Open Source License Challenges Part 461: Element Plots Move To AGPLv3

Exclusive Element has become the latest company to change its open source license, but rather than going down a source-available path, it has opted to move from Apache 2.0 to AGPLv3.

"It's the diametric opposite of the HashiCorp play," Element CEO and Matrix technical co-founder Matthew Hodgson told The Register, "Instead, we are leaning more into open source, we're using a proper OSI-approved open source license in the form of the Affero GPL."

[W]e have a similar situation where system integrators and defense firms are going and picking up our open source, selling it for huge amounts of money, and then not contributing anything back at all

"So the intention is if people make proprietary customizations, then they need to release that as AGPL as well if they are distributing it, or if indeed they have users connected to it."

The change means a fork of two server projects: Synapse - an open source Matrix homeserver – and Dendrite – a second-generation Matrix homeserver intended as a more scalable, reliable and efficient alternative to Synapse. Element's forks will accumulate new contributions under the Affero General Public License v3 (AGPLv3) with a Contributor License Agreement (CLA).

The Matrix.org Foundation does not plan to maintain development of the Synapse and Dendrite projects, leaving that to Element. Users, who are unlikely to notice much of a change, are to be directed to Element's repositories.

The goal of Element was to bootstrap the Matrix ecosystem, fund underlying core Matrix projects, and develop a flagship Matrix-based project. In that regard, it has succeeded, and the Matrix project recently celebrated 115 million users on the decentralized communications platform - a near-doubling over the last 12 months.

However, all is not entirely rosy in the Matrix garden, and Element, like so many open source companies, has a profit motive. It has driven the bulk of Matrix development (Element reckons it is responsible for more than 95 per cent of the core development over the last seven years) but the platform's success has attracted competitors that are not quite so keen to contribute.

'They can contribute a different way financially'

It's a familiar story. Most recently, HashiCorp switched to a source-available model by adopting the Business Source License. Other companies have faced similar challenges, notably when dealing with rivals simply lifting code without much contribution. We're looking at you, hyperscalers.

Element, when faced with the challenge of dealing with companies building proprietary solutions on top of Matrix without contributing, has taken a different approach.

Hodgson agreed that the change was a significant one and one the company had not taken lightly, having spent a year modeling it. "In general," he said, "folks have been very supportive indeed, particularly customers."

As for those vendors facing a change in licensing requirements, Hodgson gave two options: "Release the work as open source, which I think some of them may, and one of them I spoke to already said that they would ... others have the option of arranging a license going forwards with Element if they don't want to do open source.

"And that's okay. They can contribute a different way financially by going and figuring out how to get a custom license out of Element so they don't have to go down the AGPL route."

Hodgson eulogized: "We believe a world where the code is public, that people can build upon it, and customize it and extend it is by far the best way for a technology to grow."

However, noble ideals will only get a for-profit company so far…

Hodgson continued: "So rather than backing away from that, we think the AGPL gives us a really nice way to get the best of both worlds by continuing to commit to open source, but frankly, obligating some of the other players to also play in open source, if they want to, or alternatively find a different way to fund the underlying projects."

Hodgson cited Grafana as an example of an open source company that similarly changed its license. In 2021, the data visualization company adopted the AGPLv3 after its code had been used by certain cloud giants with little in the way of contributions to the project.

He said: "In that instance, they were trying to stop some of the hyper-scalers from just repackaging their products and competing with them and stealing all the oxygen in the room. And we have a similar situation where system integrators and defense firms are going and picking up our open source, selling it for huge amounts of money, and then not contributing anything back at all."

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Josh Simmons, recently chairperson of the Open Source Initiative (OSI) and now Managing Director of the Matrix.org Foundation, expressed some disappointment at the change, but relief that Element had opted for AGPL. Simmons said: "I think it's fair to say that the Foundation would prefer these projects be both open source licensed and unencumbered by CLA or anything like that… but, you know, we're not in an ideal world where that's worked out for Element.

"But if the net result is that these projects continue getting development and there's greater investment back into the Matrix ecosystem, both through code contributions and financial resources, that's good news."

Element is the latest in a long line of companies dealing with the issue of what to do about open source code being lifted by other companies who do not contribute. Its approach, via AGPLv3, is less likely to attract the same criticisms leveled at companies such as HashiCorp following its BSL adoption. ®