Contributor Agreements

There are three ways to handle copyright ownership for free code and documentation that were contributed to by many people. The first is to ignore the issue of copyright entirely (I don't recommend this). The second is to collect a contributor license agreement (CLA) from each person who works on the project, explicitly granting the project the right to use that person's contributions. This is usually enough for most projects, and the nice thing is that in some jurisdictions, CLAs can be sent in electronically. The third way is to get actual copyright assignment (CA from contributors, so that the project (i.e., some legal entity, usually a nonprofit) is the copyright owner for everything. This way is the most burdensome for contributors, and some contributors simply refuse to do it; only a few projects still ask for assignment, and I don't recommend that any project require it these days.[140]

Note that even under centralized copyright ownership, the code[141] remains free, because open source licenses do not give the copyright holder the right to retroactively proprietize all copies of the code. So even if the project, as a legal entity, were to suddenly turn around and start distributing all the code under a restrictive license, that wouldn't necessarily cause a problem for the public community. The other developers could start a fork based on the latest free copy of the code and continue as if nothing had happened.

Doing Nothing

Some projects never collect CLAs or CAs from their contributors. Instead, they accept code whenever it seems reasonably clear that the contributor intended it to be incorporated into the project.

This can seem to work for a long time, as long as the project has no enemies. But I don't recommend it. Someone may eventually decide to sue for copyright infringement, alleging that they are the true owner of the code in question and that they never agreed to its being distributed by the project under an open source license. For example, the SCO Group did something like this to the Linux project (see for details). When this happens, the project will have no documentation showing that the contributor formally granted the right to use the code, which could make some legal defenses more difficult.

Contributor License Agreements

CLAs probably offer the best tradeoff between safety and convenience. A CLA is typically an electronic form that a developer fills out and sends in to the project, or even a web-based checkbox that the developer checks before completing their first contribution to the project. In many jurisdictions, such email submission or an online form is enough, though you should consult with a lawyer to see what method would be best for your project.

Some projects use two slightly different CLAs, one for individuals, and one for corporate contributors. But in both types, the core language is the same: the contributor grants the project a "...perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright license to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute [the] Contributions and such derivative works." Again, you should have a lawyer approve any CLA, but if you get all those adjectives into it, you're off to a good start.

When you request CLAs from contributors, make sure to emphasize that you are not asking for actual copyright assignment. In fact, many CLAs start out by reminding the reader of this, for example like so:

This is a license agreement only; it does not transfer copyright ownership and does not change your rights to use your own Contributions for any other purpose.

Developer Certificate of Origin (DCO): An Easier Style of CLA

More and more projects are now using a particularly convenient style of simple CLA known as a Developer Certificate of Origin (DCO).

A DCO is essentially an attestation that the contributor intends to contribute the enclosed code under the project's license, and that the contributor has the right to do so. The contributor indicates her understanding of the DCO once, early on, for example by emailing its text from her usual contribution address to a special archive at the project[142]. Thereafter, the contributor includes a "Signed-Off-By:" line in her patches or commits, using the same identity, to indicate that the corresponding contribution is certified under the DCO. This gives the project the legal cover it needs, while giving contributors a low-bureaucracy process for submitting their contributions. The DCO relies on the project's native open source license for any trademark or patent provisions, which in most cases is fine.

The simplification that makes DCOs work so well is that they set the inbound license of the contribution to be the same as the outbound license of the project. This avoids the sticky issues that a more complex CLA can create, whereby the recipient of the CLA might reserve the right to relicense the project (and thus all the past contributions) under some different license in the future, possibly even a proprietary license. DCOs are probably the minimum amount of CLA a free software project should adopt, but for some circumstances a more complex CLA may still be the better course.

[140] Also, actual copyright transferral is subject to national law, and licenses designed for the United States may encounter problems elsewhere (e.g., in Germany, where it's apparently not possible to fully transfer copyright).

[141] I'll use "code" to refer to both code and documentation from now on.

[142] The DCO text is provided by the project, but you don't have to write your own from scratch; see for example.