Project Owner — ACME Resources LLC
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Name: Michael Yuan
Title: General Manager
Date:
Contributor —
Name:
Email:
Date:
This Individual Contributor License Agreement (the “Agreement”) is made and effective as of between ACME Resources LLC, a TX LLC located at (the “Project Owner”), and , an individual located at (the “Contributor”). It sets out the terms under which the Contributor’s contributions to the project named (the “Project”) may be used. This Agreement is for the Contributor’s protection as well as the protection of the Project Owner and its users; it does not change the Contributor’s rights to use its own Contributions for any other purpose.
“Contribution” means any original work of authorship, including any modifications or additions to an existing work, that the Contributor intentionally submits to the Project Owner for inclusion in, or documentation of, the Project. “Submit” means any form of electronic, verbal, or written communication sent to the Project Owner or its representatives, including code, pull requests, issues, and discussion, but excludes communication conspicuously marked or otherwise designated in writing by the Contributor as “Not a Contribution.”
Subject to this Agreement, the Contributor grants to the Project Owner and to recipients of software distributed by the Project Owner a perpetual, worldwide, non-exclusive, royalty-free, irrevocable copyright license to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute the Contributor’s Contributions and such derivative works. The Contributor retains all right, title, and interest in and to its Contributions and may use them for any other purpose.
Subject to this Agreement, the Contributor grants to the Project Owner and to recipients of software distributed by the Project Owner 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 the Contribution, where such license applies only to those patent claims licensable by the Contributor that are necessarily infringed by the Contribution alone or by combination of the Contribution with the Project to which it was submitted. If any entity institutes patent litigation alleging that the Contribution, or the Project to which it contributed, constitutes direct or contributory patent infringement, then any patent license granted to that entity under this Agreement for that Contribution terminates as of the date such litigation is filed.
The Contributor represents and certifies, consistent with the Developer Certificate of Origin, that: (a) each Contribution is an original creation of the Contributor, or the Contributor has sufficient rights to submit it under the terms of this Agreement; (b) each Contribution does not, to the Contributor’s knowledge, infringe or misappropriate the intellectual property rights of any third party; (c) if the Contribution includes work that is not the Contributor’s original creation, the Contributor has identified the source and any license or restriction of which the Contributor is personally aware; and (d) the Contributor is legally entitled to grant the licenses in this Agreement and, if the Contributor’s employer has rights to intellectual property created by the Contributor, the Contributor has received permission to make Contributions on behalf of that employer or that employer has waived such rights.
The Contributor is not expected to provide support for its Contributions, except to the extent it chooses. UNLESS REQUIRED BY APPLICABLE LAW OR AGREED IN WRITING, THE CONTRIBUTOR PROVIDES ITS CONTRIBUTIONS “AS IS,” WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. The Project Owner is under no obligation to accept or include any Contribution in the Project.
The Contributor agrees to notify the Project Owner of any facts or circumstances of which it becomes aware that would make the representations in this Agreement inaccurate in any respect. Notices may be sent to .
This Agreement is governed by and construed in accordance with the laws of the State of TX, without regard to its conflict-of-laws rules. This Agreement is the entire agreement between the Parties on its subject matter and may be executed in counterparts, including by electronic signature.
Name: Michael Yuan
Title: General Manager
Date:
Name:
Email:
Date: