Final version is at Legal/IT_Agreement.
- 1 tl;dr
- 2 MOZILLA IT SECURITY AND CONFIDENTIALITY AGREEMENT FOR VOLUNTEERS
(This section is, unsurprisingly, not legally binding.)
We want you to come and help us make the web more awesome. But: 1. Keep your account details secret; don't mess with us, our users, the police or your current employer. 2, 3: Keep secret stuff secret; our stuff remains ours... 5: ...even when you stop working with us. 6: Either we or you can end this agreement at any time. 7: Your stuff is yours, but we can use it. 8: You can't sue us. 9: You can't say you represent MoFo or MoCo. 10. You aren't an employee (the government made us say this; this is also why this document says "Volunteer" so many times).
MOZILLA IT SECURITY AND CONFIDENTIALITY AGREEMENT FOR VOLUNTEERS
This Mozilla IT Security and Confidentiality Agreement for Volunteers (“Agreement”) is made this ___ day of ____________, 2011 (“Effective Date”), by and between _________________, an individual whose address is ___________________ (“you”) and Mozilla Corporation, a California corporation, having its principal place of business at 650 Castro Street, Suite 300, Mountain View, CA 94041-2072 (“Mozilla”) (Mozilla, its parent, and its subsidiaries and affiliated companies are collectively referred to as “Mozilla Group”).
Mozilla IT handles data which must be kept confidential, sometimes under force of law, and the disclosure of which could put at serious risk our millions of users around the world. So, in order to become Volunteer Mozilla IT, you must agree to this Volunteer Mozilla IT Security and Confidentiality Agreement. As Volunteer Mozilla IT, you will further the Mozilla mission by working on various tasks, such as bug fixing and administering our systems (your “Contributions”) and may have access to some of our sensitive information. By signing this Agreemen, you agree not to abuse your position by harming us or our systems or disclosing any Confidential Information disclosed to you or learned by you during the course of making your Contributions, as further described below:
1. Credentials and Access
You will receive one or more sets of Mozilla credentials. You will not allow anyone else to use these credentials or help anyone else access any Mozilla system (unless doing so is part of your job). Should you become aware of any use of your credentials by someone else, you will immediately notify us by discussing the issue with your direct supervisor; until such notice is received you will be presumed to have taken all actions made using your credentials. Mozilla will have complete control and discretion over capabilities associated with your credentials and may change them for any reason at any time. Your name and email address, or a derivative of it, may be visible worldwide via the Internet.
You represent and warrant that:
- you shall not take any steps to intentionally or negligently harm or aid a third party to harm Mozilla, its systems, employees, consultants, business partners or end users;
- you shall comply with all applicable laws and regulations as well as with any policies provided by Mozilla to you as you are making your Contributions; and
- you have no outstanding agreement or obligation (for example, with an employer or another project) that is in conflict with any of the provisions of this Agreement and you will not enter into any such conflicting agreement during the term of this Agreement.
2. Confidential Information
“Confidential Information” means nonpublic information related to Mozilla, its employees, contractors or business partners and includes, but is not limited to: (a) personal and potentially personal information of the users of Mozilla websites and products; (b) non- public information related to Mozilla’s financial results, business strategy, distribution relationships or business performance; (c) matters of a business nature such as costs, profits, policies, members, and strategies; and (d) personnel and other information which has not been disclosed by Mozilla to the general public. Because we work in the open, Mozilla has a lot less of this than your average company, but it still has some and it still needs protecting effectively. So, you agree that you will not use or disclose Confidential Information for any purpose except for the purposes of making your Contributions. You shall obtain no right, title or interest in the Confidential Information and shall return all tangible Confidential Information upon request.
For purposes of clarification, Confidential Information does not include information that you can document: (i) has legally and properly entered the public domain through another source and through no fault of yours (e.g., code in Mozilla public repositories, non-confidential bugs in the Mozilla bug tracking system, discussions in public discussions groups); (ii) was rightfully known to you or was rightfully in your possession, without an obligation to keep it confidential, prior to the commencement of your work on behalf of Mozilla; or (iii) was approved for release by written authorization of Mozilla.
3. Confidentiality Obligations
You will not disclose Confidential Information to anyone else, except as expressly allowed in this Agreement. You will use the same degree of care, but never less than a reasonable standard of care, to prevent the unauthorized disclosure or dissemination of Confidential Information as you do to protect your own similar confidential information from unauthorized disclosure or dissemination.
All tangible Confidential Information shall remain the property of Mozilla and its licensors, and upon request by Mozilla, you shall immediately return or destroy, at Mozilla’s option, all of Mozilla’s tangible Confidential Information, including copies.
No license, title, or right with respect to any Confidential Information is granted by Mozilla to you under any patents, patent applications, trademarks, copyrights, trade secrets, or otherwise.
(XXX Some of this is redundant with section 2)
In no event shall you be deemed to have any right or interest in or to any Confidential Information of the Mozilla Group. ALL INFORMATION PROVIDED BY MOZILLA HEREUNDER IS “AS IS” AND WITHOUT WARRANTY.
(XXX Almost all of this is redundant with section 3)
5. Duration of Confidentiality
Unless mutually agreed otherwise in writing, your obligations hereunder with respect to each item of Confidential Information shall survive termination of this Agreement until all Confidential Information is no longer subject to protection under the terms of this Agreement.
This Agreement shall be effective as of the date it is signed and may be terminated immediately by either party without cause with respect to further disclosures, upon written notice to the other party.
(XXXRemoved automatic termination; that seems like a paperwork PITA.)
All notes, code, ideas, documents, and any other work product you create in the course of making the Contribution, including all intellectual property rights therein (“Work Product”), as between Mozilla and you, shall remain your property. You hereby grant Mozilla, under all of your rights in the Work Product, a nonexclusive, royalty-free, perpetual, irrevocable, worldwide license to use, reproduce, distribute, perform, display, modify, sublicense, transfer and otherwise use the Work Product for any purpose. An exception to this is code or other work contributed to a public Mozilla repository; in that case, you may contribute under the standard licensing terms for that repository. You agree to inform Mozilla in writing before incorporating any third party materials into any Work Product. By providing us with Work Product, you confirm that, to the best of your knowledge, the Work Product does not violate the rights of any person or entity.
8. Limitation of Liability
Mozilla’s liability to you for any breach arising out of or relating to this agreement (a) shall not exceed the greater of one hundred dollars ($100) or the total amount payable to you under this agreement (if any) and (b) shall not include any incidental, indirect, special, consequential, or emotional distress damages of any kind.
9. Not a Mozilla Representative
You may not represent yourself as an agent of the Mozilla Corporation or Foundation for any purpose, and you have no authority to bind either of those entities in any manner whatsoever.
10. Independent Contractor
YOUR RELATIONSHIP WITH MOZILLA IS SOLELY THAT OF AN INDEPENDENT CONTRACTOR, AND NOTHING IN THIS AGREEMENT CREATES A PARTNERSHIP, AGENCY, JOINT VENTURE, EMPLOYMENT OR ANY OTHER TYPE OF RELATIONSHIP. YOU ARE NOT ENTITLED TO ANY RIGHTS OR BENEFITS (SUCH RETIREMENT, GROUP HEALTH, ETC.) PROVIDED TO MOZILLA EMPLOYEES. You responsible for obtaining all applicable licenses and permits required for performance of Agreement. All activities and work performed under this Agreement will be at your own risk liability.
Your breach of any part of this Agreement may cause immediate and irreparable injury to Mozilla due to the potentially unique nature of Mozilla’s Confidential Information. Therefore, in addition to other remedies, you agree that Mozilla will have the right to equitable relief and specific performance. (XXXThese need explaining - I have no idea what they are.) You may not assign or transfer, in whole or in part, any of your rights, obligations or duties under this Agreement without the prior written consent of Mozilla. This Agreement constitutes the entire agreement between the parties and supersedes all previous communications with respect to its subject matter. Each party represents to the other that this Agreement has been duly executed by it or its duly authorized officers or agents and constitutes a valid, binding and enforceable obligation of such party. This Agreement shall not be amended or modified except by a writing signed by a party or its duly authorized representative. A copy transmitted via facsimile or email of this Agreement, bearing the signature of one or both parties, shall be deemed to be of the same legal force and effect as an original of this Agreement bearing such signature(s) as originally written of such one or more parties.