UBER CONTRIBUTOR LICENSE AGREEMENT
You accept and agree to the below terms and conditions for Your present and future Contributions submitted to Uber Technologies, Inc. (“Uber”). Except for the license granted herein to Uber, its Affiliates and recipients of software distributed by Uber or its Affiliates, You reserve all right, title, and interest in and to Your Contributions.
“Affiliate” shall mean with respect to any entity, any other entity that, directly or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with, such entity, and the term “control” (including the terms “controlled by” and “under common control with”) means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such entity, whether through ownership of voting securities, by contract or otherwise.
“You” (or “Your”) shall mean the copyright owner or legal entity authorized by the copyright owner that is entering into this Agreement. If a legal entity is a copyright owner, in whole or in part, of the Contribution, You represent and warrant that You are authorized by such entity to enter into this Agreement on that entity’s behalf and to bind that entity to this Agreement (in which case, references to “You” and “Your” in this Agreement–other than in this sentence–refer to that entity). For legal entities, the entity making a Contribution and all of its Affiliates are considered to be a single contributor.
“Contribution” shall mean any original work of authorship, including any modifications or additions to an existing work, that is intentionally submitted by You to Uber for inclusion in, or documentation of, any of the products owned or managed by Uber or its Affiliates (the “Work”). For the purposes of this definition, “submitted” means any form of electronic, verbal, or written communication sent to Uber 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, Uber for the purpose of discussing and improving the Work, but excluding communication that is conspicuously marked or otherwise designated in writing by You as “Not a Contribution.”
2. Grant of Copyright License. Subject to the terms and conditions of this Agreement, You hereby grant to Uber, its Affiliates, and to recipients of software distributed by Uber or its Affiliates a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright license to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute Your Contributions and such derivative works.
3. Grant of Patent License. Subject to the terms and conditions of this Agreement, You hereby grant to Uber, its Affiliates, and to recipients of software distributed by Uber or its Affiliates a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable (except as stated in this section) patent license to make, have made, use, offer to sell, sell, import, and otherwise transfer the Work, where such license applies only to those patent claims licensable by You that are necessarily infringed by Your Contribution(s) alone or by combination of Your Contribution(s) with the Work to which such Contribution(s) was submitted. 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 Work 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 Work shall terminate as of the date such litigation is filed.
4. You represent that You are legally entitled to grant the above license(s). You represent that each of Your Contributions is Your original creation (see section 7 for submissions on behalf of others). You represent that Your Contribution submissions include complete details of any third-party license or other restriction (including, but not limited to, related patents and trademarks) of which You are personally aware and which are associated with any part of Your Contributions.
5. You are not expected to provide support for Your Contributions, except to the extent You desire to provide support. You may provide support for free, for a fee, or not at all. Unless required by applicable law or agreed to in writing, You provide Your Contributions on an “AS IS” BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or implied, including, without limitation, any warranties or conditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A PARTICULAR PURPOSE.
6. Should You wish to submit work that is not Your original creation, You may submit it to Uber separately from any Contribution, identifying the complete details of its source and of any license or other restriction (including, but not limited to, related patents, trademarks, and license agreements) of which You are personally aware, and conspicuously marking the work as “Submitted on behalf of a third-party: [named here]”.
7. You agree to notify Uber of any facts or circumstances of which You become aware that would make these representations inaccurate in any respect.