[License-discuss] FAQ entry on CLAs

[Engel Nyst]

Hello license-discuss,

OSI FAQ page has an entry on CLAs: "What are contributor license
agreements? Are they the same thing with open licenses?".

As a historical note, according to webarchive, the entry has appeared in
June-July 2013, although there is no mention on it on (public) mailing
lists at the time.

The answer to this question contains both expected things, and
unexpected things. Just some quick notes on the answer as written.

It says "many" open source projects use these agreements. I have to
dispute the implied suggestion that there are more than not.

> "Contributor agreements are not open source licenses -- rather, they
> are a way for the contributor to tell the project that it has the
> right to distribute the new contributions under the project's
> existing open source license."

But an open source license does this: by licensing their modifications
under the license of the project, developers tell the project that it
has the right to distribute those modifications under the project's
existing open source license.
The implication here is that there is a necessity of some kind for a
contributor to tell the project through a CLA that it has the right to
distribute under the existing open source license. A necessity that the
open license doesn't fulfill. That is a very unfortunate implication,
and I suggest OSI to remove such language from its official pages.

It continues with
> "(Some contributor agreements also allow for the project to
> distribute the contributions under other open source licenses
> too[...])".

This explicative parenthesis seems to imply that most agreements are
inbound-outbound, which is probably not the case with CLAs. (unless here
it was meant DCOs, but that acronym isn't present)

> "In a Contributor License Agreement (CLA), the original contributor
> retains copyright ownership of their contributions, but grants the
> project a broad set of rights such that the project can incorporate
> and distribute the contributions as it needs to."

It's unclear to me what is meant by this. Does this mean that the entity
behind the project /wants/ to license under other licenses than the open
source license of the project, or does it suggest that the project
/needs/ CLAs to do its incorporation and distribution of code under the
open source license it has? The ambiguity has the effect of implying the
second and obscuring the first.

> "With both CLAs and CAAs, it is of course necessary that 'the
> project' be some kind of legal entity able to enter into
> agreements."

This sounds right, but incomplete. While a loose association might not
be appropriate, an individual can be.

> "a for-profit corporation [...] requests contributor agreements in
> order to manage the development community"

I don't know what this means. Is it trying to say a for-profit corp
needs to know the identities of developers, or that "community
management" gets mysteriously easier to do when you have more copyright
rights?

Also, the text links to
http://wiki.civiccommons.org/Contributor_Agreements, which no longer exists.


I'd like to open a discussion about fixing this text.

If OSI wants to discuss or inform the larger community about CLAs, this
doesn't seem accurate language for doing so.

Overall, the text strikes me as false neutrality. It posits CLAs as
something "many" do, apparently naturally occurring, it contains
implications that they somehow fulfill a need of a project to be able to
"incorporate and distribute" code under the open license it has (!), it
links only to (inactive) project Harmony and a dead link, it doesn't
contain any warnings about asymmetry and pitfalls associated with them,
it doesn't contain analysis and opposing arguments.

Thank you for sharing your thoughts.

-- 
Oracle corollary to Hanlon's razor:
Never attribute to stupidity what can be adequately explained by malice.
(~ adapted from Adam Borowski)