ExcelToEnumerable Contributor Agreement

ExcelToEnumerableContributorAgreement.md

ExcelToEnumerable Contributor Agreement

This ExcelToEnumerable Contributor Agreement (this “Agreement”) applies to any Contribution you make to any Work. This is a binding legal agreement on you and any organisation you represent. If you are signing this Agreement on behalf of your employer or other organisation, you represent and warrant that you have the authority to agree to this Agreement on behalf of the organisation.

1. Definitions. “Contribution” means any original work, including any modification of or addition to an existing work, that you submit to ExcelToEnumerable in any manner forinclusion in any Work. “ExcelToEnumerable,” “we” and “us” means The Blip Ltd, trading as ExcelToEnumerable and chrishodges.me.uk “Work” means any project, work or materials owned or managed by ExcelToEnumerable. “You” and “your” means you and any organisation on whose behalf you are entering this Agreement.

2. Copyright Assignment, License and Waiver. (a) Assignment. By submitting a Contribution, you assign to ExcelToEnumerable all right, title and interest in any copyright you have in the Contribution, and you waive any rights, including any moral rights, database rights, etc., that may affect our ownership of the copyright in the Contribution.

(b) License to ExcelToEnumerable. If your assignment in Section 2(a) is ineffective for any reason, you grant to us and to any recipient of any Work distributed by us, a perpetual, worldwide, transferable, non-exclusive, no-charge, royalty free, irrevocable, and sub-licensable license to use, reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute Contributions and any derivative work created based on a Contribution. If your license grant is ineffective for any reason, you irrevocably waive and covenant to not assert any claim you may have against us, our successors in interest, and any of our direct or indirect licensees and customers, arising out of our, our successors in interest’s, or any of our direct or indirect licensees’ or customers’ use, reproduction, preparation of derivative works, public display, public performance, sublicense, and distribution of a Contribution. You also agree that we may publicly use your name and the name of any organisation on whose behalf you’re entering into this Agreement in connection with publicising the Work.

(c) License to You. We grant to you a perpetual, worldwide, transferable, non-exclusive, no-charge, royalty-free, irrevocable, and sub-licensable license to use, reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute a Contribution and any derivative works you create based on a Contribution.

3. Patent License. You grant to us and to any recipient of any Work distributed by us, a perpetual, worldwide, transferable, non-exclusive, nocharge, royalty-free, irrevocable, and sub-licensable patent license to make, have made, use, sell, offer to sell, import, and otherwise transfer the Contribution in whole or in part, alone or included in any Work under any patent you own, or license from a third party, that is necessarily infringed by the Contribution or by combination of the Contribution with any Work.

4. Your Representations and Warranties. By submitting a Contribution, you represent and warrant that: (a) each Contribution you submit is an original work and you can legally grant the rights set out in this Agreement; (b) the Contribution does not, and any exercise of the rights granted by you will not, infringe any third party’s intellectual property or other right; and (c) you are not aware of any claims, suits, or actions pertaining to the Contribution. You will notify us immediately if you become aware or have reason to believe that any of your representations and warranties is or becomes inaccurate.

5. Intellectual Property. Except for the assignment and licenses set forth in this Agreement, this Agreement does not transfer any right, title or interest in any intellectual property right of either party to the other. If you choose to provide us with suggestions, ideas for improvement, recommendations or other feedback, on any Work we may use your feedback without any restriction or payment.

6. Miscellaneous. The parties irrevocably submit to the courts of England and Wales to resolve disputes arising under this agreement, including non-contractual claims.