key: owfa-1.0 short_name: OWFa 1.0 - Patent and Copyright Grants name: OWFa 1.0 - Patent and Copyright Grants category: Patent License owner: Open Web Foundation homepage_url: https://www.openwebfoundation.org/the-agreements/the-owf-1-0-agreements-granted-claims/owfa-1-0 spdx_license_key: LicenseRef-scancode-owfa-1.0 text_urls: - http://www.openwebfoundation.org/legal/the-owf-1-0-agreements/owfa-1-0 faq_url: https://www.openwebfoundation.org/faqs/open-web-foundation-cla-1-0-owfa-1-0-faq text: "OWFa 1.0\nOpen Web Foundation\nFinal Specification Agreement (OWFa 1.0)\n(Patent and\ \ Copyright Grants)\n \n1. The Purpose of this Agreement. This Agreement sets forth the\ \ terms under which I make certain copyright and patent rights available to you for your Permitted\ \ Uses of the Specification. Capitalized terms are defined in the Agreement’s last section.\n\ \n2. Copyrights.\n \n2.1. Copyright Grant. I grant to you a perpetual (for the duration\ \ of the applicable copyright), worldwide, non-exclusive, no-charge, royalty-free, copyright\ \ license, without any obligation for accounting to me, to reproduce, prepare derivative works\ \ of, publicly display, publicly perform, sublicense, distribute, and implement the Specification\ \ to the full extent of my copyright interest in the Specification.\n \n2.2. Attribution.\ \ As a condition of the copyright grant, you must include an attribution to the Specification\ \ in any derivative work you make based on the Specification. That attribution must include,\ \ at minimum, the Specification name and version number.\n \n3. Patents.\n \n3.1. Patent\ \ Non-Assert.\n \n3.1.1. The Promise. I, on behalf of myself and my successors in interest\ \ and assigns, irrevocably promise not to assert my Granted Claims against you for your Permitted\ \ Uses, subject to the terms and conditions of Section 3.1. This is a personal promise directly\ \ from me to you, and you acknowledge as a condition of benefiting from it that no rights\ \ from me are received from suppliers, distributors, or otherwise in connection with this\ \ promise. This promise also applies to your Permitted Uses of any other specifications incorporating\ \ all required portions of the Specification.\n \n3.1.2. Termination.\n \n3.1.2.1. As a\ \ Result of Claims by You. All rights, grants, and promises made by me to you under this\ \ Agreement are terminated if you file, maintain, or voluntarily participate in a lawsuit\ \ against me or any person or entity asserting that its Permitted Uses infringe any Granted\ \ Claims you would have had the right to enforce had you signed this Agreement, unless that\ \ suit was in response to a corresponding suit first brought against you.\n \n3.1.2.2. As\ \ a Result of Claims by a Related Entity of Mine. If a Related Entity of mine files, maintains,\ \ or voluntarily participates in a lawsuit asserting that a Permitted Use infringes any Granted\ \ Claims it would have had the right to enforce had it signed this Agreement, then I relinquish\ \ any rights, grants, and promises I have received for the Specification from other signatories\ \ of this Agreement, unless a) my promise to you was terminated pursuant to section 3.1.2.1,\ \ or b) that suit was in response to a corresponding suit first brought by you against the\ \ Related Entity.\n \n3.1.3. Additional Conditions. This promise is not an assurance (i)\ \ that any of my copyrights or issued patent claims cover an implementation of the Specification\ \ or are enforceable or (ii) that an implementation of the Specification would not infringe\ \ intellectual property rights of any third party. Notwithstanding the personal nature of\ \ my promise, this promise is intended to be binding on any future owner, assignee or exclusive\ \ licensee to whom has been given the right to enforce any Granted Claims against third parties.\n\ \ \n3.1.4. Bankruptcy. Solely for purposes of Section 365(n) of Title 11, United States Bankruptcy\ \ Code and any equivalent law in any foreign jurisdiction, this promise will be treated as\ \ if it were a license and you may elect to retain your rights under this promise if I (or\ \ any owner of any patents or patent applications referenced herein), as a debtor in possession,\ \ or a bankruptcy trustee, reject this non-assert.\n \n3.2. Patent License Commitment. In\ \ addition to rights granted in 3.1, on behalf of me and my successors in interest and assigns,\ \ I agree to grant to you a no charge, royalty free license to my Granted Claims on reasonable\ \ and non-discriminatory terms, where such license applies only to those Granted Claims infringed\ \ by the implementation of the Specification, solely for your Permitted Uses.\n\n4. No Other\ \ Rights. Except as specifically set forth in this Agreement, no other express or implied\ \ patent, trademark, copyright, or other property rights are granted under this Agreement,\ \ including by implication, waiver, or estoppel.\n\n5. Antitrust Compliance. I acknowledge\ \ that I may compete with other participants, that I am under no obligation to implement the\ \ Specification, that each participant is free to develop competing technologies and standards,\ \ and that each party is free to license its patent rights to third parties, including for\ \ the purpose of enabling competing technologies and standards.\n\n6. Non-Circumvention.\ \ I agree that I will not intentionally take or willfully assist any third party to take\ \ any action for the purpose of circumventing my obligations under this Agreement.\n\n7. \ \ Representations, Warranties and Disclaimers. I represent and warrant that I am legally\ \ entitled to grant the rights and promises set forth in this Agreement. IN ALL OTHER RESPECTS\ \ THE SPECIFICATION IS PROVIDED \"AS IS.\" The entire risk as to implementing or otherwise\ \ using the Specification is assumed by the implementer and user. Except as stated herein,\ \ I expressly disclaim any warranties (express, implied, or otherwise), including implied\ \ warranties of merchantability, non-infringement, fitness for a particular purpose, or title,\ \ related to the Specification. IN NO EVENT WILL ANY PARTY BE LIABLE TO ANY OTHER PARTY FOR\ \ LOST PROFITS OR ANY FORM OF INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY\ \ CHARACTER FROM ANY CAUSES OF ACTION OF ANY KIND WITH RESPECT TO THIS AGREEMENT, WHETHER\ \ BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND WHETHER OR NOT\ \ THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. All of my obligations\ \ under Section 3 regarding the transfer, successors in interest, or assignment of Granted\ \ Claims will be satisfied if I notify the transferee or assignee of any patent that I know\ \ contains Granted Claims of the obligations under Section 3. Nothing in this Agreement requires\ \ me to undertake a patent search.\n\n8. Definitions.\n \n8.1. Agreement. \"Agreement\"\ \ means this OWFa document, which sets forth the rights, grants, promises, limitations, conditions,\ \ obligations, and disclaimers made available for the particular Specification.\n \n8.2. \ \ Bound Entities. \"Bound Entities\" means the entity listed below and any entities that\ \ the Bound Entity Controls.\n \n8.3. Control. \"Control\" means direct or indirect control\ \ of more than 50% of the voting power to elect directors of that corporation, or for any\ \ other entity, the power to direct management of such entity.\n \n8.4. Granted Claims. \ \ \"Granted Claims\" are those patent claims that I own or control, including those patent\ \ claims I acquire or control after the Date below, that are infringed by Permitted Uses.\ \ Granted Claims include only those patent claims that are infringed by the implementation\ \ of any portions of the Specification where the Specification describes the functionality\ \ causing the infringement in detail and does not merely reference the functionality causing\ \ the infringement.\n \n8.5. I, Me, or My. \"I,\" \"me,\" or \"my\" refers to the signatory\ \ below and its Bound Entities, if applicable.\n \n8.6. Permitted Uses. \"Permitted Uses\"\ \ means making, using, selling, offering for sale, importing or distributing any implementation\ \ of the Specification 1) only to the extent it implements the Specification and 2) so long\ \ as all required portions of the Specification are implemented. Permitted Uses do not extend\ \ to any portion of an implementation that is not included in the Specification.\n \n8.7.\ \ Related Entities. \"Related Entities\" means 1) any entity that Controls the Bound Entity\ \ (\"Upstream Entity\"), and 2) any other entity that is Controlled by an Upstream Entity\ \ that is not itself a Bound Entity.\n \n8.8. Specification. \"Specification\" means the\ \ Specification identified below.\n \n8.9. You or Your. \"You,\" \"you,\" or \"your\" means\ \ any person or entity who exercises copyright or patent rights granted under this Agreement,\ \ and any person or entity you Control."