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CLA
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###Individual Contributor License Agreement
Thank you for your interest in contributing to open source software projects
(“Projects”) made available by Yuhan Fang (“Yuhan Fang”). This Individual
Contributor License Agreement (“Agreement”) 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 Yuhan Fang in respect of any of the Projects (collectively
“Contributions”). If you have any questions respecting this Agreement, please
contact [email protected].
You agree that the following terms apply to all of your past, present and
future Contributions. Except for the licenses granted in this Agreement, you
retain all of your right, title and interest in and to your Contributions.
**Copyright License.** You hereby grant, and agree to grant, to Yuhan Fang 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 Yuhan Fang a
non-exclusive, perpetual, irrevocable, 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.
**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 Yuhan Fang, 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 "asis" 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 Yuhan Fang 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 Yuhan Fang or its authorized delegates.
**Disputes.** This Agreement shall be governed by and construed in accordance
with the laws of the State of New York, United States of America, without
giving effect to its principles or rules regarding conflicts of laws, other
than such principles directing application of New York law. The parties hereby
submit to venue in, and jurisdiction of the courts located in New York, New
York 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 Yuhan Fang may assign this Agreement, and all of
its rights, obligations and licenses hereunder.