OpenRoots

ORA-2.2

An early-stage startup offering it as a hosted service, under ORA 2.2

Funded or bootstrapped, under the threshold, shipping a commercial product. Third parties access the Work as a service you operate. This resolves to the Root tier.

Tier

Root

Owed

Nothing. No fee, no report, no filing.

Sections in play

1.13, 1.7, 1.9, 2.1, 2.2, 4.1, 4.2, 4.3

Who and what

The situation being resolved.

Actor

An early-stage startup

Funded or bootstrapped, under the threshold, shipping a commercial product.

under 2M USD

Situation

Offering it as a hosted service

Third parties access the Work as a service you operate.

Rulings

4 questions resolved against the text.

clear

Which tier applies?

Root. Funded or bootstrapped, under the threshold, shipping a commercial product. Below $20,000,000 in trailing revenue, or within an exempt category, no Canopy royalty applies. Sections 4, 6, 8, and 10 still bind every Licensee.

Sections 1.7, 2.1, 2.2

clear

Is anything owed?

Nothing. No fee, no report, no filing.

Sections 2.1

clear

Does this count as Production Use?

Yes. Third parties access the Work as a service you operate. Section 1.9 covers internal operation at operating scope and systems made available externally to customers or the public. Development, testing, evaluation, research, and personal non-revenue use remain outside it.

Sections 1.9

conditional

Is this a Competing Offering?

Yes if the value derives entirely or substantially from the Work itself. Section 4 applies to every Licensee, including Root. A larger independent product remains allowed, but selling, porting, repackaging, hosting, or redistributing the Work as the product requires a separate written agreement.

Sections 1.13, 4.1, 4.2, 4.3

Cautions

What this situation gets wrong most often.

  • Revenue is measured across entities under common control, per Section 1.4. A parent company above the threshold makes its subsidiary a Canopy Licensee regardless of that subsidiary's own turnover.

  • Attribution lives in the package manifest under ORA 8.1, not only in documentation, because an agent package is installed by a machine that never reads a directory listing.

Same actor

Other situations for this party.