- Definitions
"You" (or "Your") means the party making Contributions under this Contributor License Agreement ("Agreement") with Agents Bar Ltd. (the "Project Manager") who is either the copyright owner, or a person or Entity authorized by the copyright owner to enter into this Agreement on such owner’s behalf. An organization or entity (each, an "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 purposes of this Agreement (where "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 Entity’s outstanding shares, or (iii) beneficial ownership of such Entity). If You are entering into this Agreement on behalf of an Entity, You represent and warrant that You are authorized to enter into this Agreement on that Entity’s behalf and bind that Entity to this Agreement. If Your employer or another third party (each, an "Employer") has rights to intellectual property that You create that includes Your Contributions, You represent that You have received permission from such Employer to make such Contributions hereunder, or that such Employer has waived such rights to your Contributions to the Project Manager.
"Contribution" means any original work of authorship, including any modifications or additions to an existing work, that is intentionally submitted by You to the Project Manager for inclusion in, or documentation of, any of the projects owned or managed by the Project Manager (the "Work"). For the purposes of this definition, "submitted" means any form of electronic, verbal, or written communication sent to the Project Manager 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, the Project Manager for the purpose of discussing and improving the Work, but excluding any communication that is conspicuously marked or otherwise designated in writing by You as "Not a Contribution."
-
Grant of Copyright License. Subject to the terms and conditions of this Agreement, You hereby grant to the Project Manager and to recipients of software distributed by the Project Manager 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.
-
Grant of Patent License. Subject to the terms and conditions of this Agreement, You hereby grant to the Project Manager and to recipients of software distributed by the Project Manager 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. 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 pursuant to the rights granted under this Agreement for that Contribution or Work shall terminate as of the date such litigation is filed.
-
You represent that You are legally entitled to grant the above licenses. 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.
-
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, NONINFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A PARTICULAR PURPOSE.
-
Should You wish to submit work that is not Your original creation, You may submit it to the Project Manager 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]".
-
You agree to notify the Project Manager of any facts or circumstances of which You become aware that would make the representations set forth herein inaccurate in any respect.
-
This Agreement constitutes the complete and exclusive agreement between the parties relating to the subject matter hereof. No waiver, consent or modification will bind either party unless in writing and signed by both parties. This Agreement and all disputes, claims, actions, suits or other proceedings arising out of this agreement or relating in any way to it shall be governed by the laws of Canada excluding its private international law provisions. Project Manager may freely sublicense, assign or transfer this Agreement and any of its rights and obligations hereunder. If any provision of this Agreement is found to be invalid or unenforceable, such provision shall be limited or excluded from this Agreement to the minimum extent required so that this Agreement shall otherwise remain in full force and effect and enforceable.
I agree that my Contributions are subject to the above terms and conditions.