OpenRoots

ORL-2.2

A scale-up above the threshold using it in a larger product, under ORL 2.2

Past the threshold on trailing revenue, now a Canopy Licensee. The Work is one component and customers principally pay for substantial independent functionality. This resolves to the Canopy tier.

Tier

Canopy

Owed

0.5% of revenue attributable to products or services that depend on the Work, capped at $250,000 per year, plus a quarterly Canopy Report.

Sections in play

1.8, 1.9, 3.1, 5.1, 5.2

Who and what

The situation being resolved.

Actor

A scale-up above the threshold

Past the threshold on trailing revenue, now a Canopy Licensee.

20M to 100M USD

Situation

Using it in a larger product

The Work is one component and customers principally pay for substantial independent functionality.

Rulings

3 questions resolved against the text.

clear

Which tier applies?

Canopy. Past the threshold on trailing revenue, now a Canopy Licensee. Section 5.2 reporting applies; the Section 5.1 royalty attaches when the Licensee makes Production Use and only to attributable revenue.

Sections 1.8, 3.1, 5.1

clear

Is anything owed?

0.5% of revenue attributable to products or services that depend on the Work, capped at $250,000 per year, plus a quarterly Canopy Report.

Sections 5.1, 5.2

clear

Does this count as Production Use?

Yes. The Work is one component and customers principally pay for substantial independent functionality. 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

Same actor

Other situations for this party.