Most people don't consider reading legal agreements a favorite pastime. But not reading and understanding them can be a deadly mistake when your entire business depends on the agreements you're required to adhere to. One internet entrepreneur is learning that in a hard and very public way.
Chris Pearson has built a successful business selling WordPress themes and a WordPress theming framework called Thesis. But if WordPress creator Matt Mullenweg has his way, Pearson will either be making changes to the way his business operates or closing up shop.
Why is that? WordPress is licensed under the GNU General Public License, or GPL. And the GPL requires that all derivative works be licensed under the GPL too. In other words, if you build a new piece of software that relies on WordPress to function (like, say, a WordPress theming framework or even a theme) and want to distribute it, you have to offer it up under a GPL license.
This has been a subject of debate and discussion in the WordPress community before, but it reared its head again in a big way recently when Pearson and Mullenweg were brought together for a live debate. Pearson believes that the GPL doesn't apply to him and Thesis, but Mullenweg counters that top lawyers who have looked at the issue have advised WordPress parent Automattic that a theming framework like Thesis is indeed a derivate work under the GPL, and must be made available under a GPL license as well.
If the GPL does indeed apply to Thesis, Pearson is in violation of the WordPress license, and could find himself in legal hot water if he's sued. But publicly, he's not afraid; he has essentially invited Mullenweg to sue, and the online battle that is still ongoing looks like it might just lead to a court room. That might not be such a bad thing for everyone else, as it would set some much-needed precedent. But that's neither here nor there.
Underneath it all is a point that's important for many entrepreneurs and developers today: if you don't handle the fine print, it just might handle you. This is particularly true given the number of businesses that are being built on third party 'platforms'. Whether you're building your business on WordPress, Facebook or the App Store, chances are you're required to agree to legal terms that may not be compatible with your goals and business models. Unfortunately, as the Thesis-WordPress brouhaha demonstrates, sometimes that doesn't become evident until it's too late.
So what should entrepreneurs and developers do? Read the fine print, obviously. But in some cases, reading it isn't enough. As is clear in the debate between Pearson and Mullenweg, what agreements say or don't say is often in dispute, and how specific terms may be applied isn't always easy to ascertain. That's where the advice of competent counsel becomes invaluable. While writing a check to an attorney is never fun, any entrepreneur or developer building on a third party platform just might find that not getting good legal advice is being penny wise and pound foolish in the worst kind of way.
Photo credit: gurdonark via Flickr.
Patricio Robles is a tech reporter at Econsultancy. Follow him on Twitter.
1:46PM on 19th July 2010
Interesting article, and one topic that I always wonder about. Me personally, I rarely look at the fine print as a consumer when signing up on a new site, or for a new subscription service. I probably should, but I just don't, maybe it's because most T&C's, policies, etc. are 10 pages long and I don't have the time.
In this scenario, I don't understand why he wouldn't want to adhere to the GPL license agreement. Aside from the legal rhetoric, if more people have access to reuse your "derivative works" then in theory that's more opportunities to land more eyeballs on your product, and in theory more customers. Let free be your marketing team, find new sources of revenues, and product extensions to protect your income. At least that's the way I see it, but I can also understand why someone would want to protect a profitable, healthy business.
Thanks,
Brian
11:30PM on 21st July 2010
OK, I have poked through the tweets, read the posts, listened to the debate bubbling away in the background, and now I have heard both Chris and Matt put their respective sides of the argument. So I now hold, what I would consider to be, at least a semi-informed view on the issue.
I can see both sides of the disagreement, but I have to say, I think Matt's line of reasoning is the better informed, the most public spirited and the one which has already and would continue to benefit the online community the most.
Chris way over-estimates the importance of Thesis to the WordPress community, and his position in that community. Somewhat speciously, he uses this inflated estimate of its worth to argue he should not be subject to a license that was in place long before he built Thesis and upon which he was entitled, in fact as a businessman, obliged, to read and understand before so doing .
I am also astonished at how rude, boorish and over-bearing Chris was in trying to dominate the debate, and had I known his views and understood the issues a little sooner, I would never have bought Thesis.
I wish I could keep my temper in check, as Matt did, but I know myself better than that. So I tried to think what I could do to help, instead of just getting mad, and this is what I decided.
Because of the overriding benefit to the online community, even though he will surely prevail; I don't think Matt should have to put up his own money to fight a law case to prove the validity of the GPL which is, in effect, on our behalf.
Therefore, I think the GPL should be tested another way. If you have bought a version of Thesis from DIY Themes (Chris Pearson’s company), or from any other website, you can click this link now and join the "Thesis Class Action Suit" list at http://eepurl.com/J0Mp, and let’s see just how many people agree with Chris, and how many with Matt and the GPL.
3:04AM on 5th August 2010
I have not researched the intricacies of the contrasting arguments, and decline to opine, other than to say I strongly support use of the GPL. I do want to say, though, that i'm delighted to see my image here, in the perfect place for its use!
2:45PM on 30th January 2011
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