Zimbra Contributor Agreement, Version 1.0
Thank you for your interest in contributing to the Zimbra product development community. Zimbra is very interested in receiving your contribution to Zimbra product ("Zimbra Product"). However, in order to participate, we need to confirm how the rights in your contribution ("Your Contributions") will be allocated. Zimbra requests that you assign the copyright in Your Contributions to Zimbra (with a license back to you to use it in any way that you please). Zimbra requires that you have a Contributor Agreement on file prior to using any of Your Contributions. This Contributor Agreement is to make clear the rights between the parties.
If you have not sent us a signed Contributor Agreement, please review and sign the Contributor Agreement and send it by facsimile to Zimbra, Inc. at +1 650-427-4490, and/or send an original by regular mail to Zimbra, Inc., Attn: Zimbra Contributions Coordinator, 3401 Hillview Avenue, Palo Alto, CA, 94304. Please read this Contributor Agreement carefully before signing and keep an original for your records.
In consideration for the potential inclusion of Your Contributions in the Zimbra Product and the license back, you agree to the following terms and conditions:
- The term "Your Contributions" means all of your past, present and future contributions of object code, source code and documentation to Zimbra, however submitted to Zimbra, excluding any submissions that are conspicuously marked or otherwise designated in writing by you as "Not a Contribution."
- 2. You assign all right, title and interest worldwide in copyrights and related moral rights for the full term of their existence to Zimbra and Zimbra shall be able to register this assignment. If the moral rights are not assignable, you agree to waive their enforcement against Zimbra and its sublicensees, either direct or indirect. However, at the same time, Zimbra grants to you a non-exclusive, perpetual, irrevocable, worldwide, royalty free, transferable copyright license to reproduce, prepare derivative works of, distribute (internally and externally, in object code and, if included in Your Contributions, source code form), use, publicly perform and publicly display Your Contributions, with the right to sublicense all of these rights through multiple tiers of sublicensees. The intention of the parties is that this license will be as broad as possible and to provide you with rights as similar as possible to the rights of the owner of the copyright. This license is limited to Your Contributions and does not provide any rights to the Zimbra Products. You also grant to Zimbra a non-exclusive, perpetual, irrevocable, worldwide, royalty free, transferable license under any Contribution Patents owned by you now or in the future to make, use, sell, offer for sale and import Your Contributions alone or in combination with the Zimbra Product, with the right to sublicense all of these rights through multiple tiers of sublicensees. The definition of Contribution Patents are those patents where the manufacture, use, sale, offer for sale or import of Your Contributions would infringe (either directly or indirectly) one or more valid claims of such Contribution Patents.
- You represent that you are legally entitled to assign the rights and grant the license set forth in paragraph 2. If your employer(s) or third parties have rights to intellectual property that you create, you represent that you have received permission to make Your Contributions on behalf of that employer or third party, or that your employer or that third party has waived such rights for Your Contributions to Zimbra.
- You represent that, except as disclosed in Your Contribution submission(s), each of Your Contributions is your original creation. You represent that Your Contribution submission(s) include complete details of any license or other restriction (including, but not limited to, related patents, copyrights and trademarks) associated with any part of Your Contribution(s) (including a copy of any applicable license agreement). You agree to notify Zimbra of any facts or circumstances of which you become aware that would make your representations in this Agreement inaccurate in any respect.
- You provided Your Contributions AS IS, WITHOUT WARRANTY OF ANY KIND AND DISCLAIMS THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Similarly, the license back to Your Contributions are provided AS IS, WITHOUT WARRANTY OF ANY KIND AND DISCLAIMS THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT
- IN NO EVENT SHALL EITHER PARTY BE LIABLE TO ANYONE FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF THE USE OF YOUR CONTRIBUTIONS, EVEN IF THE USER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- IN NO EVENT WILL YOU OR ZIMBRA HAVE ANY LIABILITY FOR ANY CLAIM, WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY.
- This Contributor Agreement shall be governed by the laws of the State of California as such laws are applied to agreements entered into and to be performed entirely within California between California residents and by the laws of the United States. You agree that the United Nations Convention on Contracts for the International Sale of Goods (1980) is hereby excluded in its entirety from application to this Contributor Agreement. In the event of invalidity of any provision of this Contributor Agreement, the parties agree that such invalidity shall not affect the validity of the remaining portions of this Contributor Agreement. This Contributor Agreement is the entire agreement between you and Zimbra relating to the subject matter of this Contributor Agreement which supersedes any prior agreement, whether written or oral, and may be amended only by a writing signed by both parties. This Contributor Agreement can be assigned by either party.
Please sign: _________________________
Date: _________________________
Full name: _________________________
Email: _________________________
Contact information: _________________________