The Apache Software Foundation Board of Directors Meeting Minutes 01 November 1999 1. Call to order The meeting was scheduled for 10:00am PST -0800. The meeting was called to order at 10:12am. The meeting was held on IRC using the server at irc.rootsweb.com:6667 and channel #ASF. 2. Roll Call Present: Ben Laurie, Brian Behlendorf, Roy Fielding, Randy Terbush, Jim Jagielski, Dirk-Willem van Gulik, Ken Coar Absent: Ben Hyde, Sameer Parekh (arrived at 11:36am) Guests: None 3. Minutes from the meeting of 22 September 1999 The minutes of the previous meeting were approved with the following amendment: Modify minutes to reflect Dirk voted +1 on item 7. . 4. Officer Reports A. President [Brian] Brian reported that he has been working with Dirk on the XML/Apache roll-up and announcement as well as talking with Sally Khudairi about the announcement logistics. In addition, he has been working on plans for a new server, to be used by the ASF, that would be hosted in collab.net's space at Level3. This would be a donation to ASF from collab.net. After his report, Brian had to temporarily leave, signing off at 10:40. B. Treasurer [Randy] Randy reported that as of November 1st, the ASF account had a balance of $25,172.52 with the following donations: Siemens $20,000.00 CopyLeft.net $5,000.00 These funds had no suggested target. Randy also reported that he had incorrectly reported at the last meeting that Roy had been reimbursed for $419.62. Instead, the check was going out that day. The ASF officially has an EIN number and Randy is proceeding to finalize the credit card merchant accounts that were waiting on the EIN. He will, some time in the near future, be putting a donations form online to begin receiving donations via credit card. Randy also reported that he was in contact with an accountant regarding the 501c3 issue and would provide more information as it develops. C. Exec. V.P. and Secretary [Jim] Jim reported that he had not received signed forms from all members concerning the addition of the new members. The number of forms received, however, was sufficient for the action to pass. 5. Committee Reports A. Conferences Committee [Ken] Ken reported that the committee was a little late in opening the CFP. However, 90 submissions were received by the deadline. There were originally 38 speaking slots to fill, but that number was increased to 41. The 41 slots were selected from the 90 submissions, so a preliminary program is now available. Ken reported that IBM had not yet committed to being a sponsor at any level but that Collab.Net and Covalent have both made sponsorship commitments. Ken also reported that the committee decided to reward various people with discount registrations: (1) people who attended AC'98, (2) people whose employers are exhibiting, and (3) people who submitted proposals but didn't get any of them accepted. There was some discussion concerning sponsorship credits. At 11:15am, the IRC server crashed. The meeting resumed at 11:36am with the following members present: Brian, Roy, Randy, Dirk, Ben Laurie, Jim, Sameer, Ken B. Apache XML PMC [Dirk] Dirk reported that they were working on the lining up the code, finishing the web site, polishing the charter and bylaws, and coordinating the supporting infrastructure (mailing lists and CVS). The logistics of the announcement was also being worked on. C. Apache Server PMC [BenH] Tabled, since Ben Hyde could not attend. 6. Special Orders A. Adopting the contributor license agreement. A proposed contributor license agreement was discussed. Brian made a motion to modify clause 4 of the proposed contributor license agreement to read as follows: 4. You represent that, except as disclosed in your Contribution submission(s), each of your Contributions is your original creation. You represent that your Contribution submission(s) include complete details of any license or other restriction (including, but not limited to, related patents and trademarks) associated with any part of your Contribution(s) (including a copy of any applicable license agreement). You agree to notify the Foundation of any facts or circumstances of which you become aware and which would make Your representations in this Agreement inaccurate in any respect. This motion was passed by the following vote: Yes: Roy, Brian, Dirk, Ken, Jim, Ben Laurie No: Sameer Absent: Randy A vote was then called to approve R1 as amended above and the following resolution was approved by unanimous consent. =================== WHEREAS, Project Management Committees within The Apache Software Foundation have an immediate need for an approved text to be used as a Contributor License Agreement. NOW, THEREFORE, BE IT RESOLVED, that the Contributor License Agreement attached hereto as Exhibit A may be used by all Project Management Committees within The Apache Software Foundation. =================== B. Modifications to Trademark Assignment agreement Tabled due to time considerations 7. Unfinished Business A) Initial Foundation Budget Tabled due to time considerations B) Project Management Committees 1) should the PMC report directly to the board 2) should the PMC consist entirely of ASF members 3) should the PMC chairperson be an ASF member 4) should the PMC composition be set by the board or delegated to the project after the initial PMC creation 5) should the appointment of the PMC chairperson be restricted to candidates proposed by the project Tabled due to time considerations 8. New Business None. 9. Announcements None. 10. Adjournment The meeting was adjourned at 12:33pm. __________________________________________________________ __________________________________________________________ Exhibit A: Contributor License Agreement The Apache Software Foundation Contributor License Agreement Thank you for your interest in The Apache Software Foundation (the "Foundation"). In order to clarify the intellectual property license granted with contributions of software from any person or entity (the "Contributor"), the Foundation would like to have a Contributor License Agreement on file that has been signed by the Contributor, indicating agreement to the license terms below. This license is for your protection as a Contributor of software to the Foundation and does not change your right to use your own contributions for any other purpose. If you have not already done so, please complete this Agreement and send it by facsimile to the Foundation at +1-410-803-2258, or send a photocopy by regular mail to The Apache Software Foundation, 1901 Munsey Drive, Forest Hill, MD 21050-2747, U.S.A. Please read this document carefully before signing and keep the original for your records. Full name: ___________________________ Mailing Address:___________________________ Telephone: ___________________ ___________________________ ___________________________ Facsimile: ___________________ ___________________________ Country:___________________________ E-Mail: ___________________ I hereby accept the following terms and conditions: 1. Your "Contributions" means all of your past, present and future contributions of object code, source code and documentation to the Foundation, however submitted to the Foundation. 2. You hereby grant to the Foundation a non-exclusive, irrevocable, worldwide, no-charge, transferable copyright license to use, execute, prepare derivative works of, and distribute (internally and externally, in object code and, if included in your Contributions, source code form) your Contributions. 3. You represent that you are legally entitled to grant the above license. If your employer(s) have rights to intellectual property that you create, you represent that you have received permission to make the Contributions on behalf of that employer, or that your employer has waived such rights for your Contributions to the Foundation. 4. You represent that, except as disclosed in your Contribution submission(s), each of your Contributions is your original creation. You represent that your Contribution submission(s) include complete details of any license or other restriction (including, but not limited to, related patents and trademarks) associated with any part of your Contribution(s) (including a copy of any applicable license agreement). You agree to notify the Foundation of any facts or circumstances of which you become aware and which would make Your representations in this Agreement inaccurate in any respect. 5. You are not expected to provide support for your Contributions, except to the extent you desire to provide support. You may provide support for free, for a fee, or not at all. Your Contributions are provided AS-IS, without warranty of any kind (either express or implied) including, without limitation, any implied warranty of merchantability and fitness for a particular purpose and any warranty of non-infringement. Please sign: ________________________________ Date: _____________________ __________________________________________________________ __________________________________________________________