Who Should Use the OWFa
The Open Web Foundation Agreement 0.9 (“OWFa”) is designed to be applied to relatively stable specifications and specifications that are either considered ready for deployment or are already currently in use. The OWFa may generally be applied to specifications regardless of the specification’s development model. For example, the OWFa may be used with community developed specifications, specifications independently developed by an individual or corporation, or specifications developed by a standards body.
What the OWFa Applies To
The OWFa applies to a specific version of a specification. It is intended to capture a “moment in time” for a covered specification. The OWFa allows for the creation of derivative works and future versions of the covered specification, but the patent grant only extends to the particular version of the specification defined in the signed agreement. In other words, while the OWFa allows innovation on top of the actual covered specification, the patent grant does not apply to anything new added to that particular covered specification.
Options for Using the OWFa
With a Contributor License Agreement
The OWF has not yet completed the upfront contributor license agreement (“CLA”). Once the CLA(s) is completed, a specification development effort may require a signed CLA prior to accpeting any contributions to a project.
Using Only the OWFa Agreement
Since the OWFa applies to specific versions of a specification, specification development efforts have flexibility in how they apply the agreement.
Specification development communities may choose to apply the OWFa to “non-final” or interim drafts. Doing so will help surface any potential legal issues in a specification earlier in the process compared to waiting for a final draft. Specification development communities, however, should be mindful that applying the OWFa to interim drafts may place a burden on participants due to the potential need to conduct a legal/patent review of the specification and obtain necessary executive approvals. The use of the OWFa for checkpoint drafts should therefore be used prudently.
The OWFa should be applied to “final” drafts or drafts that are intended to form a common specification for interoperability. In other words, for 1.0 drafts and subsequent drafts that are intended for wide spread deployment.
How To Sign It
The OWFa is designed to be signed by either individuals or on behalf of a corporation. If an individual is signing the agreement, they would sign the agreement and check the “individual” box underneath the signature line.
If a corporation or similar legal entity is signing the agreement, an authorized party would sign the agreement and state the highest entity in their corporate structure that will be bound to the agreement. For example, suppose Contoso International controls Contoso North America. John, an authorized employee of Contoso North Ameria, participates in the development of specification X and signs this agreement, but, due to corporate policy, is not able to sign on behalf of Contoso International. John would therefore designate Contoso North America as the Bound Entity since it is the highest entity that John can bind to the agreement.
What To Do With The Signed Copy
Once the OWFa has been signed, it is suggested that the signed copy be made publically available in a digital format. Preferably, this digital copy would be easily accessible from the location where the actual specification is made available.
What To Include In The Specification Itself
Specifications should include the following language to indicate that the specification is available (by at least the parties who have signed the ageement) under the OWFa.
- As of [insert date], the following persons or entities have made this Specification available under the Open Web Foundation Agreement Version 0.9, which is available at [URI for 0.9 Agreement.]
- [List of persons or entities]
- You can review the signed copies of the Open Web Foundation Agreement Version 0.9 for this Specification at [Insert Group Agreement Store URI], which may also include additional parties to those listed above.
- Your use of this Specification may be subject to other third party rights. THIS SPECIFICATION IS PROVIDED “AS IS.” The contributors expressly disclaim any warranties (express, implied, or otherwise), including implied warranties of merchantability, non-infringement, fitness for a particular purpose, or title, related to the Specification. The entire risk as to implementing or otherwise using the Specification is assumed by the Specification implementer and user. IN NO EVENT WILL ANY PARTY BE LIABLE TO ANY OTHER PARTY FOR LOST PROFITS OR ANY FORM OF INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER FROM ANY CAUSES OF ACTION OF ANY KIND WITH RESPECT TO THIS SPECIFICATION OR ITS GOVERNING AGREEMENT, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND WHETHER OR NOT THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.