github.com/swiftstack/ProxyFS@v0.0.0-20210203235616-4017c267d62f/CLA (about) 1 Contribution License Agreement 2 3 This Contribution License Agreement (“Agreement”) is agreed to by the party 4 signing below (“You”), and conveys certain license rights to NVIDIA Corporation 5 and its affiliates (“NVIDIA”) for Your contributions to NVIDIA open source 6 projects. This Agreement is effective as of the latest signature date below. 7 8 1. Definitions. 9 10 “Code” means the computer software code, whether in human-readable or 11 machine-executable form, that is delivered by You to NVIDIA under this 12 Agreement. 13 14 “Project” means any of the projects owned or managed by NVIDIA in which 15 software is offered under a license approved by the Open Source Initiative 16 (OSI) (www.opensource.org) and documentation offered under an OSI or a 17 Creative Commons license (https://creativecommons.org/licenses). 18 19 “Submit” is the act of uploading, submitting, transmitting, or distributing 20 code or other content to any Project, including but not limited to 21 communication on electronic mailing lists, source code control systems, 22 and issue tracking systems that are managed by, or on behalf of, the 23 Project for the purpose of discussing and improving that Project, but 24 excluding communication that is conspicuously marked or otherwise 25 designated in writing by You as “Not a Submission.” 26 27 “Submission” means the Code and any other copyrightable material Submitted 28 by You, including any associated comments and documentation. 29 30 2. Your Submission. You must agree to the terms of this Agreement before 31 making a Submission to any Project. This Agreement covers any and all 32 Submissions that You, now or in the future (except as described in Section 33 4 below), Submit to any Project. 34 35 3. Originality of Work. You represent that each of Your Submissions is 36 entirely Your original work. Should You wish to Submit materials that are 37 not Your original work, You may Submit them separately to the Project if 38 You (a) retain all copyright and license information that was in the 39 materials as You received them, (b) in the description accompanying Your 40 Submission, include the phrase “Submission containing materials of a 41 third party:” followed by the names of the third party and any licenses 42 or other restrictions of which You are aware, and (c) follow any other 43 instructions in the Project’s written guidelines concerning Submissions. 44 45 4. Your Employer. References to “employer” in this Agreement include Your 46 employer or anyone else for whom You are acting in making Your Submission, 47 e.g. as a contractor, vendor, or agent. If Your Submission is made in the 48 course of Your work for an employer or Your employer has intellectual 49 property rights in Your Submission by contract or applicable law, You must 50 secure permission from Your employer to make the Submission before signing 51 this Agreement. In that case, the term “You” in this Agreement will refer 52 to You and the employer collectively. If You change employers in the 53 future and desire to Submit additional Submissions for the new employer, 54 then You agree to sign a new Agreement and secure permission from the 55 new employer before Submitting those Submissions. 56 57 58 5. Licenses. 59 60 a. Copyright License. You grant NVIDIA, and those who receive the Submission 61 directly or indirectly from NVIDIA, a perpetual, worldwide, non-exclusive, 62 royalty-free, irrevocable license in the Submission to reproduce, prepare 63 derivative works of, publicly display, publicly perform, and distribute the 64 Submission and such derivative works, and to sublicense any or all of the 65 foregoing rights to third parties. 66 67 b. Patent License. You grant NVIDIA, and those who receive the Submission 68 directly or indirectly from NVIDIA, a perpetual, worldwide, non-exclusive, 69 royalty-free, irrevocable license under Your patent claims that are 70 necessarily infringed by the Submission or the combination of the Submission 71 with the Project to which it was Submitted to make, have made, use, offer to 72 sell, sell and import or otherwise dispose of the Submission alone or with 73 the Project. 74 75 c. Other Rights Reserved. Each party reserves all rights not expressly 76 granted in this Agreement. No additional licenses or rights whatsoever 77 (including, without limitation, any implied licenses) are granted by 78 implication, exhaustion, estoppel or otherwise. 79 80 6. Representations and Warranties. You represent that You are legally 81 entitled to grant the above licenses. You represent that each of Your 82 Submissions is entirely Your original work (except as You may have 83 disclosed under Section 3). You represent that You have secured permission 84 from Your employer to make the Submission in cases where Your Submission 85 is made in the course of Your work for Your employer or Your employer has 86 intellectual property rights in Your Submission by contract or applicable 87 law. If You are signing this Agreement on behalf of Your employer, You 88 represent and warrant that You have the necessary authority to bind the 89 listed employer to the obligations contained in this Agreement. You are 90 not expected to provide support for Your Submission, unless You choose to 91 do so. UNLESS REQUIRED BY APPLICABLE LAW OR AGREED TO IN WRITING, AND 92 EXCEPT FOR THE WARRANTIES EXPRESSLY STATED IN SECTIONS 3, 4, AND 6, THE 93 SUBMISSION PROVIDED UNDER THIS AGREEMENT IS PROVIDED WITHOUT WARRANTY OF 94 ANY KIND, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF NONINFRINGEMENT, 95 MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. 96 97 7. Notice to NVIDIA. You agree to notify NVIDIA in writing of any facts 98 or circumstances of which You later become aware that would make Your 99 representations in this Agreement inaccurate in any respect. 100 101 8. Information about Submissions. You agree that contributions to Projects 102 and information about contributions may be maintained indefinitely and 103 disclosed publicly, including Your name and other information that You 104 submit with Your Submission. 105 106 9. Governing Law/Jurisdiction. Claims arising under this Agreement shall 107 be governed by the laws of Delaware, excluding its principles of conflict 108 of laws and the United Nations Convention on Contracts for the Sale of 109 Goods. The state and/or federal courts residing in Santa Clara County, 110 California shall have exclusive jurisdiction over any dispute or claim 111 arising out of this Agreement. You may not export the Software in 112 violation of applicable export laws and regulations. 113 114 10. Entire Agreement/Assignment. This Agreement is the entire agreement 115 between the parties, and supersedes any and all prior agreements, 116 understandings or communications, written or oral, between the parties 117 relating to the subject matter hereof. This Agreement may be assigned by 118 NVIDIA. 119 120 121 122 123 Please select one of the options below and sign as indicated. By signing, 124 You accept and agree to the terms of this Contribution License Agreement 125 for Your present and future Submissions to NVIDIA. 126 127 ___ I have sole ownership of intellectual property rights to my Submissions 128 and I am not making Submissions in the course of work for my employer. 129 130 Name (“You”): _________________________________________ 131 Signature: _________________________________________ 132 Date: _________________________________________ 133 GitHub Login: _________________________________________ 134 Email: _________________________________________ 135 Address: _________________________________________ 136 137 ___ I am making Submissions in the course of work for my employer (or my 138 employer has intellectual property rights in my Submissions by contract or 139 applicable law). I have permission from my employer to make Submissions and 140 enter into this Agreement on behalf of my employer. By signing below, the 141 defined term “You” includes me and my employer. 142 143 Company Name: _________________________________________ 144 Signature: _________________________________________ 145 By: _________________________________________ 146 Title: _________________________________________ 147 Date: _________________________________________ 148 GitHub Login: _________________________________________ 149 Email: _________________________________________ 150 Address: _________________________________________ 151