On Tue, Jun 06, 2006 at 09:35:41PM -0500, John Goerzen wrote: > On Wed, Jun 07, 2006 at 12:02:16PM +1000, Anthony Towns wrote: > > > The ability to enter into a legal contract to indemnify a third party > > > should be, and arguably IS, reserved solely for the SPI Board of > > > Directors. > > If SPI wish to withdraw from their relationship with Debian, then that's > > entirely possible to arrange. I don't think it's at all proper that you > Nobody was suggesting that, and I fail to understand why it is in > anyone's interests for you to ratchet up the heat on this issue > another notch by making remarks like that. I don't understand why, as SPI President, you'd bring up concerns regarding SPI's legal position in the middle of a thread on -devel and -legal, without having discussed it on spi-board, having consulted SPI's attorney as to the validity of your concerns, or having contacted me as DPL or the archive administrators privately first, either. > > try to obtain veto power of Debian's activities as conducted by the duly > > authorised members of that organisation. > First, I don't believe that SPI has ever granted anyone the ability to > enter into legally-binding agreements to indemnify (which means to use > our resources to defend) third parties. From the xorg-x11 copyright file: ] 11. Indemnity. Recipient shall be solely responsible for damages arising, ] directly or indirectly, out of its utilization of rights under this License. ] Recipient will defend, indemnify and hold harmless Silicon Graphics, Inc. ] from and against any loss, liability, damages, costs or expenses (including ] the payment of reasonable attorneys fees) arising out of Recipient's use, ] modification, reproduction and distribution of the Subject Software or out of ] any representation or warranty made by Recipient. From the openoffice.org copyright file: ] Therefore, if ] a Contributor includes the Program in a commercial product offering, such ] Contributor ("Commercial Contributor") hereby agrees to defend and indemnify ] every other Contributor ("Indemnified Contributor") against any losses, damages ] and costs (collectively "Losses") arising from claims, lawsuits and other legal ] actions brought by a third party against the Indemnified Contributor to the ] extent caused by the acts or omissions of such Commercial Contributor in ] connection with its distribution of the Program in a commercial product ] offering. > Secondly, I am saying that you should have contacted SPI *first*, so > we could get advice from our attorney, and enter into agreements > properly. I realise that's what you're saying; but if SPI are not willing to endorse the standard methods by which Debian operates -- having the archive administrators review licenses of new packages -- and the standard methods by which Debian reviews decisions -- public discussion with the original decision makers empowered to change their minds, and overview by the technical committee and the developers as a whole by general resolution, then we need to change Debian's relationship with SPI so that is not an issue. > So I ask again: where do you derive your authority to enter into a > legal obligation to indemnify Sun in this situation, and what legal > entity do you believe is bound to honor that obligation? The authority of the DPL and archive administrators is derived from the Debian constitution. For reference, it says: ] 9. Software in the Public Interest ] ] SPI and Debian are separate organisations who share some goals. Debian ] is grateful for the legal support framework offered by SPI. [...] ] ] 9.1. Authority ] ] 1. SPI has no authority regarding Debian's technical or nontechnical ] decisions, except that no decision by Debian with respect to any ] property held by SPI shall require SPI to act outside its legal ] authority, and that Debian's constitution may occasionally use SPI ] as a decision body of last resort. ] 2. [...] Cheers, aj -- Anthony Towns -- Debian Project Leader
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