Revised lifter agreement - drafts

#1

Hi, all-
Based on feedback from you, other potential lifters, and our attorneys, I’ve drafted a revised lifter agreement. A few key changes:

  • General simplification: there were some sections, like “how you identify yourself to Tidelift”, that were better dealt with simply by making it a feature of the software. So we’ve removed them. Similarly, we added links to external documents throughout where those would help clarify things, and made a few small wording tweaks.
  • Termination: Both parties can now terminate on essentially the same terms, a common request.
  • Subcontracting: We received many questions about this section, because people were concerned that it prohibited working with others (which would defeat the whole point of open source!) We’ve clarified, and made it explicit that you can work with others, including paid subcontractors.
  • Arbitration: We had a lot of questions that boiled down to “if something goes wrong, will you sue me?” That was obviously never our intent, but it kept coming up. So we’ve added a mutual arbitration clause. This protects both you and Tidelift.

Attached are a new draft, and a redline. Please let us know if you have any questions!

Lifter Terms and Conditions - March Diff.pdf (210.3 KB)
Lifter_Agreement - 2019 MAR DRAFT.pdf (165.8 KB)

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#2

Thank you @luis, along with @ksz for our discussions, in spearheading this effort to revise the Lifter Agreement based on community feedback.

On a tangent, not related to the specifics of this agreement, I want to say that I really like the PDF diff you attached to your post. It’s not often I find documentation that so clearly outlines what changed from a previous version.

Back on the specifics of the agreement, was Section 7.2, Can you engage in other related work?, added for clarification? My impression, from comparing the DRAFT against the original, was that other paid work related to the Project was already allowed.

I happened to be one of them :sweat_smile:

Thank you for empowering Lifters to pay their community for contributions, even when those contributions address the obligations of the Lifter.

I appreciate y’all providing clarity on the legal process when disputes occur.

Section 8.7 still leaves me a little concerned though. Waiving our rights to participate in a class action proceeding has been a common tactic used by large corporations to avoid the penalizing purpose of a class action. Though, it would be my hope that there’s never a case where a class action would be desired.

A question regarding the same section: Is there a case where Tidelift would initiate a class action against Lifters?

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#3

I want to say that I really like the PDF diff you attached to your post.

Thanks! Trying to do the right thing in terms of balancing transparency/clarity and forward motion; glad you appreciated it. (I had actually hoped to release an annotated redline, but in the interests of getting it out there I decided not to block on it. In the future this may all move to a git repo so you can see more finegrained changes)

My impression… was that other paid work related to the Project was already allowed.

Yes, that was just a clarification! It was a FAQ, and given the importance of it to our mission and to lifters, it seemed worth making very explicit in the contract.

Section 8.7 still leaves me a little concerned though. Waiving our rights to participate in a class action proceeding has been a common tactic used by large corporations to avoid the penalizing purpose of a class action.

Yeah, that’s an understandable concern. Unfortunately, there’s not a great way to strike a balance here. California law, in particular, makes it possible for a vanishingly small number of lifters to initiate a class action even where the vast majority of lifters would oppose such a thing. While we don’t want to unnecessarily tie the hands of lifters, and we want to have a healthy relationship, we also don’t want a literal handful to be able to upset things for everyone.

@hutson you might also be interested in what I said in a different thread about lifter governance. It’s relevant to this question of suing each other, I think, and how Lifters are different than, say, Uber drivers.

Hope that helps clarify; let me know if you have more questions (though note I’ll be pretty slow to respond next week since I’ll be at a conference).

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#4

In my own work I’ve been inspired by the experiences of Joshua Tauberer editing DC law. While git isn’t an answer in of itself, I really like the idea of taking atomic, diff-able, changes and applying it to matters of law, standards, and guidance.

As I hinted at, that may not mean using a tool like git, but I believe we’ll all benefit from every step that brings us closer to the same experience we have with source code management tools.

Wow! Yeah, that conversation was “spot on” with other thoughts/concerns I have around governance in the Open Source sustainability space. Thank you for pointing it out! :+1:

There’s so many great ideas out there, and so many passionate members of our community striving to create a better world for us all. :grinning:

Other than possible implications I fail to understand by shifting to arbitration in most cases of disputes, the overall changes look like they would be beneficial to me as a Lifter, and I don’t feel they would be too burdensome to Tidelfit (based solely on my observation as an outsides of course). :+1:

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