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@jdamick
Created July 13, 2016 17:08
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Capital One Individual and Corporate Contributor License Agreement (“Agreement”)
We welcome Your interest in Capital One’s Open Source Projects (the “Project”). Any Contributor to the Project must accept and [SIGN] this Agreement, indicating agreement to the license terms below. Except for the license granted in this Agreement to Capital One and to recipients of software distributed by Capital One, You reserve all right, title, and interest in and to Your Contributions; this Agreement does not impact Your rights to use Your own Contributions for any other purpose.
1. Definitions
“You” or “Your” means the copyright owner or the legal entity authorized by the copyright owner that is making this Agreement with Capital One. For legal entities, the entity making the Contribution and all other entities that control, are controlled by, or under common control with the entity are considered to be a single Contributor. [“Control” here means the power, direct or indirect, to cause the direction or management of such entity, whether by contract or otherwise, or ownership of fifty percent or more of the outstanding shares, or beneficial ownership of such entity.]
“Contribution” means the code, documentation, of any other original work of authorship, including any modifications or additions to an existing work, that is submitted by You to the Project for inclusion in, or documentation of, any of the Capital One Projects (the “Work”). [“Submitted” here means any form of electronic, verbal or written communication sent to the Project Leads, but excluding communications that are conspicuously marked or otherwise designated by You in writing as “Not a Contribution.”]
2. GRANT OF COPYRIGHT LICENSE. You grant Capital One 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 any derivative works.
3. GRANT OF PATENT LICENSE. You grant Capital One and to recipients of software distributed by Capital One a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable 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. 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, than any patent licenses granted to that entity under this grant for that Contribution or Work shall terminate as of the date such litigation is filed.
4. YOUR CONTRIBUTION IS ORIGINAL. You represent that each of Your Contributions is Your original creation. You represent that Your Contribution includes complete details of any third-party license or other restriction associated with any part of Your Contributions. If You wish to submit work that is not Your original creation, You may submit is separately from any Contribution, identifying the source and any license or other restriction (including, but not limited to, related patents, trademarks, and license agreements) and conspicuously marking the work as “Submitted on behalf of third-party: [insert name of third party here].”
5. YOUR AUTHORIZATION TO GRANT. You represent that you are 18 years of age or older, that you are competent to enter into agreements, that there are no laws or restrictions preventing you from entering into this Agreement, and that you are legally entitled to grant all licenses contained in this Agreement. [If your employer(s) has rights to intellectual property that you create that include, or could include your Contributions, you represent that you have received permission to make Contributions on behalf of that employer, that employer has waived any rights for Your Contributions to the Project, or that your employer has executed a separate Corporate Contributor License Grant with the Project.] You agree to notify Capital One if anything occurs that would make any representation in this Agreement inaccurate in any respect. If You are executing this Agreement on behalf of an entity, You also represent that you are empowered to enter into this Agreement on behalf of that entity.
[SUPPORT; NO WARRANTIES.]
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