[mythtv] VIA NDA Experience

Kenneth Aafløy ke-aa at frisurf.no
Fri Jun 4 22:13:12 EDT 2004


Hi!

I want to post this, so that anyone thinking about applying for datasheets 
over at VIA might think twise about signing. I'm only acutally copy/pasting 
this information as it comes to me, and how I feel about it and/or reply to 
it. If you have any arguments against or for whatever statements I have 
written, please write it down and submit it to me, and I'll carry it as an 
argument against/for the NDA. I'm not trying to hurt VIA in any way by 
posting this here, but I belive that it would be of help to others

The grounds for making this NDA enquiry was to make a linux kernel framebuffer 
driverset, based on cle266 and similar + vt1621 and similar.

I have not attached the two documents, but I will provide those upon request.

Kind Regards,
Kenneth

----------  Forwarded Message  ----------

Subject: Re: Data Sheets Request
Date: Friday 04 June 2004 23:39
From: Kenneth Aafløy <keaafloy at online.no>
To: <JosephChan at via.com.tw>
Cc: <fiona.gatt at viaarena.com>, <SteveCharng at via.com.tw>

On Friday 04 June 2004 13:47, you wrote:
> Hi Kenneth,
>   There are two legal documents for your reference. One is NDA, the other
> is the Linux addendum to NDA. If you think the NDA is not suitable, maybe
> you can sign the Linux addendum to NDA. It's more flexible for the
> developers who want to release their code to the public. Any question,
> please feel free to contact me.

Yes, indeed I have some concerns about signing this NDA and the amendment of
the Open Source clauses. My primary concerns is:

a)
I'm concerned about the fact that the Open Source clauses outlined in the
document 'Linux addendum to non-disclosure agreement' are not provided as an
agreement as a whole but split into the addendum.

b)
The clause outlined below implies that I'm about to sign an NDA with VIA for
non-disclosure about other technologies from other companies? Now, since I
have not signed the NDA yet, I cannot know what other (third pary)
technologies are embedded into (and licenced from) VIA Technologies.

'Developer warrants that it has entered into and executed all required and
necessary agreements with third parties.'

c)
The fact that there is errors specifying the license the author of Open
 Source software might release it under.

'The Developer's source code and it's derivatives shall be available to the
public under the terms and conditions of the GNU Public License (GPL)'

What license is this? The GNU organization have made available several
versions of the 'General Public License' aka 'GPL'. Also should this not be
written as '...GNU General Public License (GPL) (maybe: version x or any
later version of your preference.) and/or compatible licenses' ?

d)
Does 'embedded into Developer's source code' include large/small comment
clauses within source code? I'm really frantically concerned about writing
source code that is self contained, and that explain most aspects of how and
why, as long as some familiarity with the domain of the source code is
maintained.

e)
The clause outlined below says that all source code I would ever release (as
long as the documents is still covered by the NDA) would have to be revised
by ATI?

'2. Source Code Information (GPL-based source files): Notwithstanding the
Agreement, Developer may release VIA Confidential source code, in whole or in
part and in its original or modified form, if and only if Developer has
obtained prior written consent from VIA that VIA has already released the VIA
Confidential Information source code to the public domain.'

f)
The fact that the 'Linux ...' NDA differs from the ordinary NDA especially in
section 8.1 (original NDA) and 8.b (Linux...NDA), and the fact that the
Governing authority has changed in those documents, since the first part of
the 'Linux...NDA' still refers to the 'Agreement' in general, meaning either.
I'm not familiar with Chinese Law, but I have some notions about it beeing
less protective than the Western Laws in regards to private rights.

g)
As in concern marked (f), I'm also generally concerned about the fact that
 the NDA included with the 'Linux....NDA' is clearly written with U.S. Law in
 mind (and most certainly by U.S. lawyers), the other agreement however is
 clearly more general (or porly written with western law in consideration).
 And there is no clear indication in the page you are supposed to sign, which
 agreement you would sign on.

Please comment and give your objective view on these items (and please
 include your legal department on the CC list).

Kind Regards,
Kenneth J. Aafløy

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