Hi All, I'm trying to convince my company to use JRuby for a big upcoming project, and I'm hitting a wall with Legal. Can someone take a look at their response to our inquiry (pasted below) and let me know if there's any route to the desired license (EPL)? Thanks so much! Mark --------------------- CPL is also known as Eclipse Common Public License, which is one of the licenses that we prefer not be used in product code (along with GPL and LGPL). If you can determine that JRuby is available from the Eclipse Foundation under the Eclipse Public License, which is the successor license to CPL, then that would be acceptable. If not, meaning that the options are only GPL, LGPL or CPL, wed recommend that you try to find an alternative technology.
on 2013-02-02 06:25
on 2013-02-02 16:02
We are somewhat stuck on this. We never created a legal entity for JRuby as an organization and so all committers retain copyright. In order to change the licensing we would need to contact all contributors and ask for permission. This may still happen in the future once we have a copyright assignment entity, but it is not happening right now. Ironically, we did do this once like 5-6 years ago and it was unbelievably difficult to track everyone down... -Tom On Fri, Feb 1, 2013 at 11:23 PM, Steven McCraw <email@example.com> wrote: > > > http://xircles.codehaus.org/manage_email > > -- blog: http://blog.enebo.com twitter: tom_enebo mail: firstname.lastname@example.org
on 2013-02-02 16:15
*if* we moved to the eclipse foundation, they would do this job for us - not sure if we want the rest of the package (all stuff like gerrit, bugzilla) that comes with it. -- qmx (mobile)
on 2013-02-02 17:06
This is a very interesting question. I presume someone is concerned that the JRuby licences may undermine the protection of corporate intellectual property in parts of their program. I doubt it this is the intention of the JRuby licences. Perhaps you could get your legal team to identify what is objectionable to them in the JRuby licences and how that is treated in the EPL. This may help to identify a solution. ...R >Steven McCraw wrote in post #1094862: > Hi All, > > I'm trying to convince my company to use JRuby for a big upcoming > project, and I'm hitting a wall with Legal. Can someone take a look at > their response to our inquiry (pasted below) and let me know if > there's any route to the desired license (EPL)? > > Thanks so much! > Mark > --------------------- > > CPL is also known as Eclipse Common Public License, which is one of > the licenses that we prefer not be used in product code (along with > GPL and LGPL). If you can determine that JRuby is available from the > Eclipse Foundation under the Eclipse Public License, which is the > successor license to CPL, then that would be acceptable. If not, > meaning that the options are only GPL, LGPL or CPL, wed recommend > that you try to find an alternative technology.
on 2013-02-02 19:54
qmx, are you saying that Eclipse Foundation would track down the authors, etc.? Why does that legal department specify "available *from the Eclipse Foundation* under the Eclipse Public License"? Does it make a difference legally whether the Eclipse Foundation declares the license or someone else, when it's the same license? For those of us like me who didn't know what the JRuby license was, or what the tri-license means, the file that specifies the JRuby license is at https://github.com/jruby/jruby/blob/master/COPYING. It said, at the beginning: === JRuby is Copyright (c) 2007-2013 The JRuby project, and is released under a tri CPL/GPL/LGPL license. You can use it, redistribute it and/or modify it under the terms of the: Common Public License version 1.0 GNU General Public License version 2 GNU Lesser General Public License version 2.1 === and some information about JRuby's tri-license is at: https://mpl.mozilla.org/scope/tri-license-and-the-gpl/. http://en.wikipedia.org/wiki/Multi-licensing - Keith
on 2013-02-02 22:35
My reading of the original post is that the legal dept wants the JRuby code to be supplied (in the contractual sense) by the Eclipse Foundation (and not just the text of the licence) and I suspect that is unlikely. Hence my suggestion that the OP asks the legal dept to specify where the problem lies. ...R >Keith B. wrote in post #1094909: > > Why does that legal department specify "available *from the Eclipse > Foundation* under the Eclipse Public License"? Does it make a > difference legally whether the Eclipse Foundation declares the license > or someone else, when it's the same license? >
on 2013-02-03 22:37
Hi All, Thanks for all the replies and apologies for the late reply myself. My understanding is that the legal department wants EPL, and they don't really care if the Eclipse Foundation declares the license. I think that was just poor wording (and from a lawyer no less!). Robin, here's some info I've been given from legal on GPL and its variants: "While use of open source code does have many benefits, it also carries the risk that inclusion of open source code will create an argument that all of the code for the product is now open source. Many of the open source licenses recognize that this is a problem for commercial software, but others still carry this risk, notably the GNU licenses. Other open source licenses allow use of the code in commercial software, but try to put large liability risks on the vendor using the code. For these reasons and many more, all open source licenses need to be reviewed by Legal before the open source code is included...." "With regard to code from other vendors, the licenses for this code must also be reviewed by Legal. While the code may be "free", it's use often places a great deal of risk on [the company]." They don't really say why they object to ECPL/CPL, just that it's prohibited, but I assume it's for the same reasons. The only three generally approved licenses are Apache (v1 or v2) and EPL. It sounds like the answer to my original question (is there a path to the use of JRuby under EPL) is "not any time soon, if ever" so unless anyone on the list thinks otherwise, I'll start pursuing some other option (Groovy is my next choice, because it is a dynamic language with a decent set of language features, even if the syntax seems more like a clone of Java). Whatever it is, it has to be a JVM based language, but I hate the thought of going back to writing a bunch of code in Java. I understand that it's probably a large undertaking, and furthermore, I don't want to make the mistake of generalizing my own experiences, but I think that JRuby is amazing and might be the ticket to wider adoption of Ruby, if the licensing isn't prohibitive. I think it's probably worth (re?)visiting what effort would be necessary to make things available under a more commercially viable license if the goal is wider adoption. Thanks for all the great work and the consideration! Mark
on 2013-02-04 01:56
I would also love to know your Legal dept's objections to the GPL / LGPL in this case. Unfortunately it sounds like a "general company policy that is invoked without regards to specific situations". Is the project you are working on a web application or something to be distributed? If it is to be distributed then I can kind of see reasoning for your legal bods to be cautious (Well, not really, but I can see why they think that way). If it is an application that will only be run on your servers then I cannot think even think of a logical reason apart from said corporate policy. Not wanting to start a license flame-war, just interested in this specific situation.
on 2013-02-04 04:38
Hi Jeffrey, See my reply from earlier today about the GPL/LGPL issue. As for distributed or not, it would be distributed. Mark Sent from my mobile device. Apologies for brevity.
on 2013-02-04 16:01
Hi Mark I am responding to this to support your suggestion that the JRuby team should consider the legal issues associated with commercial companies using JRuby. I suppose there must be an assumption in the mind of some Open Source developers that all code should be open-source and it would be a good thing if open-source licences cause that to happen. There's no answer to this - it's just a matter of different opinions. On the other hand, I assume that many Open Source developers also work on non-Open Source projects to earn their living, are likely to recognize the realities of commerce and would probably be anxious to ensure that Open Source licences only apply to the open-source code and not to proprietary code added on top of an open-source system like JRuby. Whichever camp one sits in there is another legal issue - the liability of a product vendor for its product. The simple case is where a customer suffers a loss because the product fails to perform and expects the vendor to compensate. If the vendor is using an open-source product as the base for its commercial product and the failure is due to a problem in the open-source part the vendor can't, in turn, expect compensation from the open-source developers. This means the vendor must actually carry the product quality risk for the open-source code as well as for his own code. The more difficult issue (and potentially the most expensive) would be if the vendor was challenged for infringing someone's rights and the infringement arose in the open-source code. It's easy to see that an aggrieved party might not bother suing an open-source team but would jump at the first chance to sue a solid commercial business. And, to pick up on Jeffrey's comment, I don't think it would make any difference with either of my scenarios whether it was a distributed or an online app. Perhaps the legal answer is to encapsulate the product in its own limited liability subsidiary so that legal action can't bring the whole company down :) This, at least, would allow the choice of development tools to be decided on an economic basis rather than a legal one. Would it be more productive to use JRuby or Groovy or Java? - how do you tell?. A lot must depend on what skills the programmers already have and that, surely, depends on corporate policy. ...R > Mark McCraw wrote in post #1095040:
on 2013-02-04 16:16
> CPL is also known as Eclipse Common Public License, which is one of > the licenses that we prefer not be used in product code (along with > GPL and LGPL) Assuming that you don't mean to change the source code of Jruby itself, you would not incorporate code governed by this licence *in* product code. The JRuby code would be used *by* your product's code. As I understand it, this is specifically why the LGPL exists. -Justin
on 2013-02-04 23:20
:-) You are under the mistaken assumption that I have some kind of influence on my legal department. I'm not an attorney, nor do I have even a toehold in that knowledge space, so even if I could challenge my company's assumptions about what is or isn't safe for protection of their intellectual property, I wouldn't. I appreciate the notion that my particular situation doesn't apply to everyone (I understand that my company is but one data point), but would encourage others who have challenged the interpretations of various licenses to do the same when considering what makes sense with regard to the licensing vs. adoption question. That's about all of the intelligent feedback I can offer. Again, thanks for the consideration! Mark
on 2013-02-05 04:31
I figured that was the case Mark. Too bad. I'm just wondering if someone could confirm or refute my assumptions. -Justin
on 2013-02-05 07:41
This is incredibly well-timed, actually. :-) Over the weekend, I learned from Mike Milinkovich, director of The Eclipse Foundation, that we can transparently update from CPL to EPL because of an upgrade clause in CPL. We are looking into doing that now. The remaining questions for us to make this move: * Can we *really* just change the license without consulting contributors? Everyone we talk to (non-lawyers, but folks who should know) has indicated that this is the case. * What are the actual changes from CPL to EPL? * Should we make this change for a minor release of JRuby or wait until a major release? The github issue tracking this discussion is here: https://github.com/jruby/jruby/issues/526 Another interesting point from the GH issue: Wayne Meissner (not a lawyer) theorizes, based on the wording of the upgrade clause, that you (Mark or Mark's employer) could choose to update JRuby to EPL or treat it as EPL (unsure of the language here), so it's possible that any delay in us updating to EPL would not necessarily prevent you from using JRuby. You will want to propose this option to your company's legal department. - Charlie
on 2013-02-05 10:41
Unfortunately if you don't consult lawyers AND you are wrong you won't have a legal leg to stand on. If you do consult a lawyer there might be an equal chance of being wrong but you won't be held to have been negligent. And you certainly won't convince other lawyers unless you can show them a respectable legal opinion - so they don't have to worry about being negligent. ...R >Charles Nutter wrote in post #1095258: > > * Can we *really* just change the license without consulting > contributors? Everyone we talk to (non-lawyers, but folks who should > know) has indicated that this is the case.
on 2013-02-05 10:48
That *is* incredibly well timed. I'm going to forward this to our legal department, and Sent from my mobile device. Apologies for brevity.
on 2013-02-05 10:51
Sorry, send got hit accidentally (maybe email by iPhone at 5am is a bad idea, but whatever). Here's my complete thought: That *is* incredibly well timed. I'm going to forward this to our legal department, and I'll post back any information I can get from them on the issue. Very exciting! Sent from my mobile device. Apologies for brevity.
on 2013-02-05 13:12
This is certainly true. However, given that we are already CPL, the clause spells out that upgrading is possible, Eclipse did the same thing, and we have heard from a number of non-lawyers whose organizations or projects *have* gone through the legal process of making the transition...it seems like there's an extremely low chance of things going awry. Nevertheless, I will probably try to ping someone at Red Hat about this transition, just so we can get some eyes on it...and because Tom and I now work there, it seems reasonable to expect them to help us with OSS legal matters :-) A bit more below... On Tue, Feb 5, 2013 at 10:41 AM, Robin McKay <email@example.com> wrote: > Unfortunately if you don't consult lawyers AND you are wrong you won't > have a legal leg to stand on. If you do consult a lawyer there might be > an equal chance of being wrong but you won't be held to have been > negligent. > > And you certainly won't convince other lawyers unless you can show them > a respectable legal opinion - so they don't have to worry about being > negligent. It's rather likely that the Eclipse project has some respectable legal documentation of how/why they were able to make the CPL to EPL upgrade. I have some contacts there now, and will try to get a bit more information along those lines. - Charlie
on 2013-02-05 14:02
I like the accidental send coupled with your sig on brevity. Good giggle this am. (I'm easily amused :) ) Jay
on 2013-02-21 14:23
Well, I am *very* happy to report that JRuby got by legal using the "We can distribute under EPL since we are contributers (which is loosely defined to include distributers)" argument. I still hope the pursuit of EPL in a near future version works out. There's now one last legal issue to hash through. Since my company sells software all over the world, we have to be concerned with export restrictions. Does anyone on the list know what the Export Control Classification Number (ECCN) is for JRuby? I can't seem to find it on Google. Thanks! Mark On Tue, Feb 5, 2013 at 1:38 AM, Charles Oliver Nutter