Corporate Contributor Licence Agreement

Standard: SIGNET · Steward: Concert Foundation · Variant: Corporate

Status — ratified. This document formalises the Corporate variant of the Individual CLA, with the same grants. The authoritative, legally reviewed version is published by Concert Foundation at https://concert.foundation/governance/cla-corporate; if the two differ, the published version governs.

This Corporate Contributor Licence Agreement lets an organisation cover all of its contributors with a single signature, rather than each person signing the Individual CLA separately. It grants Concert Foundation the same licences as the Individual CLA; the differences are the definition of the contributing entity, the authority to bind it, the contributors it covers, and the schedule the signatory maintains.

By executing this Agreement, an Authorised Signatory accepts the following on behalf of the Organisation with respect to each Contribution submitted by a Covered Contributor.

1. Definitions

"Organisation" (also "You") means the legal entity executing this Agreement, together with its Affiliates.
"Affiliate" means any entity that controls, is controlled by, or is under common control with the Organisation.
"Authorised Signatory" means the individual executing this Agreement who is authorised to bind the Organisation.
"Covered Contributor" means any employee or contractor of the Organisation, or of an Affiliate, listed in the Schedule (§8).
"Contribution" means any original work of authorship — code, schema, codelist values, documentation, examples, or other material — intentionally submitted to this repository (e.g. via pull request) by a Covered Contributor, including any modification of an existing work.
"Concert" means Concert Foundation, the steward of the SIGNET standard.

2. Authority to bind

The Authorised Signatory represents that they are authorised to enter into this Agreement on behalf of the Organisation and to bind it and its Affiliates to these terms.

3. Coverage

This Agreement applies to every Contribution submitted by any Covered Contributor while this Agreement is in effect. A Covered Contributor whose Contribution is covered here need not sign the Individual CLA. The Organisation keeps the Schedule (§8) current.

4. You keep ownership

This Agreement does not transfer ownership of any Contribution. The Organisation (or the Covered Contributor, as applicable) retains all right, title, and interest in it. The Organisation grants Concert the licences in §5 and §6 so the standard can remain open; it remains free to use its Contributions for any other purpose.

5. Copyright licence

The Organisation grants Concert and recipients of material distributed by Concert a perpetual, worldwide, non-exclusive, royalty-free, irrevocable copyright licence to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute each Contribution and such derivative works — including the right to publish the Contribution under the open licences in the Concert IP & Licensing Policy (CC0 1.0 for the normative artifacts; Apache-2.0 for the conformance suite).

6. Patent licence (W3C model)

The Organisation grants Concert and recipients of the standard a perpetual, worldwide, non-exclusive, royalty-free, irrevocable (except as stated below) patent licence to make, have made, use, offer to sell, sell, import, and otherwise transfer the work, where such licence applies only to those patent claims licensable by the Organisation that are necessarily infringed by a Contribution alone or by combination of a Contribution with the project to which it was submitted.

If any entity institutes patent litigation against the Organisation or any other contributor alleging that a Contribution, or the work to which it contributed, constitutes direct or contributory patent infringement, then any patent licences granted under this Agreement for that Contribution terminate as of the date such litigation is filed.

7. Neutrality

Acceptance of a Contribution under this Agreement gives no contributor — and no commercial operator, including Score Networks — any preferential position in the standard. The same terms apply to everyone (see the Concert IP & Licensing Policy).

8. Schedule of covered contributors

The Organisation maintains a Schedule listing the Covered Contributors and their GitHub accounts (and, where relevant, the GitHub organisation that hosts them). The Authorised Signatory keeps the Schedule current and notifies Concert of additions or removals; coverage under this Agreement follows the Schedule in force at the time a Contribution is submitted.

9. Your representations

The Organisation represents that each Contribution by a Covered Contributor is original work that the Organisation has the right to submit under these terms, that it is legally entitled to grant the licences above, and that each Contribution is provided "as is", without warranties of any kind. The Organisation will notify Concert if any statement above becomes inaccurate.

How to execute

This Agreement is executed out of band, not through the pull-request bot:

An Authorised Signatory signs this Corporate CLA (via DocuSign or an equivalent) and sends the executed copy and the Schedule (§8) to Concert at hello@concert.foundation.
Concert records the Agreement and adds the Organisation's GitHub organisation and listed accounts to the CLA assistant's allow-list.
From then on, Covered Contributors are recognised automatically and skip the per-pull-request agreement step.

To add or remove Covered Contributors later, send an updated Schedule to the same address.

Signature

Executed for and on behalf of the Organisation:

Organisation (legal name): ⁠—
Authorised Signatory (name): ⁠—
Title: ⁠—
Signature: ⁠—
Date: ⁠—