Khronos Specification Contributor License Agreement

Khronos Specification Contributor License Agreement

KHRONOS SPECIFICATION CONTRIBUTOR LICENSE AGREEMENT

In order to clarify the intellectual property license granted with 
Specification Contributions from any person or entity to any products 
The Khronos Group (“Khronos”) manages or maintains and makes available 
under the Khronos IP Framework, as indicated by a copyright notice that 
is included in or attached to the product (the "Work"), Khronos must have 
a Specification License Grant ("Grant") on file that has been signed by each 
Contributor, indicating agreement to the license terms below. This license is 
for your protection as a Contributor as well as the protection of Khronos; it 
does not change your rights to use your own Contributions for any other purpose.

For Khronos Members or any other party bound by an agreement that incorporates 
the Khronos Intellectual Property Policy, this Grant is unnecessary. In that 
case those terms control and the terms of this Grant are moot and of no effect.

You, as a Contributor, accept and agree to the following terms and conditions for your 
present and future Contributions submitted to Khronos. Except for the license granted 
herein to Khronos, Contributors reserve all right, title, and interest in and to 
their Contributions.

1.	DEFINITIONS

	Throughout this Agreement the following terms when capitalized shall have the 
	following meanings:

	“Affiliate” means any entity that directly or indirectly Controls, is Controlled by, 
	or is under common Control with a party to this Agreement, so long as such Control 
	exists.  For purposes of this definition, Control means direct or indirect ownership 
	of or the right to exercise (a) greater than fifty percent (50%) of the outstanding 
	shares or securities entitled to vote for the election of directors or similar 
	managing authority of an entity; or (b) greater than fifty percent (50%) of the 
	ownership interest representing the right to make the decisions for such entity. 
	
	“Contribution” means written information submitted to Khronos for the purpose of 
	consideration and adoption by Khronos for inclusion in a Draft Specification or in 
	related Khronos material, such as reference documentation.
	
	“Contributor” means the copyright owner or legal entity authorized by the copyright 
	owner that is making this Grant and its Affiliates. 
	
	“Compliant Portion” means a portion of a product, where such portion is fully 
	compliant with all relevant portions of a Ratified Specification.  Any portion of 
	a product that is not fully compliant with all relevant portions of a Ratified 
	Specification shall not constitute a Compliant Portion.
	
	“Draft Specification” means any version or revision of specifications produced 
	before Ratification.
	
	“Member” means an entity that has executed an applicable Khronos membership 
	agreement and has not withdrawn its membership.
	
	“Necessary Patent Claims” means claims of a patent or patent application, other 
	than design patents and design registrations, issued or filed in any country, to 
	which Contributor or its Affiliates has the right to grant licenses, and which are 
	necessarily infringed by any Compliant Portion.  Necessary Patent Claims do not 
	include any claims (i) other than those set forth above even if contained in the 
	same patent or patent application as Necessary Patent Claims; (ii) that read solely 
	on (1) any implementation of any portion of the Ratified Specification that is not 
	a Compliant Portion, or (2) any Compliant Portion that is not within the bounds of 
	the Scope; or (iii) that it is possible to avoid infringing because there is a 
	commercially plausible non-infringing alternative for implementing such portions 
	of the Ratified Specification.
	
	“Ratification” means Khronos approving a Draft Specification for public release.
	
	“Ratified Specification” means a specification after Ratification.
	
	“Reciprocal License” means the perpetual, royalty-free, fully paid, worldwide, 
	nonexclusive license under any Necessary Patent Claims to make, have made, use, 
	import, offer to sell and sell Compliant Portions, together with the right without 
	royalty or fee to sublicense to third parties (a) the right to distribute Compliant 
	Portions through the normal tiers of distribution to end users or to resellers, 
	distributors, dealers and authorized manufacturers and others in the distribution 
	channel, and (b) the right to reproduce Compliant Portions solely in connection 
	with the distribution permitted under paragraph (a) of this definition, provided, 
	however, that the royalty-free provisions shall not apply to Necessary Patent Claims 
	that, if licensed would require payment by licensor to unaffiliated third parties.
	
	“Scope” means the application program interfaces and data structures solely to the 
	extent disclosed with particularity in a Ratified Specification where the sole 
	purpose of such disclosure is to enable products to interoperate, interconnect, 
	or communicate as defined within a Ratified Specification. Notwithstanding the 
	foregoing, the Scope does not include: (a) any enabling technologies that may be 
	necessary to make or use any product or portion of any product that complies with 
	the Ratified Specification, but are not themselves expressly set forth in the 
	Ratified Specification (e.g. semiconductor manufacturing technology, hardware 
	architecture, processor architecture or microarchitecture, compiler technology, 
	object oriented technology, basic operating system technology, compression 
	technology, algorithms, and so on); or (b) the implementation of other published 
	specifications developed elsewhere but referred to in the body of the Ratified 
	Specification; or (c) any portions or combinations of any product whose purpose 
	is not required for compliance with the Ratified Specification. For purposes of 
	this definition, the Ratified Specification will include only interconnection 
	requirements and will not include any implementation examples or any information 
	pertaining to the architecture, design or operating principles of any 
	implementations unless such implementation examples or information are expressly 
	identified as being included as part of the Ratified Specification, and provided 
	that the Participating Licensors submitting the Contributions including such 
	implementation examples or information provide their consent to such identification.

2.	RECIPROCAL LICENSES

	2.1	Copyright License
	Each Contributor grants to Khronos a worldwide, irrevocable, perpetual, 
	non-exclusive, non-transferable, royalty free copyright license for their 
	Contributions to reproduce, create derivative works, distribute, display, perform 
	sublicense the rights to reproduce, create derivative works, distribute, display 
	and perform the Contributions of the Contributor solely for the purposes of 
	developing, publishing and distributing Ratified Specifications and related 
	materials, as well as products based on such documents. Contributor acknowledges 
	and agrees that Khronos is expressly permitted, in its discretion, to release 
	material under Creative Commons or similar copyright licenses that permit broad 
	re-use of material by any recipients of the material.

	2.2	Reciprocal License Grant
	Contributor agrees to grant a Reciprocal License under any of its Necessary Patent 
	Claims for any implementation of a Ratified Specification that includes 
	Contributor’s Contributions, in whole or in part, effective on the date of 
	Ratification, in reciprocity to any party that also grants a Reciprocal License to 
	Contributor.  Such Reciprocal License is granted whether or not the licensor or 
	or licensee ever had any knowledge of the existence of such Necessary Patent Claims.  
	Further, any Contributor shall have the right to suspend the Reciprocal License 
	granted by that Contributor to a particular party in the case that such party 
	initiates any lawsuit or other legal proceeding against the Contributor alleging 
	patent infringement 
	
	2.3	No Withdrawal
	Contributions, once accepted by Khronos, may not be withdrawn.  

	2.4	Legal Title and Authority
	Contributor represents that they are legally entitled to grant the above license. 
	If the individual manifesting assent to this agreement is engaged with Khronos in 
	connection with activities that are within the scope of their employment or 
	otherwise within the scope of an agency relationship, then their employer or 
	principal is the Contributor and the individual represents and warrants that they 
	are authorized by their employer or principal to bind the employer or principal to 
	all of these terms. If an individual is engaged on their own individual behalf, then 
	the Contributor is the individual. Such individuals must not use corporate or 
	organizational email addresses or similar indicia that could communicate 
	affiliation with a legal entity.
	
	2.5	Moral Rights
	If moral rights apply to a Contribution, to the maximum extent permitted by law, 
	Contributor and its representatives waive and agree not to assert such moral rights 
	against Khronos, our successors in interest, or any of our licensees, either direct 
	or indirect.
	
	2.6	Original Creation
	Contributor represents that each of their Contributions is their original creation 
	or, alternatively, that their Contribution submissions include complete details of 
	any third-party license or other restriction (including, but not limited to, 
	related patents and trademarks) of which Contributor is aware and which are 
	associated with any part of their Contributions.
	
	2.7	Notifications
	Contributor agrees to notify Khronos of any facts or circumstances of which they 
	become aware that would make these representations inaccurate in any respect.