This Dosyago Contributor Agreement (this "Agreement") applies to any Contribution you make to any Work. This is a binding legal agreement on you and any organization you represent. If you are signing this Agreement on behalf of your employer or other organization, you represent and warrant that you have the authority to agree to this Agreement on behalf of the organization.
- "Contribution" means any original work, including any modification of or addition to an existing work, that you submit to Dosyago in any manner for inclusion in any Work, including software source code, object code, documentation, or other material.
- "Dosyago", "we", and "us" means The Dosyago Corporation (equivalently and variously, “Dosyago”, “DOSYCORP”, “Dosy”).
- "Work" means any project, work, or materials owned or managed by Dosyago.
- "You" and "your" means you and any organization on whose behalf you are entering this Agreement.
(a) Assignment. By submitting a Contribution, you assign, on behalf of yourself or the organization on whose behalf you are entering into this Agreement, to Dosyago all right, title, and interest in any copyrights you have in the Contribution in all countries, and you irrevocably waive and covenant to not assert any rights, including any moral rights, database rights, etc., that may affect our ownership of or ability to use or exploit the copyrights in the Contribution.
(b) License to Dosyago. If your assignment in Section 2(a) is ineffective for any reason in whole or in part, you grant to us and to any recipient of any Work distributed or licensed by us, a perpetual, worldwide, transferable, non-exclusive, no-charge, royalty-free, irrevocable, and sublicensable license to use, reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute Contributions and any work utilizing or derivative work created based on a Contribution. If your license grant is ineffective for any reason in whole or in part, you irrevocably waive and covenant to not assert any claim you may have against us, our successors in interest, and any of our direct or indirect licensees and customers, arising out of our, our successors-in-interest’s, or any of our direct or indirect licensees’ or customers’ use, reproduction, preparation of derivative works, public display, public performance, sublicense, and distribution of a Contribution and any work utilizing or derivative work created based on a Contribution. You also agree that we may publicly use your name and the name of any organization on whose behalf you are entering into this Agreement in connection with publicizing the Work.
(c) License to You. We grant to you a perpetual, worldwide, transferable, non-exclusive, no-charge, royalty-free, irrevocable, and sublicensable license to use, reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute a Contribution and any works you utilize or derivative works you create based on a Contribution.
(d) You will take such actions as we may request, if any, to perfect the assignment of the Contribution as stated herein, including the execution and delivery of any additional instruments of assignment or other documents necessary or desirable to effect, perfect, and/or record the assignment.
(e) You understand and acknowledge that submission of the Contribution does not guarantee that it will be accepted into any Work or that it will otherwise be distributed by Dosyago and/or any other entity.
You grant, on behalf of yourself or the organization on whose behalf you are entering into this Agreement, to us and to any recipient of any Work distributed or licensed by us, a perpetual, worldwide, transferable, non-exclusive, no-charge, royalty-free, irrevocable, and sublicensable patent license to make, have made, use, sell, offer to sell, import, and otherwise transfer the Contribution in whole or in part, alone or included in or utilized by any Work, under any U.S. and foreign patent or patent application that you own or control, or license from a third party, now or in the future, that is infringed by the Contribution or by combination of the Contribution with any Work or by the taking of any of the recited actions.
By submitting a Contribution, you represent and warrant that: (a) each Contribution you submit is an original work and you can legally grant the rights set out in this Agreement; (b) the Contribution does not, and any exercise of the rights granted by you will not, infringe any third party’s intellectual property or other right; and (c) you are not aware of any claims, suits, or actions pertaining to the Contribution. You will notify us immediately if you become aware or have reason to believe that any of your representations and warranties is or becomes inaccurate.
Except for the assignment and licenses set forth in this Agreement, this Agreement does not transfer any right, title, or interest in any intellectual property right of either party to the other. If you choose to provide us with suggestions, ideas for improvement, recommendations or other feedback, on any Work, we may use your feedback without any restriction or payment and you will have no ownership rights in any intellectual property right in any Work that may be created using any such suggestions, ideas, recommendations, or other feedback.
Delaware law governs this Agreement, excluding any applicable conflict of laws, rules, or principles, and the parties agree to the exclusive jurisdiction of the courts in Georgetown, Delaware for any disputes or lawsuits pertaining to this Agreement. This Agreement does not create a partnership, agency relationship, or joint venture between the parties. We may assign this Agreement without notice or restriction. If any provision of this Agreement is unenforceable, that provision will be modified to render it enforceable to the extent possible to affect the parties’ intention and the remaining provisions will not be affected. The parties may amend this Agreement only in a written amendment signed by both parties. This Agreement comprises the parties’ entire agreement relating to the subject matter of this Agreement.
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Name: ____________________________________________________________________
Organization (if signing for organization): _______________________________
Organizational role (e.g., CEO, if applicable): ____________________________
Date: ____________________