Michael and I have recently formed a nonprofit corporation to manage Orbited and related projects such as js.io. One of the main reasons for the nonprofit is so that contributors can sign a Contributor License Agreement (”CLA”) with an appropriate legal entity. The CLAs will protect users of the open source software projects managed by the nonprofit, and are a good reminder to think about intellectual property.

A CLA is a legal document, which means you should read it carefully. It basically gives the projects managed by the nonprofit a license to use your contributions (you retain copyright), and warrants that you have the right to give the projects that license. Most people do this implicitly when they submit code to an open source project, but a CLA puts it in writing and hopefully makes everyone aware of their responsibilities e.g. not submitting code they didn’t write, or submitting code they wrote on their employer’s time/property without their employer’s permission to license the code to an open source project. If you are doing or have done work for any of nonprofit’s software projects on your employer’s time/property, you should:

1. Talk to your boss and make sure it’s fine that you’re working on code that will be licensed to an open source project.
2. Have them sign a corporate CLA with the nonprofit which formalizes this agreement.

As a general note, anything you create on your employer’s time/property may belong to your employer. If you want to have any rights to these creations, you should have a written contract with your employer stating the the specific terms of the agreement. You should also be careful when writing and/or contributing code that’s similar to proprietary code owned by your employer. I’ll get back on topic now, as intellectual property is a very complex issue, but it’s a good idea to read a survey such as the Software Freedom Law Center’s primer.

The Benefits of CLA’s

The main purpose of CLA’s is protecting users of the software from IP lawsuits. They also have a number of other benefits. CLA’s make it clear that contributors are under no obligation to provide support for their contribution. They make people more aware of their rights when writing code on their employer’s time/property, as mentioned above. The project itself is less likely to be attacked via lawsuits. And in general it’s good to make issues clear and explicit. CLA’s are used by many open source projects including all the projects managed by the Apache Foundation.

About the CLA

The CLA is between contributors and the project, which makes it distinct from an end user license e.g. the MIT license used by Orbited. We’re using a CLA that is very similar to the one used by the Apache Foundation. The CLA’s are available on the Development page. You should email a scanned copy of the signed agreement to orbitedprojectREMOVETHISTEXT@gmail.com. A single CLA covers Orbited as well as all the other projects managed by the nonprofit.

This entry was posted on Tuesday, August 19th, 2008 at 5:07 pm and is filed under Uncategorized. You can follow any responses to this entry through the RSS 2.0 feed. You can leave a response, or trackback from your own site.