In order to clarify the intellectual property license granted with Contributions from any person or entity, Capital One Services, LLC (“Capital One”) must have a signed Contributor License Agreement (“CLA”) from each Contributor, indicating agreement to the license terms below. The CLA is designed to protect both the Contributor and Capital One. It does not change your rights to use your Contribution for any other purpose.
“Contributor,” “You,” or “Your” shall mean the copyright owner or the legal entity authorized by the copyright owner that is making this agreement with Capital One. For legal entities, the entity making the Contribution and all other entities that control, are controlled by, or under common control with the 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 the code, documentation, or any other original work of authorship, including any modifications or additions to an existing work, that is submitted by You to Capital One for inclusion in, or documentation of, any of the open source projects owned or managed by Capital One (the “Work”). For the purposes of this definition, “Submitted” means any form of electronic, verbal or written communication sent to the Capital One or its representatives (e.g., Project Leads or Project Committers), including but not limited to communication on electronic mailing lists, source code control systems, and issue tracking systems for the purpose of discussing or improving the Work, but excluding communication, that is conspicuously marked or otherwise designated by You in writing as “Not a Contribution.”
2. GRANT OF COPYRIGHT LICENSE: Subject to the terms and conditions of this CLA, You hereby grant to Capital One and to recipients of software distributed by Capital One 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 any derivative works.
3. GRANT OF PATENT LICENSE: Subject to the terms and conditions of this CLA, You hereby grant to Capital One and to recipients of software distributed by Capital One 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. YOUR CONTRIBUTION IS ORIGINAL: You represent that each of Your Contributions is Your original creation (see paragraph 5 for submissions on behalf of others). You represent that Your Contribution includes complete details of any third-party license or other restriction (including, but not limited to, related patents and trademarks) associated with any part of Your Contributions.
5. SUBMISSION OF NON-ORIGINAL WORK: Should You wish to submit work that is not Your original creation, You may submit it Capital One separately from any Contribution, identifying the source and any license or other restriction (including, but not limited to, related patents, trademarks, and license agreements) and conspicuously marking the work as “Submitted on behalf of third-party: [insert name of third party here].”
6. YOUR AUTHORIZATION TO GRANT: You represent that you are 18 years of age or older, that you are competent to enter into agreements, that there are no laws or restrictions preventing you from entering into this CLA, and that you are legally entitled to grant all licenses contained in this CLA. If your employer(s) has rights to intellectual property that you create that include, or could include, your Contributions, you represent that you have received permission to make Contributions on behalf of that employer, that employer has waived any rights for Your Contributions to Capital One or that your employer has executed a separate Corporate Contributor License Grant with Capital One. If You are executing this Agreement on behalf of an entity, You also represent that you are empowered to enter into this Agreement on behalf of that entity.
7. SUPPORT; NO WARRANTIES. 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.
8. You agree to notify Capital One of any facts or circumstances of which you become aware that would make any representation in this Agreement inaccurate in any respect.