Just when I thought Evan Yares’ blog was dead, he comes up with this post, explaining why and how he intends to sue the organization he once led. In gist, Evan is pissed off with the ODA for charging Associate Members an initial fee of $250 and an annual recurring fee of $100. One thing led to another and as things now stand, the ODA has kicked Evan’s company out of the ODA and Evan is preparing to file a class action suit.
Evan has listed a few clauses from the ODA Associate Membership agreement. I will list one more to add another twist. The clause is 1.1, which states:
“Subject to the terms and conditions of this Agreement, Member will be entitled to exercise, all rights of an associate member of the Alliance, as such rights are specified from time to time in the bylaws of the Alliance. Member will furnish to the Alliance such documents and other assurances as the Alliance may reasonably request from time to time to ensure that Member has and continues to meet the qualifications for membership in the associate member class as specified in the articles of incorporation and bylaws of the Alliance.”
If I understand Clause 1.1 correctly, by signing the agreement, the Associate members agreed to abide by whatever the ODA board decides. Evan claims that the original agreement gave him a perpetual license. But Clause 1.1 of the same agreement also bound him to agree to whatever the ODA board decided, which in this case, was abolishing the perpetual license and having an annual subscription instead. Evan wants to stick to the old agreement. But by agreeing to this clause he has agreed to “funish documents and assurances”, which in this case, means that he has to execute the new agreement, or get kicked out of the ODA. Associate members do not get to decide whether they want to agree to the bylaws or not. They simply have to. And they agree to do exactly that.
Clause 1.1 may give you the impression that the ODA Associate Agreement is completely one sided. Just that when Evan amended and restated the agreement as ODA President on October 28 2003, he never expected to be on the other side.