This CLA is by and between
the native web GmbH Hauptstraße 8 79359 Riegel am Kaiserstuhl Germany
- hereinafter referred to as the native web
and you
- hereinafter referred to as contributor.
We at the native web believe that our software, wolkenkit, transforms the way you develop cloud-native applications.
To build a vibrant open-source community we have licensed wolkenkit using GNU Affero General Public License, Version 3 (AGPLv3) published by the Free Software Foundation. To also create a sustainable business that reliably backs the open-source model we additionally offer wolkenkit using a proprietary license. For us, open-source and business are not contradictory, but rather form a respectful partnership to create better software.
We value your dedication to improve wolkenkit. Every contribution is important, from code to documentation, from asking questions to providing answers.
We promise that your contribution will be part of the open-source edition, if it gets merged. Additionally, we may also integrate it into the proprietary licensed edition.
Before being able to merge your contribution we need to clarify the legal aspects. That's why we ask you to sign this CLA. If you wonder why this is necessary, have a look at Why is a CLA necessary? provided by GitHub.
The CLA is there to protect your rights as the author of your code and gives us the chance to use your contribution just the way you want it. We want you to fully understand what you are signing, therefore, if you have any questions or comments, feel free to contact us using email.
Thank you for sharing your time and work with us!
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Contribution means any development contribution or any other code that the contributor contributes to the project, as well as documentation, graphics and other works protected by copyright, that are transmitted in the context of this agreement;
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Contributor means the contributor, single person or organization, that signed this agreement;
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Modification means any extension or change of the software, including translation, connection with other soft- and hardware and any other alteration;
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Open Source Definition means the definition of Open Source Software published by the Open Source Initiative;
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Proprietary use means any use of the software under terms and conditions that are not corresponding to the Open Source Definition;
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Software means the software wolkenkit including the plugins developed for it as well as all contributions.
The contributor is participating in the development of the software. Through this agreement, the contributor grants to the native web an infinite number of non-exclusive rights in all contributions that the contributor transmits to the native web.
The parties of this agreement agree that the contributions transferred in the past and future according to section 2.1. to the native web will automatically be licensed according to this agreement. The transmission may be effected via email or by means of submitting the source code to Github or to another version control system.
The contributor grants to the native web an infinite number of non-exclusive, irrevocable rights with no limit as to time and territory that shall enable the native web especially
- to publish the contribution by the contributor,
- to modify the contribution by the contributor,
- to reproduce the contribution by the contributor,
- to distribute the contribution by the contributor in modified or unmodified form and/or to rent it,
- to make the contribution of the contributor available to the public in modified or unmodified form and/or to otherwise publicly perform it. This includes the use in networks, application service providing, in the context of cloud services and the use as Software as a Service.
The rights granted in section 3.1. may be further assigned as desired by the native web, especially in the context of open source licensing and for proprietary use.
The grant of rights covers all kind of intellectual or industrial property other than copyright that the contributor has or acquires in the contribution insofar as this is required for the exercise of the copyright.
The contributor delivers the contribution and grants the rights and licenses in the contribution free of charge and without any royalties. The contributor shall however be entitled to use the software developed by the native web and offered under the AGPLv3 under the conditions of the AGPLv3. This applies accordingly for other open source licenses, in case the native web decides to change the license.
the native web shall respect the moral rights of the developer working for the contributor (or the contributor themselves, if they are a natural person) and will, if so requested, name the name of the developers or their pseudonyms as well as the contributor in the source code. For this purpose the contributor has to provide the contributions with a respective notice in the following format in the file package.json:
{
"name": "...",
"email": "..."
}the native web is entitled by the contributor to legally enforce copyrights in the software by way of representative action on its own behalf and own expense.
The contributor warrants and represents that they are the only and exclusive owner of rights in the contribution and that the contributor is entitled to grant the rights and licenses under this agreement. The contributor further warrants and represents that contributor has not granted any exclusive rights to any third party regarding the contribution and the rights and licenses granted under this agreement. In case the contributor has developed the contribution within the scope of an employment or an order, the contributor has to ensure that the contribution does not violate any license or other restriction (like related patents, trademarks, and license agreements) before signing this agreement and transmitting the contribution to the native web.
All other warranties are specifically excluded. The contributor provides the contribution on an as-is basis and does neither warrant the usability of the software nor that it is free from defects.
Claims for damages and claims for compensation shall be excluded irrespective of their legal basis vis-à-vis all contracting parties, unless the damage was caused willfully. This restriction does not apply to personal damages, in case of liability according to the Product Liability Law and insofar as regards claims for damages arising out of warranties or representations given under this agreement.
This agreement shall come into effect upon signature of the contributor and acceptance of the contribution by the native web.
Both parties shall have the right to terminate the agreement in written form for important reasons. It is deemed as an important reason if the terminating party, taking into consideration all circumstances of the individual case and appreciating both parties' respective interests, cannot be expected to continue the contractual relationship. Where the important reason consists of a violation of a contractual obligation, the termination is generally only possible after setting a time limit of at least 14 days for a rectification or remedy regarding the violation and after such time limit has expired to no avail or after a warning notice at no avail. The party entitled to terminate the agreement can only do so within a reasonable period of time after it has taken cognisance of the important reason.
In the event of a termination of this agreement, sections 7., 8., 10., and 11. shall survive such termination and shall remain in full force thereafter.
This agreement shall be exclusively governed by and construed under and in accordance with the laws of the Federal Republic of Germany, specifically excluding the application of principles of conflict of laws.
All disputes arising out of or in connection with this agreement shall be subject to the exclusive jurisdiction of the courts of Freiburg, Germany.
This agreement contains all the agreements between the parties with respect to the subject matter hereof and supersedes all prior understandings and agreements relating to the subject matter of this agreement; there are no side agreements.
All amendments, supplements and notices of termination of this agreement are required to be made in writing and signed by all of the parties hereto, as does any revocation or amendment of this requirement of the written form.
Should individual provisions of this agreement be or become invalid, the validity of the remaining provisions shall not be affected thereby. The invalid provision shall be replaced by a substitute provision which most closely reflects the purpose intended with the invalid provision; the same shall be done in case of a gap in this agreement.