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Providing a Closed Source License Upon Request?

timothy posted more than 4 years ago | from the just-don't-close-others'-open-source dept.

Software 245

goruka writes "As a citizen of the open source community, I have written several applications and libraries and released under the BSD license. Because of my license choice, I often run into the situation where a company wants to write software for a closed platform using my code or libraries. Even though there should be no restrictions on usage, companies very often request a different license, citing as a valid reason that the creator of such platform has special terms forbidding 'open source software' in the contracts forced upon the developer. So my question is, has anyone else run into this situation, and are there examples of such licenses that I can provide? (Please keep in mind that I'm not a US resident and I don't have access or resources to afford a lawyer there.)"

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245 comments

Word Games? (1, Informative)

Anonymous Coward | more than 4 years ago | (#30795564)

This is more on goruka's clients than goruka. Is there really any difference between using relicensed software that is open source and just using open source software?

Re:Word Games? (3, Interesting)

Trahloc (842734) | more than 4 years ago | (#30795598)

For some BSD licenses probably not. But by getting a license directly from the creator they guarantee there is 0% chance of being sued by someone with a bug up their ass. It's happened before where someone creates a piece of software only to have a third party sue on their behalf without ever even asking them. So this is just a way for company using the code to have another layer of legal protection. Is it needed? Not in a sane world, but when you find one let the rest of us know.

Why complain? (4, Insightful)

GiveBenADollar (1722738) | more than 4 years ago | (#30796078)

This software company for whatever reason does not feel comfortable using the software under the existing licence. It doesn't matter if they are afraid to get sued later or whatnot. Contacting the author of the code and requesting to license it for a commercial endeavor is the right thing to do. They should be commended for their effort, but for some reason most of the comments are chastising them for it. I say good on them.

Re:Word Games? (2, Interesting)

cbreaker (561297) | more than 4 years ago | (#30795638)

That's what I was thinking. I mean, basically they'd be lying to the concerned party by saying "Ohh, this isn't the OPEN SOURCE software you're afraid of." Even though it's the same code.

The only reason I see it being an issue for a company is if it's GPL code and they don't want to deal with the GPL, but if they're too lazy to read the BSD license (or already know what it is for goodness sakes) then I guess shame on them.

Obviously if you wrote the code you can provide a "closed source" or closed license version of it if you want to. Of course, if anyone else has contributed to it, then that changes things a little bit.

Re:Word Games? (2, Insightful)

Jurily (900488) | more than 4 years ago | (#30795930)

I mean, basically they'd be lying to the concerned party by saying "Ohh, this isn't the OPEN SOURCE software you're afraid of." Even though it's the same code.

There is one big difference: it might not be the concerned party that's afraid of Open Source. I mean, they want to use it. It's some other entity they have a valid contract with, and that contract says no OSS.

Depending on the wording of that contract, a new licence can solve a lot of headaches.

Re:Word Games? (4, Insightful)

TheWanderingHermit (513872) | more than 4 years ago | (#30795692)

I'm not saying this to be sarcastic, but one big difference could be if he gets paid.

If they're offering to pay you for a closed source license, then it's worth time to research it. If they want the code free, they got no business asking a coder to do even more work for them in the form of a new license for free.

Re:Word Games? (1)

MichaelSmith (789609) | more than 4 years ago | (#30796136)

The closed source license probably won't have a disclaimer against warranty and liability so the company which requests that license should certainly pay.

Re:Word Games? (1)

TheWanderingHermit (513872) | more than 4 years ago | (#30796238)

Yeah, I would expect that, but it's an important point that's left out. And, of course, the question is how much are they willing to pay?

Since the expense of a lawyer is significant, that leads me to think the potential income is not that high. If it were and it were me, I'd be calling a lawyer ASAP and have a license ready for me when they had the contract and check ready for me.

Re:Word Games? (2, Interesting)

Bill, Shooter of Bul (629286) | more than 4 years ago | (#30796286)

Really? Every proprietary piece of software I've worked on, had that in its Eula. Who knows what the purchasing companies losses might be if you left a dangling pointer? You never know how someone is going to use a piece of software.

Dual-license (5, Informative)

xlsior (524145) | more than 4 years ago | (#30795572)

As long as the software/library is written completely by yourself, you're free to pick any license -- or dual-license it.

You can have your program both licensed under BSD, and also offer the same code/library as closed-source for $xx at the same time, with different conditions and fewer restrictions.

An example of other software that uses the dual-licensing approach is MySQL: for more information see http://www.mysql.com/news-and-events/newsletter/2003-11/a0000000220.html [mysql.com]

Re:Dual-license (0)

Anonymous Coward | more than 4 years ago | (#30795580)

Issue closed. No more comments are necessary on this article.

Re:Dual-license (4, Funny)

Anonymous Coward | more than 4 years ago | (#30795600)

(1) Put backdoor in code if not there already. As if corporations would spend the time-money to look through it all.
(2) Offer them custom licensing for no less than six figures.
(3) ???*
(4) Profit.

* Freeze the code while in the negotiation process. If they pay the license, remove the backdoor. If they refuse the license, sell the exploit and wait for their servers to light up.

Re:Dual-license (2, Informative)

jamesh (87723) | more than 4 years ago | (#30795868)

(4) Profit.

(5) Go to jail. Go directly to jail. Do not pass go. Do not collect profit.

Re:Dual-license (0)

Anonymous Coward | more than 4 years ago | (#30796372)

IANAL, but it seems to me that:

Umm, no, until it's contracted or actually paid for, any portion of the code that is NOT considered part of the public domain is his IP, and he can add text expounding the virtues of pink fluffy bunnies if he so chooses. If they're foolish enough to steal his work, then whatever happens to their equipment while (ab)using that STOLEN property is their own damn fault, isn't it? At worst, he MIGHT be liable for vandalism. If they feel froggy enough to try to remove a portion of HIS duly licensed code, prior to purchase, then he's also free to pursue them in the U.S. under the auspices of the DMCA.

Hey, if it works for Redmond, ...

Re:Dual-license (3, Informative)

idiotnot (302133) | more than 4 years ago | (#30795618)

You can have your program both licensed under BSD, and also offer the same code/library as closed-source for $xx at the same time, with different conditions and fewer restrictions.

Or just have them incorporate your BSD-licensed code into their larger work licensed under a more restrictive license. This is in contrast to say, LGPL, where the changes do have to be released back if any are made. If none are made, the code doesn't need to be released.

If it makes them feel any better, license it under a 4-clause BSD license, where they actually have to give you credit for it, but also provide it under a 3-clause license for everybody else. I've done exactly that, but in reverse, for customers. The publicly-released code is 4-clause, but the customer can do WTF-ever he/she wants with it, and doesn't have to credit me.

Re:Dual-license (1)

mysidia (191772) | more than 4 years ago | (#30795772)

The 3-clause BSD license still requires you to be credited.. it just doesn't require all advertising material mentioning the software to advertise your involvement (probably you don't want that anyways... it could make you look bad, if the final software product is crappy, and they advertise it contains code made by you):

Redistributions in binary form must reproduce the above copyright notice, this list of conditions and the following disclaimer in the documentation and/or other materials provided with the distribution.

Redistributions of source code must retain the above copyright notice, this list of conditions and the following disclaimer.

Re:Dual-license (1)

X0563511 (793323) | more than 4 years ago | (#30796338)

Does anything stop you from altering the BSD 3-clause to remove said attribution clause?

Re:Dual-license (1)

mysidia (191772) | more than 4 years ago | (#30796426)

The recipient can't alter license terms..

And if the copyright notice requirements weren't there, then (by definition) it would not be a BSD license.

Re:Dual-license (1)

Rakshasa Taisab (244699) | more than 4 years ago | (#30795816)

As long as the software/library is written completely by yourself, you're free to pick any license -- or dual-license it.

Also, when accepting any patches require them to be under Public Domain. This leaves you free to change licensing terms in the future and if you're the one who wrote a majority of the code then most people don't care.

They want to pay you to get a closed source license to comply with their contract? Good, means free money for you and perhaps a bit of contract work fixing bugs and feature requests in the future. Go for it.

Re:Dual-license (3, Interesting)

Tim99 (984437) | more than 4 years ago | (#30795840)

Looking at the problems MySQL seems to be having, this may not be a panacea. Monty Widenius (one of the original authors) is upset. MySQL was sold to Sun - Sun are now being bought by Oracle. Monty seems to be annoyed by this. In spite of him recieving a very large payout for the original sale to Sun, Monty would like the EU to rule that Oracle must change the existing MySLQ GPL licence to a BSD/Apache type so that Monty's new company MariaDB can fork MySQL and continue to use the commercial licence to generate revenue. Here is a thread that I contributed to on The Register http://forums.theregister.co.uk/forum/1/2010/01/04/mysql_campaign_15000_signatures/ [theregister.co.uk]

There is a lot more at Groklaw here http://www.groklaw.net/article.php?story=20091208104422384 [groklaw.net] ,
here http://www.groklaw.net/comment.php?mode=display&sid=20100105223841138&title=Letter+from+Monty+Widenius.&type=article&order=&hideanonymous=0&pid=811941#c811949 [groklaw.net] ,
here http://www.groklaw.net/article.php?story=20091204095942328 [groklaw.net] and here http://www.groklaw.net/article.php?story=20100108114314405 [groklaw.net]

Me, I prefer PostgreSQL and SQLite which have a more developer friendly licence. Richard Hipp (the main auther of SQLite) has said that his entirely open licence http://www.sqlite.org/copyright.html [sqlite.org] has caused problems to some companies, so he also has a commercial option http://www.hwaci.com/cgi-bin/license-step1 [hwaci.com]

Re:Dual-license (3, Insightful)

cibyr (898667) | more than 4 years ago | (#30796004)

The only problem that MySQL is having with its licensing model is that Monty is a fucking idiot who wants to have his cake and eat it too. I'm sorry, you sold it. It's not yours any more. What you want no longer matters. Now shut up and go away.

Re:Dual-license (1, Offtopic)

Tim99 (984437) | more than 4 years ago | (#30796038)

Not Karma whoring here, but my reply to "Dual License"

As long as the software/library is written completely by yourself, you're free to pick any license -- or dual-license it.

You can have your program both licensed under BSD, and also offer the same code/library as closed-source for $xx at the same time, with different conditions and fewer restrictions.

An example of other software that uses the dual-licensing approach is MySQL: for more information see http://www.mysql.com/news-and-events/newsletter/2003-11/a0000000220.html [mysql.com] [mysql.com]

has been modded Offtopic .

Do moderators have problems with basic comprehension on Sundays? The poster recommended the dual MySQL licence - My reply shows that dual licencing is causing a problem with a dual licence product; or maybe a Monty Widenius/MySQL fanboi is modding today...

Re:Dual-license (0)

Anonymous Coward | more than 4 years ago | (#30796416)

Do moderators have problems with basic comprehension on Sundays? ...

No, they only have problems with basic comprehension on days ending in "y".

Re:Dual-license (-1, Flamebait)

Daniel Dvorkin (106857) | more than 4 years ago | (#30796464)

The reason you were modded off-topic is probably because your reply had absolutely nothing to do with dual licensing, and everything to do with ranting about what a butthead Monty Widenius is and how much better PostgreSQL and SQLite are than MySQL. All of which may be true, but it's completely irrelevant to the topic at hand. Responding to an on-topic post with an off-topic rant does nothing to answer the story submitter's question.

Charge a monster price (4, Insightful)

Stumbles (602007) | more than 4 years ago | (#30795606)

If the terms of the BSD license is not good enough, I'd tell them to piss off.

Re:Charge a monster price (1)

boaworm (180781) | more than 4 years ago | (#30795628)

No, just tell them that you can use the B$D license, it will cost $10000 and they get to do exactly what they want with the code. Everyone is a winner!

Re:Charge a monster price (3, Interesting)

ArwynH (883499) | more than 4 years ago | (#30795728)

You phrased it as a joke, but that is exactly what the poster should do.

Take the BSD 3-clause license and change the name to something like " developer license", then agree to license your code under said license for $x, where x is a reasonable amount. Basically they are paying for your written acknowledgement that the code is yours to give away and that if there are any copyright problems they know who to blame.

Re:Charge a monster price (1)

ShakaUVM (157947) | more than 4 years ago | (#30795894)

>>Take the BSD 3-clause license and change the name to something like " developer license", then agree to license your code under said license for $x, where x is a reasonable amount.

And that's an important point. The OP sounds like he wants to give his code away for free, but a one-time or annual license fee is actually more fair to him.

Re:Charge a monster price (1)

Darkness404 (1287218) | more than 4 years ago | (#30795928)

I'd say that if they want to use his code and have him bend over backwards for it, they should be obligated to pay him.

Re:Charge a monster price (2, Informative)

Firethorn (177587) | more than 4 years ago | (#30795986)

Take the BSD 3-clause license and change the name to something like " developer license", then agree to license your code under said license for $x, where x is a reasonable amount. Basically they are paying for your written acknowledgement that the code is yours to give away and that if there are any copyright problems they know who to blame.

First, I work for the government, and software licensing impinges upon my duties.

There's a lot of FUD out there. There's a lot of restrictions against 'freeware', but people get 'freeware', 'open-source', 'ad-ware', etc... All confused.

There's two reasons for being against 'freeware' - many are distributed as closed-source economically unauditable binaries. This leads to difficulties in gaining code security - the government can go after microsoft if they deliberately put a back door in their software, but some dude who published some freeware MP3 player? The second is maintenance - they don't want to become dependent upon unmaintainable software. It happens anyways, but if you're paying some company money, generally you get a warranty.

Open source? Again - maintenance is an issue, but at least we could hire our own programmers to maintain the software if required. The second is that some licenses require any code that uses the open source modules to be open source as well, and well, that's just not happening with some software. Other software the government is just fine with releasing.

Last is copyright concerns - they don't want copyright lawsuits. So they want an actual license, even if they have to pay for it. Some 'freeware' licenses are only free to individuals - if a business or branch of government wants to use it, they have to pay for it.

Re:Charge a monster price (2, Insightful)

Anonymous Coward | more than 4 years ago | (#30796130)

I don't get it. You seem to be mixing up tons of unrelated stuff. 1) The poster was talking about BSD license, not freeware, so that is irrelevant. 2) the poster is talking about a license change, not a maintenance contract which is what you are talking about, so non-sequitor again. 3) You cannot be sued for using BSD license in closed source. The only way it could happen is if the author did not really own the code, and just copied it from somewhere else. But licensing stolen code does not make you immune from lawsuits. It just makes you look that much more stupid. So, not sure what you are really talking about, but sounds about right from a government point of view.

Warranty? Protection? What planet are you on? (4, Interesting)

dcavanaugh (248349) | more than 4 years ago | (#30796214)

Some of your arguments against freeware are dubious...

"There's two reasons for being against 'freeware' - many are distributed as closed-source economically unauditable binaries. This leads to difficulties in gaining code security - the government can go after microsoft if they deliberately put a back door in their software, but some dude who published some freeware MP3 player?"

"Auditable binaries"? When was the last time you audited one? Ever read a Microsoft EULA? Neither the government nor anyone else will be going after Microsoft for anything, even if they provided a back door. I seriously doubt anyone can extract ANY remedy beyond possibly a refund of purchase price. Again, read the EULA. Feel the "protection".

"The second is maintenance - they don't want to become dependent upon unmaintainable software. It happens anyways, but if you're paying some company money, generally you get a warranty."

You mean like having the vendor go out of business and you can't get the source code? In 1990's, I managed a large data center. All of our hardware (and most of the software) came from the #2 player in the industry -- Digital Equipment Corporation. DEC was considered "too big to fail" back in those days. We had about $5 million in software licensing alone. Over the course of five years, the vendor that was "too big to fail" proved otherwise. It was a very expensive learning experience. At the time, our thought process was pretty much the same as yours -- and look how well THAT turned out. Those who ignore history will surely repeat it.

As for warranties, back to the EULA once again. Find me a software license that grants any warranty or accepts any liability beyond possibly refunding the purchase price. Just one. Got links to share?

As for copyright, are there any cases where parties who inadvertently possess infringing code have been held liable INSTEAD of the original source of the infringement? Where ARE these cases? Got links?

There have been several cases where large software companies were found guilty of patent or copyright infringement. Have ANY of their customers ever been charged with infringement for merely possessing the infringing software? Again, where are the cases and let's have some links.

You might be tempted to mention SCO vs. Autozone, but that case was about terms of a license. Autozone wound up in court primarily because they bought software from SCO, probably thinking they had the protections that you mention. As far as I know, companies that used Linux exclusively (and never SCO products) have never been sued by SCO. Makes you wonder how valuable this "protection" is.

Re:Charge a monster price (1, Insightful)

Anonymous Coward | more than 4 years ago | (#30795670)

If the terms of the BSD license is not good enough, I'd tell them to piss off.

Brilliant! A company wants to use open source software but due to restrictive licencing by a third party cannot do so directly. They ask for a compromise ("Give us the same software with a different licence") and your response is to drive them back to closed source software and abuse them in the process.

Re:Charge a monster price (0)

Anonymous Coward | more than 4 years ago | (#30795722)

BSD has restrictive licensing? Since when? Or is asking that the person who wrote the code be recognized too much these days?

Re:Charge a monster price (0)

Anonymous Coward | more than 4 years ago | (#30795870)

How about learning to read

Re:Charge a monster price (3, Insightful)

Darkness404 (1287218) | more than 4 years ago | (#30795938)

Um, have you read the BSD license? It basically says "Do whatever the hell you want with this software just say I wrote it", I'd hardly call that restrictive and I don't see how a third party would really care. The terms of the BSD license are basically like someone publishing a public domain book, they really have little to no restrictions other than to put the name of the author on it (yes, I realize that in the public domain it doesn't matter, but most put down where its from already).

Re:Charge a monster price (0)

Anonymous Coward | more than 4 years ago | (#30795690)

If the terms of the BSD license is not good enough, I'd tell them to piss off.

I don't know. I'd tell them to pay $5,000 for the closed license version. I suspect that the company does not want to mention in their licensing terms that BSD code is used in their end product. Probably because they think it less than professional. Have them pay the 5 dimes. Vanity costs.

Re:Charge a monster price (3, Insightful)

Daniel_Staal (609844) | more than 4 years ago | (#30795850)

Which is exactly what the original poster should do: Charge a non-nominal amount, and pay 10-20% to some lawyer to write up the license for them.

Heck, call some lawyer in the US, and tell them that for 15% of whatever they can negotiate, you want them to talk to this company and come up with a license/fee for you. There are probably more than a few lawyers who'll work under those terms.

BSD (4, Insightful)

Anonymous Coward | more than 4 years ago | (#30795620)

The BSD license is already more permissive than any other license, and allows code to be used in proprietary products. There is nothing that a proprietary license would let them do that BSD will not, thus there is no justification for them to subject you to the trouble of researching this just because their policies are written by stupid people.

By making this clear to the people you work with, you could do the public understanding of free software a favor. By bowing to their obscene requests arising from ignorance, you would admit defeat in the face of the FUD coming out of places like Microsoft.

Re:BSD (3, Interesting)

AlexLibman (785653) | more than 4 years ago | (#30795864)

Technically the Internet Systems Consortium (ISC) license [wikipedia.org] that's preferred by OpenBSD is "more permissive than any other license" that I know of, but the most libertarian arrangement of all is public domain.

What benefit does BSD give you over PD, really? That silly warranty clause would be completely unnecessary then. The Internet with its thousands of spider-bots is one giant timestamp mechanism - you could always prove that you wrote something first if you really wanted to...

Either way, big kudos to goruka for not locking away his code behind a restrictive anti-free-market license like (L)GPL!

Re:BSD (-1, Troll)

Anonymous Coward | more than 4 years ago | (#30796008)

Technically the Internet Systems Consortium (ISC) license [wikipedia.org] that's preferred by OpenBSD is "more permissive than any other license" that I know of, but the most libertarian arrangement of all is public domain.

What benefit does BSD give you over PD, really? That silly warranty clause would be completely unnecessary then. The Internet with its thousands of spider-bots is one giant timestamp mechanism - you could always prove that you wrote something first if you really wanted to...

Either way, big kudos to goruka for not locking away his code behind a restrictive anti-free-market license like (L)GPL!

Fuck off, kike.

Re:BSD (4, Insightful)

alfoolio (1385603) | more than 4 years ago | (#30796458)

OP said in essence: We have a business requirement of no open software licenses.

What a proprietary (The BSD 3 clause reworded as mentioned above works fine.) developer license lets them do that a plain vanilla open source license does not allow them to do is WIN THE BUSINESS given the constraints of the situation.

Perhaps you are inexperienced in the relationship that a smaller vendor holds to a larger customer who has other options. The general rule is keep the customer satisfied. Ideally without corrupting your soul. ;) Is the customer (here at least) an idiot? Why, yes, they are.... In fact, they are the idiot who is paying us so we are able to feed our babies and buy mommy the new minivan. Does it cost anything to do this special license? Would it cost us the business to not do it?

In the real world you work on moral goals by successive approximation. Sometimes you have to sugar coat the medicine, even if it doesn't taste bad. Failure to understand and honor these realities while flaying someone for a position that appears morally inferior to yours is itself a form of FUD.

Just do it (1)

LowlyWorm (966676) | more than 4 years ago | (#30795632)

Why not write just a separate version for commercial use? If there is demand for the product, license it and make money yourself. You could modify the terms within reasonable limits useful to your particular situation. I do not understand the aversion of companies not to use open source software except to provide some level of prestige to their own product licensing (and perhaps to limit their their liability if you really screw up). IMHO, as a matter of practice few scrutinize licensing agreements to the degree that it would matter to the the end user that open source code is used unless you are dealing with very large companies that face litigation on a regular basis.

just "copyrignt (c) 2010 me, all rights reserved" (1, Interesting)

Anonymous Coward | more than 4 years ago | (#30795640)

All I think you need is to make a copy with a statement along the lines of "copyright (c) yyyy me, all rights reserved" as the copyright statement, and a license that reads something like "company X is given a non-exclusive [and transferrable - if you want it transferrable] license to my program zzzz and may use it as it likes". This accomplishes a dual license, and by saying it is non exclusive it means the rest of the world may still have the right to use other copies of the program according to your other license. Companies that have this kind of rectal - cranial inversion problem tend to want transferrable licenses so they can sell their restricted license somewhere if they like, or so if they get bought, the buyer gets the license also. You may want to replace "company x" with "company x or any successors in interest".

This is all approximate wording but would express your intent clearly enough.

What? (3, Insightful)

Dr. Evil (3501) | more than 4 years ago | (#30795654)

"...citing as a valid reason that the creator of such platform has special terms forbidding 'open source software' in the contracts forced upon the developer."

What platforms would or could have such a restriction? Does the iPhone do this? XBox? What are we talking about? Is that even legal?

Re:What? (2, Informative)

Evan Meakyl (762695) | more than 4 years ago | (#30795708)

If I remember well, the Wii is such a platform. And I don't see why it wouldn't be legal: if you want to have a devkit, you have to comply with *a lot* of conditions

Re:What? (0)

Anonymous Coward | more than 4 years ago | (#30795736)

Nintendo only recently started that retardation, and only on WiiWare.

Re:What? (0)

Anonymous Coward | more than 4 years ago | (#30796062)

It's not only on WiiWare, it's for all their platforms.

The launch of WiiWare made them more vocal about it and slightly more concerned about the issue, as they're more directly involved in the distribution of downloadable games than they are with retail games. They're just concerned about their potential liability if a 3rd party gets sued.

I think they're just afraid of what happens to their SDK code if someone puts GPL code into a game and then gets sued over it.

Re:What? (1)

geminidomino (614729) | more than 4 years ago | (#30796300)

Nintendo only recently started that retardation, and only on WiiWare.

Not true at all. It's been the case since at least the N64 (when I first looked)

Re:What? (0)

Anonymous Coward | more than 4 years ago | (#30796330)

The use of "open source" is specifically listed as not allowed in WiiWare requirements. It is _not_ specifically listed as not allowed in the requirements for Wii disc titles. It was not listed or mentioned in the Gamecube requirements either.

This came about due to the ScummVM fiasco [blogspot.com] where Atari contracted Majesco to develop a WiiWare title, who then sub-contracted to Mistic Software, who have a development office in Ukraine, who used ScummVM and didn't tell anyone.

Re:What? (1)

Judinous (1093945) | more than 4 years ago | (#30795738)

Why would it not be legal? The law, by default, allows for anything to be contained in contracts except for specific exceptions that are deemed generally unconscionable. It makes perfect sense to include a clause like the one the OP is talking about when buying the source to a program for incorporation in a larger closed-source ecosystem. If you end up being given something with a GPL-esque license and forced to open-source some or all of your code, at least you have someone to sue for damages.

Re:What? (1)

John Hasler (414242) | more than 4 years ago | (#30795900)

> It makes perfect sense to include a clause like the one the OP is talking
> about when buying the source to a program for incorporation in a larger
> closed-source ecosystem.

No it doesn't. It makes sense to require that the vendor certify that it has certain specified rights to all the software it supplies (which may exclude some Free Software licenses such as the GPL) but the terms described make no sense at all (and may not in fact be as described to the OP).

> ...forced to open-source some or all of your code...

No license can (and the GPL does not attempt to) force anyone to "open source" their code.

Re:What? (1, Insightful)

khallow (566160) | more than 4 years ago | (#30796342)

No license can (and the GPL does not attempt to) force anyone to "open source" their code.

From the GPL 3.0 license [gnu.org] :

A "covered work" means either the unmodified Program or a work based on the Program.

[...]

When you convey a covered work, you waive any legal power to forbid circumvention of technological measures to the extent such circumvention is effected by exercising rights under this License with respect to the covered work, and you disclaim any intention to limit operation or modification of the work as a means of enforcing, against the work's users, your or third parties' legal rights to forbid circumvention of technological measures.

It forces people who wish to "convey" (for example, sell) work which uses the licensed code to license their code under the GPL 3.0 license. Force here is the lawsuits that result, if the original license holder discovers use of their code in your code.

Re:What? (1)

martin-boundary (547041) | more than 4 years ago | (#30796450)

Nobody is *forced* to anything. It is purely a matter for them whether they *wish* to distribute a GPL covered piece of software or not. It is their *choice* whether to distribute under the GPL terms, or not distribute at all.

Freedom of choice. Learn it.

Re:What? (5, Interesting)

vladkrupin (44145) | more than 4 years ago | (#30796436)

It's actually not uncommon. My current employer has a "no open source allowed without explicit approval by the legal dept, which takes an eternity and is a royal pain, so don't do it unless there's absolutely no alternative" policy. I am not kidding.

One of my previous employers had the same policy. This is not at all uncommon.

A few years ago a company found some of my code on the web. The code was released under an apache-like license. They contacted me because they wanted to buy it, but with a couple of minor modifications and under a different license. Essentially very similar scenario as the situation the OP found himself in. I agreed, made the modifications, and sold the original product plus the mods to them under a different license. I think it was cheaper for them to get the modifications they wanted, and the license they liked than develop the same code themselves.

As for me, I felt that nobody besides that company would have probably wanted those modifications anyway. That's probably not entirely true, but I convinced myself of that so that way I did not feel like I was totally selling out :) The Open Source community probably did not miss much by me not releasing those mods. I treated the modifications as "work for hire", and since I never released them, I avoided most of the possible legal difficulties. The original product stayed under the same license, of course. That company is now one of the 5 largest software companies, so I presume the practice is not unusual.

Re: Banning Open Source (1)

thoglette (74419) | more than 4 years ago | (#30796468)

Not only is it legal but it is depressingly common in some, ah, less IT savvy industries who have bought the FUD that Open Source software is a security risk - by definition.

Yes, I have had customers insist on buying MS SQL Server licenses because MySQL is Open Source and therefore completely banned in their company (and, I was assured, their industry generally). Not suprisingly, all the major vendors in that industry are MS Gold Partners and all the companies list as major MS accounts. Chicken or Egg?

You need to understand whether their problem is with the license or with the fact that Other People have access to the source code. If it is the former, you can write a new licence and double your fees. If it is the latter you will need to do a significant re-write to meet that requirement (and charge accordingly).

Just tell them ... (4, Insightful)

DrJimbo (594231) | more than 4 years ago | (#30795666)

... that BSD is a closed source license.

Seriously, I suggest you have nothing to do with such idiots on the off chance that it is contagious.

Re:Just tell them ... (2, Insightful)

Anonymous Coward | more than 4 years ago | (#30795898)

This practice makes a lot more sense than it might seem. As a software manager on a large project, I do it all the time. There's lots of useful software out there, but my legal department does not always find the existing license acceptable. So, we offer to buy non-exclusive use rights to the software on a contract that we provide that gives us the protections we need as a large company to reduce our risks. For the developer, it is found money, typically from $3-$10K for small open-source pieces of code.

The underlying reason that our lawyers dislike most open source licenses is that the is little or no case law on the meaning of the terms. And for a lawyer, a contract term only means what judges have said it means. Without case law, it could mean anything. So we are willing to pay to avoid that risk. It seems reasonable to us, and I can tell you from experience that it always seems reasonable when money falls out of the sky into the lap of the developer.

Re:Just tell them ... (0)

Anonymous Coward | more than 4 years ago | (#30795918)

... that BSD is a closed source license.

Seriously, I suggest you have nothing to do with such idiots on the off chance that it is contagious.

Is being an arrogant shithead contagious? There may be reasons that specific license doesn't suit their needs and as a contractor you don't get to dictate your clients specifications. I'm sure their lawyers would advise having nothing to do with you since stupidity IS contagious.

Make them pay (1, Insightful)

Anonymous Coward | more than 4 years ago | (#30795668)

Make them pay. They need to pay for you to get legal advice in every country they wish to run the software AND enough to make this worth your effort. If you are typical, you'll want to sell them annual support contracts too.

I'd start with $20K just to get started.

I wouldn't let them repackage your library, unless you specifically want that. Take a look at the run-time licenses for different closed source libraries and programs that you use.

The more complex the license, the more the lawyer will cost and the more liability you are accepting (no patent infringements, etc). If they want your company to "indemnify them", that needs to cost lots more, perhaps $120K.

The ball on their roof (2, Interesting)

turbidostato (878842) | more than 4 years ago | (#30795678)

Provided you are the only copyright holder of the software, just ask them for a big money chunk, half in advance, and tell they'll even be able to write the license themselves, so there's no doubt that's what they want. Get the license to a lawyer (you already have part of the money) to review there's nothing you dislike and then sign it up.

Easy.

It depends (of course) (2, Insightful)

Gorobei (127755) | more than 4 years ago | (#30795686)

1. Is the software you want to provide all yours, or a mix of peoples' work? If it's a mix, probably it's best to just give up and move on.
2. Ok, it's all yours. Congratulations! Call the person who wants to buy/use it:

2a. Explain how the BSD license works in three sentences or less.
2b. Ask if the sticking point is liability, copyright risk, ownership rights, or other.
2c. Explain you don't have the time, expertise, or money to negotiate a contract, esp given the BSD contract already spells things out.
2d. Point out that 2b issues can be resolved, but it's going to be $10K at a minimum for your time + legal fees.
2e. If they still want to do it, ask for a letter of understanding that lays out the $amount for a non-exclusive right to use/copy/modify, etc.
2f. Run the letter by a lawyer.
2g. Profit.

Re:It depends (of course) (3, Interesting)

ducomputergeek (595742) | more than 4 years ago | (#30795844)

Explain how the BSD license works in three sentences or less....I thought the BSD was three sentences.

Re:It depends (of course) (1)

Gorobei (127755) | more than 4 years ago | (#30795888)

Pretty much, yes. So, just lay it out as it is: respect the copyright, it's "as is," and no endorsement is to be implied; please read the actual text for the legal term; if you want anything more, that will cost real money.

Re:It depends (of course) (1)

mcrbids (148650) | more than 4 years ago | (#30796180)

I would suggest something similar.

1) get them to write down SPECIFICALLY the rights they want...

2) get a quote from an attorney to write a contract giving said rights.

3) ad X,000 dollars to the quote for you,

4) tell them that it costs 1,000 to renegotiate terms for EACH proposed change in the contract,

5) enjoy your X,OO0 dollars!

It's Open Source no matter how else you license it (0)

Zero__Kelvin (151819) | more than 4 years ago | (#30795694)

"Even though there should be no restrictions on usage, companies very often request a different license citing as a valid reason that the creator of such platform has special terms forbidding 'open source software'"

Just explain to them that they cannot use your software under any conditions, because even if you license it to them under another license it is still available as Open Source software. Changing the license doesn't magically make it unavailable as Open Source. (Then send them a bill for legal fees, and cut me a check. We just saved them a shitload of money)

Re:It's Open Source no matter how else you license (2, Interesting)

maxume (22995) | more than 4 years ago | (#30795820)

It depends on what the concern is; if the attachment of an open source license is the concern, a different license can take care of that (assuming that there is an entity that maintains copyright over the entire work). If the public availability of the code is a concern, then no.

If things were different they wouldn't be the same (1)

Zero__Kelvin (151819) | more than 4 years ago | (#30795910)

I totally agree that if the question was different then the answer might be different too. The person submitting to Ask Slashdot stated the concern was that they must not include Open Source software. Obviously if the concern is different than what he stated then my answer may not apply.

Re:If things were different they wouldn't be the s (1)

maxume (22995) | more than 4 years ago | (#30795932)

I don't think it is so clear what the submitter means by 'open source software'.

I mean, apparently the company that contacted him thinks a different license would take care of their concerns.

Re:If things were different they wouldn't be the s (1)

Zero__Kelvin (151819) | more than 4 years ago | (#30795956)

Exactly my point. The submitter, and conceivably the company that he is dealing with, need to understand what they want, and what the final customer wants, before they can figure out how to acheive that goal. When I posted everyone answered the question they wanted to assume he asked rather than the one he in fact asked. We are both on the same page; we're just speaking slightly different dialects ;-)

Re:It's Open Source no matter how else you license (1)

mysidia (191772) | more than 4 years ago | (#30795822)

You can roll a closed-source version just for them, and provide them source code under NDA (identical code to the open source version), with a royalty free license to use the code in compiled binaries under their own license terms.

It doesn't matter that you also release an open source project.

The code they received is under NDA, which is not open source conditions.

Re:It's Open Source no matter how else you license (0)

Zero__Kelvin (151819) | more than 4 years ago | (#30795884)

No, you can't. Not if the wording is that you must not include any Open Source software. Stop and think for a minute. Even if their intent is different, it is the wording that matters in a legal fight. Later down the road, during a lawsuit, they will show the jury the code supplied and code downloaded from the Open Source project and ask if it is the same code. The answer is yes. If the wording were that the deliverable must not be encumbered by Open Source restrictions then you would be correct. As the question was posed to Ask Slashdot today, you are wrong.

closed-source version of open-source code (1)

CheeseTroll (696413) | more than 4 years ago | (#30795700)

Maybe I'm expecting too much of clients, but don't they realize that just because you offer one version of your code under a 'closed-source' license doesn't make it substantially different code than the open-source version?

Like I said, I'm probably being naive and thinking clients will be logical. :-o

Re:closed-source version of open-source code (1)

CoolGopher (142933) | more than 4 years ago | (#30796658)

Like I said, I'm probably being naive and thinking clients will be logical. :-o

One thing I learned from dealing with VCs in my previous job is that, and I quote, "logic has nothing to do with it". This was also in relation to a legal agreement... As a techie, all I can say is that business people do not make sense :)

Do what you want. (0)

Anonymous Coward | more than 4 years ago | (#30795712)

If you like them, go ahead and give them a different license.

However, you are being generous already by offering your code as a BSD license.

If you ask me, I would tell them to not bother you unless they paid you. Your are already offering them a free product!

Just don't make it free. (0)

Anonymous Coward | more than 4 years ago | (#30795716)

This software is licensed by (yourname) to (companyname) providing that the following conditions are met:

( any other conditions you want excluding an ability to transfer this license )
( liability disclaimer )

Any other use or transfer of this software is prohibited.

Don't sell yourself cheap. (3, Insightful)

jimduchek (13246) | more than 4 years ago | (#30795726)

Some companies are concerned about the 'viral' nature of the GPL in particular (some suit read an article about open source that talked about the GPL, and now 'open source' == GPL in his head) There are still many unresolved questions about the GPL in the US, as I'm aware it's only been rarely if ever tested in most jurisdictions in an actual court of law.

Personally, I expect to be compensated for my time and effort. This needn't be in money -- I release free software as a 'gift' for the community because I (and most of us) have received many such gifts in kind (Indeed, almost all the software I use, from the kernel down to the tiniest little nifty script) was a 'gift' to me by other members of the community). A commercial interest, on the other hand, will have to find some other way to compensate me for my work, as they (typically) are not part of the 'community' that has already compensated me for my time. Cash works well.

Have them pay up (0)

Anonymous Coward | more than 4 years ago | (#30795778)

I have to say that I admire people that license their work under bsd, as they effectively let others rip them off. I really hope you get something in return other than a mild thanks.

A good example of dual-licensing is H3D (0)

Anonymous Coward | more than 4 years ago | (#30795782)

Have a look at the way H3D from Sensegraphics is licensed:

http://www.sensegraphics.com/index.php?page=shop.product_details&category_id=6&flypage=shop.flypage_sensegraphics&product_id=17&option=com_virtuemart&Itemid=83

It's freely available under the GPL, but can also be purchased if a user wants to use it in a closed source project. It seems to be a good model which all parties benefit from.

BSD's track record (1)

gnapster (1401889) | more than 4 years ago | (#30795794)

If it's good enough for Apple with OS X and who-knows-what-else, why can't it be good enough for this company?

Let them write the license (2, Informative)

swillden (191260) | more than 4 years ago | (#30795834)

They want it, let them write it and specify the terms. You just need to read it to make sure that it doesn't limit your ability to continue giving the code away.

I'd let them pick the dollar amount for the licensing fee, too. Tell them to make a proposal, on both fee and terms, and you'll decide if it's acceptable. Odds are they'll offer you terms and money in roughly the same ballpark as what commercial software of the same type would cost.

Be certain that you own 100% of the code though. You don't want to get yourself in trouble for selling someone else's property.

Re:Let them write the license (3, Interesting)

John Hasler (414242) | more than 4 years ago | (#30795934)

> They want it, let them write it and specify the terms. You just need to read
> it to make sure that it doesn't limit your ability to continue giving the
> code away.

Just above your signature write "Only non-exclusive rights are granted." Make them initial that.

How much are they offering to pay? (3, Interesting)

John Hasler (414242) | more than 4 years ago | (#30795860)

If it seems sufficient, tell them to send you a proposed license. If they won't pay tell them they've already got the only license they are going to get.

BTW it is a virtual certainty that they are already using BSD-licensed software.

It's not the source code, it's the Patents (1)

heironymous (197988) | more than 4 years ago | (#30795866)

Big companies fear open source because it's a threat to their intellectual property. If a company uses an open source product, and that product (accidentally and unknowingly of course) infringes on one of their patents, then that company loses the ability to enforce their own patent in the future.

Patents are the "mustard gas" of big companies. Everybody has them, and nobody uses them. But you better have them stockpiled, or somebody might use theirs against you. Some open source licenses rob companies of this line of defense. The hoops one has to jump through at a big company just to use Log4J are maddening.

Re:It's not the source code, it's the Patents (1)

TimSSG (1068536) | more than 4 years ago | (#30796168)

Big companies fear open source because it's a threat to their intellectual property. If a company uses an open source product, and that product (accidentally and unknowingly of course) infringes on one of their patents, then that company loses the ability to enforce their own patent in the future. Patents are the "mustard gas" of big companies. Everybody has them, and nobody uses them. But you better have them stockpiled, or somebody might use theirs against you. Some open source licenses rob companies of this line of defense. The hoops one has to jump through at a big company just to use Log4J are maddening.

+1 FUD

The above might apply to GPL-3; but no one who can read and think can honesty believe it about BSD License.

Tim S.

Thank them for their support (1, Insightful)

Anonymous Coward | more than 4 years ago | (#30795944)

... and dual-license your software as a closed-source license. Charge them a license ($10,000), or possibly a royalty ($1 per copy) for usage of your code. Use this money to continue to develop and improve your code. Dollar figures are for example only, you'll have to negotiate that with them.

This is a great way to get paid for developing your Open Source project!

Never Heard of Banning All Open Source (1)

SwashbucklingCowboy (727629) | more than 4 years ago | (#30795948)

But my company does contractually forbid GPL software being included in any software written for use in our products.

Your problem is easily solved by just modifying the existing license to forbid redistribution of the source code. That would make the license no longer open source.

"Forgidding Open Source"? (3, Informative)

erroneus (253617) | more than 4 years ago | (#30796100)

Are they stupid? As Apple can clearly demonstrate, the BSD license is non-toxic. You should tell them to tell their legal staff to do their homework (and justify their paycheck) to learn the differences between one open source license and another. Simply banning all open source licenses is as stupid as declaring all muslims as terrorists.

To sum up (3, Insightful)

ibsteve2u (1184603) | more than 4 years ago | (#30796150)

If there had been copyrights and patents at the dawn of man, the first and last tool invented would have been the stick; lawyers, lawsuits, and the judges of Eastern Texas would have prevented all derivative works.

seems clear enough to me (2, Interesting)

Eil (82413) | more than 4 years ago | (#30796188)

Even though there should be no restrictions on usage, companies very often request a different license citing as a valid reason that the creator of such platform has special terms forbidding 'open source software' in the contracts forced upon the developer.

I think they've answered the question for you. If their contract says they can't use open source software, then they are already forbidden from using any already-open code in the project, even if they get a special alternate form of license from you.

Also, if you've ever taken patches from other developers, and didn't have them sign a statement that giving you copyright over the patch, you're probably not legally allowed to relicense their work anyway.

Finally, while I can't speak to your motivations, if I released software under an open source license and someone came along and said, "hey, we need a different license for this, can you help us out?" My response would be, "how much are you paying me for it?"

dont give in (1, Insightful)

johnrpenner (40054) | more than 4 years ago | (#30796246)

they see what has been freely given (open source) as valuable to their business, yet they dont want to give something back - so, dont give in - this is exactly the sort of thing open source was invented to prevent - if they're so greedy that they think they dont have to give anything back - well then - they can just live without those freely-given benefits. they're inflexible- why should open licensors have to bend for the sake of their greed??

2cents
jp

From the other side (1, Informative)

Anonymous Coward | more than 4 years ago | (#30796262)

The company I work at paid $10k to the author of a GPL program to be able to use its code in our product. If they want to a non-BSD license you should be happy to get a local lawyer write something closed for them and charge them $10kUS for this silliness. You can probably get some money upfront in good faith to cover your costs of writing this up.

My only advice would be to make it for version 2.x or whatever your current major version is so you can both make money off of next version and don't find yourself tied to this agreement forever.

multi-theft auto.. (2, Interesting)

XaXXon (202882) | more than 4 years ago | (#30796290)

wanted to use a gpl embedded c/c++ web server I wrote. One of the developers sent me an email asking if they could use it. I sent them an email to the extent of "I hereby grant you a license to use EHS (the library) in any way in multi-theft auto."

Either that was good enough for them or they didn't decide to use it afterall.

It's simple.. (1)

NeuralAbyss (12335) | more than 4 years ago | (#30796376)

Very simple solution: dual-licensing.

Make sure copyright in any committed patches is assigned to you, or require public domain, and take the dual license route. If they're adverse to using the BSD license, charge them for the privilege and get a lawyer to write up a software license.

Bit of money for you, a (hopefully) reliable license for all parties, and the organisation gets the code under a non-OSS license. Everyone wins.

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