A Contributor License Agreement (CLA) defines the terms under which intellectual property has been contributed to a company/project, typically software under an open source license.
CLAs can be used to enable vendors to easily pursue legal resolution in the case of copyright disputes,[1] or to relicense products to which contributions have been received from third parties.[2] CLAs are important especially for corporate open source projects under a copyleft license, since without a CLA the contribution would restrict the guardian as well.
The purpose of a CLA is to ensure that the guardian of a project's outputs has the necessary ownership or grants of rights over all contributions to allow them to distribute under the chosen license, often by granting an irrevocable license to allow the project maintainer to use the contribution; if copyright is actually transferred, the agreement is more normally known as a Copyright Transfer Agreement. CLAs also have roles in raising awareness of IPR issues within a project.[3]
When a CLA requires a contributor to assign unrestricted republishing rights to the project, contributed code can be relicensed at the discretion of the project, even when the CLA does not assign copyright to the project. Prominent open source advocates regard CLAs as dangerous to open source rights.[4]
Examplesedit
In 2019 MongoDB used these rights granted by its CLA to achieve a move to a non-open-source license.[5]
In January 2021, the Elasticsearch project used such rights to move the project to a non-open-source license [6] arguing Amazon had been "misleading and confusing the community".
[...] Our license change is aimed at preventing companies from taking our Elasticsearch and Kibana products and providing them directly as a service without collaborating with us.
Our license change comes after years of what we believe to be Amazon/AWS misleading and confusing the community - enough is enough.
We’ve tried every avenue available including going through the courts, but with AWS’s ongoing behavior, we have decided to change our license so that we can focus on building products and innovating rather than litigating [...] [7]
Drew DeVault, a lead developer with a number of open source projects such as sway, regards this move as a loophole. Both these projects were licensed under a copyleft license, which uses copyright to protect contributions, yet the CLA negates the usefulness of copyright in achieving this protection:
Elasticsearch belongs to its 1,573 contributors, who retain their copyright, and granted Elastic a license to distribute their work without restriction. This is the loophole which Elastic exploited when they decided that Elasticsearch would no longer be open source [...][8]
CLAs which restrict relicensingedit
Project Harmonyedit
Project Harmony was established by Canonical in 2010 to optionally avoid the problems discussed above. It provides a CLA template-builder. Based on choices made, the CLA will allow the contributor to keep copyright and assign rights to the project (as above) but with various restrictions on relicensing: using the template requires choosing one of the mutually-exclusive options, which range in restrictiveness.[9] A real-world example is the Ubuntu project. The CLA leaves copyright with the contributor and allows the project to relicense the code but with a restriction based on the license the contribution was made under:
2.3 Outbound License Based on the grant of rights in Sections 2.1 and 2.2, if We include Your Contribution in a Material, We may license the Contribution under any license, including copyleft, permissive, commercial, or proprietary licenses. As a condition on the exercise of this right, We agree to also license the Contribution under the terms of the license or licenses which We are using for the Material on the Submission Date.[10]
Fedoraedit
The Fedora Project formerly required contributors to sign a CLA, either as an organization or as an individual.[11] However, this was retired in 2011[12] and instead contributors must agree to the Fedora Project Contributor Agreement, which is not a license agreement and does not include assignment of copyright.
FSFE shall only exercise the granted rights and licences in accordance with the principles of Free Software as defined by the Free Software Foundations. FSFE guarantees to use the rights and licences transferred in strict accordance with the regulations imposed by Free Software licences, including, but not limited to, the GNU General Public Licence (GPL) or the GNU Lesser General Public Licence (LGPL) respectively. In the event FSFE violates the principles of Free Software, all granted rights and licences shall automatically return to the Beneficiary and the licences granted hereunder shall be terminated and expire.[49]
However, it is optional and every contributor is allowed not to assign their copyright to KDE e.V.
^comments, 28 Feb 2019 Richard FontanaFeed 291up 2. "Why CLAs aren't good for open source". Opensource.com. Retrieved 2021-01-26.{{cite web}}: CS1 maint: numeric names: authors list (link)
^Corbet, Jonathan (2018-10-18). "Making the GPL more scary". LWN.net. Retrieved 2023-04-29.
^. www.elastic.co. 2021-01-14. Archived from the original on 2021-01-14. Retrieved 2023-04-29.
^. www.elastic.co. 2021-01-14. Archived from the original on 2023-03-30. Retrieved 2023-04-29.
^DeVault, Drew (2021-01-19). "Elasticsearch does not belong to Elastic". drewdevault.com. Retrieved 2023-04-29.
^"Guide to the CAs | Harmony Agreements". harmonyagreements.org. Retrieved 2021-01-26.
^"Contributor agreement form | Contributors". Ubuntu. Retrieved 2021-01-26.
CLA assistant — enables contributors to sign CLAs from within a pull request
December 20, 2023
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This article has multiple issues Please help improve it or discuss these issues on the talk page Learn how and when to remove these template messages This article possibly contains original research Please improve it by verifying the claims made and adding inline citations Statements consisting only of original research should be removed January 2014 Learn how and when to remove this template message This article relies excessively on references to primary sources Please improve this article by adding secondary or tertiary sources Find sources Contributor License Agreement news newspapers books scholar JSTOR January 2014 Learn how and when to remove this template message This article uses bare URLs which are uninformative and vulnerable to link rot Please consider converting them to full citations to ensure the article remains verifiable and maintains a consistent citation style Several templates and tools are available to assist in formatting such as reFill documentation and Citation bot documentation August 2022 Learn how and when to remove this template message Learn how and when to remove this template message A Contributor License Agreement CLA defines the terms under which intellectual property has been contributed to a company project typically software under an open source license Contents 1 Rationale 2 Relicensing controversy 2 1 Examples 3 CLAs which restrict relicensing 3 1 Project Harmony 3 2 Fedora 4 Users 4 1 KDE 5 See also 6 References 7 External linksRationale editCLAs can be used to enable vendors to easily pursue legal resolution in the case of copyright disputes 1 or to relicense products to which contributions have been received from third parties 2 CLAs are important especially for corporate open source projects under a copyleft license since without a CLA the contribution would restrict the guardian as well The purpose of a CLA is to ensure that the guardian of a project s outputs has the necessary ownership or grants of rights over all contributions to allow them to distribute under the chosen license often by granting an irrevocable license to allow the project maintainer to use the contribution if copyright is actually transferred the agreement is more normally known as a Copyright Transfer Agreement CLAs also have roles in raising awareness of IPR issues within a project 3 Relicensing controversy editSee also Server Side Public License When a CLA requires a contributor to assign unrestricted republishing rights to the project contributed code can be relicensed at the discretion of the project even when the CLA does not assign copyright to the project Prominent open source advocates regard CLAs as dangerous to open source rights 4 Examples edit In 2019 MongoDB used these rights granted by its CLA to achieve a move to a non open source license 5 In January 2021 the Elasticsearch project used such rights to move the project to a non open source license 6 arguing Amazon had been misleading and confusing the community Our license change is aimed at preventing companies from taking our Elasticsearch and Kibana products and providing them directly as a service without collaborating with us Our license change comes after years of what we believe to be Amazon AWS misleading and confusing the community enough is enough We ve tried every avenue available including going through the courts but with AWS s ongoing behavior we have decided to change our license so that we can focus on building products and innovating rather than litigating 7 Drew DeVault a lead developer with a number of open source projects such as sway regards this move as a loophole Both these projects were licensed under a copyleft license which uses copyright to protect contributions yet the CLA negates the usefulness of copyright in achieving this protection Elasticsearch belongs to its 1 573 contributors who retain their copyright and granted Elastic a license to distribute their work without restriction This is the loophole which Elastic exploited when they decided that Elasticsearch would no longer be open source 8 CLAs which restrict relicensing editProject Harmony edit Project Harmony was established by Canonical in 2010 to optionally avoid the problems discussed above It provides a CLA template builder Based on choices made the CLA will allow the contributor to keep copyright and assign rights to the project as above but with various restrictions on relicensing using the template requires choosing one of the mutually exclusive options which range in restrictiveness 9 A real world example is the Ubuntu project The CLA leaves copyright with the contributor and allows the project to relicense the code but with a restriction based on the license the contribution was made under 2 3 Outbound License Based on the grant of rights in Sections 2 1 and 2 2 if We include Your Contribution in a Material We may license the Contribution under any license including copyleft permissive commercial or proprietary licenses As a condition on the exercise of this right We agree to also license the Contribution under the terms of the license or licenses which We are using for the Material on the Submission Date 10 Fedora edit The Fedora Project formerly required contributors to sign a CLA either as an organization or as an individual 11 However this was retired in 2011 12 and instead contributors must agree to the Fedora Project Contributor Agreement which is not a license agreement and does not include assignment of copyright Users editCompanies and projects that use CLAs include NET Foundation 13 Apache Software Foundation 14 Canonical Ltd 15 Clojure 16 Cloud Native Computing Foundation 17 CyanogenMod 18 Diaspora 19 Digia Qt Project 20 Discourse 21 Django 22 Dojo Toolkit 23 eBay Software Foundation LLC 24 25 Subsidiary of eBay Eclipse 26 Elastic 27 Facebook 28 Go 29 Google 30 HashiCorp 31 InfluxDB 32 Joomla 33 jQuery 34 Kubernetes 35 OpenBMC 36 Python 37 Meteor 38 Microsoft 39 MuseScore 40 OpenMediaVault 41 OpenStack 42 Puppet 43 Salesforce 44 Sangoma 45 TiddlyWiki 46 TLDR Pages 47 Zend Technologies for Zend Framework 1 x series only KDE edit KDE uses Free Software Foundation Europe s Fiduciary Licence Agreement 48 of which FLA 1 2 states in section 3 3 FSFE shall only exercise the granted rights and licences in accordance with the principles of Free Software as defined by the Free Software Foundations FSFE guarantees to use the rights and licences transferred in strict accordance with the regulations imposed by Free Software licences including but not limited to the GNU General Public Licence GPL or the GNU Lesser General Public Licence LGPL respectively In the event FSFE violates the principles of Free Software all granted rights and licences shall automatically return to the Beneficiary and the licences granted hereunder shall be terminated and expire 49 However it is optional and every contributor is allowed not to assign their copyright to KDE e V See also editDeveloper Certificate of Origin Know your customer Project Harmony FOSS group References edit Licenses www apache org Contributing FAQ mysql com Archived from the original on 2007 12 09 Retrieved 2007 12 22 Contributor Licence Agreements Oss watch ac uk Retrieved 2014 01 24 comments 28 Feb 2019 Richard FontanaFeed 291up 2 Why CLAs aren t good for open source Opensource com Retrieved 2021 01 26 a href Template Cite web html title Template Cite web cite web a CS1 maint numeric names authors list link Corbet Jonathan 2018 10 18 Making the GPL more scary LWN net Retrieved 2023 04 29 Upcoming licensing changes to Elasticsearch and Kibana www elastic co 2021 01 14 Archived from the original on 2021 01 14 Retrieved 2023 04 29 Amazon NOT OK why we had to change Elastic licensing www elastic co 2021 01 14 Archived from the original on 2023 03 30 Retrieved 2023 04 29 DeVault Drew 2021 01 19 Elasticsearch does not belong to Elastic drewdevault com Retrieved 2023 04 29 Guide to the CAs Harmony Agreements harmonyagreements org Retrieved 2021 01 26 Contributor agreement form Contributors Ubuntu Retrieved 2021 01 26 Legal Licenses CLA Fedora Project Wiki fedoraproject org Retrieved 2023 01 29 Meeting Board meeting 2011 04 05 Fedora Project Wiki fedoraproject org Retrieved 2023 01 29 Contribution License Agreement NET Foundation org Retrieved 2015 01 11 Licenses Apache org Retrieved 2014 01 24 Canonical Contributor license agreement Canonical com Retrieved 2014 01 24 Clojure Contributor Agreement CNCF Linux Foundation ID CLA signing FAQ Retrieved 2020 10 19 Individual Contributor License Grant CyanogenMod Archived from the original on 2016 03 08 diaspora diaspora GitHub Github com Retrieved 2014 01 24 Legal Aspects Qt Project Retrieved 2014 01 24 http www discourse org cla Contributor License Agreements Django Djangoproject com Retrieved 2014 01 24 CLA The Dojo Foundation Retrieved 2014 01 24 SeLion Individual Contributor License Agreement CLA Retrieved 2015 02 23 LIST OF SUBSIDIARIES AS OF DECEMBER 31 2014 Retrieved 2015 02 23 Eclipse Foundation Contributor License Agreement Eclipse org 2013 06 17 Retrieved 2014 01 24 Contributor Agreement Elastic elastic co Contributing to Facebook Projects facebook com Retrieved 2015 07 08 CONTRIBUTORS The Go Programming Language Golang org Retrieved 2014 01 24 Google Individual Contributor License Agreement v1 1 Google Inc Retrieved 2014 06 09 Hashicorp Contributor License Agreement Hashicorp Infrastructure Enables Innovation Retrieved 2021 08 09 InfluxDB Contributor License Agreement Retrieved 25 August 2014 Contribute Developer joomla org Retrieved 2014 01 24 jQuery Foundation jquery org jQuery Foundation Contributor License Agreement Contribute to jQuery Contribute jquery org Retrieved 2014 01 24 Cloud Native Computing Foundation Kubernetes CLA CNCF Retrieved 2019 02 19 GitHub openbmc docs openbmc 2019 02 20 retrieved 2019 02 21 Contributing to the PSF Python Software Foundation Contributing to Meteor Contribute meteor com Retrieved 2014 01 24 Contributing to Microsoft Visual Studio Code Microsoft Retrieved 2016 04 22 Contributor License Agreement MuseScore musescore org Retrieved 2019 08 30 Contributor Agreement OpenMediaVault Retrieved 2014 01 24 OpenStack Contributors License Agreement OpenStack Retrieved 2014 01 24 Puppet Contributor License Agreement Retrieved 2016 02 01 Salesforce Contributor License Agreement Archived from the original on 2020 07 28 Retrieved 2020 05 21 CONTRIBUTOR LICENSE AGREEMENT www sangoma com 2023 04 26 Archived from the original on 2023 04 29 Retrieved 2023 04 29 License TiddlyWiki 19 December 2022 TLDR pages TLDR GitHub 26 February 2022 FSFE welcomes KDE s adoption of the Fiduciary Licence Agreement FLA 2008 08 22 Fiduciary Licence Agreement Version 1 2 PDF Retrieved 2010 12 31 External links editContributor Licence Agreements from OSS Watch ContributorAgreements org CLA assistant enables contributors to sign CLAs from within a pull request Retrieved from https en wikipedia org w index php title Contributor License Agreement amp oldid 1186193627, wikipedia, wiki, book, books, library,
