Merge branch 'master' of https://github.com/chimbori/crux

CLA.md

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+---
+title: Chimbori Individual Contributor License Agreement
+---
+
+# Chimbori Individual Contributor License Agreement
+
+Thank you for your interest in contributing to open source software projects (“Projects”) made
+available by Chimbori.
+
+In order to clarify the intellectual property license granted with Contributions from any person or
+entity, Chimbori must have a Contributor License Agreement ("CLA") on file that has been signed by
+each Contributor, indicating agreement to the license terms below. This license is for your
+protection as a Contributor as well as the protection of Chimbori; it does not change your rights to
+use your own Contributions for any other purpose. This CLA sets out the terms governing any source
+code, object code, bug fixes, configuration changes, tools, specifications, documentation, data,
+materials, feedback, information or other works of authorship that you submit or have submitted, in
+any form and in any manner, to Chimbori in respect of any of the Projects (collectively
+“Contributions”).
+
+If you have any questions respecting this Agreement, please contact hello@chimbori.com.
+
+## Definitions.
+
+"You" (or "Your") shall mean the copyright owner or legal entity authorized by the copyright owner
+that is making this Agreement with Chimbori. For legal entities, the entity making a Contribution
+and all other entities that control, are controlled by, or are under common control with that entity
+are considered to be a single Contributor. For the purposes of this definition, "control" means (i)
+the power, direct or indirect, to cause the direction or management of such entity, whether by
+contract or otherwise, or (ii) ownership of fifty percent (50%) or more of the outstanding shares,
+or (iii) beneficial ownership of such entity.
+
+"Contribution" shall mean any original work of authorship, including any modifications or additions
+to an existing work, that is intentionally submitted by You to Chimbori for inclusion in, or
+documentation of, any of the products owned or managed by Chimbori (the "Projects"). For the
+purposes of this definition, "submitted" means any form of electronic, verbal, or written
+communication sent to Chimbori or its representatives, including but not limited to communication on
+electronic mailing lists, source code control systems, and issue tracking systems that are managed
+by, or on behalf of, Chimbori for the purpose of discussing and improving the Projects, but
+excluding communication that is conspicuously marked or otherwise designated in writing by You as
+"Not a Contribution."
+
+You accept and agree to the following terms and conditions for Your present and future Contributions
+submitted to Chimbori. Except for the license granted herein to Chimbori and recipients of software
+distributed by Chimbori, You reserve all right, title, and interest in and to Your Contributions.
+
+## Copyright License.
+
+You hereby grant, and agree to grant, to Chimbori a non-exclusive, perpetual, irrevocable,
+worldwide, fully-paid, royalty-free, transferable copyright license to reproduce, prepare derivative
+works of, publicly display, publicly perform, and distribute your Contributions and such derivative
+works, with the right to sublicense the foregoing rights through multiple tiers of sublicensees.
+
+## Patent License.
+
+You hereby grant, and agree to grant, to Chimbori, and to recipients of software distributed by
+Chimbori, a non-exclusive, perpetual, irrevocable, no-charge, worldwide, fully-paid, royalty-free,
+transferable patent license to make, have made, use, offer to sell, sell, import, and otherwise
+transfer your Contributions, where such license applies only to those patent claims licensable by
+you that are necessarily infringed by your Contributions alone or by combination of your
+Contributions with the Project to which such Contributions were submitted, with the right to
+sublicense the foregoing rights through multiple tiers of sublicensees. If any entity institutes
+patent litigation against You or any other entity (including a cross-claim or counterclaim in a
+lawsuit) alleging that your Contribution, or the Projects to which you have contributed, constitutes
+direct or contributory patent infringement, then any patent licenses granted to that entity under
+this Agreement for that Contribution or Project shall terminate as of the date such litigation is
+filed.
+
+## Moral Rights.
+
+To the fullest extent permitted under applicable law, you hereby waive, and agree not to assert, all
+of your “moral rights” in or relating to your Contributions for the benefit of Chimbori, its
+assigns, and their respective direct and indirect sublicensees.
+
+## Third Party Content/Rights.
+
+If your Contribution includes or is based on any source code, object code, bug fixes, configuration
+changes, tools, specifications, documentation, data, materials, feedback, information or other works
+of authorship that were not authored by you (“Third Party Content”) or if you are aware of any third
+party intellectual property or proprietary rights associated with your Contribution (“Third Party
+Rights”), then you agree to include with the submission of your Contribution full details respecting
+such Third Party Content and Third Party Rights, including, without limitation, identification of
+which aspects of your Contribution contain Third Party Content or are associated with Third Party
+Rights, the owner/author of the Third Party Content and Third Party Rights, where you obtained the
+Third Party Content, and any applicable third party license terms or restrictions respecting the
+Third Party Content and Third Party Rights. For greater certainty, the foregoing obligations
+respecting the identification of Third Party Content and Third Party Rights do not apply to any
+portion of a Project that is incorporated into your Contribution to that same Project.
+
+## Representations.
+
+You represent that, other than the Third Party Content and Third Party Rights identified by you in
+accordance with this Agreement, you are the sole author of your Contributions and are legally
+entitled to grant the foregoing licenses and waivers in respect of your Contributions. If your
+Contributions were created in the course of your employment with your past or present employer(s),
+you represent that such employer(s) has authorized you to make your Contributions on behalf of such
+employer(s) or such employer(s) has waived all of their right, title or interest in or to your
+Contributions.
+
+## Disclaimer.
+
+To the fullest extent permitted under applicable law, your Contributions are provided on an "as is"
+basis, without any warranties or conditions, express or implied, including, without limitation, any
+implied warranties or conditions of non-infringement, merchantability or fitness for a particular
+purpose. You are not required to provide support for your Contributions, except to the extent you
+desire to provide support.
+
+## No Obligation.
+
+You acknowledge that Chimbori is under no obligation to use or incorporate your Contributions into
+any of the Projects. The decision to use or incorporate your Contributions into any of the Projects
+will be made at the sole discretion of Chimbori or its authorized delegates.
+
+## Disputes.
+
+This Agreement shall be governed by and construed in accordance with the laws of the State of
+California, United States of America, without giving effect to its principles or rules regarding
+conflicts of laws, other than such principles directing application of California law. The parties
+hereby submit to venue in, and jurisdiction of the courts located in San Mateo County, California
+for purposes relating to this Agreement. In the event that any of the provisions of this Agreement
+shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, the
+remaining portions hereof shall remain in full force and effect.
+
+## Assignment.
+
+You agree that Chimbori may assign this Agreement, and all of its rights, obligations and licenses
+hereunder.
+
+You agree to notify Chimbori of any facts or circumstances of which you become aware that would make
+these representations inaccurate in any respect.