Thank you for your interest in Daytona Platforms, Inc. ("Daytona", "We", or "Us"). This Agreement documents the rights granted to Us by contributors, whether You are an individual contributing on Your own behalf or a legal entity (such as a company) contributing through Your employees or agents. This is a legally binding document, so please read it carefully before agreeing to it.
How to sign. You accept this Agreement electronically through our CLA assistant. When you open your first pull request to the
daytona/integrationsrepository, the CLA assistant will comment with a link to this Agreement and ask you to confirm your acceptance by posting the exact comment it provides. By posting that comment, You affirmatively sign, and agree to be legally bound by, this Agreement. If You are accepting on behalf of an entity (for example, Your employer), by doing so You confirm that You are authorized to bind that entity to this Agreement. If accepting on behalf of an entity, You must identify the entity's legal name and Your role or title, or otherwise provide the information requested by the CLA assistant to confirm the entity on whose behalf You are accepting. Your GitHub identity and the date of your acceptance are recorded as your signature. This Agreement applies to the Contributions included in the pull request in which You accept this Agreement, and to all Contributions You Submit to Us after that acceptance.
"You" (or "Your") means the individual or legal entity that accepts this Agreement. For a legal entity, the entity on whose behalf a Contribution is Submitted is the Contributor, and the individual accepting this Agreement represents that they are authorized to bind that entity to it. If the acceptance record identifies an entity, "You" means that entity; otherwise, "You" means the individual associated with the recorded GitHub account.
"Contribution" means any original work of authorship, including any modifications or additions to an existing work, that is Submitted by You to Us in which You own or assert ownership of the Copyright.
"Copyright" means all rights protecting works of authorship, including copyright, moral, and neighboring rights, as appropriate, for the full term of their existence.
"Submit" means any form of electronic, verbal, or written communication sent to Us or Our 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, Us for the purpose of discussing and improving the Material, but excluding communication that is conspicuously marked or otherwise designated in writing by You as "Not a Contribution."
"Material" means the software project owned or managed by Us to which a
Contribution is Submitted, specifically the daytona/integrations repository.
This Agreement applies to the Contributions included in the pull request in which You accept this Agreement, and to all Contributions You Submit to Us after that acceptance. You grant the rights set out in this Agreement in consideration of, and as a condition of, the opportunity to participate in the Material and to have Your Contributions considered for inclusion in it. No monetary or other payment is or will be owed to You for Your Contributions or for entering into this Agreement. The representations in Section 6 apply to each Contribution You Submit, whether on Your own behalf or on behalf of an entity.
Subject to the terms of this Agreement, You hereby grant to Us and to recipients of software distributed by Us a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable license, with the right to sublicense to recipients of software distributed by Us under terms We choose, under Your Copyright to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute Your Contributions and such derivative works. To the maximum extent permitted by law, You waive and agree not to assert any moral rights, neighboring rights, or similar rights in Your Contributions against Us, Our sublicensees, or recipients of software distributed by Us.
Subject to the terms of this Agreement, You hereby grant to Us and to recipients of software distributed by Us a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable (except as stated in this section) patent license, with the right to sublicense to recipients of software distributed by Us under terms We choose, to make, have made, use, offer to sell, sell, import, and otherwise transfer the Material, 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 Material 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 Material 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 Material shall terminate as of the date such litigation is filed.
Based on the grant of rights in Sections 3 and 4, We may license the Contribution under any license terms We choose, including copyleft, permissive, commercial, and proprietary licenses. You acknowledge that We currently distribute the Material under the Apache License 2.0 (with certain packages made available under the MIT License, as indicated by the LICENSE file in the applicable directory), and that We may, in addition, offer the Material and Your Contribution under separate commercial or proprietary terms, and may change the license or the visibility of the Material, for future versions, distributions, or releases, at any time, in Our sole discretion and without further notice to, consent from, or payment to You. Nothing in this Agreement requires Us to use Your Contribution in any product or under any license.
You represent that:
(a) You are legally entitled, and have the legal capacity, to enter into this Agreement and grant the above licenses. If You are an individual and 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 Us, that Your employer has authorized You to accept this Agreement on its behalf, or that Your employer has otherwise entered into a written or electronic agreement with Us covering such Contributions.
(b) If You are, or are accepting this Agreement on behalf of, a legal entity, You represent that You are authorized to enter into this Agreement on that entity's behalf, that it binds the entity, and that it covers Contributions Submitted to Us by the entity's employees and agents on its behalf, including Contributions submitted through the GitHub account recorded in the CLA assistant acceptance process.
(c) Each of Your Contributions is Your original creation.
(d) 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.
You are not expected to provide support for Your Contributions, except to the extent You desire to provide support. 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 agree to notify Us of any facts or circumstances of which You become aware that would make these representations inaccurate in any respect.
This Agreement will be governed by the laws of the State of Massachusetts, without regard to any provision of law that would require or permit the application of the substantive law of any other jurisdiction. In the event of a dispute, the federal or state courts located in Massachusetts shall have exclusive jurisdiction.
If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will remain enforceable and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
Each party shall execute and deliver any and all additional papers, documents, and other assurances, and shall do any and all acts and things reasonably necessary in connection with the performance of its obligations under this Agreement, to carry out the intent of this Agreement.
This Agreement constitutes the entire agreement between the parties with respect to Contributions Submitted through the electronic acceptance process described above, and does not amend, replace, or supersede any separate written contributor, including any previously executed individual contributor license agreements, or corporate license agreement previously executed between You and Us, unless that agreement expressly states otherwise. This Agreement may only be amended in a writing signed by duly authorized representatives of the parties.
This Agreement may be executed in one or more counterparts, or accepted electronically, each of which shall be deemed an original, but all of which together will constitute one instrument.