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From Todd Lipcon <t...@cloudera.com>
Subject Re: SGA Alterations
Date Wed, 16 Dec 2015 07:57:09 GMT
On Tue, Dec 15, 2015 at 10:37 PM, William A Rowe Jr <wrowe@rowe-clan.net>

> On Tue, Dec 15, 2015 at 8:14 PM, Todd Lipcon <todd@cloudera.com> wrote:
>> On Tue, Dec 15, 2015 at 6:04 PM, Marvin Humphrey <marvin@rectangular.com>
>> wrote:
>>> On Tue, Dec 15, 2015 at 5:21 PM, Todd Lipcon <todd@cloudera.com> wrote:
>>> > So, should I await an introduction to some attorney representing the
>>> ASF?
>>> > What's the next step to close this out in either direction?
>>> The contribution of ideas from Cloudera's counsel is welcome. However,
>>> if the SGA were to be modified, it is not something that will be
>>> closed out right away. Were you thinking that the Kudu podling is
>>> blocked until this is resolved?
>> According to my first emails back and forth with him, he seemed unwilling
>> to sign as is. And it's my understanding that the SGA blocks the initial
>> code import, right?
>> That doesn't mean, of course, that I couldn't try to push back further
>> (either directly or via other executives), but was hoping we could at least
>> have the discussion first.
> 'The executive' is Jim Jagielski, VP Legal, whom you are already conversing
> with. There are other board members (including Jim) whom you could try to
> route around by, but that will land you back where you started.

Sorry, maybe my text above wasn't clear: I mean that I can push back
directly on our lawyer, or push back on him via Cloudera executives. His
duty of course is to advise our executive team on what's legally prudent,
but maybe in this case we can elect to overrule his advice. I'll check on
that on our side.

> Not withstanding Greg's observations, it is highly unlikely that
> 'clarifications
> and edits' are going to be adopted in the short timeframe of a current
> import.
> Just ask about the adoption timeframe of either the current grant
> agreement,
> or CCLA/ICLA, or AL 2.0 process.

Sure, though I would think that small edits to an existing agreement are
substantially easier to approve than an entirely new agreement or license
version. I've seen two teams of lawyers iron out these sorts of changes in
40+ page legal transactions in a couple weeks. Small changes in an IP
document ought not take months.

> If the donation cannot happen under the current SGA, I suggest you put a
> pause, full stop, on trying to participate in the ASF under your own terms.
> Many have tried, and most have failed.

Well, I'd be remiss if I didn't add myself to the list of those who have
tried before moving on. As noted above, it's our GC's duty to advise us on
the best way to proceed, and right now his advice is that he would like to
talk to a *lawyer* representing the ASF. Of course I respect the opinions
of the board and other Apache long-timers, but best I know they are all
computer scientists, not lawyers.

I'm still hoping to hear who that lawyer might be. If it's a matter of
paying for some lawyer's time, perhaps I could arrange for us to sponsor

Todd Lipcon
Software Engineer, Cloudera

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