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Contracts and Other Documents Relevant to the Cases Groklaw Covers
(alphabetically listed)
[ AT&T ]
[ Boies Schiller ]
[ BSDi ]
[ Caldera ]
[ Canopy ]
[ Copyrights ]
[ $ echo ]
[ GPL ]
[ IBM ]
[ Linux ]
[ Morgan Keegan ]
[ MTI ]
[ Novell ]
[ Project Monterey ]
[ Santa Cruz ]
[ SCO Group ]
[ SCO "Shows" the Code ]
[ Sequent ]
[ USL ]
AT&T (see also USL, BSDi):
- Regents of CA v. USL Complaint, 1993, with their 1986 license agreement attached as Exhibit A and 1989 addendum as Exhibit B; signed and filed Request for Dismissal
- AT&T/Regents of CA License Agreement, 1987
- AT&T-Regents Educational Software Agreement 1983 [PDF; text]
- AT&T-Sequent Software Agreement SOFT-000321 [PDF], dated April 18, 1985
-
Sublicensing Agreement (Number SUB-000321A) between AT&T Technologies and Sequent [PDF], dated January 28, 1986
-
Sublicensing Agreement (Number SUB-00015A) between AT&T Technologies and IBM [PDF], dated February 1, 1985
- AT&T/SGI Agreement 1986
- Santa Cruz Software Agreement (AT&T and Santa Cruz Operation) - SOFT-000302 [PDF]
- AT&T/IBM XFER-000158 [PDF]
- AT&T;/Chrysler license agreement [PDF, attached as Exhibit A to SCO's Complaint in its litigation against Daimler-Chrysler.]
Boies Schiller
[ Top ]
- Boies Schiller-SCO Agreement capping legal fees
- February 26, 2003 retainer agreement
- Letter from SCO agreeing to pay $1 million retainer and issue shares, dated November 17, 2003
- Agreement bet. Baystar, SCO and Boies Schiller dated December 8, 2003 regarding no contingency payments without Baystar prior approval
- 8k for the period ending Oct. 16, 2003, announcing BayStar investment, contract change with Boies expected to include shares, and 2d Microsoft payment
- Note that references to the agreements with Boies Schiller and amounts paid can be found in the
10K for the period ending October 31, 2003, for
2004,
2005, and
2006.
BSDi (see also USL, AT&T)
[ Top ]
- Regents v. USL Complaint [PDF], 1993 [article]
- Exhibit A-B [A: Regents-AT&T; License; B: 1989 addendum permitting AT&T; to use BSD 4.3, Tahoe version
- Exhibit C - Selected pages of the book "Advanced System Administration - UNIX SVR4.2", Unix Press, a Prentice Hall Title
- Exhibit D - "Users Guide - UNIX SVR4.2", UNIX Press, selected pages
- Exhibits E-G - E: "Unix System V Release 4 System Files and Devices References Manual for Motorola Processors", USL, selected pages; F: AT&T;/USL "System V Application Binary Interface -- Intel i860 Processor Supplement", selected pages; G: AT&T; "System V Interface Definition, Third Edition, Volume I", selected pages
- USL-UCal Settlement Agreement, 1994 - [pdf] [Text]
- 1983 AT&T - Regents Educational Software Agreement - [pdf] [Text]
- 1986 AT&T - BSD Agreement - [pdf] [Text]
- 1987
AT&T - Regents of CA License Agreement - [pdf] [Text]
- Amicus Brief by Regents - [Text]
- AT&T & USL Copyright Registrations - [pdf] Article
- David
Frasure's 1992 BSDi Deposition - [pdf] [PDF; Article]
- Docket - [Text]
- Mitzi Bond 1992 BSDi Deposition - [Article
by Dr. Stupid]
- Otis
Wilson's 1992 BSDi Deposition - [pdf] [PDF; Text]
- Plaintiff's
Response to 2nd Set of Interrogatories (released code without
copyright notices) - [pdf] [PDF; Text]
- Bell-Labs
Text on USL v BSDI]
- Judge Dickinson R. Debevoise's Opinion in USL v. BSDi on motion for preliminary injunction/motion to dismiss
- Order to Show Cause and Request for Dismissal
Caldera
[ Top ]
- Caldera Information Statement from July 2000, re amendment to 1999 Omnibus Stock Incentive Plan
- Caldera 2002 letter [PDF](McKusick: "As of January 2002 you no longer need a license to order
these CD-ROMs. You may view Caldera's letter releasing
Version 6, Version 7, and 32/V (from which all BSD
distributions were derived) as open source software here.")
- Caldera International, Inc. Common Stock Warrant to Sun Microsystems, March 2003;
SCO Group, Inc. Common Stock Warrant to Sun Microsystems, August 2003; SCO Group, Inc. Common Stock Warrant to Sun Microsystems, October 2003
- Caldera Systems, Inc./Caldera Holding, Inc./Santa Cruz Operation, Inc. Agreement and Plan of Reorganization dated August 1, 2000; see also here on Groklaw, and here and here. Also, Tarantella filed a copy of it, including the three amendments, as an exhibit with the SEC contemporaneously. Third Amendment dated February 9, 2001. Voting Agreement between Doug Michels, as shareholder, and Caldera and the new Caldera Holding Company. [Press release re second deal. Tarantella's 10Q dated June 30, 2002 describes an agreement regarding the second deal like this: "During the second quarter of fiscal 2002, the Company signed an agreement with Caldera International to redeem the $8 million note receivable held by the Company for $5 million, which was originally payable in four quarterly installments of $2 million each, beginning in August 2002. Additionally, Caldera International agreed to the buyout of certain licenses for products bundled in older releases of The Santa Cruz Operation, Inc.�s software, and the buyback of 500,000 post split shares of Caldera International stock held by the Company for $555,000. A loss of $3,038,000 was recorded against the gain on Caldera transaction for the redemption of the note receivable." Tarantella's 10K for 2004 mentions the above and adds a third agreement: "During the third quarter of fiscal 2002, Tarantella announced an agreement with Caldera International for Caldera International to repurchase the remaining 3,289,401 shares of Caldera International common stock held by Tarantella.... As of September 30, 2002, we did not own any securities in Caldera International. During the third quarter of fiscal 2002, Caldera International also bought out the remaining term of the OpenServer revenue sharing plan that was part of the original transaction, for $100,000, which was recorded as a gain on the sale of divisions to Caldera."]
- Stockholder Plan 2001, signed by Canopy, MTI, Caldera, Santa Cruz (scroll down to Exhibit 3)
- 2002 Omnibus Stock Incentive Plan (Caldera)
-
1999 Conversion Agreement, MTI Technology Corporation, Canopy Group, and Caldera Systems
-
Caldera Systems, Inc. Bylaws, March 3, 2000
-
Caldera, Inc./Caldera Systems, Inc. 1998 Asset Purchase and Sale Agreement, 4/6/04
-
Caldera-Canopy Group Security Agreement 1998
-
Secured Convertible Promissory Note - Caldera Systems Inc. and The Canopy Group Inc. (Sep 1, 1998)
-
Secured Promissory Note - Caldera Systems Inc. and The Canopy Group Inc. (Dec 29, 1999)
-
Security Agreement - Caldera Systems Inc. and The Canopy Group Inc. (Sep 1, 1998)
-
Stock Purchase Agreement - MTI Technology Corp., Caldera Systems Inc. and The Canopy Group Inc. (Jul 27, 1999)
-
Stock Purchase and Sale Agreement - Lineo Inc. and Caldera Systems Inc. (Jan 6, 2000)
-
Stock Purchase Warrant - Caldera International Inc. and Morgan Keegan & Co. Inc. (Aug 16, 2002)
-
Preferred Stock Purchase Agreement [Series B] - Caldera Systems Inc., Chicago Venture Partners LP, Chicago Venture Partners B LLC, Egan Managed-Capital LP, Ensign Peak Advisors Inc., The Santa Cruz Operation Inc., Sun Microsystems Inc., Novell Inc., Citrix Systems Inc. and Arista Capital Partners LP (Dec 30, 1999)
-
OpenLinux 2.2 License
-
Ransom Love Severance Agreement
-
Indemnification Agreement - Caldera Systems Inc.
- Caldera Systems, Inc. 1998 Stock Options Plan
- Caldera Systems, Inc. 2000 Employee Stock Purchase Plan
-
Caldera Series B Preferred Stock Purchase Agreement
, December 30, 1999, between Caldera Systems, Inc., Chicago Venture Partners, Egan Managed-Capital, L.P., Ensign Peak Advisors, Inc., Santa Cruz Operation, Inc., Sun Microsystems,Inc., Novell, Inc., Citrix Systems, Inc., Arista Capital Partners, L.P., Bayview, and FIC.
Canopy Group
[ Top ]
Copyrights [all PDFs]
[ Top ]
- IBM Certificates of Copyright
- Copyrights Registered by Novell
- Copyright TXu 510 028 UNIX Operating System, Edition 5 and Instruction Manual (AT&T) (March 25, 1992)
- Copyright TXu 511 236 UNIX 6th ed (Computer program; with programmer's manual by K. Thopson, D. M. Ritchie) (USL) (April 7, 1992)
- Copyright TXu 516 704 Unix Operating System, Edition 32V and Instruction Manual (AT&T) (May 15, 1992)
- Copyright TXu 516 705 Unix Operating System, Edition 7 and Instruction Manual (AT&T) (May 15, 1992)
- Copyright TXu 301 868 Operating System Utility Programs (AT&T) (November 25, 1987)
- Copyright TX 5-787-679 UnixWare 7.1.3 (SCO) (June 11, 2003)
- Copyright TX 5-750-270 UNIX System V Release 3.0 (AT&T) (July 7, 2003)
- Copyright TX 5-750-269 UNIX System V Release 3.1 (AT&T) (July 7, 2003)
- Copyright TX 5-750-271 UNIX System V Release 3.2 (AT&T) (July 7, 2003)
- Copyright TX 5-776-217 UNIX System V Release 4.0 (USL) (July 16, 2003)
- Copyright TX-5-705-356 UNIX System V Release 4.1ES (USL) (June 30, 2003)
- Copyright TX 5-762-235 UNIX System V Release 4.2 (USL) (July 3, 2003)
- Copyright TX 5-762-234 UNIX System V Release 4.1 (USL) (July 3, 2003)
- Copyright TX 5-750-268 UNIX System V Release 3.2/386 (AT&T) (July 9, 2003)
$ echo newsletters for August and April 1985 [ August and April;
Cf. Novell's legal news page for original PDFs ]
GPL - General Public License
IBM (see also Sequent)
[ Top ]
- IBM letter of April 2, 2003 to SCO [PDF; text ]
- IBM Letter of May 5, 2003 to SCO [PDF; text ]
- IBM's Certificates of Copyright [PDF]
- IBM-Santa Cruz 1998 Project Monterey Agreement
- IBM Software Agreement - IBM-AT&T - 1985 Soft-00015 [PDF; text ]
- IBM Sublicensing Agreement [PDF; text]
- IBM/AT&T Side Letter Agreement dated February 1, 1985 (PDF; the what's mine is mine and what's yours is yours letter) [ text ]
- April 1996 Amendment
- IBM Amendment X (IBM, Novell, & Santa Cruz Operation) [PDF; text]
- IBM Software Agreement Supplement 170 [PDF]
- IBM Letter Agreement amendment to 170 (January 25, 1989) [PDF]
- IBM/AT&T XFER-000158 [PDF]
- IBM-SCO Stipulated Protective Order [PDF; text ]
- `746 Patent, IBM [PDF]
- `209 Patent, IBM [PDF]
- `785 Patent, IBM [PDF]
- The Project Monterey Contract between The Santa Cruz Operation and IBM, signed October 26, 1998 [ text ] [Article
1] [Article
2] [Article
3] [Article
4] [Article
5] [Article
6] [Article
7] [Article
8] [Article
9] [Article
10] [Article
11] [Article
12] [Article
13]
Linux - Complete Development History for /fs/inode.c [PDF], from www.linuxhq.com
Morgan Keegan
[ Top ]
MTI Technology Corp.
[ Top ]
- Stockholder Plan 2001, signed by Canopy, MTI, Caldera, Santa Cruz (scroll down to Exhibit 3)
- MTI 1999 press releaseannouncing acquisition of equity interest in Caldera Systems (note that Ray Noorda was reported by BusinessWeek to have a 51% interest in MTI; Canopy had 44% in 2002 and Thomas Raimondi was CEO and Vice Chairman of the Board of MTI, and formerly was on the board of Caldera - he
resigned in 2004; later Raimondi was Chairman of the Board, but resigned in 2007, remaining as CEO and President. Also on the Board in 2000 were Ralph Yarro and Val Kreidel, Noorda's daughter.)
- MTI press release announcing bankruptcy, October 16, 2007
- What SCO Wants, SCO Gets, Forbes, June 18, 2003
Novell
[ Top ]
- Novell-SCO 1995 Asset Purchase Agreement, Part 1; Part 2, as filed by Novell as an exhibit in SCO v. Novell
- Novell-SCO 1995 Asset Purchase Agreement as filed by IBM in SCO v. IBM, all in one document, 98 pages (but the last page, p. 98, belongs after page 66, in Schedule 1.2(b))
- Novell-SCO Asset Purchase Agreement, between Novell and Santa Cruz Operation (has schedules) (September 19, 1995) - first, incomplete version obtainedd independently by Groklaw in 2003, here for historical purposes only[PDF;
text; see also US District Judge Dale Kimball's
August 10, 2007 ruling and July 16, 2008 ruling on this agreement.]
- Novell Amendment No. 1 to Asset Purchase Agreement [PDF; text - has amendments to schedules ]
- Schedules to the APA [PDF]
- Novell Amendment No. 2
- Novell Technology License Agreement
- Novell Technology License Agreement Schedules
- Bill of Sale dated December 6, 1995 [Text]
- Novell Asset Purchase Agreement With Amendments 1 & 2 Merged
- Operating Agreement between Novell and Santa Cruz, September 19, 1995
- Term Sheet leading to the APA
- Novell 1995 Board of Directors Meeting Minutes Say Novell To Retain Copyright
- Novell Press Release - Novell Statement on SCO Contract Amendment 2, June 2003 [PDF exhibit]
- Novell-SCO Correspondence (complete, on Novell site, as PDFs)
- Novell-SCO Correspondence (complete, Groklaw site, as text)
- Novell CEO Jack Messman letter of June 9, 2003 to Darl McBride directing SCO to waive re IBM [PDF]
- Novell Messman letter of June 12, 2003 to Darl McBride - Novell waives re IBM [PDF]
- Novell Letters Re Copyright [all PDFs]
- Novell letter of June 9, 2003
- Novell letter of June 12, 2003
- Novell letter of October 7, 2003
- Novell letter of October 10, 2003
- Novell letter of February 6, 2004
- Novell letter of February 11, 2004
- Revenue to Cash and Cash & Other Offsets Reports for November, 1996
- Revenue to Cash, Misdirected Cash, and Cash & Other Offsets Reports for January, 1997
- 10K, 1994, details re 1991 and 1994 USL and Univel developments; oldest 10K available from sec.gov
- 1992 email from Ray Noorda to employees about letter of intent with AT&T; over USL
Project Monterey Contract between The Santa Cruz Operation and IBM, signed October 26, 1998 [ text ]
Santa Cruz
[ Top ]
- Santa Cruz/Novell 1995 Asset Purchase Agreement (September 19, 1995) [PDF; text - includes schedules, but the last page, page 98, belongs after page 66, in Schedule 1.2(b)
- Schedules to the APA
- Amendment X (IBM, Novell, & Santa Cruz Operation) [PDF; text]
- Novell Amendment No. 1 to Asset Purchase Agreement [PDF; text - has amendments to schedules ]
- Novell Amendment No. 2
- Novell Technology License Agreement
- Novell Technology License Agreement Schedules
- Novell Asset Purchase Agreement With Amendments 1 & 2 Merged
- Novell 1995 Board of Directors Meeting Minutes Say Novell To Retain Copyright
- Novell Press Release - Novell Statement on SCO Contract Amendment [PDF]
- IBM Amendment X (IBM, Novell, & Santa Cruz Operation) [PDF; text ]
- Santa Cruz's Free UnixWare 7 Evaluation License
- Santa Cruz Software Agreement (AT&T and Santa Cruz Operation) - SOFT-000302 [PDF]
- Caldera Systems, Inc./Caldera Holding, Inc./Santa Cruz Operation, Inc. Agreement and Plan of Reorganization dated August 1, 2000
-
Project Monterey Contract between The Santa Cruz Operation and IBM, signed October 26, 1998 [ text]
- Stockholder Plan 2001, signed by Canopy, MTI, Caldera, Santa Cruz (scroll down to Exhibit 3)
- Petition to Santa Cruz for PDP-11 UNIX source licenses, 1997, which was successful.
SCO Group [see also Caldera, Santa Cruz]
[ Top ]
- Press release announcing litigation started against IBM, dated March 7, 2003
- SCO's NDA [ text ]
- SCOsource Presentation Oct. 24, 2003 [ pdf]
- SCO Letter to Linux Users [PDF], December 19, 2003.
Note that Caldera's homepage back in Dec. of 2003 described this letter and the Dear UNIX Licensees letter, next in the list, like this: "SCO has recently issued two letters intended to protect its intellectual property. Letter to UNIX Licensees Dec 18, 2003: This first letter was sent to UNIX Licensees, outlining terms within the UNIX license agreement. ABI Files Letter Dec 19, 2003: This second letter was sent to the Fortune 1000 in the U.S, outlining SCO's copyright claims under the Digital Millennium Copyright Act." The dates on the documents available are, however, both December 19.
- "Dear UNIX Licensee" letter [PDF] of Dec. 19, 2003, generic [ text, demanding certification; article and text]
- SCO's Letter to Fortune 1500, May 23, 2003 [PDF; text]
- SCO's Dear commercial Linux user" letter, dated May 12, 2003
- May 2003 Dear SCO Partners letter regarding LKP from John Maciaszek
-
SCO's December 19, 2003 letter to Lehman and Lehman's reply;
article comparing Lehman letter and generic "Dear Unix Licensee" letter
- SCO-Boies Schiller Agreement capping legal fees
- SCO-Morgan Keegan Letters of Engagement - see also Onecle site
- SCO
press release announcing suspension of Linux sales/distribution pending IP review, dated May 14, 2003
- SCO 100-Day Notice to IBM [PDF][text]
- The SCO Group, Inc. Intellectual Property Compliance License for Linux, August 2003 -- this is the one LWN got from SCO
- SCO's Intellectual Property License for Linux, screenshot of SCO's website December 2004, explaining its purpose
- SCO Intellectual Property License [PDF], dated February 2004
- EV1 Agreement and the Aug. 2003 SCO press release announcing the Intellectual Property License for Linux [text; comparative chart of the two EV1 versions, including the version signed; press release on SCO's site]
- SCO's press release announcing SCOsource; also on Groklaw
- SCO's NDA
- Darl McBride's Sept. 9, 2003 letter to the Open Source community [Groklaw's reply letter]
- SCO Legal Notice re Linux downloads, Nov. 2003
- SCO CEO Darl McBride's Letter to Congress [PDF] January 8, 2004
- "Dear Fellow Shareholder" letter, Darl McBride, July 31, 2002 [text]
- Long Live UNIX: An Open Letter from Darl McBride, President and CEO, The SCO Group, August 8, 2005 press release
- SCO Group Indemnification Agreement
-
Registration Rights Agreement - The SCO Group Inc., BayStar Capital II LP and Royal Bank of Canada (Oct 16, 2003)
-
SCO Group, Inc. Common Stock Warrant to Sun Microsystems, August 2003
- 8k for the period ending Oct. 16, 2003, announcing BayStar investment, contract change with Boies expected to include shares, and 2d Microsoft payment
-
SCO 2004 Omnibus Stock Incentive Plan
-
SCO Group, Inc. Change of Control Agreement, Dec. 10, 2004
-
Securities Purchase Agreement - The SCO Group Inc., BayStar Capital II LP and Royal Bank of Canada (Oct 16, 2003
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Stock Repurchase Agreement - SCO Group Inc. and BayStar Capital II LP (May 31, 2004)
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Certificate of Designation, Preferences and Rights of Series A-1 Convertible Preferred Stock of The SCO Group, Feb. 4, 2004 and Amendment, Feb. 6, 2004
-
Exchange Agreement - The SCO Group Inc., BayStar Capital II LP and Royal Bank of Canada, Feb. 5, 2004
-
Independent Contractor Agreement, SCO Operations, Inc. and S2 Strategic Consulting, July 1, 2003
-
Mutual General Release Agreement, Bay Star Capital II LP and The SCO Group, May 31, 2004
Onecle's SCO Group Contracts page
- SCO "Shows" the Code at SCOForum 2003:
Sequent
[ Top ]
USL (see also BSDI)
[ Top ]
© Copyright 2003-2010 Pamela Jones Last Updated Monday, May 03 2010 @ 01:59 AM EDT
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