ContractPatch

From Legoktm

ContractPatch is an initiative started by Software Freedom Conservancy to help developers negotiate changes to employment and other work contracts to support the development of free software.

The following "patches" were originally included my 2013 part-time contract with the Wikimedia Foundation (WMF), presumably the original author was someone working for the WMF. When I rejoined the WMF in 2020, I successfully negotiated the clauses back in, I never got a clear answer why it was removed from their default contract. I also successfully negotiated these clauses into my 2021 employment contract with the Freedom of the Press Foundation (FPF). I am not aware if anyone else at FPF has similar clauses in their contract.

I am not a lawyer so please don't treat this as legal advice. While this has been reviewed by lawyers, they all worked at the organizations I was negotiating with, so they weren't my lawyer.

Ownership of Inventions

All inventions, improvements, discoveries, modifications, developments, innovations, or enhancements of any kind (collectively “Inventions") that you conceive or develop as part of your job duties are your exclusive property in the first instance. You hereby assign, on a worldwide, royalty-free, absolute, irrevocable and perpetual basis, all rights, title, and interest in the Inventions to [ORGANIZATION] and agree not to challenge the validity of such assignment. [ORGANIZATION] shall not bring any action against a third party for infringement of any patent claim to one of the Inventions without first obtaining your written consent, but may use such patent claims in a defensive manner.

In plain English: Any inventions are your exclusive property, with the organization getting a irrevocable license to use them. The organization is forbidden from using patents from your inventions in an offensive manner without your consent, but can use them defensively.

Rationale: Patents have a lot of problems. This prevents patents of my work being used in an offensive manner in a way I wouldn't want.

Copyright Ownership

You agree to assign to [ORGANIZATION] joint worldwide copyright ownership in any source code, object code, patch, tool, sample, graphic, specification, manual, documentation, or any other content or materials developed, posted, or submitted by you to [ORGANIZATION] or a [ORGANIZATION] project developed in the course of employment (a "Contribution"). [ORGANIZATION] agrees that any distribution of Contribution, or of any work based on it, that takes place under the control of [ORGANIZATION] shall be offered under a license designated as open source by the Open Source Initiative, Inc. (for software) or as a free cultural works license per FreedomDefined.org (for other content or materials).

In plain English: All works created by you have joint copyright ownership with the organization and you. All the work must be made available under an OSI-approved license for software, and a Free Cultural Works license for everything else.

Rationale: Without explicit assignment, copyright would be owned by my employer. I now share ownership of copyright, and all materials I create as part of the job must be open source and a free cultural work. A previous version of this clause included default licenses to use if the project didn't specify one.