diff --git a/CLA.md b/CLA.md index 27de0805..830bb1d7 100644 --- a/CLA.md +++ b/CLA.md @@ -1,85 +1,44 @@ -RustFS Individual Contributor License Agreement +### RustFS Individual Contributor License Agreement -Thank you for your interest in contributing documentation and related software code to a project hosted or managed by -RustFS. In order to clarify the intellectual property license granted with Contributions from any person or entity, -RustFS must have a Contributor License Agreement ("CLA") on file that has been signed by each Contributor, indicating -agreement to the license terms below. This version of the Contributor License Agreement allows an individual to submit -Contributions to the applicable project. If you are making a submission on behalf of a legal entity, then you should -sign the separate Corporate Contributor License Agreement. +Thank you for your interest in contributing to RustFS. In order to clarify the intellectual property license granted with Contributions from any person or entity, RustFS, Inc. ("RustFS") 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 RustFS and its users; it does not change your rights to use your own Contributions for any other purpose. -You accept and agree to the following terms and conditions for Your present and future Contributions submitted to -RustFS. You hereby irrevocably assign and transfer to RustFS all right, title, and interest in and to Your -Contributions, including all copyrights and other intellectual property rights therein. +You accept and agree to the following terms and conditions for Your present and future Contributions submitted to RustFS. Except for the license granted herein to RustFS and recipients of software distributed by RustFS, You reserve all right, title, and interest in and to Your Contributions. **You understand and agree that You will not receive any royalty or other compensation for Your Contributions.** -Definitions +**1. Definitions.** +"You" (or "Your") shall mean the copyright owner or legal entity authorized by the copyright owner that is making this Agreement with RustFS. 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. -“You” (or “Your”) shall mean the copyright owner or legal entity authorized by the copyright owner that is making this -Agreement with RustFS. 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 RustFS for inclusion in, or documentation of, any of the products or projects owned or managed by RustFS (the "Work"). For the purposes of this definition, "submitted" means any form of electronic or written communication sent to RustFS 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, RustFS 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." -“Contribution” shall mean any original work of authorship, including any modifications or additions to an existing work, -that is intentionally submitted by You to RustFS for inclusion in, or documentation of, any of the products or projects -owned or managed by RustFS (the "Work"), including without limitation any Work described in Schedule A. For the purposes -of this definition, "submitted" means any form of electronic or written communication sent to RustFS 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, RustFS for the purpose of discussing and improving the -Work. +**2. Grant of Copyright License.** +Subject to the terms and conditions of this Agreement, You hereby grant to RustFS and to recipients of software distributed by RustFS 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 under any license, including proprietary or commercial licenses and open-source licenses, at RustFS's sole discretion. -Assignment of Copyright +**3. Grant of Patent License.** +Subject to the terms and conditions of this Agreement, You hereby grant to RustFS and to recipients of software distributed by RustFS 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. -Subject to the terms and conditions of this Agreement, You hereby irrevocably assign and transfer to RustFS all right, -title, and interest in and to Your Contributions, including all copyrights and other intellectual property rights -therein, for the entire term of such rights, including all renewals and extensions. You agree to execute all documents -and take all actions as may be reasonably necessary to vest in RustFS the ownership of Your Contributions and to assist -RustFS in perfecting, maintaining, and enforcing its rights in Your Contributions. +**4. Representations.** +You represent that you are legally entitled to grant the above license. If your employer(s) has rights to intellectual property that you create that includes your Contributions, you represent that you have received permission to make Contributions on behalf of that employer, that your employer has waived such rights for your Contributions to RustFS, or that your employer has executed a separate Corporate CLA with RustFS. -Grant of Patent License +You represent that each of Your Contributions is Your original creation. 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. -Subject to the terms and conditions of this Agreement, You hereby grant to RustFS and to recipients of documentation and -software distributed by RustFS 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. +**5. Support and Warranty.** +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. -You represent that you are legally entitled to grant the above assignment and license. +**6. Third-Party Work.** +Should You wish to submit work that is not Your original creation, You may submit it to RustFS 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]". -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. +**7. Governing Law and Jurisdiction.** +This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of laws principles. The parties expressly agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply. Any legal action or proceeding arising under or in connection with this Agreement shall be brought exclusively in the state or federal courts located in the State of Delaware, United States of America, and the parties hereby irrevocably consent to the personal jurisdiction and venue therein. -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. Severability.** +If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect. -Should You wish to submit work that is not Your original creation, You may submit it to RustFS 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]”. +**9. Entire Agreement and Assignment.** +This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether written or oral. RustFS may assign its rights and obligations under this Agreement to any third party. You may not assign Your rights or obligations under this Agreement without the prior written consent of RustFS. -You agree to notify RustFS of any facts or circumstances of which you become aware that would make these representations -inaccurate in any respect. +Please read the terms of this Agreement carefully. By submitting a Contribution to RustFS, You agree to be bound by the terms and conditions of this Agreement. -Modification of CLA - -RustFS reserves the right to update or modify this CLA in the future. Any updates or modifications to this CLA shall -apply only to Contributions made after the effective date of the revised CLA. Contributions made prior to the update -shall remain governed by the version of the CLA that was in effect at the time of submission. It is not necessary for -all Contributors to re-sign the CLA when the CLA is updated or modified. - -Governing Law and Dispute Resolution - -This Agreement will be governed by and construed in accordance with the laws of the People's Republic of China excluding -that body of laws known as conflict of laws. The parties expressly agree that the United Nations Convention on Contracts -for the International Sale of Goods will not apply. Any legal action or proceeding arising under this Agreement will be -brought exclusively in the courts located in Beijing, China, and the parties hereby irrevocably consent to the personal -jurisdiction and venue therein. +Full Name: __________________________________ +GitHub Username: ___________________________ +Email Address: ______________________________ +Date: _______________________________________ +*(Electronic signature or acknowledgement via GitHub commit/Pull Request constitutes valid acceptance of this Agreement).* \ No newline at end of file