Contributor Agreement
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Entity Contributor Exclusive License Agreement (including the Traditional Patent License OPTION)
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Thank you for your interest in contributing to Pierre-Étienne
Meunier's Pijul ("We" or "Us").
The purpose of this contributor agreement ("Agreement") is to clarify
and document the rights granted by contributors to Us. To make this
document effective, please follow the instructions at
https://pijul.org/cla.
### How to use this Contributor Agreement
If You are an employee and have created the Contribution as part of
your employment, You need to have Your employer approve this Agreement
or sign the Entity version of this document. If You do not own the
Copyright in the entire work of authorship, any other author of the
Contribution should also sign this – in any event, please contact Us
at contact@pijul.org
### 1. Definitions
**"You"** means the individual Copyright owner who Submits a
Contribution to Us.
**"Legal Entity"** means an entity that is not a natural person.
**"Affiliate"** means any other Legal Entity that controls, is
controlled by, or under common control with that Legal Entity. For the
purposes of this definition, "control" means (i) the power, direct or
indirect, to cause the direction or management of such Legal Entity,
whether by contract or otherwise, (ii) ownership of fifty percent
(50%) or more of the outstanding shares or securities that vote to
elect the management or other persons who direct such Legal Entity or
(iii) beneficial ownership of such entity.
**"Contribution"** means any original work of authorship, including
any original modifications or additions to an existing work of
authorship, Submitted by You to Us, in which You own the Copyright.
**"Copyright"** means all rights protecting works of authorship,
including copyright, moral and neighboring rights, as appropriate, for
the full term of their existence.
**"Material"** means the software or documentation made available by
Us to third parties. When this Agreement covers more than one software
project, the Material means the software or documentation to which the
Contribution was Submitted. After You Submit the Contribution, it may
be included in the Material.
**"Submit"** means any act by which a Contribution is transferred to
Us by You by means of tangible or intangible media, 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, but
excluding any transfer that is conspicuously marked or otherwise
designated in writing by You as "Not a Contribution."
**"Documentation"** means any non-software portion of a Contribution.
### 2. License grant
#### 2.1 Copyright license to Us
Subject to the terms and conditions of this Agreement, You hereby
grant to Us a worldwide, royalty-free, Exclusive, perpetual and
irrevocable (except as stated in Section 8.2) license, with the right
to transfer an unlimited number of non-exclusive licenses or to grant
sublicenses to third parties, under the Copyright covering the
Contribution to use the Contribution by all means, including, but not
limited to:
* publish the Contribution,
* modify the Contribution,
* prepare derivative works based upon or containing the Contribution
and/or to combine the Contribution with other Materials,
* reproduce the Contribution in original or modified form,
* distribute, to make the Contribution available to the public,
display and publicly perform the Contribution in original or
modified form.
#### 2.2 Moral rights
Moral Rights remain unaffected to the extent they are recognized and
not waivable by applicable law. Notwithstanding, You may add your name
to the attribution mechanism customary used in the Materials you
Contribute to, such as the header of the source code files of Your
Contribution, and We will respect this attribution when using Your
Contribution.
#### 2.3 Copyright license back to You
Upon such grant of rights to Us, We immediately grant to You a
worldwide, royalty-free, non-exclusive, perpetual and irrevocable
license, with the right to transfer an unlimited number of
non-exclusive licenses or to grant sublicenses to third parties, under
the Copyright covering the Contribution to use the Contribution by all
means, including, but not limited to:
* publish the Contribution,
* modify the Contribution,
* prepare derivative works based upon or containing the Contribution
and/or to combine the Contribution with other Materials,
* reproduce the Contribution in original or modified form,
* distribute, to make the Contribution available to the public,
display and publicly perform the Contribution in original or
modified form.
This license back is limited to the Contribution and does not provide
any rights to the Material.
### 3. Patents
#### 3.1 Patent license
Subject to the terms and conditions of this Agreement You hereby grant
to Us and to recipients of Materials distributed by Us a worldwide,
royalty-free, non-exclusive, perpetual and irrevocable (except as
stated in Section 3.2) patent license, with the right to transfer an
unlimited number of non-exclusive licenses or to grant sublicenses to
third parties, to make, have made, use, sell, offer for sale, import
and otherwise transfer the Contribution and the Contribution in
combination with any Material (and portions of such combination). This
license applies to all patents owned or controlled by You, whether
already acquired or hereafter acquired, that would be infringed by
making, having made, using, selling, offering for sale, importing or
otherwise transferring of Your Contribution(s) alone or by combination
of Your Contribution(s) with any Material.
#### 3.2 Revocation of patent license
You reserve the right to revoke the patent license stated in section
3.1 if We make any infringement claim that is targeted at your
Contribution and not asserted for a Defensive Purpose. An assertion of
claims of the Patents shall be considered for a "Defensive Purpose" if
the claims are asserted against an entity that has filed, maintained,
threatened, or voluntarily participated in a patent infringement
lawsuit against Us or any of Our licensees.
### 4. Disclaimer
THE CONTRIBUTION IS PROVIDED "AS IS". MORE PARTICULARLY, ALL EXPRESS
OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED
WARRANTY OF SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED BY YOU TO US AND BY US TO
YOU. TO THE EXTENT THAT ANY SUCH WARRANTIES CANNOT BE DISCLAIMED, SUCH
WARRANTY IS LIMITED IN DURATION AND EXTENT TO THE MINIMUM PERIOD AND
EXTENT PERMITTED BY LAW.
### 5. Consequential damage waiver
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL
YOU OR WE 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.
### 6. Approximation of disclaimer and damage waiver
IF THE DISCLAIMER AND DAMAGE WAIVER MENTIONED IN SECTION 4. AND
SECTION 5. CANNOT BE GIVEN LEGAL EFFECT UNDER APPLICABLE LOCAL LAW,
REVIEWING COURTS SHALL APPLY LOCAL LAW THAT MOST CLOSELY APPROXIMATES
AN ABSOLUTE WAIVER OF ALL CIVIL OR CONTRACTUAL LIABILITY IN CONNECTION
WITH THE CONTRIBUTION.
### 7. Term
7.1 This Agreement shall come into effect upon Your acceptance of the
terms and conditions.
7.3 In the event of a termination of this Agreement Sections 4, 5, 6,
7 and 8 shall survive such termination and shall remain in full force
thereafter. For the avoidance of doubt, Free and Open Source Software
(sub)licenses that have already been granted for Contributions at the
date of the termination shall remain in full force after the
termination of this Agreement.
### 8. Miscellaneous
8.1 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 France excluding its private
international law provisions.
8.2 This Agreement sets out the entire agreement between You and Us
for Your Contributions to Us and overrides all other agreements or
understandings.
8.3 In case of Your death, this agreement shall continue with Your
heirs. In case of more than one heir, all heirs must exercise their
rights through a commonly authorized person.
8.4 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 that 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.
8.5 You agree to notify Us of any facts or circumstances of which you
become aware that would make this Agreement inaccurate in any respect.