[License-discuss] Open source license and non disclosure agreement

[Richard Fontana]

On Thu, 03 Oct 2013 15:59:38 +0200
Quentin Lefebvre <quentin.lefebvre at inria.fr> wrote:

> First of all, and to be completely clear about this, our point is not
> to make money with our project...
> 
> Let's start from another point of view.
> On http://qt-project.org/downloads , we can read :
> "Qt is available under GPL v3, LGPL v2 and a commercial license".
> 
> Can we investigate this approach a bit further...
> Indeed, it may be a good one for us. We may make our source code 
> available to the public through a LGPL license, with a way to work
> with companies through a more conservative license.

Some companies do take the approach of providing the same, or
related, versions of some software under open source and proprietary
licenses. If this is what you want to do, you should discuss it with a
lawyer. I personally find some of these practices quite problematic
(generally if they involve strong copyleft licensing on the open source
side and the other side is something more than what the FSF calls
'selling exceptions'), but not others.
 
> I may be still misunderstanding the point, but why isn't it what we
> want ? Don't we own a copyright on the software (as authors), even
> under LGPL ? To me, this point means that we can sign some agreement
> with a company in order to "control" its work and limit
> redistribution (of the modified work) to third parties.

Perhaps, but if that's all there is, I do not see how you can call it
open source, and in the instance where you are licensing the software
to a company under terms that prohibit distribution, that license that
the company gets is not an open source license, and therefore the
software that the company gets is not open source (unless it is
precisely identical to a version available under an open source
license).  
 
> >> But in GNU GPL's FAQ, here is what we found :
> >> http://www.gnu.org/licenses/gpl-faq.en.html#DoesTheGPLAllowNDA ,
> >> http://www.gnu.org/licenses/gpl-faq.en.html#DoesTheGPLAllowModNDA ,
> >> http://www.gnu.org/licenses/gpl-faq.en.html#DevelopChangesUnderNDA .
> 
> What about this third link ? 

That is about a corner case in GPL interpretation concerning the degree
to which NDAs are compliant with the GPL. I'm not sure how relevant
this (a situation that involves two separate legal instruments, a
software license and an NDA) is to your scenario. 

> If someone can accept a contract, why 
> wouldn't we be able to sign such contracts with developpers or
> companies (or students we teach), so that we can review their
> contribution prior to making it available to the public ?

Of course you can do that (assuming there are no legal constraints
upstream of you that would prevent this, etc.), but the issue I
understand you to be interested in is whether the result is that the
software is not open source, or not open source licensed.

Does the developer/company/student have any permission from you to
redistribute the software (without needing to check with you first)? If
not, I do not see how it would be describable as open source.  

- RF