proxysna 3 hours ago

>One of the many lies in Silver Lake and WP Engine’s C&D was their claim that Automattic demanded money from them moments before our CEO Matt Mullenweg gave his keynote at WordCamp US.

>That is not true. Automattic asked for a verbal agreement that WP Engine would give some percentage of their revenue back into WordPress, either in the form of a trademark agreement or employee hours spent on core WordPress.

Tomato-Tomato. Comedy gold.

  • bad_user 2 hours ago

    Well, it is true that money wasn't the only option.

    And the quote is out of context.

    The article also gives a timetable of conversations that happened between Automattic and WP Engine well in advance; therefore, the demands shouldn't have been a surprise, as claimed.

    • kichik 40 minutes ago

      Those are the first two paragraphs of the article. Verbatim. Can't get more in context than that.

  • znpy 3 hours ago

    The guy from WP-Engine literally posted screenshot of texts from the WordPress guy demanding money in a ransom-style tone.

    At this point I hope this goes to court, so things can be properly examined according to law, otherwise it looks like childish tantrum.

markx2 3 hours ago

How can the 'Fee' possibly be justified?

"2. Fee. In exchange for the License Grant, WP Engine shall do one of the following:

(a) Pay Automattic a royalty fee equal to 8% of its Gross Revenue on a monthly basis, within fifteen days of the end of each month. "Gross Revenue" means all revenue generated by WP Engine from the sale of its services, calculated without deductions for taxes, refunds, or other costs. WP Engine will also provide Automattic a detailed monthly report of its Gross Revenue within fifteen days of the close of each calendar month, including a product line breakdown of all revenues generated. Automattic will have full audit rights.

(b) Commit 8% of its revenue in the form of salaries of WP Engine employees working on WordPress core features and functionality to be directed by WordPress.org. WP Engine will provide Automattic a detailed monthly report demonstrating its fulfillment of this commitment. WordPress.org and Automattic will have full audit rights, including access to employee records and time-tracking.

(c) Some combination of the above two options'

  • mjburgess 3 hours ago

    ref. https://automattic.com/wp-content/uploads/2024/09/term-sheet... -- for those unsure where this quote comes from.

    It's hard to imagine how any one can read that as anything other than extortion, and at least, that WP Engine's claims are verbatim correct. The level of self-awareness in operation here is concerning, as in, it's kinda spiraling-out-of-control behaviour.

    • ablation 3 hours ago

      Is there much of a way back reputationally for Mullengweg and Automattic now? When does this start seriously impacting trust in WordPress, if it hasn't already? I'm bemused by it all.

      • mjburgess 2 hours ago

        8% of *gross revenue* is comical. That's easily their entire profit margin, if not more so. It's hard to imagine anything so out of touch with reality.

        The only way out of this would be, "im having a mental breakdown, i'm retracting everything, please bear with me for 6mo"

        • Arnt 2 hours ago

          But OTOH spending 8% of gross revenue on developing the core of all their products and services isn't ridiculously high. It may well be more than typical, but not ridiculously so.

          • itsdrewmiller 2 minutes ago

            Should they also spend 8% of their revenue on contributing to linux?

  • yuppiepuppie 3 hours ago

    Most likely an opening offer to be negotiated down to 3-5% would be my guess.

    • markx2 3 hours ago

      This looks very strange:

      "Automattic will have full audit rights."

      "WordPress.org and Automattic will have full audit rights, including access to employee records and time-tracking."

      • mjburgess 3 hours ago

        Well it's basically saying, just give us the money. The "audit rights" only apply if they're donating time, so they want that to be the most difficult and intrusive option -- ie., its only there for PR.

        The choice is, "some money and we'll look the other way; or open all your books, and donate 8% of your workforce to wordpress"

        • markx2 3 hours ago

          The 'audit rights' are written at the end of 2(a) and apply to just giving money. It's not just time.

          • mjburgess 2 hours ago

            You're right, I should've focused on the " including access to employee records and time-tracking " aspect

      • riffraff 3 hours ago

        isn't that necessary given the request of a revenue percentage?

        Could automattic know the exact numbers in a different way, since WPEngine is not a public company?

      • metalforever 3 hours ago

        Agree with this. Is this correct?

        • markx2 3 hours ago

          It's there in the Fee section.....

          I get that regulatory bodies should have access under certain conditions, but letting a competitor do this? Makes zero sense.

      • threeseed 2 hours ago

        Surely this would be a violation of HIPAA, Privacy and any number of state laws.

        You can't just give out confidential employee records to third parties.

        • ceejayoz 2 hours ago

          None of these parties are subject to HIPAA.

          • threeseed 2 hours ago

            Employee health records are often stored in third party systems that are subject to HIPAA.

            Point is that Automattic would have full access to this as well.

            • ceejayoz 10 minutes ago

              Those providers may be subject to it.

              Attempts to go fishing in such records would be pretty unlikely to succeed; it'd be an uneforcable request contrary to public policy, with no relevance to such an audit. It would be correctly and easily fought.

misnome 3 hours ago

> One of the many lies in Silver Lake and WP Engine’s C&D was their claim that Automattic demanded money from them.... That is not true. Automattic asked for a verbal agreement that WP Engine would give some percentage of their revenue back into WordPress

So, it is true.

  • evv 3 hours ago

    This is probably the strangest post I have read in a long time.

    "They claim that we demanded money from them around these dates.. not true!"

    "So here is the demand for money that we requested they sign, around these dates"

    Maybe I'm not reading this correctly but... it seems like the most obvious interpretation.

    Also, what is the purpose of listing all these dates when the two companies met? Without knowing the content of these discussions, this list doesn't remotely meet the community's request for transparency.

  • asmor 3 hours ago

    They asked for either

    - money directly to Automattic, not the WordPress Foundation.

    - employees working on WordPress core, at the direction of Automattic - including looking at their time sheets and employee files.

    Neither of this is "back into WordPress", it's "to Automattic". The company that often did prioritize their workers to work on features benefitting WordPress.com users. There actually used to be a constant for checking if running inside WPCOM in WP Core, but they seem to have removed it since. Let's not even talk about Jetpack and carving out shit from your core product, that gives me too many AOSP vs Play Services vibes.

    Either way, WP Engine is a competitor of Automattic. This is laughable. I hope they fork WordPress, because I'd feel uncomfortable contributing software to the benefit of such a bully (I am a former contibutor).

    • Sajarin 2 hours ago

      I thought the structure was set up in such a way that only Automattic has commercial rights to the Wordpress trademark. To balance this, Wordpress.org has discretionary power on deciding whether Automattic are good stewards of the trademark. Can Wordpress.org directly ask for the 8%? It seems like it has to be done through Automattic.

      This whole situation was handled poorly, but can it really be considered bullying? It definitely speaks to the heart of the eternal problem of open source: the imbalance of givers and takers at the bazaar.

      • chrismorgan 2 hours ago

        Honest question because I have no idea what the truth of the matter is: who even is WordPress.org?

        According to https://news.ycombinator.com/item?id=41692300, Matt Mullenweg said at some point in that long interview from a couple of days ago that he was operating WordPress.org personally, rather than the WordPress Foundation as I think people would typically assume.

      • jemmyw an hour ago

        The CEO of Automattic is the sole active board member of wordpress.org There's no balance there.

      • threeseed 2 hours ago

        > but can it really be considered bullying

        No it's much more like extortion.

        And it goes against everything open source has been about.

      • asmor 2 hours ago

        Yes, I'd say Automattic puppeteering Wordpress.org, the org set up as a visible layer of separation, to make their competitor look back and then poach their customers (https://pressable.com/wpe-contract-buyout/) is bullying, or "market distortion".

        Matt's just mad he didn't capture the enterprise Wordpress hosting market earlier, with WordPress.com always being aimed at more casual users and Pressable only aquired in 2016.

mjburgess 3 hours ago

So, to be clear: if I want to start a company using wordpress as core technology, I should expect to be extorted for around 8% if I get successful enough.

I cannot imagine "Automattic" has thought this through. There is no ransom agreement in open source, and the very basis of wordpress' success is the absence of such a thing.

What company now, looking at this technology, would touch it with a 100ft pole?

  • wouldbecouldbe 3 hours ago

    They've always been actively protecting their trademark. Also small companies or meetups using WordPress were asked to change that. I think they even have to do that legally to some degree to protect their trademark.

    WP Engine has build their success on piggybacking the WordPress trademark, their slogan is "Most Trusted WordPress Hosting and Beyond".

    It's probably fair they pay a fee for that.

    If they would just use the open source software & would market it as a blog-hosting they would most likely be in the clear.

    • threeseed 2 hours ago

      > They've always been actively protecting their trademark

      The trademark is owned by the WordPress foundation not Automattic.

      https://wordpressfoundation.org/trademark-policy

      And it has been a standard in this industry for decades (e.g. LAMP) that saying 'X Hosting' does not mean that you should be considered the owner of X. It just means you host it.

      • mjburgess 2 hours ago

        And if you do a wayback machine till a few months ago on that policy, you'll find they actively give permission for others to use "WP"

        So the idea theyve been protecting their trademark is against their own trademark policy

        • bad_user 2 hours ago

          The claim is that, while WP is legal, it is “WordPress Engine” that was also used (in press releases or tolerated in the writings of 3rd parties), alongside “WordPress Core”, a plan which they later renamed.

          I don't know if this changes anything, but I'm guessing a lawsuit is coming, so we shall see. But it would be great if people did some research before commenting on the story.

          • mjburgess 2 hours ago

            Whenever someone's asking for 8% of gross revenue, they've lost the plot regardless of the underlying claim. For most businesses that's easily much more they're taking in profit. One imagines were this agreement in place, WPEngine would have to raise their prices to levels beyond what any customer would pay.

            Likewise, the use of "wordpress" as a trademark is clearly permitted when referring to wordpress; it's a common part of trademark law that you can refer to products in this manner. WPE customers do not think WPE is wordpress, it's a host.

            cf., "The most trusted platform for WordPress" --https://wpengine.com

          • threeseed 2 hours ago

            > “WordPress Engine” that was also used (in press releases)

            Do you have examples of these since you've done so much research ?

            Look forward to Automattic also going after companies using the term "WordPress Plugin" as well.

    • durkie 2 hours ago

      But the software is called WordPress. How else should they say that they can host WordPress on their site without referring to it?

      This feels like if you were to go after someone advertising themselves as a "Honda repair shop".

      The sibling comment of "The WordPress Theme Portal" makes more sense as it might imply "The (Official) WordPress Theme Portal"

      • stroupwaffle 2 hours ago

        It seems more like someone advertising as a Honda dealership.

    • chx 3 hours ago

      > Similarly, a business related to WordPress themes can describe itself as “XYZ Themes, the world’s best WordPress themes,” but cannot call itself “The WordPress Theme Portal.”

      https://wordpressfoundation.org/trademark-policy/

      How does "Most Trusted" differ from "best" which is allowed?

      • wouldbecouldbe 2 hours ago

        I think that's not the difference, if I read it correctly the difference is being a WordPress Host, vs a hosting company offering wordpress hosting.

        I think the big difference is also the marketing WP Engine is running full on The WordPress hosting.

        • threeseed 2 hours ago

          > being a WordPress Host, vs a hosting company offering wordpress hosting

          WPEngine is also offering Headless and WooCommerce as well as WordPress.

          So your point makes absolutely no sense.

      • asmor 2 hours ago

        It's the implication of a single type of entity having the official endorsement. If you change "The" to "A" in the second one it'd be fine again.

        • Ukv 2 hours ago

          I think you're getting them mixed up.

          WP Engine's slogan is: "Most Trusted WordPress Hosting and Beyond"

          What the WordPress foundations trademark policy specifically allows is: "the world’s best WordPress themes"

    • stroupwaffle 2 hours ago

      Yeah when I go to WPEngine site it feels like they copy-pasted it.

      This is the thing about open source is MOST people do not contribute anything. And we’re seeing this trend with the whole Continue.dev situation too. Copy-paste, rebrand, make some money.

      I think everyone needs to consider what the O.G. Wordpress team has created—and how many hours of blood, sweat, and tears went in. And then some folks just copy-paste and siphon out their business.

      • homebrewer 2 hours ago

        They explicitly allowed it. If you don't want to be taken advantage of, put it in the license. It's honestly hard to feel sympathy for companies that release a product under a what some meme circles have called a "cuck license"¹ and then complain when some other entity adheres to the license.

        1: https://lukesmith.xyz/articles/why-i-use-the-gpl-and-not-cuc...

        (GPL would not help in this specific case — I believe the project is already under the GPL — but his general point still stands.)

        • stroupwaffle 2 hours ago

          Yeah I agree—they should use the AGPL as that’s the one that protects on the server side.

  • elashri 3 hours ago

    I am not sure if I understand this correctly but this is about using the WordPress trademark not using WordPress in itself. So I think you would be fine if you are offering it as a general website hosting.

    I might be wrong though.

    • gorbypark 2 hours ago

      I mean I guess using "WP" in their business name is kinda pushing it I guess, but offering Wordpress hosting while using the word "Wordpress" is fair game (IMO). A company can't/shouldn't be able to tell someone they can't use the trademark name in describing the service another company offers. How would that even work? "We offer hosting for the project that 80% of the websites in the world use!". If Wordpress (the project/company) allows someone to offer hosting of that project (ie: it's not a mongo type licence), they can't expect someone to not even use the name of the project they are offering hosting for.

      Imagine if Linus prevented companies from saying they offer hosting using Linux.

      • ceejayoz 2 hours ago

        > I mean I guess using "WP" in their business name is kinda pushing it I guess…

        It was explicitly permitted by the WordPress foundation.

        https://news.ycombinator.com/item?id=41643676

        “The abbreviation “WP” is not covered by the WordPress trademarks and you are free to use it in any way you see fit.”

misnome 3 hours ago

It sure is wild to watch Wordpress burn it's entire reputation to the ground over this

  • ablation 3 hours ago

    I genuinely can't believe some of what I'm seeing, as I said in another comment. If this is all Mullenweg, he needs some form of oversight right now telling him to stop communicating.

GavinAnderegg 2 hours ago

The thing that bothers me most about this ordeal is there’s now a “hidden license” for WordPress. If Mullenweg thinks you’re not giving back enough, then free software is no longer free. Rather than a specific term sheet and a list of meetings, I would like to better understand when this new license comes into effect. At the moment it seems like it’s only required when Mullenweg is upset with you. I wrote a bit more to this effect here: https://anderegg.ca/2024/09/28/the-hidden-wordpress-license

  • bad_user 2 hours ago

    This has always been the case with all Open-Source products contributed by companies, due to the complexity of IP laws.

    Patents are the most problematic. It's why it's important, for instance, for the OSS license to also include a patents-grant that applies to derived works as well, something that (at least in the past) companies like Microsoft and Facebook failed to provide.

    Furthermore, even Open-Source foundations and non-profits have trademarks that they protect. Once upon a time, Debian had problems with patching Firefox, as Mozilla did not accept the modifications, leading to a Debian-specific rebranding:

    https://en.wikipedia.org/wiki/Debian%E2%80%93Mozilla_tradema...

    This issue is also about the free use of WordPress.org APIs. This is like expecting forks of Chromium or of Android to have continued (free) use of Google Play. Obviously, Google Play is not really included in the OSS deal, and it is only through the continued benevolence of Google that alternatives still have access to it.

maxloh 3 hours ago

A non-profit organization partners with a for-profit company to demand payment from the for-profit's competitor, straight into the for-profit's pocket (assuming the WP Foundation has total control over wordpress.org).

That's a really bad look, WordPress Foundation.

  • misnome 3 hours ago

    > non-profit organization partners with a for-profit company

    I mean, "partners" in the sense of "The same person runs both"

gortok 3 hours ago

The terms seem oppressive in nature and not designed to actually be agreed to.

If I wanted to say “I made them an offer” but wanted to be sure they wouldn’t take me up on the offer, this is the sort of term sheet I’d use.

thanksgiving 3 hours ago

I don’t understand why Automattic is involved at all. I imagined this was between Wordpress dot org and WP engine or whatever. Nobody should ever have to pay automattic a dime. I came into this conversation fully in support of Wordpress dot org but the more I read into this the more it feels like I didn’t understand the situation between automattic and Wordpress dot org at all.

I’m leaving the conversation thinking the relation between automattic and Wordpress dot org is one of tax avoidance. What am I missing?

  • bradfa 2 hours ago

    WordPress dot org is basically fully funded and operated by Automattic. It seems that by default a WordPress installation will use WordPress dot org for many features and capabilities. WP Engine leaves this enabled on their hosted sites, so each WP Engine customer is effectively getting free access to an Automattic funded resource. Automattic wants to get paid back for this use, either in money or developer resources.

    Automattic's desire seems totally reasonable. Their execution of expressing that desire seems to be totally unreasonable.

    • maxloh 2 hours ago

      Except there is a "Donate" link in the wordpress.org footer, which leads to The WordPress Foundation's donation page. On that page, it states: [0]

      > The WordPress Foundation is a 501(c)3 non-profit organization...

      I don’t find it reasonable for a non-profit organization to demand payment from users to one of its donors, Automattic, instead of encouraging donations to itself.

      [0]: https://wordpressfoundation.org/donate/

benjaminwootton 3 hours ago

Some of these posts and the logic used look like a mental health issue than a negotiation.

pknerd 3 hours ago

From C&D document , Matt sounds like a bully to me

jefozabuss 3 hours ago

Automattic is cooking from that Unity cookbook

bradfa 2 hours ago

All this drama is just convincing me to never want to use WordPress.

markx2 2 hours ago

This thread went from #1 to buried.

  • Semaphor an hour ago

    It had more comments than upvote-points, HN automatically buries high comment to point ratio threads to avoid incitement. Not sure if that applies here, just throwing that out as a possible explanation.

  • GavinAnderegg 2 hours ago

    I’ve been fascinated by this WordPress story, but HN seems to really dislike it. I’m assuming mods are pushing posts like this down, but I’m not sure what rule/norm they're breaking?

InsomniacL 3 hours ago

Right or wrong, they just keep digging that hole.

martin_a 3 hours ago

I can only repeat what I said the other day. This is all a huge pile of bullshit.

Automattic does not like the competition, so they pick one actor in the WP ecosystem _randomly_ and try to force this on to them.

For anybody who is running a service that uses WP this is a threat. You can't be sure that if you build on that ecosystem that one day Matt Mullenweg does not like you and will try to extort money from you, too.

asmor 3 hours ago

Do they think this makes them look good?

akaike 2 hours ago

Matt is a “little” of his rocker

e40 3 hours ago

Deciding after the fact you want 8% of another company’s revenue seems extortionate.

  • ablation 3 hours ago

    "Extortion" does feel like the appropriate word to use in this case, I say only partly in jest - there's certainly been coercion or threats, having seen Matt's messages to WP Engine before his conference appearance.

    Automattic and Mullenweg continue to surprise me at seemingly every turn. I also find some of the language being used ostensibly BY Automattic in these blog posts just incredible, coming from what is supposed to be a respected and respectable organisation. I'm seriously considering whether to ever use WordPress again for projects.