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@ferranbt
Created July 4, 2019 11:20
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Minimal Individual Contributor License Agreement
Thank you for your interest in contributing to Minimal ("We" or "Us").
This contributor agreement ("Agreement") documents the rights granted by contributors to Us.
This is a legally binding document, so please read it carefully before agreeing to it.
The Agreement may cover more than one software project managed by Us.
1. Definitions
"You" means the individual who Submits a Contribution to Us.
"Contribution" means any work of authorship that is Submitted by You to Us in which You own or
assert ownership of the Copyright.
"Copyright" means all rights protecting works of authorship owned or controlled by You, including
copyright, moral and neighboring rights, as appropriate, for the full term of their existence
including any extensions by You.
"Material" means the work of authorship which is made available by Us to third parties. When
this Agreement covers more than one software project, the Material means the work of
authorship to which the Contribution was Submitted. After You Submit the Contribution,
it may be included in the Material.
"Submit" means any form of electronic, verbal, or written communication sent to Us or our
representatives, 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 for the purpose of
discussing and improving the Material, but excluding communication that is conspicuously
marked or otherwise designated in writing by You as "Not a Contribution."
"Submission Date" means the date on which You Submit a Contribution to Us.
"Effective Date" means the date You execute this Agreement or the date You first Submit a
Contribution to Us, whichever is earlier.
2. Grant of Rights
2.1 Copyright License
(a) You retain ownership of the Copyright in Your Contribution and have the same rights to use or
license the Contribution which You would have had without entering into the Agreement.
(b) To the maximum extent permitted by the relevant law, You grant to Us a perpetual, worldwide,
non-exclusive, transferable, royalty-free, irrevocable license under the Copyright covering the
Contribution, with the right to sublicense such rights through multiple tiers of sublicensees, to
reproduce, modify, display, perform and distribute the Contribution as part of the Material;
provided that this license is conditioned upon compliance with Section 2.3.
2.2 Patent License
For patent claims including, without limitation, method, process, and apparatus claims which You
own, control or have the right to grant, now or in the future, You grant to Us a perpetual,
worldwide, non-exclusive, transferable, royalty-free, irrevocable patent license, with the right to
sublicense these rights to multiple tiers of sublicensees, to make, have made, use, sell, offer for
sale, import and otherwise transfer the Contribution and the Contribution in combination with the
Material (and portions of such combination). This license is granted only to the extent that the
exercise of the licensed rights infringes such patent claims; and provided that this license is
conditioned upon compliance with Section 2.3.
2.3 Outbound License
As a condition on the grant of rights in Sections 2.1 and 2.2, We agree to license the
Contribution only under the terms of the license or licenses which We are using on the
Submission Date for the Material or any licenses which are approved by the Open Source
Initiative on or after the Effective Date, including both permissive and copyleft licenses, whether
or not such licenses are subsequently disapproved (including any right to adopt any future
version of a license if permitted).
2.4 Moral Rights. If moral rights apply to the Contribution, to the maximum extent permitted by
law, You waive and agree not to assert such moral rights against Us or our successors in
interest, or any of our licensees, either direct or indirect.
2.5 Our Rights. You acknowledge that We are not obligated to use Your Contribution as part of
the Material and may decide to include any Contribution We consider appropriate.
2.6 Reservation of Rights. Any rights not expressly licensed under this section are expressly
reserved by You.
3. Agreement
You confirm that:
(a) You have the legal authority to enter into this Agreement.
(b) You own the Copyright and patent claims covering the Contribution which are required to
grant the rights under Section 2.
(c) The grant of rights under Section 2 does not violate any grant of rights which You have made
to third parties, including Your employer. If You are an employee, You have had Your employer
approve this Agreement or sign the Entity version of this document. If You are less than eighteen
years old, please have Your parents or guardian sign the Agreement.
4. Disclaimer
EXCEPT FOR THE EXPRESS WARRANTIES IN SECTION 3, THE CONTRIBUTION IS
PROVIDED "AS IS". MORE PARTICULARLY, ALL EXPRESS OR IMPLIED WARRANTIES
INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARE EXPRESSLY
DISCLAIMED BY YOU TO US. TO THE EXTENT THAT ANY SUCH WARRANTIES CANNOT
BE DISCLAIMED, SUCH WARRANTY IS LIMITED IN DURATION TO THE MINIMUM PERIOD
PERMITTED BY LAW.
5. Consequential Damage Waiver
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL YOU
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. Miscellaneous
6.1 This Agreement will be governed by and construed in accordance with the laws of Spain
excluding its conflicts of law provisions. Under certain circumstances, the governing law in this
section might be superseded by the United Nations Convention on Contracts for the International
Sale of Goods ("UN Convention") and the parties intend to avoid the application of the UN
Convention to this Agreement and, thus, exclude the application of the UN Convention in its
entirety to this Agreement.
6.2 This Agreement sets out the entire agreement between You and Us for Your Contributions to
Us and overrides all other agreements or understandings.
6.3 If You or We assign the rights or obligations received through this Agreement to a third party,
as a condition of the assignment, that third party must agree in writing to abide by all the rights
and obligations in the Agreement.
6.4 The failure of either party to require performance by the other party of any provision of this
Agreement in one situation shall not affect the right of a party to require such performance at any
time in the future. A waiver of performance under a provision in one situation shall not be
considered a waiver of the performance of the provision in the future or a waiver of the provision
in its entirety.
6.5 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 which 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.
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