This letter is serious. But first, a word from our sponsor...
(The Silly Part)
For i have heard the words of the prophet!
AND HE IS HYPER!!!
And verily, I have bitten into the apple of knowledge!
AND IT WAS SWEET!
And I have heard the call of the G.You.I
AND IT DID CLICK!
And I was led into the garden of the DeskTop,
far from the evil profits of dot e x e
toward the land of HyperText
AND IT WAS GOOD!
And there i did meet The Witness of The TeachText
who did lead me away from the fowl pit of the abomination
dot t x t
and toward the promis'd lands of Res STAK WILD
And the prophet did free my mind...
WOW, i have seen your site it is amazing and i am a bit
in awe of you (leider mein deutsch ist nicht so gut... :-(
Leider auch kenne ich nicht Mathias Kahlert, aber er ist
bei mir fast �berArtig (All Powerful). Vielleicht sie kennen
einander?
Ich werde sie helfen mit alle das quatsch von recht - ist nicht
so schwer... Aber ich werde's auf englisch schreiben, und dann
poste ich ihn....
LEGAL RECOMMENDATIONS (the serious part)
Law is basically very common sense. In doubt, ask, i can
probably answer your questions.
I have passed the NY Bar. I have not been admitted to the
bar. There is no problem with me advising you, but do be aware
that while I (or any of you for that matter) can draft
your contracts I cannot represent you in court. Also I would
consider myself as working for your organization rather than
any particular member. Finally I won't be legally liable for any
error I make. You're all adults so you should know when you
need a lawyer - though again, do feel free to ask me anything
(yes anything) legal about your project.
Your organisation is probably considered a "partnership implied at law".
A partnership is an unincorporated association of persons
who agree to share ownership and control of a business.
It can be profit or non profit.
The 'default value' for control of partnership is equal votes
for all members. You can however have a super-majority
or even decisions by certain persons only... IE you can
'configure' your partnership exactly as you please.
The reason I recommend a partnership is PARTNERS OWE EACH OTHER
A DUTY OF LOYALTY. Simply put, you can't screw over your partner.
(unlike a corporation, where shareholders can).
I also recommend a partnership as the costs of formation
are nil (I can and will draft a model agreement for your
approval) and the formalities are also nil (apart from
drafting and consenting to the contract of partnership there
are no registration requirements.
A corporation would be the other route. I advise against it
because: 1) employees of the corporation owe little or no
duty to each other - i.e. it is cut-throat. 2) corporations
must be formally registered 3) registration costs money
4) drafting the articles of incorporation, while only slightly
more complicated than a partnership is more complex.
A corporate form of business is only interesting if you are
planning to use the 'OpenCard Consortium' or whatever you choose
to name it, as a for profit entity, i.e. seeking loans and
eventually going public.
That said, the advantage of a corp. is that in a partnership
you can be held personally liable for the accidents caused
by the other partners in the course of their business. Corporate
shareholders are only liable for the amount they invest.
If any of you have concerns over liability for accidents or debts
of the partnership (which is why the rockefellers don't go bankrupt when the
exxon valdez goes belly up), there is a special partnership called
the limited partnership (a.k.a. LLC) which limits liability
of the limited partners to the money they have invested. In
principle, limited partners are 'silent' - i.e. they do not
make business decisions, i.e. they are only investors.
The relationship of control equal, unless otherwis
Please determine who is going to be considered a partner,
and who is going to be making decisions. Say we have a hundred
authors, willing to do a little work and ten 'core fanatics'
who really are willing to do everything and anything needed
to make it work - well, it is logical that those ten be given
the decision making authority but that all 110 have a property
interest in the project.
As far as licensing of the software produced, if I understand
correctly, our objective is to have an openly available
authoring tool - i.e., the program would be publicly available
It is my preference that such a program be in the public
domain, as i believe knowledge should be free. However,
you could licence a free or shareware version 1.0 and then
make 2.0 commercial. Not the path I desire, but there are
ways to do so.
I think the first concern should be determining:
1) conditions to be considered an OpenStack associate
-i.e. minimum amount of labor required
2) who is an associate
3) who are the persons who will make decisions
4) what % of majority is required for a decision.
5) the exact nature of the associations purpose - i.e.
'to create a shareware authoring tool'
- and all this info in as much detail as possible.
Really, I can draw up _any agreement you desire, but I need
the 'design parameters'.
As soon as I have the information I will draw your contract.
Please contact me at your convenience,
Sincerely,
Eric Engle
for verily, "die Gedanken sind Frei"
the words of Our Profit Koch
"M. Uli Kusterer" <[EMAIL PROTECTED]> wrote:
>I am a doctoral student in law in France. I already have a US law degree.
>I know C, HyperTalk, basic, and some (very little) assembler.
Hi,
pity that we recently decided on making the code PD -- now we finally have
someone who could create a good license ... Anyway, maybe you could come up
with a few lines of legal mumbo-jumbo which everyone has to agree to
before he submits his sources to us. We need it to keep us out of trouble
if someone sends us code and asks money for it and we implement it the same
way, and we also need it to make sure nobody suddenly pulls back the part
of the sources (s)he wrote. That is, we need to ensure only free sources
are submitted, and submitted sources stay available. If you could do that,
a thing that's been troubling me for long would be solved.
We would also need help on how to protect the "official distribution". In
short, we intend to distribute the sources for free and allow everybody to
create his/her own OpenCard, but under another name (BTW - OpenCard is a
working name, when we have the product finished we'll go and decide on a
final name). This way we want to make sure that there's at least one
reliable and stable version out there.
>I would really like to help, as I am a bit of a fanatic
>about HC.
You've found a group of like minds. And there are also many of us who
actually *use* HC for their things and need a new HC. I think this is one
of the better combinations for a group.
>Im sorry I've not read all the prior postings - there are
>litterally thousands.
There's no harm done in asking -- at least the list won't look as dead, as
many folks are pretty busy right now. I myself only just found the time to
get back to working on the file format.
>Oh, I speak french and german. I want to help.
Well, I speak French and German, too ... but I lack the ability to do the
former in a way that people understand me ;-)
On what else you could do (but I wouldn't mind if you could do the law
stuff, as you're the only one able here), well we still need someone for
the User Interface stuff. That is, we currently have Anthony working on the
interpreter for the scripting language, and I am tapping away to get the
file format into a state that it runs at better speed.
So, we'd need someone to get the non-programmers into lengthy discussions
about how to do the editor, what button styles we'll need etc. Our first
and foremost goal is of course getting something that does everything HC
2.4 does out the door (excluding bugs and things like 32k field text
limit), so don't get too high on the featurism. But I wouldn't mind if you
carefully tried upgrading HC's editing interface. It should still look
similar so we don't have to re-learn (I'm as lazy as every other
programmer, probably moreso), but it should get rid of most modal dialogs,
maybe implement them as palettes. And it should be done in a way that it
can also be implemented under Unix or Windows.
We'd also need a >32k text editor that is implemented thus that it can
easily be ported to other platforms (that is, wrappers to QuickDraw calls,
GrafPorts etc.).
BTW - do you have any experiences with other platforms besides the Mac?
I hope I didn't scare you away. This is just a list of everything that
still needs to be done. Pick your favorite one and ask any questions you
might have about anything.
Cheers,
-- M. Uli Kusterer
------------------------------------------------------------
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'The Witnesses of TeachText are everywhere...'
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