**Redpanda Data, Inc.**

**Redpanda Contributor License Agreement**

Thank you for your interest in the open source project(s) managed by
Redpanda Data, Inc. (“Redpanda Data”). In order to clarify the intellectual
property license granted with Contributions from any person or entity,
Redpanda Data must have a Contributor License Agreement (“CLA”) on file
that has been entered into by each contributor, indicating agreement to
the license terms below. This license is for your protection as a
contributor as well as the protection of Redpanda Data and its other
contributors and users; it does not change your rights to use your own
Contributions for any other purpose.

By clicking “Accept” You accept and agree to these terms and conditions
for Your present and future Contributions submitted to Redpanda Data. In
return, Redpanda Data shall consider Your Contributions for addition to the
official Redpanda Data open source project(s) for which they were
submitted. Except for the license granted herein to Redpanda Data and
recipients of software distributed by Redpanda Data, 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 entering into this CLA with
Redpanda Data. 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.

“Contribution” shall mean any code, documentation or other original
works of authorship, including any modifications or additions to an
existing work, that are intentionally submitted by You to Redpanda Data for
inclusion in, or documentation of, any of the products owned or managed
by Redpanda Data (the “Work”). For the purposes of this definition,
“submitted” means any form of electronic, verbal, or written
communication sent to Redpanda Data 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, Redpanda Data 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 CLA, You hereby grant to Redpanda Data and to recipients of software
distributed by Redpanda Data 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
CLA, You hereby grant to Redpanda Data and to recipients of software
distributed by Redpanda Data 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) were 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 CLA for that Contribution or Work
shall terminate as of the date such litigation is filed.

4\. Authority. You represent and warrant that You are legally entitled
to grant the above license. If You are an individual and 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 Redpanda Data, or
that Your employer has entered into a separate CLA with Redpanda Data
covering Your Contributions. If You are a Company, You represent further
that each employee making a Contribution to Redpanda Data under the
Company’s name is authorized to submit Contributions on behalf of the
Company.

5\. Original Works. You represent and warrant that each of Your
Contributions is Your original creation (see section 7 for submissions
on behalf of others). You represent and warrant that, to Your knowledge,
none of Your Contributions infringe, violate, or misappropriate any
third party intellectual property or other proprietary rights.

6\. Disclaimer. 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, EXCEPT FOR THE WARRANTIES SET
FORTH ABOVE, 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\. Submissions on Behalf of Others. Should You wish to submit work that
is not Your original creation, You may submit it to Redpanda Data
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: \[name here\]”.

8\. Additional Facts/Circumstances. You agree to notify Redpanda Data of
any facts or circumstances of which You become aware that would make the
above representations and warranties inaccurate in any respect.

9\. Authorization. If You are entering into this CLA as a Company, You
represent and warrant that the individual accepting this CLA is duly
authorized to enter into this CLA on the Company’s behalf.

\[Field for Copyright Notice from Contributor, Inc. Name & (if
applicable) Company\]

\[ACCEPT\]