CLA.md

CrystallEdge Contributor License Agreement

Version 1.0

Thank you for your interest in contributing to CrystallEdge ("We" or "Us").

The purpose of this contributor agreement ("Agreement") is for Your protection as a Contributor in addition to the protection of our community.

If you wish to contact us regarding licensing matters we can be reached at [email protected]

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 as well.

1. Definitions

• "You" means the individual Copyright owner who Submits a Contribution to Us.
• "Contribution(s)" means any work(s) of authorship, including any original modifications or additions to an existing work of authorships, Submitted by You to Us, where You are the author, holder of copyright, or Licensee under an Approved License specified by Us.
• "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 Contributions were Submitted. After You Submit the Contributions, theymay be included in the Material.
• "Submit" means any act by which Contributions are 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 Contributions.
• "Approved License" means any License specified by CrystallEdge to be Approved or “Compatible” with the Project the Contributions are Submitted to.

2. Representations

2.1 Representation of legal age

You represent that you are older than 16 years of age, and if required by law, have authorization by a legal guardian to enter this agreement.

2.2 Assurance of legal rights

You represent and assure that You have sufficient rights to your Contribution and are legally entitled to enter this Agreement and grant the licenses specified below or an Approved license if Your Contribution or portions thereof are provided to You under one of the Approved Licenses.

2.3 Third Party Contributions

If You act on behalf of Your employer or other third party You represent that You are authorized and have the right to Submit the Contribution on behalf of Your employer or the mentioned third party.

2.4 Compliance and Non-infringement

You represent and warrant that each of your Contributions:

• Is and will remain an original work of authorship;
• to the best of Your knowledge, does not and will not infringe any third party’s copyright, trademark, patent, or other intellectual property rights;
• In part or in whole, is licensed under one of the Approved Licenses or is an original work you have the rights to.
• includes the complete and correct details of any license, third-party license, patent, trademark, necessary attributions or other restriction associated with all or any part of Your Contribution in a conspicuous location;
• complies and will continue to comply with all applicable laws, including export control laws and regulations;

2.5 Mixed license Contributions

Subject to the terms and conditions of this agreement, specifically section 2, if there is a conflict between the grants in section 3, 4 and a Contribution under an Approved License, the terms of the Approved License supersede.

2.6 Employee or Representative Submissions

If You Submit as a company, You agree that a) Your employees, contractors, and representatives may Submit Contributions on Your behalf; and b) the individual signing this Agreement on Your behalf has the necessary authority including the authority to bind You to the Agreement.

3. License grant

3.1 Copyright license to Us

Subject to the terms and conditions of this Agreement, You hereby grant to Us a worldwide, royalty-free, NON-exclusive, perpetual and irrevocable (except as stated in Sections 2.4 and 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 Contributions to use the Contributions by all means, including, but not limited to:

• publish the Contributions,
• modify the Contributions,
• prepare derivative works based upon or containing the Contributions and/or to combine the Contributions with other Materials,
• reproduce the Contributions in original or modified form,
• distribute, to make the Contributions available to the public, display and publicly perform the Contributions in original or modified form.

3.2 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 Contributions, and We will respect this attribution when using Your Contributions.

4. Patents

4.1 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 Contributions and the Contributions 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.

4.2 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(s) 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.

5. Disclaimer

CONTRIBUTIONS ARE 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.

6. 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.

7. 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.

8. Term

8.1 This Agreement shall come into effect upon Your acceptance of the terms and conditions, either by replying to the CLA Bot or by sending a signed copy to [email protected] with the subject: "<your name> CLA"

8.2 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, Approved (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.

9. Miscellaneous

9.1 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 Russia excluding its private international law provisions.

9.2 This Agreement sets out the entire agreement between You and Us for Your Contributions to Us and overrides all other agreements or understandings.

9.3 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.

9.4 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.

9.5 You agree to notify Us of any facts or circumstances of which you become aware that would make this Agreement inaccurate in any respect.

9.6 Any Substantive modifications to this Agreement will result in a new version being created, to continue Contributing you must agree to the latest version of the Agreement, which supersedes any previous versions.

9.7 CrystallEdge will provide notification of any new version of this agreement being created, if you do not agree to the new version of the Agreement the previous Agreement remains binding.