From 316099b66e8d2147dbe56c609a9ed38853cc7cec Mon Sep 17 00:00:00 2001 From: POOL-ID GITHUB-OPS-BOT Date: Sat, 20 Apr 2024 04:26:53 +0200 Subject: [PATCH] chore(licence): add Mercedes-Benz Inner Source License --- LICENSE.md | 360 +++++++++++++++++++++++++++++++++++++++++++++++++++++ 1 file changed, 360 insertions(+) create mode 100644 LICENSE.md diff --git a/LICENSE.md b/LICENSE.md new file mode 100644 index 0000000..1adecc9 --- /dev/null +++ b/LICENSE.md @@ -0,0 +1,360 @@ +# Mercedes-Benz Inner Source License 1.0 ("ISL") + +Copyright © 2022 Mercedes-Benz Group AG + +SPDX-License-Identifier: LicenseRef-MB-ISL-1.0 + +## 0. Preamble + +0.0 This Mercedes-Benz Inner Source License 1.0 succeeds the +Daimler Inner Source License 1.0 as a later version and is similar in spirit. + +0.1 Mercedes-Benz Group AG ("Mercedes-Benz") provides a platform for collaborative +development ("SCR") and use of source code and associated data (e.g. parameters, +documentation) for use by and for purposes of companies of the Mercedes-Benz +Group (ยงยง 15 et seq. Aktiengesetz, German Stock Companies Act; all such +companies together "Mercedes-Benz Companies"). This also includes the use by +third parties only as far as these are commissioned directly by a +Mercedes-Benz Company with performances for purposes of Mercedes-Benz Companies +("Commissioned Third Parties"). + +0.2 The SCR and cooperation model is named "Mercedes-Benz +Inner Source Platform". Inner Source +follows the pattern of Open Source software development, is however restricted to +use by and for purposes of Mercedes-Benz Companies due to technical, security, +relevance and majority reasons. + +0.3 Source code uploads to repositories ("Projects") on the SCR come +with the expectation that other parties in this cooperation model will +improve such Projects through comments, suggestions, source code to +provide benefits of the collaboration for all involved parties. + +## 1. Scope of ISL + +1.1 The ISL is an agreement by a Mercedes-Benz Company or a Commissioned Third +Party, which contributes to or uses content on the SCR ("Participant"), +with Mercedes-Benz or another Mercedes-Benz Company also for the direct benefit of +other Mercedes-Benz Companies and Commissioned Third Parties. The direct +benefit of Commissioned Third Parties is limited to grant of rights +according to Section 4.4. + +1.2 The ISL applies to Projects uploaded to or available on the SCR, +especially source code and data, that contain this `LICENSE.md` file +incorporating the unmodified ISL or that expressly refer to the ISL e.g. +by stating "Licensed under Mercedes-Benz Inner Source License 1.0" (all +together "Content"). + +1.3 The ISL applies to any and all handling and use of Content on the +SCR, including copying, integration, making and/or making available +modifications as well as any possible use of Content in foreseen or +unforeseen manner by any means. + +## 2. Consent to and Prevalence of ISL + +2.1 The ISL is accepted by a Mercedes-Benz Company by accessing or making use +of Content on the SCR through its employees or vicarious agents. + +2.2 The ISL is accepted by a Commissioned Third Party by accessing or +making use of Content on the SCR through its employees or vicarious +agents. Subsidiarily, a user acting for a Commissioned Third Party +accepts the ISL by such action for himself/herself and on behalf of such +Commissioned Third Party. + +2.3 Subsidiarily to Sections 2.1 and 2.2, the regulations in this ISL +for rights to Content in Sections 3 and 4 are accepted by and apply +analogously to any party, which contributes Content to the SCR, in +respect of the offer of concession of rights according to Section 3.1 +and the scope of rights granted according to Section 4. Such party is +not able to accept an offer in respect of Content (see Section 3.2). + +2.4 The ISL is prevalent for any Content on the SCR. Any exception from +the ISL is only valid if and applicable as far as (i) the ISL itself +expressly provides for other stipulations or such is expressly agreed +upon in written form for each individual case and (ii) in any case the +Content to which an exception applies is to be transparently marked as +underlying different stipulations. + +2.5 The ISL itself can only be terminated extraordinarily for good cause +by notice in written form by one affected party to the other affected +parties in respect of specific affected Content. Any obligations which +arose before or are caused by such termination remain unaffected. The +stipulations on termination of rights according Section 6 of this ISL remain unaffected. + +## 3. Offer of and Consent to Concession of Rights to Content available on SCR + +3.1 The Mercedes-Benz Company or Commissioned Third Party which makes Content +available on the SCR thereby offers to any other Mercedes-Benz Company and +Commissioned Third Party the rights to Content described in Section 4. +This applies irrespective of the means of making available Content on +the SCR (e.g. upload, pull request, etc.). Contributions, e.g. through +pull request, to Content and/or Projects under ISL shall state, +"Licensed under Mercedes-Benz Inner Source License 1.0 and any later version +similar in spirit". Such offer is valid as long as such Content or a +modification of such Content is available on the SCR. + +3.2 Any Mercedes-Benz Company can accept such offer in respect of Content +available on the SCR by accessing or using such Content in any way by +itself or through Commissioned Third Parties as agreed between the +Mercedes-Benz Company and the Commissioned Third Party in the course of +commissioning. A Commissioned Third Party can accept such offer only +within the scope of its duties commissioned by a Mercedes-Benz Company and +subject to Section 4.4 by accessing or using such Content. Prerequisite +for an acceptance is a valid agreement of the ISL. Any restriction or +reservation for acceptance of the ISL makes acceptance of the offer null +and void. + +## 4. Rights granted to Content + +4.1 Upon acceptance of an offer to Content, +the rights to such Content are granted directly by the Participant to +the accepting entity non-exclusively. + +4.2 The rights to Content encompass any and all possible handling and +use of such Content for any purposes of Mercedes-Benz Companies in any +possible foreseen and unforeseen manner by any means and in any form. +This especially encompasses any reproduction, translation, adaptation, +arrangement and other modifications as well as the reproduction of the +results thereof, any form of distribution of Content or modified Content +including rental. This also encompasses any use without attribution to +any authors of Content as far as legally possible. The rights do not +entitle to remove any copyright information or legal notice unless +otherwise expressly entitled under this ISL and especially Section 5.5. +Any communication of Content to the public is subject to the additional +provisions of Section 5. + +4.3 The rights to Content are granted to a Mercedes-Benz Company for the +duration of its membership to the Mercedes-Benz Companies. + +4.4 The rights to Content granted to Commissioned Third Parties are +limited to the necessary use of Content for the benefit of performances +for purposes of Mercedes-Benz Companies as far as and as long as such +Commissioned Third Party is commissioned with such performances. For the +avoidance of doubt, rights to Content granted to Commissioned Third +Parties do also terminate with the end of the membership of its +commissioning Mercedes-Benz Company to the Mercedes-Benz Companies. + +4.5 Any grant of rights to Content beyond the scope of this Section 4 by +a holder of rights by separate means remains +unaffected. As far as a Commissioned Third Party has granted exclusive +rights to specific content to a Mercedes-Benz Company, this Mercedes-Benz Company +consents to the grant of rights according to this Section 4 by ordering +or allowing the Commissioned Third Party to make such content available +on the SCR. Any grant of rights according to this ISL does not restrict +rights of a Mercedes-Benz Company to Content except as expressly stated in +this Section 4. + +4.6 Any rights granted to specific Content according to this Section 4 +remain unaffected if the availability of the respective Content on the +SCR ends. + +4.7 Any license terms and conditions pertaining to Free and Open Source +Software (FOSS) as parts of Content or parts of Content from third +parties shall prevail over this Section 4. Any obligations of a +Participant in connection with FOSS remain unaffected, especially any +obligations of a Commissioned Third Parties in the context of its +commission. + +4.8 Use of licensed Content under a particular version of the ISL, may +continue under the terms of that version of the ISL notwithstanding the +application of a later ISL version to a repository. Any party +contributing to a repository accepts and grants rights to Content +including such later application of a later ISL version in accordance +with Section 3.1. + +4.9 Any Participant who makes Content available on a repository in the +SCR entitles the employee responsible for a Project ("Repository Owner") +of such repository to decide on external use of such Content according +to Section 5 in his/her own discretion as far as entitled by its respective +Mercedes-Benz Company. + +## 5. External Use of Content + +5.1 Any use of Content beyond the internal purposes of Mercedes-Benz Companies +requires the prior express consent of the Repository Owner as far as +entitled by its respective Mercedes-Benz Company in each individual case. Use +beyond internal purposes of Mercedes-Benz Companies in particular applies to +communication of Content to the public, including making available +Content or modified Content to the public ("External Use"), whether on a +restricted basis or by way of open source software. Consent to External +Use is deemed to be given with upload of Content to the SCR, subject to +the following provisions. This prerequisite of consent must not be +circumvented in any way (e.g. by forking a repository). + +5.2 The rights to Content granted to Commissioned Third Parties are +limited according to this ISL and do not +include the rights to External Use. + +5.3 The External Use in form of publication under an open source license +is limited to the Repository Owner, as far as entitled by the employing +Mercedes-Benz Company. + +5.4 For any Content intended for External Use, all current standards, +especially for source code, of Mercedes-Benz Companies apply irrespective of +the ISL. The Repository Owner has to decide on any External Use +including its respective scope in each individual case, taking into +account the foreseen benefit for Mercedes-Benz Companies of External +Use as well as the inevitable loss of confidentiality of externally +disclosed Content. The Repository Owner has to withdraw +consent to External Use if its prerequisites lapse. Any Repository Owner +shall adequately document any decision in respect of External Use of +Content in the repository including the decision and date of decision. + +5.5 As long as the necessary consent of the Repository Owner is not +withdrawn, the consent includes the External Use of any later +contributions to Content of such repository, irrespective of the means +of a contribution (e.g. upload, pull request, etc.). Any rights already +granted for External Use of specific Content remain unaffected by a +later withdrawal of necessary consent to External Use. + +5.6 Any External Use of Content requires prior relicensing of the +Content, e.g. using a Mercedes-Benz proprietary license. For the avoidance of +doubt, this ISL shall not be used in externally disclosed Content. + +5.7 Any Participant has to instruct and entitle its Repository Owners +according to this Section 5. + +## 6. Termination of Rights granted to Content + +6.1 Any rights to any Content granted to a recipient according to +Section 4 terminate automatically and completely if the recipient of +such rights + +(i) declares a termination of the ISL, except within the scope and +under the prerequisites of Section 2.5, + +(ii) violates the scope of rights granted by this ISL by acts or +omissions by itself or through third parties, in case of a Mercedes-Benz +Company only after a reasonable cure period expressly set has lapsed +without effect, or + +(iii) is a legal entity whose membership to the Mercedes-Benz Companies +ends. In case of termination of membership of a Mercedes-Benz Company to the +Mercedes-Benz Companies "Former Member", the Former Member requires a +separate agreement with the Content providing Mercedes-Benz Companies for +the further use of Content. + +For the avoidance of doubt, any rights granted to Content provided by +a Former Member do not terminate by this Section 6. + +6.2 Any rights to specific Content granted to a Commissioned Third Party +terminate completely and automatically if the commissioning with the +performances for Mercedes-Benz Companies, which require the use of the +affected Content, ends for whatsoever reason. + +6.3 If the ISL is terminated according to Section 2.5, any and all +rights to affected Content granted by the terminating party to the +affected parties terminate completely and automatically. + +6.4 If rights to Content are terminated according to Section 6.1(ii) the +recipient may request a license to Content from the offering Mercedes-Benz +Company at a later point in time. It is solely up to the discretion of +the offering Mercedes-Benz Company to grant rights to such party under the ISL +again. + +## 7. Prerequisites for Use of Content available on SCR + +7.1 It lies completely in the sole responsibility of any recipient of +any Content to assess and verify if and to which extent such Content is +suitable and technically qualified to be used for a particular purpose +and a particular application intended by such recipient. Any contractual +obligations and duties of Commissioned Third Parties and commissioned +Mercedes-Benz Companies (a Mercedes-Benz Company that is commissioned by another +Mercedes-Benz Company), especially based on any contract with a Mercedes-Benz +Company, remain unaffected and are not restricted. + +7.2 The user is solely and completely responsible for any use of Content +by itself and on its behalf. + +7.3 The user is solely and completely responsible for the fulfillment of +any obligations in connection with Content, especially arising out of +Free and Open Source licenses or licenses for content from third +parties. + +## 8. Remuneration, Warranty and Liability + +8.1 Content is made available and rights to Content are granted without +remuneration but with respect to Section 0.3. + +8.2 Any Content is made available on the SCR "as is" without warranty. +There is no warranty provided by any Participant beyond mandatory +statutory obligations and subject to Section 8.4. + +8.3 No Participant assumes any liability exceeding mandatory statutory +obligations (intentional damage; damage to life and/or body; statutory +product liability). This especially applies to any obligations of care +or indemnification in connection with Content. + +8.4 Any warranty and liability of Commissioned Third Parties and +commissioned Mercedes-Benz Companies, especially based on any contract with a +Mercedes-Benz Company, remain unaffected and are not restricted by Sections +8.2 and 8.3. + +## 9. Confidentiality of Content + +9.1 As any Content is made available for purposes of Mercedes-Benz Companies +only, any user of the SCR is obliged to take adequate precautions +against unintended or unauthorized access or disclosure of Content to +third parties. + +9.2 Any Content not expressly marked or declared as "public", according +to Mercedes-Benz Information Classification, (by and within Mercedes-Benz Companies) +is to be treated as confidential and business secret of Mercedes-Benz +Companies by any Mercedes-Benz Company and any Commissioned Third Party. Any +such party has to take reasonable precautions, at least as for its own +business secrets, to keep such Content secret and protect it against +unauthorized disclosure to third parties, especially if a third party is +not bound to adequate secrecy. Mercedes-Benz Companies may be entitled to use +such Content for External Use in adherence with Section 5. For the +avoidance of doubt, the SCR function "public" is by no means to be +misunderstood to be such a declaration or marking of "public". + +## 10. Final Provisions + +10.1 Any party, which accesses, uses or downloads Content, is solely +responsible for adherence to all applicable regulations and requirements +including but not limited to the regulations and requirements in +connection with export control. + +10.2 Any later or new version of the ISL must be approved by the FOSS +Center of Competence or any comparable successor thereof. + +10.3 Except where otherwise expressly stated, this ISL does not +encompass grant of rights to trade marks, patents or similar +intellectual property rights. + +10.4 This ISL constitutes the complete agreement on its subject matter. +Any modifications shall be agreed upon in written form. If any +stipulation of this ISL should be held to be invalid or unenforceable, +this does not affect the remaining stipulations. The affected parties +will substitute an invalid or unenforceable stipulation with a provision +that comes as close as possible to the intent and effect of the affected +stipulation. + +10.5 Irrespective the regulations on dispute resolution in intra-group +agreements, the following applies: In case of conflict over +applicability and/or interpretation of the ISL between more than one +Mercedes-Benz Company, the FOSS Center of Competence, or any comparable +successor thereof, shall be addressed by one or the parties jointly to +resolve the conflict through an ultimate decision. In the event that +such ultimate decision cannot be made, the parties adhere to the +regulations on dispute resolution in intra-group agreements if +concluded. + +10.6 The ISL is governed by applicable German Law for domestic business +under exclusion of the UN-purchase rules (CISG). Sole legal venue for +any conflict arising in connection with the ISL is the appropriate civil +courts in Stuttgart (Mitte), Germany; mandatory statutory jurisdiction +remains unaffected. + +10.7 Any and all Participants on the SCR are obliged to desist from all +practices which may lead to penal liability due to fraud or +embezzlement, insolvency crimes, crimes in violation of competition, +guaranteeing advantages, bribery, acceptance of bribes or other +corruption crimes on the part of persons employed by the respective +Participant or other third parties. In the event of violation of the +above, Mercedes-Benz or the right granting Mercedes-Benz Company has the right to +immediately withdraw from or terminate all legal transactions existing +with the respective Participant and the right to cancel all +negotiations. The above notwithstanding, any Participant is obliged to +adhere to all laws and regulations applicable to both itself and the +commercial relationship with Mercedes-Benz Companies.