Status: Preliminary (pending legal review) This document is adapted from the Apache Individual CLA and Harmony-style relicensing models. Version 0.1a
Thank you for contributing to Rubberduck Core (the "Project" or "RDCore"), stewarded by 9562-7303 Québec inc. ("we", "us", or the "Company").
This Agreement sets out the terms under which you contribute to the Project. It exists so that the Project can stay open source and sustain itself commercially under its Open-Core model — without ever taking your work away from you.
- You keep the copyright to everything you contribute. We are not asking you to assign or give up ownership.
- Your contributions stay open source — under the MIT License (
RDCore.SDK) or the GNU GPL v3 (any other project in this repository). - In addition, you give the Company permission to include your contribution in a separately-licensed commercial edition of the Project. Authorized partners could pay for a non-GPL license: this is how the Company can fund continued open development.
- You confirm the work is yours and contains no proprietary or third-party code you don't have the rights to contribute; you can explain your work, justify your decisions, and can maintain the code you contribute.
That's the whole deal. The formal terms below say the same thing precisely.
"You" (or "Your") means the individual who accepts this Agreement. "Contribution" means any original work of authorship — including any modifications or additions to an existing work — that You intentionally submit to the Project in any form (source code, documentation, configuration, tests, or other material) through any means, including pull requests, patches, commits, or issues. "Submit" means any such act.
You retain all right, title, and interest in and to Your Contributions. Nothing in this Agreement assigns or transfers ownership of Your copyright to the Company. The rights You grant below are licenses, not an assignment.
Subject to this Agreement, You grant to the Company and to recipients of software distributed by the Company a perpetual, worldwide, non-exclusive, royalty-free, irrevocable (except as stated in Section 6) copyright license to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute Your Contributions and such derivative works.
You additionally grant the Company the right to license and sublicense Your Contributions, and any derivative works thereof, under any licensing terms whatsoever, including both open source licenses (such as the MIT License and the GNU General Public License version 3) and proprietary or commercial license terms. This permits the Company to offer the Project — including Your Contributions — under a separate commercial license to authorized partners, in addition to the Project's open source license(s), and to receive compensation for doing so.
You acknowledge that the Company intends to continue making the Project, including Your
accepted Contributions, available to the public under the Project's open source licenses
(currently the MIT License for RDCore.SDK and the GNU GPL v3 for the GPL
components named above). The licenses You grant in Section 3.1 are in addition to the
Project's open source licensing and do not remove, restrict, or diminish any rights
that You or any other person have under those open source licenses. The Company is not
obligated to use or include any Contribution.
You grant to the Company and to recipients of software distributed by the Company a perpetual, worldwide, non-exclusive, royalty-free, irrevocable (except as stated in this Section) patent license to make, have made, use, offer to sell, sell, import, and otherwise transfer Your Contribution, where such license applies only to those patent claims licensable by You that are necessarily infringed by Your Contribution alone or by combination of Your Contribution with the Project to which it 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 Project to which You contributed, constitutes direct or contributory patent infringement, then any patent licenses granted under this Agreement for that Contribution or Project shall terminate as of the date such litigation is filed.
You represent that:
- (a) Each Contribution is either Your original creation, or You have clearly identified the source and license of any third-party material it includes (see Section 7);
- (b) You are legally entitled to grant the above licenses. If Your employer(s) have rights to intellectual property that You create, You represent that You have received permission to make the Contributions on behalf of that employer, that Your employer has waived such rights for Your Contributions, or that Your employer has executed a separate Corporate CLA with the Company;
- (c) Your Contribution does not include any code or material that is proprietary to, or subject to confidentiality obligations owed to, any third party, and is not subject to any license or restriction that conflicts with the rights granted here;
- (d) You are not aware of any third-party patents, copyrights, trademarks, or other intellectual property rights that would be infringed by Your Contribution or that conflict with the rights You grant.
The licenses granted in Sections 3 and 4 are irrevocable, except that the patent license terminates as described in Section 4. Termination of the patent license does not affect the copyright licenses granted in Section 3.
If You wish to submit work that is not Your original creation, You may submit it separately, identifying the complete details of its source and of any license or other restriction (including related patents, trademarks, and license agreements) of which You are aware, and clearly marking the work as "Submitted on behalf of a third party: [name]".
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.
You are not expected to provide support for Your Contributions, except to the extent You desire to do so. You may provide support for free, for a fee, or not at all.
You agree to notify the Company of any facts or circumstances of which You become aware that would make the representations in this Agreement inaccurate in any respect.
This Agreement is governed by the laws of the Province of Québec and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. It constitutes the entire agreement between You and the Company concerning Your Contributions and supersedes any prior understanding on that subject. If any provision is held unenforceable, the remaining provisions remain in full force and effect.
By submitting a Contribution to the Project, or by signing via the Project's CLA bot, You agree to the terms of this Agreement.
Signed:
- Full name:
____________________ - GitHub username:
@____________________ - Email:
____________________ - Date:
____________________
Electronic acceptance recorded by the Project's CLA bot (for example, by commenting "I have read the CLA Document and I hereby sign the CLA" on a pull request) constitutes signature of this Agreement.
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