multiple parties to participate, you have to consider all of their needs. In the case of HPCC's needs, this allows them to continue to own their entire product, and to list their entire product as an asset.
And you seriously thing that is going to motivate multiple parties to participate? They're free to suggest what ever licensing or copyright deals, and everybody else is free accept it, but also free to laugh at their face.
License is an Asset (Score:2)
In the case of HPCC's needs, this allows them to continue to own their entire product, and to list their entire product as an asset.
If it is very important that they completely own their product then I think that Open Source is the wrong strategy for them. I very much appreciate what you are trying to do but Open Source is a community effort and the community needs to be the one which owns the project (at least the open source verison of it). I simply would not trust a commercial company with my code. Sorry - HPCC may be very trustworthy but as your original article mentions many others are not (or get taken over, get a new CEO etc.) a
Complicated (Score:1, Interesting)
the product is to be dual-licensed under the Affero GPL 3.06 and a commercial license. In exchange for each copyright assignment from an Open Source developer, the company will covenant to continue to support and maintain the Open Source version of their product for a period of three years – they won't take it private during that time. The three-year clock will start anew every time there's another copyright contribution. If the company cannot continue to support and maintain the product as Open Source, HPCC systems promises either to contribute the product to a non-profit under permissive licensing like BSD, or to remove the developer's contribution, and all others for which the three-year clock is still running, from the product.
Unnecessarily complicated. If it's already under Affero GPL then people can already build on it-"contributing the product to a non-profit" doesn't add anything to that and there's no reason to assume that people who choose to contribute to a GPL project want to have their code licensed under BSD anyway (and vice versa) - some will be happy with this but others won't. On balance, what's the point?
Re:Complicated (Score:5, Insightful)
Consider why people want to have their work accepted by the project, rather than just maintain their modification independently. Consider the hoops that companies jump through just to get Linus to accept their patches. Now, consider that LN will maintain your modification for you with paid employees, if they accept it. Yes, there is value in that.
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I don't it's the end of the world either way but only the individuals that made the contribution should be the judge of how bad it is.
I also agree with most others here that this is way too complicated. Developers have already been caught in schemes like this. The company wants to have a low quality version that is GPL'd and hopefully get some software contributions back and they want to have a nicely packaged application with proprietary features. Since anybody else that wants to fork the software would ne
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Not if they have some hot new code to add that they don't want to share. Then, it's certainly to their advantage to breech the covenant and let the AGPL version be re-released under a BSD license.
The other problem is that the covenant doesn't bind 3rd parties. The parent company's other divisions are free to develop, maintain
Re:Complicated, and probably flawed (Score:3)
In exchange for each copyright assignment from an Open Source developer, the company will covenant to continue to support and maintain the Open Source version of their product for a period of three years – they won't take it private during that time. The three-year clock will start anew every time there's another copyright contribution.
Now, consider that LN will maintain your modification for you with paid employees, if they accept it. Yes, there is value in that.
Indeed there is, for both parties. But there is a legal asymmetry, since one party actually owns the code, and it's not the coder.
One consequence is how bankruptcy affects ownership, control, and related duties. Exactly how that covenant could be gutted during bankruptcy proceedings is likely to be of considerable interest to any coder who submits to this license. At present, the covenant [hpccsystems.com] is silent on the issue of bankruptcy, but includes the text:
"You assign to HPCC Systems all copyright rights, title,
bankruptcy (Score:2)
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A company can have a smash hit and still go bankrupt and be picked up by Oracle. Or is Java not a "smash hit" any mo
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And, if your imagination is sufficiently paranoid, you'd argue that the "let them burn and mine the ashes" approach would fit Oracle's approach to intellectual property just fine.
Allowing bankruptcy to launder the obligations without disgorging the property would have been a fine way for Oracle to get out of the Java community burden. Just imagine the rich per-CPU license fees they could have been sucking down if it weren't for those pesky Open Source kids.
Yes, you're right. That's wildly paranoid. Still, t
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On balance, what's the point?
If nothing else, vesting the copyright (bearing in mind that it is assigned, and so ownership is transferred, rather than merely being licensed) in an entity other than the company which has decided not to support and maintain the product, and which exists to hold and potentially make ongoing decisions about its codebase, might increase the chances of both (a) active management of the project, rather than just code floating around, and (b) an increased likelihood of complia
Re:Complicated (Score:4, Interesting)
People can already "build on it", yes -- but they would have to fork it to do so, and there's a LOT of reasons why you may want to contribute upstream and not fork your own.
For one thing, if you care about whatever your project is that is using the software, you want to stay as close to the main line of development is as possible -- since its being actively developed and maintained by a paid group of people, in addition to whatever the community contributes.
For another, if you /don't/ get your change to the upstream, then that is a burden on you forever -- you will have to maintain that change as the main line evolves. Your patches won't apply cleanly forever. Now, you may just dump out a patch and move on and never upgrade, and if that's what you wanna do.. okay, fine.
There's lots and lots more. If you can't see why wanting to get your changes integrated instead of just forking your own isn't desirable, well... okay whatever :)
The "covenant" here means that the company is promising something to you in exchange for requiring you assign copyright. Its up to you to decide if the value proposition there is worth it to you -- most other contributor agreements I've seen in the past I thought were kinda greedy (unless it was to a neutral/Open-Source organization such as Python or Apache which I could rely on to not go private), since it was always one-way. This is at least something, and I'm not sure what want more of if I were negotiating -- they couldn't realistically promise my lines be open forever, as code evolves a lot more organically then that.
A promise to either release it all permissively, so /anyone/ who contributed -- be they commercial interests (remember, some of these "contributors" aren't Open Source people per se, who care about GPL or BSD or whatever, but are companies who may use that software and are contributing to the platform) or open source users can use it how they like.... or to support and maintain it for three years after their last accepted contribution (during which you're free to fork), seems a pretty decent compromise to me.
It's better than nothing... (Score:3)
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Per product or per version? (Score:3)
The three-year clock will start anew every time there's another copyright contribution.
Per product, or per version? How about forks?
What happens to the covenant in a bankruptcy hearing? Bankruptcy judges have relatively free reign... Could it be bad?
If starting anew, isn't it simpler / cleaner to have a non-profit that owns the open source code, and a private for-profit that applies the code? If not starting anew then you've got some pretty confusing balance sheet issues with transferring ownership, in which case the covenant makes sense.
Thus, the Open Source developer is assured that the work won't be taken private for a significant amount of time
Should I care? If version 7.4 is GPL, and they close 7.5 and above, can't I just fork off 7.4 and run it myself aside from any trademark problems?
If a company is planning on taking ye olde version 1.3 and going private with it in just 6 more months, perhaps because they're insane, regardless, wouldn't that encourage them to not accept security patches from the community? Not saying this "enforcement aspect" is good or bad, just saying it "is".
and the continued participation of Open Source developers provides a strong incentive for the company to never take the product private.
What if the management team intends to burn it to the ground to extract maximal profit for one quarter at the cost of permanent long term damage, in other words traditional American management style? Your design assumptions are both sides are perfectly informed, rational, and free actors, but they are not, which likely impacts the outcome.
Through the covenant, their use of dual-licensing, and their innovative software, HPCC Systems will gain broad acceptance of their product and will profit from its software and services.
Agreed, that is the most likely outcome. My criticisms are about using the new covenant in other "unlikely" situations. If everything's balloons and unicorns you don't need to worry about the downside, but if you're going to bother with the paperwork, you should be focusing intensely on the downside because that's when you most need the paperwork... Best case scenario you have a PR win. Worst case scenario is ... better but not entirely perfect either.
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I can't think of anything that could be used to exclude a version from the agreement, so it's every version of the work that has been contributed to (that could be more than one product) during the 3 year period. If someone other than LN forks the work they are restricted to AGPL 3.0 terms. LN, as the copyright holder, is the party with a right to issue a commercial licen
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I haven't read the covenant yet, but plan to. As for the editorial and summary, thanks. This is a real help to the community. I only hope it's enough to take some of the edge off of the dual licensing issue. I spend a fair amount of sleepless nights debating with myself whether or not to dual license my software. It's the kind of thing would be good for the community to have and make lives better, as well pay some of my debit back to the OSS community. At the same time, I need to eat. It truly is a deep mo
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In other words, they've done the equivalent of Tivo-ising the code wrt commercial use. Sweet!
Hey everyone - assign ME your copyrights and I'll give you a grant-back to use all the copyrights in the pool under the AGPLv3. I'll go one further than Loopy-Noopy - I'll even give you a
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Not sure you're really clear on this. When I release my own code under AGPL 3.0, you don't get to commercial license it. The only code you have a chance to commercial license in that case is your own. Now, maybe you're complaining because this doesn't license-back to you your own code in a way that you could commercially license. But it would still be a fragment of an overall AGPL 3.0 program, and you would not be able t
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My reference to "tivo-ization" was not that the code was no longer compilable - but that it would no longer be accessible for commercial use or use in many projects with different licenses even by the original author, who gets absolutely nothing in return for giving up his or her rights. The code has certain aspects that are now "fenced off" from the world.
THEY can issue a commercial license, while the original author no longer can. The reason they want to do this is because they see value in it. If y
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The notable phrase in what they can do to get out of the 3 year period is "...either to contribute the product to a non-profit under permissive licensing like BSD, or to remove the developer's contribution, and all others for which the three-year clock is still running, from the product."
So BSD it (Which can be folded into a closed source system but you have a snapshot at that point, or they roll back the changes
So your contribution can go closed source, in less than 3 years, and after 3 years they can do a
Why is "copyright assignment" required? (Score:1)
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Not Free (Score:2)
Affero GPL does not meet the conditions of the FSF's Free Software definition. In particular, it fails on Freedom 0. A few years ago, they never would have approved this, but they took an uncharacteristically pragmatic turn and decided to ignore their ethics in favor of achieving a result they desired that could not be achieved with Free Software licenses alone.
The basis of the FSF's definitions are their view that it is unethical for one to have a program but not have the ability to use it, study it, and m
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HPC owns the copyrights immediately and in perpetuity upon assignment. That's how copyright assignment, as opposed to licensing, works. It's a scam.
English Please (Score:1)
Wrong assements about MySQL (Score:1)
Bruce claims that MySQL never too outside contributions and this was discussed in the EU.
This was not true.
There was some claims to the EU that MySQL AB did not take outside contributions but this was dismissed by me and others.
MySQL Ab did during it's whole lifetime taken outside contributions; There is a lot of bug fixes, ports, security enhancements and features developed by people outside of MySQL Ab. Most of the infrastructure (like connectors) where developed by outside contributors. It's true that w
Re:Bruce Perens dissing Free Software (Score:5, Informative)
Hi AC,
Since I did advise Lexis Nexis to use the Affero GPL 3.0, a license of the Free Software Foundation, and they have done so, I think this should not be considered as "dissing free software" :-)
And yes, it really is ironic that GPL can be used to drive commercial development and that people will pay you for the right to not be under the GPL terms. But this is not dissing free software, it's commenting on the economic paths that it creates.
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1. kept his or her copyright;
2. granted a dual license right to the company that terminates if the conditions are not respected.
The company still gets to use the code, provided they respect the conditions, and the author has the right to make the same deal with competing projects, rather than see the code "captured" for commercial use by only one project.
The author would also retain the right, at any point, to relicense his or her code under
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In general, companies want to be able to enforce the copyright of the entire product. It is possible that a company could be convinced to join the scheme as you propose it, but the risk and legal load for the company are appreciably higher than what I have proposed, so the company would have to be expecting to get a lot from the community in order to justify that. I'm not sure the balance would work for the company.
I agree - having multiple dual licensing agreements to maintain and ensure you don't violate any terms would be a nightmare. Since Lexus - Nexus would not own all of the software it would make a sale of the company or rights to the product very complicated.
That said, would it be unreasonable for Lexus - Nexus to grant the developer an unlimited, non-exclusive license to use and resell his or her code? That way, L-N would retain ownership but the original author could still benefit from their contribution.
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Look around outside the open-source world. Most software that you buy is written by businesses that don't own all the rights to the code - they license various code libraries, data, etc.
People distribute commercial Java products - they certainly don't own all the copyrights to Java. People distribute commercial programs that run under Windows - they certainly don't own al
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Look around outside the open-source world. Most software that you buy is written by businesses that don't own all the rights to the code - they license various code libraries, data, etc.
People distribute commercial Java products - they certainly don't own all the copyrights to Java. People distribute commercial programs that run under Windows - they certainly don't own all the copyrights to the redistributables that came with their compiler, or the class libraries they licensed from 3rd parties.
True, but in those cases there generally are several distinguishing features from the L-N example:
There is a limited set of licenses that need to be acquired from a small set of companies - not the potential hundreds that would arise from an OSS project - a license would be needed even for a minor bug fix.
The licensed code is often distinct from the original code although it may be distributed with it, whereas L-N would have one main codebase containing almost all of the licensed code.
Here's a thought - try switching your argument around - "would it be unreasonable for Lexus-Nexus to get a grant from the developer for an unlimited, non-exclusive license to use and resell his or her code?"
Really, what is so "wrong" or "complicated" about that? What's sauce for the goose is sauce for the gander. Why, in the Open Source world, do people suggest we just bend over when someone asks for a copyright assignment? Are we *that* needy of validation that we'll just give it up for the asking?
I don't think it is a
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A grant of right to dual-license the code from each contributor means they don't have to get a further license to do a bug fix (and they wouldn't need the permission from each contributor for each mod anyway - only the contributor whose file is being modified).
It's MUCH easier to convey such a lice
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Now if you look at things like the redistributables from Microsoft or Apple, there are WAY more than 100 licenses in there, and yet you don't see the problems you allude to. (The h.264 decoders are a good example - over 1,000 licensees, and yet this doesn't cause a problem for either company when they do a bug fix - they don't have to go to each licensor and say "please, pretty please, let me mod this file that you didn't write").
But if they mod a licensed file then it becomes an issue - which is what they want to avoid and exactly my point; with copyright assignment they don't have that.
We don't need demonstrations that require us to accede to the law firm of Ben Dover and Phil McCavity. We have plenty of examples of win-win between business and open source. Apple continues to contribute to BSD. Google, Facebook, etc., continue to contribute to Linux. Redhat contributes to a LOT of projects. They're the face of the win-win model, not some obscure company that says "if you don't assign your copyrights to us, then it's not worth it to us."
Like OpenOffice is preferred over LibreOffice? Nah... Let's not forget how EGCS was so successful a fork of a stagnant GCC codebase that eventually it became GCC, or how Firefox was a fork of the Mozilla suite ... vi vs vim, emacs vs xemacs, the many MANY linux distro forks, rogue vs hack vs nethack, XFree86 vs Xorg, SSH vs OpenSSH, AT&T Unix to ... well, you get the point :-)
OpenOffice did just fine with copyright assignment until Oracle bought Sun and, with the uncertainty around what they planned to do with it, the developers decided to fork it. Oracle's essentially killed their development of OO which helped LO as well. So, it seems the copyright assignment can work just fine.
As for Apple, BSD has a very different
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There are plenty of posts pointing out how one-sided and/or vague this "covenant" is, and how hard it will be to actually enforce. He also admits in one reply
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Unfortunately, we weren't given the whole story here. Over on lwn [lwn.net], Perens was similarly taken to task over the terms, and here's his response:
There are plenty of posts pointing out how one-sided and/or vague this "covenant" is, and how hard it will be to actually enforce. He also admits in one reply that their lawyer, not him, wrote the license, which explains a lot.
I can understand his position - after all, it creates a job for him, so he has to advocate for it. But the terms suck.
Interesting thread - do there also seems to be some support for his position.
As with any contract negotiation (and I've done a few although IANAL) you carve out a set of terms that is agreeable to all sides - no one generally gets everything they want. In this case, L-N has made an offer to the OOS community - which each individual developer can accept or reject.
No one really loses under that model - if they don't like the terms simply don't submit any code modifications. I'd say they'v even gained - they
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Most of the community doesn't care about that particular code - we're not running paywalls like parent company Reed-Elsevier, nor are we running a few thousand servers as a data warehouse in the basement to keep the place warm during the winter months. So right now, there's not much incentive to bother.
There's no question about needing to assign copyright [hpccsystems.com]
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You make some good points. Rather than quote and respond I'll try to highlight what I see as your main point:
1. No one may want to work on the code given the complexity and / or copyright assignment requirements. True, and if that is the case then L-N will gain nothing. There may be, however, companies that would use the code internally and not had ego give anything back, so there is an upside to making it available.
2. Using the code will require highly skilled coders who generally are expensive. True.
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All your points are pretty much dead-on. I think that the reason people are upset is because Perens framed this as a "great opportunity" like it was some sort of step forward in open source licensing, and that the true goals were hidden - in particular, the "they need all the copyrights to protect their product", which is an outright lie (see Novell vs SCO).
That N-L wants to be able to accumulate copyrights so that they can list them as business assets (something else Perens let slip in our arguments) is
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Copyright law doesn't work that way. Once you assign it to someone else, you don't have the right to make other grants w/o their permission.
So which is it - you "forgot to ask your masters", or "it's not a problem"?
Quoted f
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??? The Novell vs SCO trial should have ended that. You don't need ownership of ALL the co
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Also, this objection would be mooted by license-back.
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First, it depends on the license-back. If the developer who wrote the code get the right to relicense it to everyone under any terms they wish, including the right to license it for closed-source projects, then what is the difference between that and the developer granting a similar license to the business instead, and not doing a copyright assignment?
If it doesn't contain the full set of rights, then it isn't really a full license back to the developer.
Second, the AGPL prevents the author, if all they g
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Someone else explained that. But I'll give it a try as well. There are no doubt a number of strategies that would be even better for the Open Source developer. The problem with those strategies is: what motivates a company to participate in those strategies? Especially a company that has invested a significant fraction of a
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How much they have invested in their product is irrelevant to the question at hand, because the outside code writers have n
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A billion dollars unhappy I can take ANY day.
Seriously, the people who wrote code in exchange for money for MySQL got more than Lexy-Flexy-Nexy is offering, so they really had no grounds to complain. As for Monty, he ultimately came across as a cry-baby. Nobody forced him to sell to Sun.
No wonder that businesses look at us like we're a bunch of crazies. On t
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You seriously think we're not being respected when a company takes a project of this value and invites us on board? I've been with their executive committee, and never heard any neckbeard loon stuff from them.
Give the project some time to develop.
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We both know who I was referring to as the archetype ;-)
And I'm glad I got a smile out of you - ultimately, I think we both want the same thing, more or less. I just don't believe that we're heading down the right road nowadays ... and it may already be too late to undo the damage done - it seems to have gotten institutionalized to a certain extent.
Why not ask them why they won't respect the authors rights enough to accept just a license grant? Point out their benefits:
1. No paperwork needed
2. Ke
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Um, not really. You now have a large collection of copyright holders to keep satisfied perpetually - not for just three years - and you do indeed have to keep track of them enough to know what work is your own property and what is not. And whose work is what blurs with each additional edit until the ownership of your system is undeterminable. I believe that this would be demotivating for the company.
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If they'r
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You can't mean that.
No, you really can't mean that.
You want a company to track ownership of their product per character through an ever increasing string of edits.
I get the feeling I'm wasting my time here.
ReedElsevier/how to tell you're swimming w. sharks (Score:2)
You know very well that any version control system can do that. Heck, a wiki can do that. It's not that hard with derivative works (which is what edits are to existing lines) to track who checked in what. And for all-new code, you just have to look a
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Yes, but no business person would ever want to torture himself and destroy his business that way. If you don't understand that, I just can't help.
I am signing off of this conversation, further attempts from you will be ignored.
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Guess who can't stand the heat and wants to leave the kitchen?
It doesn't work that way, Bruce. You're telling one story here, and I just checked on lwn.com, and you're saying something completely different there there.
http://lwn.net/Articles/458515/ [lwn.net]
More specifically
Bruce Perens telling 2 different stories (Score:2)
Since you've bailed on answering the hard questions here [slashdot.org] let's see how you're misleading people on LWN.
A poster asked you about the implications of assigning copyrights for their code [lwn.net].
More specifically
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Also, there's this [lwn.net]
In other words, he got p0wned, as many of the commenters over on LWN pointed out. When you can't negotiate a good deal, get up and leave.
Danger, Will Robinson (Score:2)
If you were the original author, there is some chance that a court would find that any second coding you do would be covered by the original copyright. You certainly wouldn't be able to claim "clean room" non-exposure to the original. And, whether the court would find that or not, that could still be an expensive proposition, if you coded something valuable enough for a post-bankruptcy assignee to decide that your second coding of it was inter
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That's VERY suspicious, because the vast majority of commercial products out there do NOT have control of all the copyrights used in their products.
The whole "oh we need copyright assignment because otherwise we can't create a viable commercial product" argume
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I think that Free Software is hurt more by having RMS as an advocate than by having Bruce Perens as a detractor.
The license-back question (Score:2)
That sounds like a license-back to me. I'll get that clarified.
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So let's get this straight - you don't even know what your own license means?
Oh, that's right - their lawyer wrote it, not you. [lwn.net]
BTW: The lice
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Read about another or Peren's ventures, kiloboot [kiloboot.com], and note the similarities - especially the lie about requiring copyright assignment so they can sell a commercial license.