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Posted to dev@community.apache.org by Christofer Dutz <ch...@c-ware.de> on 2017/08/01 06:39:13 UTC

Re: Signing contracts?

Hehe, but a good one :-)

Is the vp of a project allowed to sign contacts on behalf of the ASF? Or does the comdev project have a different status than other projects?

Chris



Von meinem Samsung Galaxy Smartphone gesendet.


-------- Ursprüngliche Nachricht --------
Von: Justin Mclean <ju...@classsoftware.com>
Datum: 01.08.17 01:04 (GMT+01:00)
An: dev@community.apache.org
Betreff: Re: Signing contracts?

HI,

Silly auto correct comedy == comdev :-)

Justin

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Re: Signing contracts?

Posted by Roman Shaposhnik <ro...@shaposhnik.org>.
On Tue, Aug 1, 2017 at 3:39 PM, Ted Dunning <te...@gmail.com> wrote:
> On Tue, Aug 1, 2017 at 3:34 PM, sebb <se...@gmail.com> wrote:
>
>> ...
>> > Let me just point out that the reason that you are a VP is *exactly* to
>> be
>> > signing for the ASF.
>> >
>> > Every time you as a PMC chair sign off on a release, you are signing for
>> > the entire ASF.
>> >
>> > It is a *big* deal.
>>
>> Huh?
>>
>> I thought the PMC was collectively responsible for voting on a release.
>> As I understood it, the chair has a simple binding vote like all the
>> rest of the PMC.
>>
>> I have never known a chair to perform a special sign-off on a release.
>>
>
> I don't think that a special sign-off is required, but the authority of the
> chair is required.

FWIW: this contradicts my understanding of the "Apache Way" governance
model as well. The only way I can interpret it is that from a ASF corporate
perspective a chair may have additional liabilities being a recognized
officer of the corporation. Is this what you have in mind?

Thanks,
Roman.

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Re: Signing contracts?

Posted by Shane Curcuru <as...@shanecurcuru.org>.
Ted Dunning wrote on 8/1/17 6:39 PM:
> On Tue, Aug 1, 2017 at 3:34 PM, sebb <se...@gmail.com> wrote:
> 
>> ...
>>> Let me just point out that the reason that you are a VP is *exactly* to
>> be
>>> signing for the ASF.
>>>
>>> Every time you as a PMC chair sign off on a release, you are signing for
>>> the entire ASF.
>>>
>>> It is a *big* deal.
>>
>> Huh?
>>
>> I thought the PMC was collectively responsible for voting on a release.
>> As I understood it, the chair has a simple binding vote like all the
>> rest of the PMC.
>>
>> I have never known a chair to perform a special sign-off on a release.
>>
> 
> I don't think that a special sign-off is required, but the authority of the
> chair is required.

Documentation reference, please?

More to the point, all the discussions I've seen about releases are that
the Release Manager, as appointed (however) by the PMC, is the specific
human that's actually making and publishing the release - at the
direction of the PMC, who has held a [VOTE] blah blah to formally bless
it *as the PMC*, which makes it an act of the Foundation.

Formal "Release Policy":
  https://www.apache.org/legal/release-policy.html

Release Creation Process - steps to take:
  https://www.apache.org/dev/release-publishing.html

Release Distribution Policy - how it physically gets published:
  https://www.apache.org/dev/release-distribution.html

Huh.  No wonder people get confused - the intros to each of these three
documents (and some other obvious search hits about releases) could
stand an edit for clarity and big picture pointers.  8-)

-- 

- Shane
  https://www.apache.org/foundation/marks/resources

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Re: Signing contracts?

Posted by sebb <se...@gmail.com>.
On 1 August 2017 at 23:39, Ted Dunning <te...@gmail.com> wrote:
> On Tue, Aug 1, 2017 at 3:34 PM, sebb <se...@gmail.com> wrote:
>
>> ...
>> > Let me just point out that the reason that you are a VP is *exactly* to
>> be
>> > signing for the ASF.
>> >
>> > Every time you as a PMC chair sign off on a release, you are signing for
>> > the entire ASF.
>> >
>> > It is a *big* deal.
>>
>> Huh?
>>
>> I thought the PMC was collectively responsible for voting on a release.
>> As I understood it, the chair has a simple binding vote like all the
>> rest of the PMC.
>>
>> I have never known a chair to perform a special sign-off on a release.
>>
>
> I don't think that a special sign-off is required, but the authority of the
> chair is required.

Huh?

AFAIK the chair has no special role in releases.

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Re: Signing contracts?

Posted by Ted Dunning <te...@gmail.com>.
On Tue, Aug 1, 2017 at 3:34 PM, sebb <se...@gmail.com> wrote:

> ...
> > Let me just point out that the reason that you are a VP is *exactly* to
> be
> > signing for the ASF.
> >
> > Every time you as a PMC chair sign off on a release, you are signing for
> > the entire ASF.
> >
> > It is a *big* deal.
>
> Huh?
>
> I thought the PMC was collectively responsible for voting on a release.
> As I understood it, the chair has a simple binding vote like all the
> rest of the PMC.
>
> I have never known a chair to perform a special sign-off on a release.
>

I don't think that a special sign-off is required, but the authority of the
chair is required.

Re: Signing contracts?

Posted by sebb <se...@gmail.com>.
On 1 August 2017 at 23:20, Ted Dunning <te...@gmail.com> wrote:
> On Tue, Aug 1, 2017 at 12:42 PM, Myrle Krantz <my...@apache.org> wrote:
>
>> > Depending on what the contract binds the ASF to, I'd expect either VP,
>> > Conferences or VP, ComDev to sign.
>>
>> Thank you for the details Shane.
>>
>> In addition to the legal/technical aspects, I don't really feel I have
>> a *moral* right to sign anything for the ASF.  Christofer -- please
>> don't send this to me.
>>
>
>
> Let me just point out that the reason that you are a VP is *exactly* to be
> signing for the ASF.
>
> Every time you as a PMC chair sign off on a release, you are signing for
> the entire ASF.
>
> It is a *big* deal.

Huh?

I thought the PMC was collectively responsible for voting on a release.
As I understood it, the chair has a simple binding vote like all the
rest of the PMC.

I have never known a chair to perform a special sign-off on a release.

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Re: Signing contracts?

Posted by Ted Dunning <te...@gmail.com>.
On Tue, Aug 1, 2017 at 12:42 PM, Myrle Krantz <my...@apache.org> wrote:

> > Depending on what the contract binds the ASF to, I'd expect either VP,
> > Conferences or VP, ComDev to sign.
>
> Thank you for the details Shane.
>
> In addition to the legal/technical aspects, I don't really feel I have
> a *moral* right to sign anything for the ASF.  Christofer -- please
> don't send this to me.
>


Let me just point out that the reason that you are a VP is *exactly* to be
signing for the ASF.

Every time you as a PMC chair sign off on a release, you are signing for
the entire ASF.

It is a *big* deal.

Re: Signing contracts?

Posted by Myrle Krantz <my...@apache.org>.
> Depending on what the contract binds the ASF to, I'd expect either VP,
> Conferences or VP, ComDev to sign.

Thank you for the details Shane.

In addition to the legal/technical aspects, I don't really feel I have
a *moral* right to sign anything for the ASF.  Christofer -- please
don't send this to me.

Best Regards,
Myrle

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Re: Signing contracts?

Posted by Shane Curcuru <as...@shanecurcuru.org>.
Myrle Krantz wrote on 8/1/17 11:27 AM:
>> VPs are officers of the foundation. They are able to sign contracts on
>> behalf of the ASF.
>>
>> That said, if I was the VP, I'd want to get any such contract reviewed
>> before signing it. The legal affairs committee [1] can help with that.
> 
> Does that mean that I can sign contracts on behalf of the ASF?  That's
> surprising.  I'm so glad we have legal affairs.

You are a Vice President of the corporation, much like VPs in other
corporations, so organizations outside the ASF probably will recognize
officers here just like officers elsewhere in the world and might accept
your signature.  That doesn't mean it's (usually) a good idea from the
ASF's point of view!

Technically, officers would only have authority to sign contracts within
their assigned duties, generally from the board resolution appointing
them.  So it's a pretty rare situation when a PMC VP should be legally
signing on behalf of their project and the ASF.  In any case, yes, ask
legal for review first.

There certainly are cases where this makes sense, but *any* cases where
it changes how our IP is licensed in any way whatsover, or when there
are *any* financial risks or obligations for the ASF, you really need
explicit legal and/or board approval.

Depending on what the contract binds the ASF to, I'd expect either VP,
Conferences or VP, ComDev to sign.

-- 

- Shane
  https://www.apache.org/foundation/marks/resources

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Re: Signing contracts?

Posted by Christofer Dutz <ch...@c-ware.de>.
Hi,

So as soon as I get anything, I'll forward that to you and legal?

Chris



Von meinem Samsung Galaxy Smartphone gesendet.


-------- Ursprüngliche Nachricht --------
Von: Myrle Krantz <my...@apache.org>
Datum: 01.08.17 17:27 (GMT+01:00)
An: dev@community.apache.org
Betreff: Re: Signing contracts?

> VPs are officers of the foundation. They are able to sign contracts on
> behalf of the ASF.
>
> That said, if I was the VP, I'd want to get any such contract reviewed
> before signing it. The legal affairs committee [1] can help with that.

Does that mean that I can sign contracts on behalf of the ASF?  That's
surprising.  I'm so glad we have legal affairs.

Regards,
Myrle

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Re: Signing contracts?

Posted by Myrle Krantz <my...@apache.org>.
> VPs are officers of the foundation. They are able to sign contracts on
> behalf of the ASF.
>
> That said, if I was the VP, I'd want to get any such contract reviewed
> before signing it. The legal affairs committee [1] can help with that.

Does that mean that I can sign contracts on behalf of the ASF?  That's
surprising.  I'm so glad we have legal affairs.

Regards,
Myrle

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Re: Signing contracts?

Posted by Mark Thomas <ma...@apache.org>.
On 01/08/17 07:39, Christofer Dutz wrote:
> Hehe, but a good one :-)

+1. It was nice to start the day with a smile.

> Is the vp of a project allowed to sign contacts on behalf of the ASF? Or does the comdev project have a different status than other projects?

VPs are officers of the foundation. They are able to sign contracts on
behalf of the ASF.

That said, if I was the VP, I'd want to get any such contract reviewed
before signing it. The legal affairs committee [1] can help with that.

Cheers,

Mark


[1] http://www.apache.org/legal/


> 
> Chris
> 
> 
> 
> Von meinem Samsung Galaxy Smartphone gesendet.
> 
> 
> -------- Ursprüngliche Nachricht --------
> Von: Justin Mclean <ju...@classsoftware.com>
> Datum: 01.08.17 01:04 (GMT+01:00)
> An: dev@community.apache.org
> Betreff: Re: Signing contracts?
> 
> HI,
> 
> Silly auto correct comedy == comdev :-)
> 
> Justin
> 
> ---------------------------------------------------------------------
> To unsubscribe, e-mail: dev-unsubscribe@community.apache.org
> For additional commands, e-mail: dev-help@community.apache.org
> 
> 


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