Contributor License Agreement Generator for United States

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Key Requirements PROMPT example:

Contributor License Agreement

"I need a Contributor License Agreement for our new open-source machine learning project that will accept both individual and corporate contributions, with specific clauses for patent rights and a simplified submission process for small code changes."

Document background
The Contributor License Agreement (CLA) is a fundamental document for organizations accepting external contributions to their projects, particularly in software development and content creation. It should be implemented when an organization wants to maintain legal clarity over intellectual property rights in collaborative projects. Under U.S. law, this agreement explicitly defines the terms of contribution, including copyright transfer or licensing, patent rights, and contributor warranties. The document helps prevent future legal disputes by clearly establishing the rights and obligations of all parties involved. It's particularly crucial for open-source projects or any collaborative development effort where multiple contributors may be involved, ensuring that the project maintains clean intellectual property rights and can legally use, modify, and distribute the contributed work.
Suggested Sections

1. Parties: Identifies the parties to the agreement - typically the contributor and the organization receiving the contributions

2. Background: Explains the context of the agreement, including the project or codebase to which contributions will be made

3. Definitions: Defines key terms used throughout the agreement, including 'Contribution', 'Submission', 'Project', and 'Intellectual Property Rights'

4. Scope of Agreement: Defines what types of contributions are covered by the agreement

5. Grant of License: Specifies the rights being granted to the receiving organization, including copyright, patent, and other intellectual property rights

6. Contributor Representations: Warranties and representations from the contributor regarding their right to make the contribution and its originality

7. Contribution Process: Outlines how contributions should be submitted and the process for acceptance

8. Term and Termination: Specifies the duration of the agreement and conditions for termination

9. General Provisions: Standard legal provisions including governing law, jurisdiction, and entire agreement clauses

Optional Sections

1. Corporate Contributions: Additional terms for contributors submitting on behalf of a corporation or organization

2. Moral Rights Waiver: Waiver of moral rights in jurisdictions where they exist

3. Contribution Review Process: Detailed process for how contributions will be reviewed and accepted/rejected

4. Confidentiality: Terms regarding confidential information if relevant to the contribution process

5. Attribution Rights: Terms regarding how contributors will be credited for their contributions

6. Indemnification: Terms requiring the contributor to indemnify the organization against certain claims

7. Support and Maintenance: Terms regarding any ongoing support obligations for contributed materials

Suggested Schedules

1. Schedule A - Project Description: Detailed description of the project or codebase to which contributions will be made

2. Schedule B - Contribution Guidelines: Technical and procedural guidelines for making contributions

3. Schedule C - Approved Licenses: List of open source or other licenses that may be used in contributions

4. Appendix A - Submission Process: Step-by-step guide for the technical process of submitting contributions

5. Appendix B - Individual Contributor Form: Form for individual contributors to complete with their personal details

6. Appendix C - Corporate Contributor Form: Form for corporate contributors to complete with company details and authorized signatories

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant Industries

Technology

Software Development

Open Source

Digital Media

Publishing

Education

Research & Development

Financial Technology

Healthcare Technology

Telecommunications

Entertainment

Gaming

Relevant Teams

Legal

Software Development

Open Source Program Office

Intellectual Property

Product Development

Documentation

Research

Community Management

Compliance

Engineering Operations

Relevant Roles

Legal Counsel

Software Developer

Project Manager

Chief Technology Officer

Intellectual Property Attorney

Open Source Program Manager

Development Team Lead

Content Creator

Technical Writer

Research Scientist

Product Manager

Community Manager

Compliance Officer

Director of Engineering

Chief Legal Officer

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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