Automattic, the parent company of WordPress.com, required rival hosting service WPEngine to hand over 8% of its monthly revenue, sparking a public fight over what open source projects can and cannot do.
On Wednesday, Automattic posted the proposed deal it sent to WPEngine on September 20:
https://automattic.com/2024/10/01/wpe-terms/
The proposal outlines a seven-year agreement that would give WPEngine the rights to use the WordPress trademark in exchange for a hefty payment:
https://automattic.com/wp-content/uploads/2024/09/term-sheet-wp-engine-inc.-automattic-trademark-license_09.19.2024-1.pdf
This 8% share can be paid either as royalties to Automattic or as wages to WPEngine employees who contribute to the WordPress.org open source project.
If WPEngine chooses to pay royalties, Automattic says it will publicly attribute a portion of the contribution to Five for the Future (a program that encourages companies to devote 5% of their resources to WordPress.org projects), "to let the community know your commitment to the long-term prosperity of WordPress."
On the other hand, if they choose to pay WPEngine employees the 8% fee, WordPress.org and Automattic will have "full audit rights" and "access to company employee records and time tracking." The agreement also prohibits "forking or modifying" Automattic's software, including plug-ins and extensions such as WooCommerce.
But WPEngine did not accept the offer because it believed its use of the WordPress trademark and "WP" abbreviation complied with fair use guidelines. Automattic has since rescinded the terms, citing "WPEngine's conduct, deception and incompetence." TheVerge reached out to WPEngine for comment but did not immediately hear back.
Automattic and WPEngine have had a public dispute over whether WPEngine can use WordPress.org’s open source code without having to contribute much. At the WordCamp conference on September 20, Automattic and WordPress.com CEO Matt Mullenweg accused WPEngine of not contributing to the WordPress.org community. He threatened legal action unless WPEngine ceased its alleged use of the WordPress trademark and brand.
WPEngine subsequently sent Automattic a cease-and-desist order, saying Mullenweg "sent a series of harassing text messages and phone calls to company board members and CEO" ahead of the WordCamp keynote. However, Automattic calls this "one of many lies" in WPEngine's cease and desist order, saying it "requires WPEngine to enter into a verbal agreement to return a percentage of revenue to WordPress."
WordPress.org, also a company headed by Mullenweg, disabled WPEngine from its servers on October 1, cutting off access to updates and plugins. WPEngine has since deployed its own "solution" that allows customers to continue using the hosting service normally.