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CONTRIBUTOR AGREEMENT

for MAKO-IoT PERMISSIVE SOFTWARE LICENSE

This Contributor Agreement is agreed to by the party signing below ("Contributor" or, simply speaking, "You"), and conveys certain license rights to the CSHARK sp. z o.o. ("Licensor") for Your contributions to MAKO-IoT software.

1. Definitions.

  1. "Code" means the computer software code, whether in human-readable or machine-executable form, that was delivered by Contributor to Licensor.
  2. "Employer" means Your employer or anyone else for whom You are acting in making Your Submission, e.g. as a contractor, vendor, or agent.
  3. "Submit" is the act of uploading, submitting, transmitting, or distributing code or other content to MAKO-IoT software, 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, MAKO-IoT software for the purpose of discussing and improving MAKO-IoT software, but excluding communication that is conspicuously marked or otherwise designated in writing by You as "Not a Contribution."
  4. "Submission" means the Code and any other copyrightable material Submitted by You, including any associated comments and documentation.

2. Introductory statements.

  1. You must agree to the terms of this agreement before making a Submission to MAKO-IoT software. This Agreement covers any and all Submissions that You Submit to MAKO-IoT software, including future submissions in case You decide to Submit multiple times.
  2. If Your Submission is made in the course of Your work for an Employer or Your Employer has intellectual property rights in Your Submission by contract or applicable law, You must secure permission from Your Employer to make the Submission before signing this Agreement. In that case, the term "You" in this Agreement will refer to You and the Employer collectively. If You change Employers in the future and desire to Submit additional Submissions for the new Employer, then You agree to sign a new Agreement and secure permission from the new Employer before Submitting those Submissions.
  3. You represent that each of Your Submissions is entirely Your original work. Should You wish to Submit materials that are not Your original work, You may Submit them separately if You (a) retain all copyright and license information that was in the materials as You received them, (b) in the description accompanying Your Submission, include the phrase "Submission containing materials of a third party:" followed by the names of the third party and any licenses or other restrictions of which You are aware, and (c) follow any other instructions (if any) in the guidelines concerning Submissions.

3. Licenses.

  1. You grant the Licensor, and those who receive the Submission directly or indirectly from Licensor, a perpetual, worldwide, non-exclusive, royalty-free, irrevocable license in the Submission to reproduce, prepare derivative works of, publicly display, publicly perform, distribute, offer to sell and sell the Submission and such derivative works, and to sublicense any or all of the foregoing rights to third parties.
  2. You grant the Licensor, and those who receive the Submission directly or indirectly from Licensor, a perpetual, worldwide, non-exclusive, royalty-free, irrevocable license under Your patent claims that are necessarily infringed by the Submission or the combination of the Submission with the Project to which it was Submitted to make, have made, use, distribute, offer to sell, sell and import or otherwise dispose of the Submission.
  3. Each party reserves all rights not expressly granted in this Agreement. No additional licenses or rights whatsoever (including, without limitation, any implied licenses) are granted by implication, exhaustion, estoppel or otherwise.
  4. You represent that You are legally entitled to grant the above licenses. You represent that each of Your Submissions is entirely Your original work (except as You may have disclosed under 2.3.). You represent that You have secured permission from Your employer to make the Submission in cases where Your Submission is made in the course of Your work for Your employer or Your employer has intellectual property rights in Your Submission by contract or applicable law. If You are signing this Agreement on behalf of Your employer, You represent and warrant that You have the necessary authority to bind the listed employer to the obligations contained in this Agreement.
  5. You are not expected to provide support for Your Submission, unless You choose to do so.
  6. Unless required by Applicable law or agreed to in writing, and except for the expressly stated warranties, the submission provided under this agreement is provided without warranty of any kind, Including, but not limited to, any warranty of noninfringement, Merchantability, or fitness for a particular purpose.

4. Additional clauses.

  1. You agree to notify Licensor in writing of any facts or circumstances of which You later become aware that would make Your representations in this agreement inaccurate in any respect.
  2. You agree that Your contributions and information about contributions may be maintained indefinitely and disclosed publicly, including Your name and other information that You submit with Your Submission.
  3. This agreement is provided in addition to MAKO-IoT Permissive Software License as a part required to fulfil its provisions stated in 6.2. and 6.3. This agreement is the entire agreement between the parties, and supersedes any and all prior agreements, understandings or communications, written or oral, between the parties relating to the subject matter hereof. This Agreement may be assigned by Licensor.
  4. This Agreement is governed by the laws of the Republic of Poland, and the parties consent to exclusive jurisdiction and venue in the courts sitting in city of Wrocław, unless no jurisdiction exists there, in which case the parties consent to exclusive jurisdiction and venue in the District Court or Court of Appeal in Warszawa. The parties waive all defenses of lack of personal jurisdiction and forum non-conveniens.