NextGIS Corporate Contributor License Agreement (“Agreement”)
Adapted from http://www.apache.org/licenses/ (c) The Apache Software Foundation
Thank you for your interest in contributing to software projects managed by NextGIS (the “Maintainer”). In order to clarify the intellectual property license granted with Contributions from any person or entity, the Maintainer must have a Contributor License Agreement (“CLA”) 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 the Maintainer and its users; it does not change your rights to use your own Contributions for any other purpose.
This version of the Agreement allows an entity (the “Corporation”) to submit Contributions to the Maintainer, to authorize Contributions submitted by its designated employees to the Maintainer, and to grant copyright and patent licenses thereto.
If you have not already done so, please complete and sign, then scan and email a pdf file of this Agreement to email@example.com. If you need copy of this Agreement with the Maintainer’s signature for your records please include this request in your email.
This is a legally binding document, so please read it carefully before signing.
You accept and agree to the following terms and conditions for Your present and future Contributions submitted to the Maintainer. In return, the Maintainer shall not use Your Contributions in a way that is contrary to the public benefit. Except for the license granted herein to the Maintainer and recipients of software distributed by the Maintainer, You reserve all right, title, and interest in and to Your Contributions.
“You” (or “Your”) shall mean the copyright owner or legal entity authorized by the copyright owner that is making this Agreement with the Maintainer. For legal entities, the 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 the purposes of this definition, “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 outstanding shares, or (iii) beneficial ownership of such entity.
“Contribution” shall mean any original work of authorship, including any modifications or additions to an existing work, that is intentionally submitted by You to the Maintainer for inclusion in, or documentation of, any of the products owned or managed by the Maintainer (the “Work”). For the purposes of this definition, “submitted” means any form of electronic, verbal, or written communication sent to the Maintainer 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 Maintainer for the purpose of discussing and improving the Work, but excluding communication that is conspicuously marked or otherwise designated in writing by You as “Not a Contribution.”
2. Grant of Copyright License. Subject to the terms and conditions of this Agreement, You hereby grant to the Maintainer and to recipients of software distributed by the Maintainer 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.
3. Grant of Patent License. Subject to the terms and conditions of this Agreement, You hereby grant to the Maintainer and to recipients of software distributed by the Maintainer 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 under this Agreement for that Contribution or Work shall terminate as of the date such litigation is filed.
4. You represent that You are legally entitled to grant the above license. You represent further that each employee of the Corporation designated on Schedule A below (or in a subsequent written modification to that Schedule) is authorized to submit Contributions on behalf of the Corporation.
5. 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.
6. 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, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A PARTICULAR PURPOSE.
7. Should you wish to submit work that is not Your original creation, You may submit it to the Maintainer 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]”.
8. It is your responsibility to notify the Maintainer when any change is required to the list of designated employees authorized to submit Contributions on behalf of the Corporation, or to the Corporation’s Point of Contact with the Maintainer.
9. Details and Signatures
Maintainer name: NextGIS
Maintainer address: Novoryazanskaya str., 26, building 1,
Moscow, 105066, Russia
Point of Contact: Maxim Dubinin
Telephone: + 7 968 730 52 52
Signature: __________________________________ Date: _______________
Corporation name: ________________________________________________
Corporation address: ________________________________________________
Point of Contact: ________________________________________________
Signature: __________________________________ Date: _______________
[Initial list of designated employees. NB: authorization is not
tied to particular Contributions.]
[Identification of optional concurrent software grant. Would be
left blank or omitted if there is no concurrent software grant.]