Everybody who contributes code to Leeman Geophysical LLC public projects is going to be asked to sign a Contributor License Agreement (CLA). Our CLA comes from Project Harmony, which is a community-centered group focused on contributor agreements for free and open source software.
The document you are reading now is not a legal analysis of the CLA. If you want one of those, please talk to your lawyer. This is a description of the purpose of the CLA.
The license agreement is a legal document in which you state you are entitled to contribute the code/documentation or otherwise to the project and are willing to have it used in distributions and derivative works. This means that should there be any kind of legal issue in the future as to the origins and ownership of any particular piece of code, we have the necessary forms on file from the contributor(s) saying they were permitted to make this contribution.
The CLA also ensures that once you have provided a contribution, you cannot try to withdraw permission for its use at a later date. People and companies can therefore use the project, confident that they will not be asked to stop using pieces of the code at a later date.
Lastly, the CLA gives the project permission to change the license under which the project, including the various contributions from many developers, is distributed in the future. The CLA states that this license needs to be one that has been approved by the Open Source Initiative, including both copyleft and permissive licenses. This just gives the freedom to adjust licenses in the future if needed (e.g. some clause of the current license is found to be invalid).
No. This is a pure license agreement, not a copyright assignment. You still maintain the full copyright for your contributions. You are only providing a license to Leeman Geophysical LLC to distribute your code without further restrictions. This is not the case for all CLA's, but it is the case for the one we are using.
If any of your contributions to the project are created as part of your employment by somebody else, the work might not actually belong to you. It may be owned by your employer. In that case, your employer, or somebody able to represent the company as far as licensing goes, needs to sign the corporate version of the Contributor Licensing Agreement in order for that contribution to be accepted. They will need to include the names of any developers (you and any others covered by that agreement) who are able to submit contributions on behalf of the employer. That list can be updated as new people are employed or others leave.
You should also still sign an individual CLA in that case. Not all the work you do will necessarily belong to your employer and we still need permission to license your individual contributions.
If you have signed an individual CLA, but not a corporate one, be very careful about submitting contributions you have made. We cannot accept anything that you do not have the rights to license in the first place and that includes code that belongs to your employer. Similarly, if you are a consultant who may be creating patches as part of a job, make sure you and your employer understand who owns the rights to the code. Only submit things that you are entitled to. The CLA is a legal declaration by you that you have the right to grant such a license for your contributions. It is up to you to make sure that is true.
No. This is one of the reasons we require a CLA. No individual contributor can hold such a threat over the entire community of users. Once you make a contribution, you are saying we can use that piece of code forever.
No. We will be asking all new contributors and patch submitters to sign before they submit anything.
Based on material Copyright Django Software Foundation. CC-BY Modified by the MetPy team. Customized to fit Leeman Geophysical LLC.
Thank you for your interest in contributing to Leeman Geophysical LLC ("We" or "Us"). This contributor agreement ("Agreement") documents the rights granted by contributors to Us. To make this document effective, please sign it and send it to Us by electronic submission on https://cla-assistant.io. This is a legally binding document, so please read it carefully before agreeing to it. The Agreement may cover more than one software project managed by Us.
- Definitions
"You" means the individual who Submits a Contribution to Us.
"Contribution" means any work of authorship that is Submitted by You to Us in which You own or assert ownership of the Copyright.
"Copyright" means all rights protecting works of authorship owned or controlled by You, including copyright, moral and neighboring rights, as appropriate, for the full term of their existence including any extensions by You.
"Material" means the work of authorship which is made available by Us to third parties. When this Agreement covers more than one software project, the Material means the work of authorship to which the Contribution was Submitted. After You Submit the Contribution, it may be included in the Material.
"Submit" means any form of electronic, verbal, or written communication sent to Us or our representatives, including but not limited to electronic mailing lists, source code control systems, and issue tracking systems that are managed by, or on behalf of, Us for the purpose of discussing and improving the Material, but excluding communication that is conspicuously marked or otherwise designated in writing by You as "Not a Contribution."
"Submission Date" means the date on which You Submit a Contribution to Us.
"Effective Date" means the date You execute this Agreement or the date You first Submit a Contribution to Us, whichever is earlier.
- Grant of Rights
2.1 Copyright License
(a) You retain ownership of the Copyright in Your Contribution and have the same rights to use or license the Contribution which You would have had without entering into the Agreement.
(b) To the maximum extent permitted by the relevant law, You grant to Us a perpetual, worldwide, non-exclusive, transferable, royalty-free, irrevocable license under the Copyright covering the Contribution, with the right to sublicense such rights through multiple tiers of sublicensees, to reproduce, modify, display, perform and distribute the Contribution as part of the Material; provided that this license is conditioned upon compliance with Section 2.3.
2.2 Patent License
For patent claims including, without limitation, method, process, and apparatus claims which You own, control or have the right to grant, now or in the future, You grant to Us a perpetual, worldwide, non-exclusive, transferable, royalty-free, irrevocable patent license, with the right to sublicense these rights to multiple tiers of sublicensees, to make, have made, use, sell, offer for sale, import and otherwise transfer the Contribution and the Contribution in combination with the Material (and portions of such combination). This license is granted only to the extent that the exercise of the licensed rights infringes such patent claims; and provided that this license is conditioned upon compliance with Section 2.3.
2.3 Outbound License
As a condition on the grant of rights in Sections 2.1 and 2.2, We agree to license the Contribution only under the terms of the license or licenses which We are using on the Submission Date for the Material or any licenses which are approved by the Open Source Initiative on or after the Effective Date, including both permissive and copyleft licenses, whether or not such licenses are subsequently disapproved (including any right to adopt any future version of a license if permitted).
2.4 Moral Rights. If moral rights apply to the Contribution, to the maximum extent permitted by law, You waive and agree not to assert such moral rights against Us or our successors in interest, or any of our licensees, either direct or indirect.
2.5 Our Rights. You acknowledge that We are not obligated to use Your Contribution as part of the Material and may decide to include any Contribution We consider appropriate.
2.6 Reservation of Rights. Any rights not expressly licensed under this section are expressly reserved by You.
- Agreement
You confirm that:
(a) You have the legal authority to enter into this Agreement.
(b) You own the Copyright and patent claims covering the Contribution which are required to grant the rights under Section 2.
(c) The grant of rights under Section 2 does not violate any grant of rights which You have made to third parties, including Your employer. If You are an employee, You have had Your employer approve this Agreement or sign the Entity version of this document. If You are less than eighteen years old, please have Your parents or guardian sign the Agreement.
- Disclaimer
EXCEPT FOR THE EXPRESS WARRANTIES IN SECTION 3, THE CONTRIBUTION IS PROVIDED "AS IS". MORE PARTICULARLY, ALL EXPRESS OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED BY YOU TO US. TO THE EXTENT THAT ANY SUCH WARRANTIES CANNOT BE DISCLAIMED, SUCH WARRANTY IS LIMITED IN DURATION TO THE MINIMUM PERIOD PERMITTED BY LAW.
- Consequential Damage Waiver
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL YOU BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF ANTICIPATED SAVINGS, LOSS OF DATA, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL AND EXEMPLARY DAMAGES ARISING OUT OF THIS AGREEMENT REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.
- Miscellaneous
6.1 This Agreement will be governed by and construed in accordance with the laws of the state of Colorado, excluding its conflicts of law provisions. Under certain circumstances, the governing law in this section might be superseded by the United Nations Convention on Contracts for the International Sale of Goods ("UN Convention") and the parties intend to avoid the application of the UN Convention to this Agreement and, thus, exclude the application of the UN Convention in its entirety to this Agreement.
6.2 This Agreement sets out the entire agreement between You and Us for Your Contributions to Us and overrides all other agreements or understandings.
6.3 If You or We assign the rights or obligations received through this Agreement to a third party, as a condition of the assignment, that third party must agree in writing to abide by all the rights and obligations in the Agreement.
6.4 The failure of either party to require performance by the other party of any provision of this Agreement in one situation shall not affect the right of a party to require such performance at any time in the future. A waiver of performance under a provision in one situation shall not be considered a waiver of the performance of the provision in the future or a waiver of the provision in its entirety.
6.5 If any provision of this Agreement is found void and unenforceable, such provision will be replaced to the extent possible with a provision that comes closest to the meaning of the original provision and which is enforceable. The terms and conditions set forth in this Agreement shall apply notwithstanding any failure of essential purpose of this Agreement or any limited remedy to the maximum extent possible under law.
Harmony (HA-CLA-I-OSI) Version 1.0