Contributor License Agreement

Thank you for your interest in contributing to Structr (“We” or “Us”).
This contributor agreement (“Agreement”) documents the rights granted by contributors to Us.

To make this document effective, please send an email to structr@structr.org with a statement that
expresses that you agree to this document, and attach the document to the e-mail.

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, or any
    Legal Entity on behalf of whom a Contribution has been received by Us.

    “Legal Entity” means an entity which is not a natural person.

    “Affiliates” means other Legal Entities that control, are controlled by,
    or under common control with that Legal Entity.
    For the purposes of this definition, “control” means (i) the power,
    direct or indirect, to cause the direction or management of such Legal Entity,
    whether by contract or otherwise, (ii) ownership of fifty percent (50%) or more of
    the outstanding shares or securities which vote to elect the management or other
    persons who direct such Legal Entity or (iii) beneficial ownership of such entity.

    “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 or Your Affiliates, 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 or Your Affiliates 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

    Based on the grant of rights in Sections 2.1 and 2.2, if We include Your Contribution in
    a Material, We may license the Contribution under any license, including copyleft,
    permissive, commercial, or proprietary licenses. As a condition on the exercise of this right,
    We agree to also license the Contribution under the terms of the license or licenses
    which We are using for the Material on the Submission Date.

    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 or Your Affiliates have the legal authority to enter into this Agreement.

    (b) You or Your Affiliates 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 Germany
    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.

You


Name: __________________

Address: ________________________________________

Us

Structr
c/o Morgner UG (haftungsbeschränkt)

Name: Axel Morgner

Title: Managing Director

Address: Hanauer Landstrasse 291a, 60314 Frankfurt, Germany

Structr CLA Version 1.0, based on http://www.harmonyagreements.org/