Geomajas Community Documentation
For the benefit of Geosparc, the Contributor hereby:
irrevocably assigns, transfers and conveys to Geosparc all right, title and interest in and to the Contribution(s). Such assignment includes copyrights (to the extent permitted by applicable mandatory law) and all other intellectual property rights other than patents and patent applications (“Patent”), together with all causes of actions accrued in favour for infringement thereof, recognized by any jurisdiction (“Proprietary Rights”). Without limitation of the foregoing, Geosparc shall be entitled to determine in its sole discretion whether or not to use the Contribution(s) and to use, sell, distribute, license, re-produce, re-use, modify, update, edit or otherwise make available the Contribution(s) as it sees fit, in any manner currently known or in the future discovered and for any and all purposes;
grants (to the extent that under applicable mandatory law, Proprietary Rights cannot be assigned, transferred or conveyed) to Geosparc and to the recipients of the software incorporating the Contribution(s) an irrevocable, worldwide, non-exclusive, fully paid-up and royalty-free copyright license to reproduce, modify, prepare derivative works of, (publicly) display, perform, sub license and distribute the Contribution(s);
grants to Geosparc and to recipients of software distributed by Geosparc a worldwide, non-exclusive, fully paid-up, royalty-free, irrevocable (except as stated in this Agreement) Patent license to make, have made, use, offer to sell, sell, import, and otherwise transfer the Contribution(s), where such license applies only to the Patent claims licensable by Contributor that are necessarily infringed by the Contributor’s Contribution(s) alone or by combination of such Contribution(s) with other work of Geosparc. Contributor furthermore agrees to immediately notify Geosparc of any patents that Contributor knows or comes to know are likely infringed by the Contribution(s) and/or are not licensable by the Contributor. If any entity institutes patent litigation against the Contributor or any other entity (including a cross-claim or counterclaim in a lawsuit) alleging that Contributor’s Contribution(s) or the Geomajas Project work to which the Contributor has contributed constitutes direct or contributory patent infringement, then any Patent licenses granted under this Agreement for that Contribution or Geomajas Project work shall immediately terminate as of the date such litigation is filed.
Upon the assignment of the Proprietary Rights and the grant of the license as set forth in this article 2, Geosparc hereby grants a non-exclusive, worldwide, fully-paid up, royalty-free license to make, use reproduce, distribute, modify and prepare derivative works based on the Contribution(s) of Contributor.
Contributor hereby represents and warrants that:
In the case that the Contributor is an individual who works in his/her own name the Contributor guarantees that he/she is legally entitled to assign the Proprietary Rights and to grant the above license.
In the case that the Contributor is an employee the Contributor guarantees that he/she can legally represent the Company and is entitled to assign the Proprietary Rights and to grant the above license.
In the case the Contributor is a Company and the Contributor’s employee(s) or consultant(s) have rights to intellectual property the Contributor warrants that its employee(s) has waived such rights;
each Contribution is the original creation of the Contributor. Contributor represents that each submission of a contribution includes complete details of any third-party license or other restrictions of which you are aware and which are associated with any part of the Contribution(s);
no claim or dispute has been threatened or filed in connection with the ownership, use or distribution of the Contribution(s); and
the execution of this Agreement does not constitute a breach under any other agreement to which Contributor and/or its employer is a party, does not require the consent, approval or waiver from or notice to any third party and does not violate any law or regulation.
Contributor shall immediately inform Geosparc of any facts and/or circumstances of which Contributor becomes aware that would make the representations and warranties inaccurate or untrue in any respect.
Contributor further agrees that Contributor shall at no time hereafter dispute, contest or aid or assist third party in disputing and/or contesting, either directly or indirectly, the right, title and interest in any and all Contributions of Geosparc as detailed in this Agreement.
In case that under applicable mandatory law the Contributor retains the moral rights or other inalienable rights to the Contributions, the Contributor agrees not to exercise such rights without the prior written permission of Geosparc.
In order to ensure that Geosparc will be able to acquire, use and protect its Proprietary Rights as detailed in this article 2, Contributor will (i) sign any documents to assist Geosparc in the documentation, perfection and enforcement of its rights, and (ii) provide Geosparc with support and reasonable access to information for applying, securing, protecting, perfecting and enforcing its rights.