Open Source Software and Dual Licensing

Viral Licenses, Dual Licenses or Non-viral Licenses... What suite you?

Explaining dual licensing is an interesting read. I still remember trying to convince clients that using GPL software doesn't pose a threat as long as you don't sell derivative works. However, I failed to see then what the situation might be in the case of a takeover or merger.

Imagine running a customized version of a GPL licensed software in your local intra-net. Since you are not planning to redistribute or sell this particular software, you are safe form the 'viral' aspects of the license. One fine day a division of your company is targeted for a takeover. Obviously the buyers valuation will include your infrastructure, which in turn includes your customized, GPL licensed software. In other words, if the deal is made, you are effectively distributing this software to a third party.

The way I see it, there are 2 options at this point;
  1. Deduct the software from the entire deal. This will almost surely have a significant impact on the deal making, since no one wants an infrastructurally crippled business entity unless they have a solution from their side.
  2. Give the source code to the buyer. This might pose a problem because you are only selling a 'division' of the company and the modifications you've done locally can be business sensitive in nature.
In a situation such as above, it would have been a prudent decision to consider a project with either a dual licensing strategy or a license not viral in nature such as Apache or BSD. If budget is a constraint, my choice would be the latter since former will almost surely involve a monetary component for the non-viral version of the product.


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