I don't know if I'm helping or not, but one could view it as there are
two votes:
1. the TC vote to make the then-spec a Committee Draft -
franchise is the then membership of the committee
2. the OASIS vote to make the Committee Draft an OASIS standard
- franchise is the member company's of the committee
The thing is that on the OASIS vote, it is the whole company voting,
including its legal department (or so I perceive it). But since it takes
some time for a re-vote if the OASIS vote is lost, it would be helpful
to get these things sorted out earlier - and TC members may wish to let
their vote at CD level be informed by the view of their company as a
whole, rather than purely technical issues.
Peter, speaking personally
> -----Original Message-----
> From: Danny van der Rijn [mailto:]
> Sent: 22 March 2004 23:12
> To:
> Subject: [wsbpel] Licensing Issues With BPEL
>
>
> As has been pointed out many times to me, I am not a lawyer.
> However, given that I see no lawyers discussing these issues,
> that leaves it up to the technical committee to discuss these issues.
>
> Note that one does not have to be a lawyer to discuss legal
> issues. One only needs to be affected by the issues. The
> job of a lawyer is to codify
> intentions in an unambiguous, if often unintelligible,
> fashion. Those
> intentions must come from somewhere. And again, in the
> absence of other discussions taking place elsewhere, it is
> necessary to voice intentions in this committee that we wish
> to influence.
>
> At the end of the process of this technical committee, a vote
> will be taken on the specification. It will be the only
> vote. It is not possible, for instance to vote Yes on the
> technical merits of the specification, and No on the legal
> merits. We're only given one shot. If the goal of the
> specification is to become widely adopted, the current legal
> situation will prevent that, and therefore I believe that
> many of us will be forced to vote No.
>
> The following is a SHORT list that I came up with, in
> consultation with our lawyers. Note that any errors are
> mine, and were not made by my lawyers. These issues all
> assume that cross-licensing will take place. It would be all
> the better if the Author Companies put their IP in the public domain.
>
> ) Each of the 5 licenses comes with different verbiage,
> terms, and methods of executing them. The 5 companies should
> develop a standard agreement, with standard methods of
> execution. While there probably need to be 5 licenses, there
> is little reason that they should be separate. Our lawyer's
> conservative estimate is that the current 5 licenses would
> require about 8 hours of time from a lawyer at approximately
> $350/hour. That's $2800 for each licensee that's just sunk
> into wasted time. And that's if the company just wants to
> accept the terms at face value.
>
> ) How much will it cost for each anal legal department to ask
> some subset of these questions to the licensors and get them
> answered to their satisfaction?
>
> ) Just as an example of the differences, SAP says that we may
> refer to an executed agreement in press releases; IBM says we
> may not. A difference like this may seem trivial, but
> tracking these kinds of issues is expensive enough for a
> single agreement.
>
> ) Any license that is granted to us, MUST be sublicensable.
> The current license from SAP requires that if we OEM a
> product which contains BPEL, our OEM is not covered under our license.
>
> ) IBM prohibits a licensee from having products "being made
> by a third party." The prohibition is unclear as to whether
> it relates to contract companies either for development,
> testing, or manufacturing.
>
> ) SAP's license requires licensed companies to get consent
> from SAP in the event of a merger. That hardly seems RAND.
>
> If there is a desire to discuss a longer list, and I hope
> there will be, I can bring my lawyers back into the discussion.
>
> Danny van der Rijn
> TIBCO Software
>
>
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