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Contributor License Agreement

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Mark Imbriaco edited this page Feb 22, 2016 · 3 revisions

We are currently working on an automated solution for collecting CLA submissions. In the mean time, you can fill out the information at the end of this page, sign, and email it back to us at [email protected]. We're sorry for the inconvenience -- we expect to improve this process significantly over the next few days.

Note: For the "Company" field at the bottom of the page, if you're submitting this for yourself individually please enter "Self". If you're submitting it on behalf of an entity that you are authorized to enter into this agreement, please enter the name of the entity.

Thanks!

Operable, Inc.
Contributor License Agreement ("Agreement") V1.0

In order to clarify the intellectual property license granted with Contributions from any person or entity, Operable, Inc. ("Operable") must have a Contributor License Agreement ("CLA") agreed to by each Contributor. This license is for your protection as a Contributor as well as the protection of Operable; it does not change your rights to use your own Contributions for any other purpose.

Either individuals or business entities, including without limitation, all employees or agents acting on behalf of such entity (an "Entity"), may submit Contributions to Operable under this Agreement. If you click the checkbox below to indicate that you are entering this Agreement on behalf of an Entity, you represent that you have the authority to bind such Entity to this Agreement, in which case, the terms "You" and "Your" shall refer to such Entity, as further defined below.

Please read this document carefully before agreeing to it, and print a copy for your records.

You accept and agree to the following terms and conditions for (i) UNLESS OTHERWISE GOVERNED BY A WRITTEN LICENSE AGREEMENT, ALL CONTRIBUTIONS THAT YOU MAY HAVE PREVIOUSLY SUBMITTED TO OPERABLE and (ii) Your present and future Contributions submitted to Operable. Except for the license granted herein to Operable and recipients of software distributed by Operable, You reserve all right, title, and interest in and to Your Contributions.

  1. Definitions. "You" (or "Your") shall mean the copyright owner or Entity authorized by the copyright owner that is making this Agreement with Operable. For Entities, the Entity making a Contribution and all other Entities that control, are controlled by, or are under common control with that Entity are considered to be a single Contributor. For the purposes of this definition, "control" means (i)the power, direct or indirect, to cause the direction or management of such entity, whether by contract or otherwise, or (ii) ownership of fifty percent (50%) or more of the outstanding shares, or (iii) beneficial ownership of such entity. "Contribution" shall mean any original work of authorship, including any modifications or additions to an existing work, that is or has been intentionally submitted by You to Operable for inclusion in, or documentation of, any of the products owned or managed by Operable (the "Work"). For the purposes of this definition, "submitted" means any form of electronic, verbal, or written communication sent to Operable or its representatives, including but not limited to communication on electronic mailing lists, source code control systems, and issue tracking systems that are managed by, or on behalf of, Operable for the purpose of discussing and improving the Work, but excluding communication that is conspicuously marked or otherwise designated in writing by You as "Not a Contribution."
  2. Grant of Copyright License. Subject to the terms and conditions of this Agreement, You hereby grant to Operable and to recipients of software distributed by Operable a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright license to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute Your Contributions and such derivative works.
  3. Grant of Patent License. Subject to the terms and conditions of this Agreement, You hereby grant to Operable and to recipients of software distributed by Operable a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable (except as stated in this section) patent license to make, have made, use, offer to sell, sell, import, and otherwise transfer the Work, where such license applies only to those patent claims licensable by You that are necessarily infringed by Your Contribution(s) alone or by combination of Your Contribution(s) with the Work to which such Contribution(s) was submitted. You furthermore agree to notify Operable of any patents that you know or come to know are likely infringed by the Contribution and/or are not licensable by You. If any entity institutes patent litigation against You or any other entity (including a cross-claim or counterclaim in a lawsuit) alleging that your Contribution, or the Work to which you have contributed, constitutes direct or contributory patent infringement, then any patent licenses granted to that entity under this Agreement for that Contribution or Work shall terminate as of the date such litigation is filed.
  4. Representations.
  • If You are entering this Agreement as an individual, You represent that You are legally entitled to grant the above license. If Your employer(s) has rights to intellectual property that You create, such as your Contributions, You represent that You have received permission to make Contributions on behalf of that employer, that Your employer has waived such rights for Your Contributions to Operable, or that Your employer has executed a separate Corporate CLA with Operable.
  • If You are entering this Agreement on behalf of an Entity, You represent that You are legally entitled to grant the above license. You represent further that each employee of the Entity that submits Contributions is authorized to submit such Contributions on behalf of the Entity.
5. You represent that each of Your Contributions is Your original creation (see section 7 for submissions on behalf of others). You represent that Your Contribution submissions include complete details of any third-party license or other restriction (including, but not limited to, related patents and trademarks) of which You are personally aware and which are associated with any part of Your Contributions. 6. You are not expected to provide support for Your Contributions, except to the extent You desire to provide support. You may provide support for free, for a fee, or not at all. Unless required by applicable law or agreed to in writing, You provide Your Contributions on an "AS IS" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or implied, including, without limitation, any warranties or conditions of TITLE, NON- INFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A PARTICULAR PURPOSE. 7. Should You wish to submit work that is not Your original creation, You may submit it to Operable separately from any Contribution, identifying the complete details of its source and of any license or other restriction (including, but not limited to, related patents, trademarks, and license agreements) of which You are personally aware, and conspicuously marking the work as "Submitted on behalf of a third-party: [named here]". 8. You agree to notify Operable of any facts or circumstances of which you become aware that would make these representations inaccurate in any respect.

  • Name: ____________________________________

  • GitHub Username: _________________________

  • Email: ___________________________________

  • Company: _________________________________

  • Signature: _______________________________

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