The ownCloud Foundation provides continuity of the ownCloud project, irrespective of the situation of the commercial entity. If ownCloud, Inc. or ownCloud GmbH, or any successor thereof have not released a version of the ownCloud Software under an Open Source license within 12 months, the Board will initiate the rights of the ownCloud Foundation under the ownCloud licensing agreement and decide with a three quarters majority vote whether the Open Source license of the ownCloud software shall be changed.
IP rights details
At the creation of the Foundation, an irrevocable license with a conditional right to re-license is granted to the Foundation. Any new code added to the public Open Source repositories of ownCloud is automatically licensed to the Foundation under the same terms.
The Foundation is granted the right to re-license the ownCloud Core and all other Open Source offerings currently owned exclusively by ownCloud GmbH. (list to be detailed) under the Apache 2.0 license in accordance with the bylaws. This right is irrevocably granted to the Foundation and cannot be modified by ownCloud GmbH or any successor, except in the case of dissolution of the Foundation.
ownCloud GmbH retains control over the Contributor License Agreements and the resulting IP ownership. New contributor license agreements will be required for commit access to the GitHub repositories as today. This is because the copyright and the code is an asset of the company, and needs to remain with ownCloud GmbH. The proprietary code also remains proprietary to ownCloud GmbH along with the GitHub access privileges for that code.
GitHub account management permissions for the Open Source repositories will be granted to the leader of the working group (and likely other Foundation and/or board members) to retain access to the core ownCloud code repositories. Additional commit access will be granted based on the processes defined by the Foundation board. This ensures the ability of the Foundation to continue to steward the ownCloud project and community, regardless of the state of ownCloud.
At the founding of the ownCloud Foundation, the following are transferred to the Foundation:
- ownCloud GmbH grants a perpetual trademark license for the text mark ‘ownCloud’
- the ownCloud.org domain to steward its usage and manage
- the trademark blue and white ownCloud community logo, although ownCloud GmbH retains a perpetual irrevocable trademark license
- the credentials to the ownClouders social media properties will be shared once the Foundation is staffed and reliably organized. Those credentials can be suspended by ownCloud GmbH should content damaging to ownCloud GmbH be distributed through those properties.
ownCloud GmbH retains the colored logo – the Foundation can only use it to link to, or when describing, ownCloud commercial offerings. Sublicensing is not permitted.
Any future revisions of the trademark guidelines must be mutually agreed between the Board and ownCloud GmbH. If ownCloud GmbH or a successor entity no longer exists, or meet the conditions listed within the bylaws, no mutual agreement is required and the Board can unilaterally modify these guidelines.
Additionally, if the holder of the original trademark rights ceases to offer products and services under the name “ownCloud“ for more than 12 months, all trademark rights automatically transfer to the ownCloud Foundation.
Note: ownCloud, GmbH and the ownCloud community can keep the naming scheme and logo guidelines currently in place. Should different names become desirable for the community and commercial offerings, ownCloud GmbH would change the product line name as the Foundation co-owns the trademark to ownCloud. In addition, the name “ownCloud” can never be used for a different commercial offering other than ownCloud GmbH or a successor. The ownCloud project can never be required to change its name by ownCloud GmbH.
The trademark and IP grants ensure complete continuity of the ownCloud project and its activities under all scenarios, independent of the commercial entity.