Contributor agreement

[Karl Fogel]

Thanks, David!

I've summarized and forwarded your concerns internally.  Any discussion
involving developers and lawyers takes a while, of course, and I can't
make any guarantees about timing or outcome.  However, we are discussing
it seriously; thank you for raising the points.

Regarding two of your concerns, I may be able to answer them right here:

  > Item 5:
  >
  >    * MAJOR ISSUE: Apparently this point is already under discussion.
  >    This item places an onerous burden. For example what constitutes
  >    an expense? Would it include my man-hours at commercial rates for
  >    my professional level? "Acts" could include me being required to
  >    travel to England or elsewhere and stay there for a lengthy court
  >    case during which time I could not perform my professional
  >    function and earn my wages.

I am not a lawyer, so this is pure speculation, but my guess is that
this a standard type of clause, and there are both precedential and
statutory limitations on what Canonical could actually require.  Again,
I don't know that for sure, so don't take my answer as authoritative,
but I just doubt that unreasonable burdens or inconveniences would be
allowed by any court, because this is such a standard sort of clause.

Regarding this one:

  > Item 13:
  >
  >    * Why agree to something that can only be binding by having sent the
  >      agreement? Use "I agree that this agreement is binding if it is
  >      sent attached to an email which contains my name typed in full
  >      which shall constitute ...".
  >    * MAJOR ISSUE: This requirement is open to abuse, as anyone could
  >      send such an email with my name in it without my knowledge and it
  >      is easy to falsify sender's addresses in email as huge amounts of
  >      spam can prove.
    
Canonical's legal department did a lot of research to determine what
would be an okay way to send the agreement, balancing the need for
convenience for developers against the need for legal defensibility.

Anything can be forged, not just email; various courts and legislative
bodies determine what methods of transmission are considered reliable.
In practice, if something gets forged, it just needs to be corrected
if/when the forgery is found out.  There is no need to change the
wording, because if you don't send it with the words "I agree", then you
didn't agree to it (even if someone forges it, which I haven't heard of
happening in practice, you still didn't agree to it, so you're not bound
by it).

The law is about practicalities -- cryptographic security is a higher
standard than the law usually requires for agreements.  I mean, even
*verbal* contracts are enforceable in many circumstances :-).

Anyway, I've passed on your concerns, and I talked to one of Canonical's
lawyers on the phone about this today.  What happens next depends on
many factors, of course, but the conversation is at least under way.

Thanks,
-Karl