Contributor Agreement

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This is a draft proposal, please feel free to add your comments on the discussion tab.

Adempiere Contributor Agreement ver. 1.0

In order to clarify the intellectual property rights granted by You for contributions of software, documentation or any other material to either a product or project owned or managed by Adempiere, Inc. (collectively “Project”), Adempiere needs to receive a copy of this Contributor Agreement (“Agreement”) signed by You to indicate Your acceptance of the terms below.

Please supply the contact information requested and read this Agreement carefully before signing. Then either scan and e-mail or fax a copy of the signed Agreement back to Adempiere using the e-mail address or fax number provided by the Project. Retain the signed original Agreement for Your records.

Your Contact Information:

Full Name or Company Name:_______________________________ (“You”) E-mail:________________________

If Applicable, List Your UserName(s) (to help us keep track indicate which Project website goes with which UserName):

_______________________________________________________________

Mailing Address:______________________________________________________________________________

Country:_______________________

Telephone:_____________________ Fax:___________________________

1. Contribution means any source code, object code, patch, tool, sample, graphic, specification, manual, documentation, e-mail, comment, posting, communication or any other material posted or submitted by You to a Project.

2. You hereby assign to Adempiere joint ownership in all worldwide common law and statutory rights associated with the copyrights, copyright applications and copyright registrations in Your Contribution, and to the extent allowable under applicable local laws and copyright conventions, You agree never to assert against Adempiere or its licensees or transferees any moral rights therein. You understand that (i) this Agreement may be submitted by Adempiere to register a copyright in Your Contribution, and (ii) Adempiere may exercise all rights as a copyright owner of Your Contribution, including enforcement against infringers. Both parties to this Agreement shall be able to do all such things in relation to Your Contribution as if each of us respectively were the sole owners of the copyright and all other relevant intellectual property rights therein. Neither party has any duty whatsoever to consult with, obtain the consent of, pay or render an accounting to the other party for any use or distribution of a Contribution or derivative work thereof.

3. You hereby grant to Adempiere, and to any party who receives Your Contribution, a perpetual, irrevocable, non-exclusive, worldwide, no-charge, royalty-free, license under any patents owned or licensable by You at any time without payment to third parties, to make, have made, use, sell, offer to sell, import and otherwise transfer Your Contribution in whole or in part, alone or in combination with or included in any product, work or materials arising out of the Project to which Your Contribution was submitted, and to sublicense the foregoing rights to third parties through multiple tiers of sublicensees or other licensing mechanisms at Adempiere's option.

4. Except as set forth above, You retain all right, title and interest in and to Your Contribution and may use Your Contribution for Your own purposes. The assignment and licenses granted above are effective on the date You first submitted a Contribution to a Project, even if such submission preceded the date below. This Agreement shall be governed by the laws of the State of California and applicable U.S. Federal law, without application of choice of law rules.

5. You represent that Your Contribution is an original work and that You are legally entitled to grant the rights and privileges conveyed by this Agreement. You warrant that Your Contribution, to the best of Your knowledge, does not violate any other party's copyrights, trademarks, patents or other intellectual property rights. If this Agreement is being submitted on behalf of a company it must be signed by a duly authorized representative.

Please Sign:___________________________ Date:________________



Adempiere Contributor Ag. Ver. 1.0 Dic. 21, 2006/CA