OrgOrg Contributor Agreement
version 2.0.3
Last Modified: April 19, 2026
This Contributor Assignment Agreement (the “Agreement”) is between OrgOrg Technologies, Inc., a Delaware corporation (“Company”) and Contributor (defined below). Each of Company and Contributor is a “Party” and collectively, the “Parties”.
BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE, MAKING ANY CONTRIBUTION TO COMPANY, OR OTHERWISE AFFIRMATIVELY INDICATING YOUR ACCEPTANCE OF THIS AGREEMENT, YOU AGREE TO BE BOUND BY THIS AGREEMENT ON BEHALF OF YOURSELF AS AN INDIVIDUAL (“CONTRIBUTOR”). IF YOU DO NOT AGREE WITH THIS AGREEMENT, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT PROVIDE CONTRIBUTIONS TO COMPANY.
1.
Contributions. Contributor desires to provide to Company code, documentation, ideas, materials, inventions, works, or other contributions (collectively, “Contributions”) to the Company software program or other Company materials (collectively, the “OrgOrg Software Program”). Contributor represents and warrants that each of Contributor's Contributions is entirely Contributor's original work and that Contributor has all rights necessary to effectuate the assignment set forth in Section 2.1.
2.
Intellectual Property2.1
Assignment of Contributions. Contributor hereby perpetually and irrevocably assigns, and will assign, to Company and its successors and assigns, all of Contributor's worldwide right, title, and interest in and to the Contributions, including intellectual property rights therein and thereto and all rights of attribution, paternity, integrity, modification, and any other rights throughout the world that may be known as or referred to as “moral rights,” “artist's rights,” “droit moral,” or the like (collectively, “ Moral Rights”). To the extent that Moral Rights cannot be assigned under applicable law, Contributor hereby waives and agrees not to enforce any and all Moral Rights to the extent permitted under applicable law.
2.2
Further Assurances. Contributor will use commercially reasonable efforts to take, or cause to be taken, all appropriate action, do or cause to be done all things necessary, proper, or advisable under applicable laws, and execute and deliver such documents and other papers, as may be required to accomplish the assignment set forth in Section 2.1 . If Contributor's unavailability or any other factor prevents Company from pursuing or applying for any application for any registrations or applications covering the Contributions and related intellectual property rights assigned to Company, then Contributor irrevocably designates and appoints Company as Contributor's agent and attorney-in-fact to do all lawfully permitted acts to further the prosecution and issuance of the registrations and applications with the same legal force and effect as if executed by Contributor.
2.3
Background License. If Company provides to Contributor any of the OrgOrg Software Program, Company grants Contributor a nonexclusive, nontransferable, non-sublicensable, revocable, limited license during the term of the Agreement to use such OrgOrg Software Program solely for the purpose of creating Contributions for Company.
3.
Prior Contributions. Contributor agrees that if Contributor provided or created any code, documentation, ideas, materials, inventions, works, or other contributions with respect to the OrgOrg Software Program prior to the Effective Date (defined below) (collectively, “Prior Contributions”), then such creations are deemed “Contributions” and are hereby assigned to Company pursuant to Section 2.1 . Contributor acknowledges and agrees that it is not owed any amounts or compensation for Prior Contributions, and that Prior Contributions include any of the foregoing which may have been delivered to a prior owner of the OrgOrg Software Program.
4.
Consideration4.1
Attribution. Company may identify Contributor as a contributor to the OrgOrg Software Program. If Contributor does not wish to receive such attribution, Contributor can choose to opt-out of attribution on the contributor settings page at https://orgorg.com/internal/contributor/settings, or by providing Company with written notice of Contributor's desire to opt out by emailing Company at notify@orgorg.com. After receiving such opt-out Company will use reasonable efforts to remove any attribution to Contributor from future releases. Contributor hereby grants to Company all rights necessary to use Contributor's name for purposes of the foregoing attribution.
4.2
Bonuses.
Eligibility. To be eligible to receive any Bonus, at the time Company determines and distributes such Bonus, Contributor must (a) maintain an active OrgOrg user account in the OrgOrg organization administering the contribution program (the “Contribution Program”), and (b) be in good standing with the Contribution Program. “Good standing” is determined by Company in its sole discretion. Without limiting Company's discretion, Contributor may be placed out of good standing for reasons including, but not limited to, loss, suspension, or termination of Contributor's OrgOrg user account in the Contribution Program; breach of this Agreement; or any conduct that Company determines to be inconsistent with the Contribution Program. Contributions made by a Contributor, and Contributions that would otherwise be attributable to a Contributor, that is not in good standing at the time of a Bonus determination are not eligible for inclusion in that Bonus calculation, and the share those Contributions would have represented is reallocated proportionally among eligible Contributors. For the avoidance of doubt, this Section governs only Contributor's eligibility to receive Bonuses; it does not affect the assignment of Contributions under Section 2.1, which continues to apply to all Contributions regardless of Contributor's good-standing status or account status.
From time-to-time Company may in its sole discretion offer payment or other things of value to Contributor as recognition for Contributor's Contributions (each a “ Bonus”). The amount and frequency of the Bonus, if any, that Contributor may receive is determined by Company in its sole discretion. Contributor is not entitled to, and Company does not promise to pay Contributor, a specific Bonus amount or any Bonus amount whatsoever. Contributor has not, and will not in the future, provide Contributions to Company in reliance on or expectation of obtaining any payment or other thing of value. If Company chooses to provide Contributor with a Bonus, Company will use reasonable efforts to distribute the Bonus to Contributor by contacting Contributor at Contributor's OrgOrg email address and requesting applicable payment information. If Contributor's e-mail address changes, Contributor will promptly notify Company at notify@orgorg.com. If after reasonable efforts Company is unable to distribute the Bonus to Contributor within 90 days from Company's initial attempt to contact Contributor with regard to the Bonus, the Bonus may be forfeited. Contributor remains an independent contractor of Company and is responsible for all taxes arising from any Bonus. Contributor will provide any information requested by Company in connection with any Bonus payment.
5.
Term and Termination. The term of this Agreement commences upon Contributor's acceptance (the “ Effective Date”) and continues until terminated in accordance with this Section. Either Party may terminate this Agreement by providing prior written notice to the other Party; provided, that, if Contributor provides or creates Contributions after a termination of this Agreement, then: (a) this Agreement will automatically resume without any further action from either Party and remain in effect until terminated in accordance with this Section, and (b) such Contributions are hereby automatically assigned in accordance with Section 2.1 herein. If this Agreement is terminated all provisions will survive to the extent necessary to achieve their intent.
6.
Confidential Information. As used herein, “Confidential Information” means all information concerning the OrgOrg Software Program, or otherwise disclosed by or obtained from the Company (or the prior owner of the OrgOrg Software Program) whether before, on or after the Effective Date. Company's Confidential Information includes the OrgOrg Software Program and any Contribution. “ Confidential Information” does not include any information that (a) is or becomes generally known or available to the public without breach of any confidentiality obligation, (b) is received from a third party (excluding any prior owner of the OrgOrg Software Program) without breach of any confidentiality, or (c) was independently developed by Contributor without use of or reference to the Confidential Information of Company. Except as otherwise permitted in writing by Company, Contributor will protect Confidential Information from unauthorized use and disclosure, not to disclose any Confidential Information to any other person, and use Confidential Information only for the purpose of creating Contributions.
7.
Limitations of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF COMPANY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO USD $100.
8.
Miscellaneous. Contributor may not assign this Agreement without the prior consent of Company. Company may assign this Agreement without restriction. Any non-permitted assignment is void. This Agreement will bind and indure to the benefit of each Party's permitted successors and assigns. The Parties are independent contractors, not agents, partners, or joint venturers. Waivers must be signed by the waiving Party's authorized representative and cannot be implied from conduct. This Agreement is governed by the laws of the State of California, and the Parties consent to exclusive jurisdiction and venue in the federal courts having jurisdiction over the County of San Francisco. The Parties waive all defenses of lack of personal jurisdiction and forum non- conveniens. This Agreement is the entire agreement between the Parties, and supersedes any and all prior agreements, understandings, or communications, written or oral, between the Parties relating to the subject matter hereof, including Prior Contributions.