Skip to content
Merged
Show file tree
Hide file tree
Changes from all commits
Commits
File filter

Filter by extension

Filter by extension

Conversations
Failed to load comments.
Loading
Jump to
Jump to file
Failed to load files.
Loading
Diff view
Diff view
188 changes: 188 additions & 0 deletions CCLA.md
Original file line number Diff line number Diff line change
@@ -0,0 +1,188 @@
# OpenAdapt Corporate Contributor License Agreement

**Status of this document.** This section is a note for readers and is not part
of the Agreement.

This Agreement was first published on 2026-08-27. Sign it when an employer,
rather than the individual, owns the intellectual property in a contribution.
An individual who owns their own work signs [`CLA.md`](CLA.md) instead. An
employee listed on Schedule A of a signed copy of this Agreement does not also
need to sign `CLA.md`, although the Company may still ask for a sign-off on each
commit under the Developer Certificate of Origin.

This Agreement is adapted from the Apache Software Foundation Corporate
Contributor License Agreement V2.0
(<https://www.apache.org/licenses/cla-corporate.txt>). The changes are: the
recipient of the grant is MLDSAI Inc. rather than a nonprofit foundation; the
third paragraph states how MLDSAI Inc. may use a Contribution, in place of the
Apache paragraph about nonprofit status; Section 1 names the repositories
covered; and Sections 9 and 10 and the signature block are additions.

---

## Corporate Contributor License Agreement V1.0

Thank you for your interest in OpenAdapt, a project of MLDSAI Inc. (the
"Company"). This Agreement states the intellectual property license granted with
Contributions from a corporation, partnership, or other entity.

This Agreement covers Contributions submitted by the employees and agents of the
Corporation named in the signature block below, and designated on Schedule A.
Complete and sign one copy of this Agreement, then send it to
<hello@openadapt.ai>. The signatory must be authorized to bind the Corporation.

You accept and agree to the following terms and conditions for the present and
future Contributions submitted by the Corporation to the Company. You understand
that the Company develops and distributes both open source software and
proprietary products and services, that the Company may use the Contributions in
either, and that the Company may license, relicense, or sublicense the Work on
terms of its choosing, including terms that are not open source. Except for the
license granted herein to the Company and to recipients of software distributed
by the Company, the Corporation reserves all right, title, and interest in and
to its Contributions.

### 1. Definitions

"You" (or "Your") shall mean the copyright owner or legal entity authorized by
the copyright owner that is making this Agreement with the Company. For legal
entities, the entity making a Contribution and all other entities that control,
are controlled by, or are under common control with that entity are considered
to be a single Contributor. For the purposes of this definition, "control" means
(i) the power, direct or indirect, to cause the direction or management of such
entity, whether by contract or otherwise, or (ii) ownership of fifty percent
(50%) or more of the outstanding shares, or (iii) beneficial ownership of such
entity.

"Work" shall mean any software project owned or managed by the Company,
including every repository of the OpenAdaptAI organization on GitHub
(<https://github.com/OpenAdaptAI>) and any successor to such a repository.

"Contribution" shall mean any original work of authorship, including any
modifications or additions to an existing work, that is intentionally submitted
by You to the Company for inclusion in, or documentation of, the Work. For the
purposes of this definition, "submitted" means any form of electronic, verbal,
or written communication sent to the Company or its 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, the Company for the purpose of discussing and improving the Work, but
excluding communication that is conspicuously marked or otherwise designated in
writing by You as "Not a Contribution."

### 2. Grant of Copyright License

Subject to the terms and conditions of this Agreement, You hereby grant to the
Company and to recipients of software distributed by the Company a perpetual,
worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright license
to reproduce, prepare derivative works of, publicly display, publicly perform,
sublicense, and distribute Your Contributions and such derivative works.

### 3. Grant of Patent License

Subject to the terms and conditions of this Agreement, You hereby grant to the
Company and to recipients of software distributed by the Company a perpetual,
worldwide, non-exclusive, no-charge, royalty-free, irrevocable (except as stated
in this section) patent license to make, have made, use, offer to sell, sell,
import, and otherwise transfer the Work, 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 Work 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 Work 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 Work shall terminate as of the date such litigation is filed.

### 4. Representation of entitlement

You represent that You are legally entitled to grant the above license. You
represent further that each employee of the Corporation designated on Schedule A
below (or in a later written update to Schedule A) is authorized to submit
Contributions on behalf of the Corporation.

### 5. Representation of original creation

You represent that each Contribution is an original creation (see Section 7 for
submissions on behalf of others). You represent that each Contribution
submission includes complete details of any third-party license or other
restriction (including, but not limited to, related patents and trademarks) of
which You are aware and which is associated with any part of the Contribution.

### 6. No support; no warranty

You are not expected to provide support for Your Contributions, except to the
extent You desire to provide support. You may provide support for free, for a
fee, or not at all. 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.

### 7. Work that is not an original creation

Should You wish to submit work that is not an original creation, You may submit
it to the Company separately from any Contribution, identifying the complete
details of its source and of any license or other restriction (including, but
not limited to, related patents, trademarks, and license agreements) of which
You are aware, and conspicuously marking the work as "Submitted on behalf of a
third-party: [named here]".

### 8. Duty to notify

It is Your responsibility to notify the Company when any change is required to
the list of designated employees on Schedule A, or to the Corporation's point of
contact with the Company. You agree to notify the Company of any facts or
circumstances of which You become aware that would make these representations
inaccurate in any respect.

### 9. Effective date and scope

This Agreement takes effect for the Corporation on the date the Corporation
signs it. It applies to Contributions submitted by a designated employee on or
after that date, and to Contributions submitted by a designated employee before
that date. It does not apply to an entity that has not signed it.

### 10. Governing law

This Agreement is governed by the laws of the Province of Ontario and the
federal laws of Canada applicable therein, without regard to conflict of law
principles.

---

## Signature

```
Corporation name:
Corporation address:

Point of contact:
Email:
Telephone:

Signature:
Name:
Title:
Date:
```

### Schedule A — designated employees

List each employee or agent authorized to submit Contributions on behalf of the
Corporation. Give the full name, the GitHub username, and the email address
associated with their commits. Send an updated Schedule A to
<hello@openadapt.ai> whenever the list changes.

```
1. Full name / GitHub username / email
2.
3.
```

### Schedule B — excluded works

List any initial Contribution the Corporation wishes to submit under different
terms, or write "None". Leave blank if the Corporation is not aware of any.

```
None
```
174 changes: 174 additions & 0 deletions CLA.md
Original file line number Diff line number Diff line change
@@ -0,0 +1,174 @@
# OpenAdapt Individual Contributor License Agreement

**Status of this document.** This section is a note for readers and is not part
of the Agreement.

This Agreement was first published on 2026-08-27. It binds a Contributor only
after that Contributor signs it, in one of the ways described under "How to
sign" below. It has no effect on a Contributor who has not signed it, and
signature is never implied by the act of opening a pull request. Contributions
from a Contributor who has not signed remain governed by the inbound repository
license (the MIT License) and by the
[Developer Certificate of Origin 1.1](https://developercertificate.org/).
Once a Contributor signs, Section 9 applies the Agreement to that Contributor's
earlier Contributions as well as their later ones.

This Agreement is adapted from the Apache Software Foundation Individual
Contributor License Agreement V2.0 (<https://www.apache.org/licenses/icla.pdf>).
The changes are: the recipient of the grant is MLDSAI Inc. rather than a
nonprofit foundation; the second paragraph states how MLDSAI Inc. may use a
Contribution, in place of the Apache paragraph about nonprofit status; Section 1
names the repositories covered; and Sections 9 and 10 and the "How to sign"
section are additions.

Corporate contributors: see [`CCLA.md`](CCLA.md).

---

## Individual Contributor License Agreement V1.0

Thank you for your interest in OpenAdapt, a project of MLDSAI Inc. (the
"Company"). This Agreement states the intellectual property license granted with
Contributions from any person. The Company must have a signed copy of this
Agreement on file from each Contributor. This license protects You as a
Contributor as well as the Company and the users of the Company's software. It
does not change Your right to use Your own Contributions for any other purpose.

You accept and agree to the following terms and conditions for Your present and
future Contributions submitted to the Company. You understand that the Company
develops and distributes both open source software and proprietary products and
services, that the Company may use Your Contributions in either, and that the
Company may license, relicense, or sublicense the Work on terms of its choosing,
including terms that are not open source. Except for the license granted herein
to the Company and to recipients of software distributed by the Company, You
reserve all right, title, and interest in and to Your Contributions.

### 1. Definitions

"You" (or "Your") shall mean the copyright owner or legal entity authorized by
the copyright owner that is making this Agreement with the Company. For legal
entities, the entity making a Contribution and all other entities that control,
are controlled by, or are under common control with that entity are considered
to be a single Contributor. For the purposes of this definition, "control" means
(i) the power, direct or indirect, to cause the direction or management of such
entity, whether by contract or otherwise, or (ii) ownership of fifty percent
(50%) or more of the outstanding shares, or (iii) beneficial ownership of such
entity.

"Work" shall mean any software project owned or managed by the Company,
including every repository of the OpenAdaptAI organization on GitHub
(<https://github.com/OpenAdaptAI>) and any successor to such a repository.

"Contribution" shall mean any original work of authorship, including any
modifications or additions to an existing work, that is intentionally submitted
by You to the Company for inclusion in, or documentation of, the Work. For the
purposes of this definition, "submitted" means any form of electronic, verbal,
or written communication sent to the Company or its 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, the Company for the purpose of discussing and improving the Work, but
excluding communication that is conspicuously marked or otherwise designated in
writing by You as "Not a Contribution."

### 2. Grant of Copyright License

Subject to the terms and conditions of this Agreement, You hereby grant to the
Company and to recipients of software distributed by the Company a perpetual,
worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright license
to reproduce, prepare derivative works of, publicly display, publicly perform,
sublicense, and distribute Your Contributions and such derivative works.

### 3. Grant of Patent License

Subject to the terms and conditions of this Agreement, You hereby grant to the
Company and to recipients of software distributed by the Company a perpetual,
worldwide, non-exclusive, no-charge, royalty-free, irrevocable (except as stated
in this section) patent license to make, have made, use, offer to sell, sell,
import, and otherwise transfer the Work, 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 Work 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 Work 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 Work shall terminate as of the date such litigation is filed.

### 4. Representation of entitlement

You represent that You are legally entitled to grant the above license. If 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 the Company, or that Your employer has executed
a separate Corporate Contributor License Agreement with the Company.

### 5. Representation of original creation

You represent that each of Your Contributions is Your original creation (see
Section 7 for submissions on behalf of others). You represent that 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.

### 6. No support; no warranty

You are not expected to provide support for Your Contributions, except to the
extent You desire to provide support. You may provide support for free, for a
fee, or not at all. 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.

### 7. Work that is not Your original creation

Should You wish to submit work that is not Your original creation, You may
submit it to the Company separately from any Contribution, identifying the
complete details of its source and of any license or other restriction
(including, but not limited to, related patents, trademarks, and license
agreements) of which You are personally aware, and conspicuously marking the
work as "Submitted on behalf of a third-party: [named here]".

### 8. Duty to notify

You agree to notify the Company of any facts or circumstances of which You
become aware that would make these representations inaccurate in any respect.

### 9. Effective date and scope

This Agreement takes effect for You on the date You sign it. It applies to Your
Contributions submitted on or after that date, and to Your Contributions
submitted before that date. It does not apply to a person who has not signed it.

### 10. Governing law

This Agreement is governed by the laws of the Province of Ontario and the
federal laws of Canada applicable therein, without regard to conflict of law
principles.

---

## How to sign

The Company records assent in one of two ways. Assent is not implied by opening
a pull request.

1. **Automated signature.** When the CLA check is enabled on a repository, a
first-time contributor is prompted on their pull request and signs by posting
the comment the check specifies. The check records the signature.
2. **Signature by email.** Send the statement below to
<hello@openadapt.ai> from the email address associated with Your commits.

```
I have read the OpenAdapt Individual Contributor License Agreement and
I hereby agree to its terms.

Full name:
GitHub username:
Email address:
Date:
```

Questions about this Agreement: <hello@openadapt.ai>.
Loading