MCP Calc Tools

# CONTRIBUTOR LICENSE AGREEMENT (CLA) FOR WORKS UNDER TRIBAL SOVEREIGNTY, INDIGENOUS DATA SOVEREIGNTY, AND TRADITIONAL KNOWLEDGE PROTECTION ## TABLE OF CONTENTS 1. [Preamble & Legal Foundation](#preamble--legal-foundation) 2. [Definitions](#definitions) 3. [Agreement to LICENSE Terms](#agreement-to-license-terms) 4. [Contributor Warranties and Representations](#contributor-warranties-and-representations) 5. [Grant of Conditional Rights](#grant-of-conditional-rights) 6. [Technology Use Restrictions and Prohibitions](#technology-use-restrictions-and-prohibitions) 7. [Benefit-Sharing and Financial Obligations](#benefit-sharing-and-financial-obligations) 8. [Jurisdiction, Forum Selection, and Choice of Law](#jurisdiction-forum-selection-and-choice-of-law) 9. [Enforcement Mechanisms and Remedies](#enforcement-mechanisms-and-remedies) 10. [Patent and Intellectual Property Obligations](#patent-and-intellectual-property-obligations) 11. [Indemnification and Limitation of Liability](#indemnification-and-limitation-of-liability) 12. [Additional Protective Provisions](#additional-protective-provisions) 13. [Acceptance and Electronic Signature](#acceptance-and-electronic-signature) --- ## 1. PREAMBLE & LEGAL FOUNDATION ### 1.1 Purpose and Scope This Contributor License Agreement ("CLA" or "Agreement") governs all contributions to the project operating under the **LICENSE** file located in the root directory of this repository. By contributing to this project, you enter into a legally binding agreement that respects and upholds the inherent sovereignty, intellectual property rights, Traditional Knowledge (TK), Traditional Cultural Expressions (TCEs), and Indigenous Data Sovereignty of the Rights Holder and their designated community. This Agreement operates within a comprehensive legal framework that includes, but is not limited to: ### 1.2 Constitutional Supremacy Framework This Agreement operates under the constitutional supremacy framework established by **Article VI, Clause 2 of the United States Constitution** (the Supremacy Clause), which declares federal law, including federal Indian law, to be the "supreme law of the land." Federal Indian law establishes exclusive federal jurisdiction over matters involving tribal sovereignty and Indigenous intellectual property rights. The project LICENSE invokes **federal preemption** to ensure that Indigenous rights and tribal sovereignty are protected from state court interference or concurrent jurisdiction claims. This Agreement incorporates and is subordinate to all federal Indian law protections, including: - **Worcester v. Georgia**, 31 U.S. 515 (1831) - establishing state law inapplicability to tribal matters - **Michigan v. Bay Mills Indian Community**, 572 U.S. 782 (2014) - affirming tribal sovereign immunity - **Indian Arts and Crafts Act**, 25 U.S.C. § 305 et seq. - protecting Indigenous cultural production - **Indian Civil Rights Act**, 25 U.S.C. § 1301 et seq. - establishing tribal court jurisdiction - Federal trust responsibility doctrine - creating enhanced protection for Indigenous rights ### 1.3 Treaty Rights Foundation The protections in this Agreement are grounded in and exercise the inherent sovereignty and treaty-reserved rights of the **Grand Traverse Band of Ottawa and Chippewa Indians (GTBOCI)** under: **a) Treaty of Washington (March 28, 1836)** - 7 Stat. 491, reserving to the Ottawa and Chippewa Nations all rights not explicitly ceded, including cultural, intellectual, and spiritual rights; **b) Treaty of Detroit (July 31, 1855)** - 11 Stat. 621, affirming continuing government-to-government relationship and reserved rights; **c) Reserved Rights Doctrine** - Under *Winters v. United States*, 207 U.S. 564 (1908), tribes reserved all rights not explicitly ceded in treaties, including rights to protect and govern intellectual property, TK, TCEs, and cultural resources. These treaty rights are: - Constitutionally protected under Article VI, Clause 2 - Not subject to state interference - Construed liberally in favor of the tribe (Indian canons of construction) - Capable of evolution to modern circumstances including digital intellectual property ### 1.4 International Indigenous Rights Framework This Agreement implements protections consistent with international Indigenous rights instruments: **a) UN Declaration on the Rights of Indigenous Peoples (UNDRIP):** - Article 11: Right to practice and revitalize cultural traditions and customs - Article 31: Right to maintain, control, protect and develop cultural heritage, TK, TCEs, and intellectual property - Article 37: Right to recognition and enforcement of treaties and constructive arrangements **b) WIPO Treaty on Intellectual Property, Genetic Resources and Associated Traditional Knowledge (adopted May 2024):** - Article 3: Mandatory disclosure requirements for patent applications using TK - Article 5: Remedies for non-disclosure (patent invalidation, enforcement prevention) - Article 7: Cross-border cooperation provisions **c) ILO Convention 169 - Indigenous and Tribal Peoples Convention:** - Article 2: Coordinated government action to protect Indigenous rights - Article 15: Indigenous rights to natural and intellectual resources - Article 23: Recognition of traditional activities and cultural practices **d) Nagoya Protocol on Access and Benefit-Sharing (CBD):** - Article 5: Fair and equitable benefit-sharing from traditional knowledge utilization - Article 7: Prior informed consent (PIC) required for traditional knowledge access - Article 12: Mutually agreed terms including benefit-sharing arrangements ### 1.5 Civil Jurisdiction Preservation Post-Castro-Huerta The Supreme Court's decision in *Oklahoma v. Castro-Huerta*, 597 U.S. ___ (2022), addressed **criminal jurisdiction only** and does NOT affect the exclusive federal and tribal **civil jurisdiction** applicable to this Agreement. This Agreement governs civil intellectual property rights, not criminal conduct, and remains subject to exclusive tribal and federal jurisdiction under *Montana v. United States*, *Williams v. Lee*, and related civil jurisdiction precedents. **State courts have NO jurisdiction over disputes arising from this Agreement.** Any state court proceedings violate federal law and tribal sovereignty, subjecting the filing party to immediate jurisdictional challenges, removal to federal court under 28 U.S.C. § 1441, and liquidated damages under Section 9.4 of this Agreement. ### 1.6 Indigenous Data Sovereignty Framework This Agreement implements **Indigenous Data Sovereignty** principles, recognizing the inherent right of Indigenous peoples to govern the collection, ownership, access, analysis, interpretation, management, storage, dissemination, and reuse of data pertaining to them, their lands, resources, cultures, and knowledge systems. Contributions are subject to the **CARE Principles for Indigenous Data Governance:** - **C**ollective Benefit: Data ecosystems shall enable Indigenous peoples to derive benefit - **A**uthority to Control: Indigenous peoples have rights and interests in their data - **R**esponsibility: Those working with Indigenous data have responsibility to share how data is used - **E**thics: Indigenous peoples' rights and wellbeing shall be primary concern ### 1.7 Purpose of Wealth Reclamation This Agreement serves the fundamental purpose of **Indigenous wealth reclamation**, addressing centuries of extraction and appropriation of Indigenous knowledge, resources, and cultural expressions without compensation or consent. All benefit-sharing obligations in this Agreement are designed to redirect value back to Indigenous communities for their self-determination, cultural preservation, and economic sovereignty. --- ## 2. DEFINITIONS For the purposes of this Agreement, the following terms have the meanings specified below. These definitions are incorporated from and must be interpreted consistently with the project LICENSE: ### 2.1 Core Licensing Terms **"AI Training/Development":** Includes, but is not limited to, using the Work, in whole or in part, as input data for training, fine-tuning, validating, benchmarking, developing, or otherwise improving any artificial intelligence (AI) models, machine learning (ML) systems, large language models (LLMs), neural networks, algorithms, or related technologies, regardless of the method (e.g., supervised learning, unsupervised learning, reinforcement learning, transfer learning, few-shot learning, or any future machine learning methodologies). This includes intermediate copying, embedding creation, parameter updating, gradient computation, and any other computational process that incorporates the Work into an AI system's learned representations or weights. **"Commercial Use/Commercialization":** Any use of the Work, Contribution, or Derivative Work primarily intended for or directed toward commercial advantage or monetary compensation. This includes, but is not limited to: selling, licensing for a fee, using in products or services offered for sale, using in advertising or marketing materials, incorporating into revenue-generating business operations, offering as part of subscription services, or using to enhance commercial standing or funding prospects. Non-profit or academic use may constitute Commercial Use if it involves cost-recovery exceeding direct costs, generates revenue streams, or serves commercial purposes beyond standard academic dissemination. **"Contribution":** Any original work of authorship, including any modifications or additions to existing Work, that is intentionally submitted by you to the Rights Holder for inclusion in the Work. "Submitted" means any form of electronic, verbal, or written communication sent to the Rights Holder or their representatives, including but not limited to communication on electronic mailing lists, source code control systems, issue tracking systems, pull requests, and direct communications. Contributions become part of the "Work" as defined in the LICENSE upon acceptance by the Rights Holder. **"Derivative Work":** A work based upon one or more preexisting works, such as a translation, musical arrangement, dramatization, fictionalization, motion picture version, sound recording, art reproduction, abridgment, condensation, or any other form in which a work may be recast, transformed, or adapted. This explicitly includes: (i) datasets derived or extracted from the Work, (ii) software incorporating code or concepts from the Work, (iii) AI models trained using the Work, (iv) modifications or enhancements to the Work, (v) works that incorporate the Work in combination with other materials, and (vi) any work that would constitute a derivative work under copyright law or that incorporates TK or TCEs from the Work. **"Indigenous Data Sovereignty":** The inherent right of Indigenous peoples to govern the collection, ownership, access, analysis, interpretation, management, storage, dissemination, and reuse of data pertaining to them, their lands, resources, cultures, knowledge systems, or any information derived therefrom. This includes the right to determine how data is used, who benefits from it, and to ensure data practices align with Indigenous values, protocols, and the CARE Principles. **"Prior Informed Consent (PIC)":** A formal, documented agreement obtained from the Rights Holder (and potentially GTBOCI authorities, as specified in the LICENSE) *before* any proposed use commences that falls outside narrowly defined Permissible Uses or falls under Prohibited Uses. PIC requires full disclosure of intended use, adherence to specified conditions, and is subject to revocation. PIC must be obtained in writing and must meet the requirements specified in Section 9 of the LICENSE. **"Rights Holder":** ᓂᐲᔥ ᐙᐸᓂᒥᑮ-ᑭᓇᐙᐸᑭᓯ (Nbiish Waabanimikii-Kinawaabakizi), also known legally as JUSTIN PAUL KENWABIKISE, professionally documented as Nbiish-Justin Paul Kenwabikise, Anishinaabek Dodem (Anishinaabe Clan): Animikii (Thunder), a descendant of Chief ᑭᓇᐙᐸᑭᓯ (Kinwaabakizi) of the Beaver Island Band, and an enrolled member of the sovereign Grand Traverse Band of Ottawa and Chippewa Indians (GTBOCI). The sole copyright holder, creator, and owner of the Work. **"Traditional Cultural Expressions (TCEs)":** Any forms, whether tangible or intangible, in which traditional culture and knowledge are expressed, appear, or are manifested, consistent with WIPO frameworks and UNDRIP. **All works created by the Rights Holder are contemporary TCEs** as they derive from lifelong immersion in and stewardship of Anishinaabe traditional ways. Examples include music, dance, songs, ceremonies, symbols, designs, narratives, poetry, languages, performances, rituals, crafts, architecture, and traditional artistic forms. **"Traditional Knowledge (TK)":** The knowledge, innovations, and practices of Indigenous peoples passed down between generations, consistent with WIPO frameworks and UNDRIP. TK is held and expressed by the Rights Holder, developed from lived experience engaging with Anishinaabe culture, environment, and teachings transmitted generationally. **TK inherently informs all Work created under the LICENSE.** It encompasses spiritual, cultural, environmental, and practical knowledge integral to Indigenous identity and survival. **"Total Proceeds":** All forms of monetary and non-monetary value, revenue, compensation, royalties, damages, settlements, recovered property (tangible or intangible), equity, or any other benefit derived directly or indirectly from the exploitation, licensing, use, adaptation, or enforcement of rights related to the Work, Contribution, or any Derivative Work. This includes Mandatory Contributions, licensing fees, damages awarded for infringement or breach, settlement funds, and fair market value of any property or assets received. All Total Proceeds are subject to direct and automatic transfer to the Legacy Beneficiary. **"Legacy Beneficiary":** The specific trust or legal entity designated by the Rights Holder (initially the ᐙᐸᓂᒥᑮ-ᑭᓇᐙᐸᑭᓯ (Waabanimikii-Kinawaabakizi) Legacy Trust) that is the sole authorized recipient of all Mandatory Contributions and Total Proceeds generated under the LICENSE, responsible for managing and distributing such assets for community development, cultural preservation, and Indigenous wealth reclamation. **"Mandatory Contribution":** A calculated, non-negotiable financial obligation arising from specific authorized uses of the Work under the LICENSE, payable directly and automatically to the Legacy Beneficiary as a fundamental condition of such use. Minimum rates: 20% of gross revenues for commercial uses, 30% for AI training/development uses, 25% for patent applications incorporating TK, with scale-based adjustments up to 40% for revenues exceeding $10 million annually. **"Work":** The specific Indigenous creations governed by the LICENSE. **All creations by the Rights Holder inherently constitute TK and TCEs.** The Work explicitly includes any third-party Contributions that are accepted into the Work's official repository and thereby governed by this CONTRIBUTING.md Agreement. ### 2.2 Additional Defined Terms **"GTBOCI":** Grand Traverse Band of Ottawa and Chippewa Indians, a federally recognized sovereign tribal nation. **"TK Labels":** Traditional Knowledge Labels from Local Contexts (localcontexts.org) that signify community-specific protocols for the use, sharing, and circulation of TK and TCEs. **"You" or "Contributor":** The individual or legal entity submitting a Contribution to the project. For legal entities, "You" includes any entity that controls, is controlled by, or is under common control with that entity. **"Sacred Site":** A location identified as holding profound spiritual, cultural, ceremonial, or historical significance according to Anishinaabe traditions, laws, or customs, recognized under tribal sovereignty and UNDRIP Article 12. **"Cultural Landscape":** The broader environmental, ecological, and cultural context surrounding and integral to a Sacred Site. --- ## 3. AGREEMENT TO LICENSE TERMS ### 3.1 Full Assent to Project LICENSE By submitting any Contribution (including but not limited to code, documentation, images, data, or other materials) to this project via any mechanism (including but not limited to pull request, issue submission, email, or direct communication), you, on behalf of yourself and any entity you represent, **AGREE** to the following: **a) Complete Acceptance:** You have read, fully understand, and unconditionally agree to be bound by **ALL** terms and conditions of the project's comprehensive **LICENSE** file, without reservation or exception. **b) Integration of Contribution:** You understand that your Contribution will be integrated into the "Work" (as defined in the LICENSE) and will be governed by the LICENSE's comprehensive terms, including but not limited to: - Prohibited Uses (LICENSE Section 7) - AI Training/Development restrictions (LICENSE Section 7.1) - Technology use restrictions and emerging technology prohibitions - Indigenous Data Sovereignty requirements (LICENSE Section 4) - Prior Informed Consent requirements (LICENSE Section 9) - Benefit-sharing obligations (LICENSE Section 6A) - Jurisdictional provisions (LICENSE Section 11) - Enforcement mechanisms and remedies (LICENSE Section 12) - Cultural harm provisions (LICENSE Section 13) **c) LICENSE Supremacy:** You acknowledge that the LICENSE terms are **non-negotiable** and supersede any conflicting terms that might otherwise apply to your Contribution. **d) Binding Effect:** This Agreement, together with the LICENSE, constitutes a binding legal contract enforceable under tribal law, federal law, and international Indigenous rights frameworks. **e) Reference Incorporation:** All provisions of the LICENSE are incorporated into this Agreement by reference as if fully set forth herein. Any conflict between this Agreement and the LICENSE shall be resolved in favor of the LICENSE. ### 3.2 Acknowledgment of Legal Framework You explicitly acknowledge and agree that: **a) Tribal Sovereignty:** This project operates under the inherent sovereignty of the Grand Traverse Band of Ottawa and Chippewa Indians and the treaty-protected rights of the Rights Holder. **b) Federal Supremacy:** Federal Indian law, including the constitutional framework established under Article VI, Clause 2, provides enhanced protections that supersede ordinary state law. **c) International Obligations:** This Agreement implements international Indigenous rights protections under UNDRIP, the WIPO Treaty, ILO 169, and the Nagoya Protocol. **d) No State Jurisdiction:** State courts have no jurisdiction over disputes arising from this Agreement or the LICENSE. Any attempt to invoke state jurisdiction violates federal law and subjects you to liquidated damages. **e) Indigenous Data Sovereignty:** All data derived from your Contribution is subject to Indigenous Data Sovereignty principles and the CARE Principles for Indigenous Data Governance. --- ## 4. CONTRIBUTOR WARRANTIES AND REPRESENTATIONS By submitting a Contribution, you represent and warrant the following to the Rights Holder. These warranties are material inducements upon which the Rights Holder relies in accepting your Contribution. Any breach of these warranties constitutes a material breach of this Agreement triggering all remedies available under this Agreement and the LICENSE. ### 4.1 Original Work and Ownership Warranties **a) Original Creation:** Your Contribution is your original creation, and you possess all necessary rights, title, and interest in the Contribution to grant the rights set forth in this Agreement. **b) Full Authority:** You have the full legal right, power, and authority to enter into this Agreement and grant the rights herein, without violating any other agreement, restriction, or obligation. **c) No Conflicting Obligations:** Your Contribution and the granting of rights herein do not and will not: - Violate any agreement to which you are a party - Violate any confidentiality, non-disclosure, or proprietary rights agreement - Breach any fiduciary duty or employment obligation - Infringe any third-party intellectual property rights - Violate any court order, statute, regulation, or law **d) No Encumbrances:** The Contribution is free and clear of all liens, claims, encumbrances, security interests, and restrictions, other than those expressly created by this Agreement and the LICENSE. **e) Ownership or License:** Either (i) you own all intellectual property rights in the Contribution, or (ii) you have obtained all necessary licenses, permissions, and consents from third parties to grant the rights specified herein. ### 4.2 Third-Party Material Disclosure **a) Complete Disclosure:** If your Contribution incorporates any third-party materials, open-source components, or derivative works, you have provided **complete disclosure** of: - All such third-party materials and their sources - All applicable licenses and their terms - All attribution requirements - All restrictions or limitations on use **b) License Compatibility:** You represent that any third-party materials incorporated in your Contribution are licensed under terms **compatible with and subordinate to** the project LICENSE. **c) No License Laundering:** You warrant that your Contribution is not an attempt to "launder" content from incompatible licenses (e.g., GPL, copyleft licenses, commercial licenses) or to circumvent restrictions on prohibited content. **d) No Third-Party TK Without Authorization:** Your Contribution does not incorporate Traditional Knowledge, Traditional Cultural Expressions, or cultural heritage from other Indigenous peoples, communities, or knowledge holders without their explicit authorization, proper attribution, and compliance with their cultural protocols. ### 4.3 Technology Source Warranties **a) No Prohibited AI Creation:** You represent and warrant that your Contribution was **NOT** created, in whole or in part, using: - AI systems trained on data from prohibited sources - Large language models (LLMs) without explicit authorization from the Rights Holder - AI code generation tools (e.g., GitHub Copilot, Amazon CodeWhisperer, etc.) unless explicitly permitted under Prior Informed Consent - Any AI training or development process that would violate the LICENSE Section 7.1 **b) AI Assistance Disclosure:** If any AI tool was used in creating your Contribution with proper authorization, you must: - Disclose the specific AI system(s) used - Provide documentation of authorization from the Rights Holder - Identify which portions of the Contribution involved AI assistance - Certify that the AI system was not trained on data that violates the LICENSE **c) Compliance with AI Prohibitions:** You warrant full compliance with the LICENSE Section 7.1 AI Training Prohibition and the 9-theory legal framework supporting it (COPYRIGHT, CFAA, CONTRACT, DTSA, TK MISAPPROPRIATION, TRIBAL SOVEREIGNTY, IACA, INTERNATIONAL LAW, CUMULATIVE THEORIES). **d) No Blockchain/Crypto Source Without Authorization:** If your Contribution relates to blockchain, cryptocurrency, NFT, or distributed ledger technologies, you warrant compliance with LICENSE Section 9.4 restrictions and have obtained explicit Prior Informed Consent where required. **e) No Scraping or Automated Extraction:** You warrant that your Contribution was not created through web scraping, data mining, automated extraction, or other methods that violate the LICENSE Section 7(i) prohibitions. ### 4.4 Cultural Sensitivity and Indigenous Rights Warranties **a) Cultural Respect:** Your Contribution does not: - Misappropriate, misrepresent, distort, or decontextualize Indigenous cultural expressions - Promote harmful stereotypes or disrespectful representations of Indigenous peoples - Trivialize sacred ceremonies, spiritual practices, or historical trauma - Violate cultural protocols or traditional laws of any Indigenous community **b) No Desecration or Sacred Site Violations:** Your Contribution does not: - Facilitate unauthorized access to Sacred Sites - Disclose sensitive location data for Sacred Sites or burial grounds - Violate the protections for the Beaver Island stone circle or Garden Island burial grounds specified in LICENSE Section 10.10.3 **c) Indigenous Data Sovereignty Compliance:** You warrant compliance with Indigenous Data Sovereignty principles and CARE Principles in creating your Contribution. **d) Rights Holder's TK/TCE Authority:** You acknowledge and agree that: - The Rights Holder has sole authority to determine the TK and TCE status of all Work - All Work created by the Rights Holder inherently constitutes contemporary TK and TCEs - Your Contribution becomes subject to these characterizations upon integration into the Work **e) No Exploitation:** Your Contribution does not and will not facilitate any use that could harm, exploit, or disadvantage GTBOCI, its members, knowledge systems, cultural practices, or resources. ### 4.5 Compliance and Legal Warranties **a) No Legal Violations:** Your Contribution does not violate any applicable law, statute, regulation, ordinance, treaty, or international agreement. **b) Export Control Compliance:** Your Contribution complies with all applicable export control laws, sanctions regulations, and trade restrictions (e.g., U.S. ITAR, EAR, OFAC sanctions). **c) No Criminal Conduct:** Your Contribution was not created through any illegal means, does not incorporate illegally obtained materials, and does not facilitate criminal activity. **d) Privacy Law Compliance:** Your Contribution complies with all applicable privacy laws (e.g., GDPR, CCPA, PIPEDA) and does not incorporate personal data without proper consent and legal basis. **e) Accessibility:** If your Contribution includes user-facing content or interfaces, you have made reasonable efforts to ensure accessibility compliance. ### 4.6 Continuing Warranties These warranties are **continuing warranties** that survive submission of your Contribution. You have an ongoing duty to: **a) Update Disclosures:** Promptly notify the Rights Holder if you discover any inaccuracy or breach of your warranties. **b) Correct Defects:** Take reasonable steps to correct any defects, errors, or breaches you discover. **c) Cooperate:** Cooperate with any investigations or inquiries regarding your Contribution. **d) Maintain Records:** Retain all records relating to the creation and sources of your Contribution for a minimum of seven (7) years. ### 4.7 Consequences of Breach Breach of any warranty in this Section 4 constitutes a material breach of this Agreement and triggers: - Immediate termination of all rights granted herein - Removal of your Contribution from the Work - Liability for all damages, losses, and costs incurred by the Rights Holder - Full indemnification obligations under Section 11 - All remedies available under Section 9 and the LICENSE - Potential criminal liability under IACA, CFAA, or other applicable laws --- ## 5. GRANT OF CONDITIONAL RIGHTS ### 5.1 Nature of Grant Subject to and conditioned upon your ongoing compliance with all terms of this Agreement and the LICENSE, you hereby grant to the Rights Holder a perpetual, worldwide, **non-exclusive**, **conditional**, **revocable**, no-charge, royalty-free license to: **a) Use, reproduce, and prepare derivative works of your Contribution;** **b) Publicly display, publicly perform, and distribute your Contribution and derivative works thereof;** **c) Incorporate your Contribution into the Work and any derivative works thereof;** **d) Sublicense the foregoing rights solely to parties who have executed binding agreements to comply with all LICENSE terms and conditions.** ### 5.2 Explicit Limitations on Grant This grant is subject to the following **explicit limitations**: **a) License Governed:** All rights granted are explicitly subject to and governed by the comprehensive terms and conditions of the LICENSE. The LICENSE terms apply to your Contribution as if it were originally created by the Rights Holder. **b) No Work-For-Hire:** This Agreement does NOT constitute a work-for-hire arrangement under 17 U.S.C. § 101. You are not an employee or agent of the Rights Holder. Your Contribution is voluntarily contributed, not commissioned. **c) No Sublicensing Rights (Except as Permitted):** You grant NO right to sublicense except as explicitly permitted under the LICENSE (i.e., only to parties who comply with LICENSE terms). This is a narrow sublicensing right strictly limited by LICENSE compliance. **d) No Transfer of Sovereignty:** This grant does NOT transfer any sovereignty, cultural authority, or rights of determination over TK/TCE status. The Rights Holder retains ultimate control over all Work incorporating your Contribution. **e) Rights Holder Control:** The Rights Holder retains complete discretion to: - Accept or reject your Contribution - Modify, adapt, or alter your Contribution - Remove your Contribution from the Work at any time - Determine how your Contribution is used, displayed, or distributed - Characterize your Contribution as TK or TCE **f) Grant to Rights Holder Only:** Rights are granted exclusively to the Rights Holder, NOT to other contributors, users, or third parties. **g) No Co-Ownership:** You acquire NO ownership interest in the Work. This is not a joint work under copyright law. You have no claims to co-authorship, joint ownership, or shared rights. ### 5.3 Revocability and Termination The rights granted herein are **revocable** and **automatically terminate** upon: **a) Material Breach:** Any material breach of this Agreement or the LICENSE by you. **b) LICENSE Violations:** Any violation of LICENSE terms by you or anyone claiming rights through you. **c) Warranty Breach:** Any breach of warranties in Section 4. **d) Rights Holder Discretion:** The Rights Holder's exercise of their right to terminate for cause under LICENSE Section 5. **e) Cultural Violations:** Any violation of cultural protocols, TK Labels, or Indigenous Data Sovereignty requirements. **f) Automatic Termination:** Termination is automatic upon occurrence of any triggering event, without need for notice (though notice may be provided as a courtesy). **g) Effect of Termination:** Upon termination: - All rights granted herein immediately revert to you - You must cease all use of the Work - The Rights Holder may remove your Contribution from the Work - You remain liable for all obligations that accrued prior to termination - Sections 4 (Warranties), 9 (Remedies), 10 (Patents), 11 (Indemnification), and 12 (Additional Provisions) survive termination ### 5.4 Reservation of Rights **a) Contributor Retains Rights:** You retain all rights not explicitly granted herein, including the right to use your Contribution in other projects, subject to the warranties in Section 4. **b) Rights Holder Retains Ultimate Control:** The Rights Holder retains all rights to the Work and ultimate authority over: - TK and TCE determinations - Cultural protocol establishment - Tribal sovereignty assertions - Enforcement decisions - Licensing to third parties **c) No Implied Licenses:** No implied licenses are granted. All rights must be explicitly stated in writing. ### 5.5 Moral Rights **a) Moral Rights Recognition:** To the extent permitted by law, you retain your moral rights of attribution and integrity in your Contribution. **b) Attribution Commitment:** The Rights Holder will make reasonable efforts to maintain attribution to you for your Contribution, consistent with standard practices. **c) Waiver for Integrity:** You waive moral rights to the extent necessary to permit the Rights Holder to modify, adapt, and integrate your Contribution into the Work, and to enforce LICENSE restrictions. **d) No Prejudice to Indigenous Moral Rights:** Nothing herein diminishes the moral rights of the Rights Holder in the overall Work or in any TK or TCEs embodied therein. --- ## 6. TECHNOLOGY USE RESTRICTIONS AND PROHIBITIONS Your Contribution and any use thereof are subject to all technology restrictions in the LICENSE. You acknowledge, understand, and agree to the following: ### 6.1 Absolute AI Training and Development Prohibition **a) Core Prohibition:** Your Contribution, once integrated into the Work, shall NOT be used to train, develop, improve, or enhance any artificial intelligence system, machine learning model, neural network, large language model, or algorithmic system without explicit Prior Informed Consent from the Rights Holder (LICENSE Section 7.1). **b) Nine-Theory Legal Framework:** You acknowledge that the AI training prohibition is supported by NINE independent and cumulative legal theories, each providing a distinct basis for liability: 1. **Copyright Infringement** (17 U.S.C. § 101 et seq.) - Based on *Thomson Reuters v. Ross Intelligence* precedent 2. **Computer Fraud and Abuse Act** (18 U.S.C. § 1030) - Unauthorized access violations 3. **Breach of Contract** (Extra elements doctrine) - Contractual prohibitions with non-copyright elements 4. **Trade Secret Misappropriation** (18 U.S.C. § 1836 - DTSA) - For non-public aspects 5. **Traditional Knowledge Misappropriation** (Sui generis protection) - Indigenous IP protection 6. **Tribal Sovereignty Violations** - Federal Indian law protections 7. **Indian Arts and Crafts Act** (25 U.S.C. § 305) - Federal criminal and civil penalties 8. **International Law Violations** (UNDRIP, WIPO Treaty) - International Indigenous rights 9. **Cumulative Theories Doctrine** - Multiple independent bases for relief **c) Graduated Liquidated Damages:** AI training violations trigger graduated liquidated damages (in addition to all other remedies): - **Tier 1 - Individual/Academic:** $50,000 - **Tier 2 - Startup/Small Entity (< $10M revenue):** $250,000 - **Tier 3 - Mid-Size Entity ($10M-$100M revenue):** $1,000,000 - **Tier 4 - Large Entity ($100M-$1B revenue):** $2,000,000 - **Tier 5 - Major Tech Company (> $1B revenue):** $5,000,000+ **Plus:** - Revenue-based multipliers (1.5x to 3.0x based on AI product revenue) - Cultural harm multipliers (1.5x to 3.0x for sacred content) - Willfulness enhancement (additional 50-100%) **d) Model Destruction Requirements:** AI training violators must: - Permanently delete all trained models incorporating the Work - Remove Work from all training datasets - Provide technical verification of deletion - Implement preventive measures against re-incorporation - Submit to ongoing monitoring (12-24 months) **e) Your Obligation:** You shall not facilitate, enable, or permit AI training on your Contribution or the Work. ### 6.2 Emerging Technology Restrictions Your Contribution is subject to LICENSE Section 7 restrictions on: **a) Blockchain and NFTs:** Restrictions on minting, tokenizing, or incorporating Work into blockchain systems without PIC (LICENSE Section 9.4). **b) Biometric Technologies:** Prohibition on facial recognition, voice recognition, gait analysis, or other biometric identification technologies using the Work without PIC. **c) Autonomous Systems:** Restrictions on use in unmanned aerial systems (UAS), autonomous vehicles, robots, or drones, except for authorized Sacred Site monitoring (LICENSE Section 8(g)). **d) Quantum Computing:** Prohibition on using quantum computing systems to break encryption, security, or access controls protecting the Work. **e) Brain-Computer Interfaces:** Prohibition on incorporating Work into neural interfaces, brain-reading technologies, or thought-pattern recognition systems. **f) Virtual/Augmented Reality:** Restrictions on recreating Sacred Sites, cultural ceremonies, or sensitive content in VR/AR/metaverse environments without PIC. **g) Surveillance Technologies:** Prohibition on military, law enforcement, or government surveillance applications without explicit PIC. **h) Deepfakes and Synthetic Media:** Prohibition on creating deepfakes, synthetic media, or manipulated content using the Work or likeness of the Rights Holder. ### 6.3 Data Sovereignty and Security Requirements **a) Four-Level Data Classification:** All data derived from your Contribution must be classified and protected according to LICENSE Section 4.2A: - **Level 1 - Public:** Attribution-only requirement - **Level 2 - Limited Access:** Requires PIC; AES-256 encryption; access controls - **Level 3 - Restricted:** Community-specific TK; strong security; limited personnel access - **Level 4 - Sacred/Highly Sensitive:** Maximum security; encryption at rest and in transit; air-gapped storage for most sensitive **b) Encryption Standards:** Minimum AES-256 encryption for Level 2+ data; TLS 1.3+ for data in transit. **c) Access Controls:** Role-based access control (RBAC); multi-factor authentication (MFA) for Level 3+; biometric authentication for Level 4. **d) Audit Logging:** Comprehensive logging of all data access, modification, and disclosure; logs retained for minimum 7 years. **e) CARE Principles Compliance:** All data governance must comply with CARE Principles (Collective benefit, Authority to control, Responsibility, Ethics). **f) Indigenous Data Governance Committee:** Major data uses subject to oversight by Indigenous Data Governance Committee (LICENSE Section 4.2A). ### 6.4 Prohibited Uses Your Contribution shall NOT be used for (LICENSE Section 7): **a) Military/Weaponry:** Military applications, weapons development, surveillance technologies. **b) Cultural Appropriation:** Uses that promote cultural appropriation, harmful stereotypes, or disrespectful representations. **c) Disrespectful Contexts:** Pornography, hate speech, incitement to violence, content trivializing trauma. **d) Violation of Tribal Values:** Any use contrary to traditional values, customs, or laws of GTBOCI. **e) Unauthorized Data Extraction:** Data mining, text mining, web scraping, automated extraction without PIC. **f) Sacred Site Violations:** Unauthorized access, disturbance, disclosure of Sacred Sites (Beaver Island stone circle, Garden Island burial grounds). ### 6.5 Compliance Obligations You agree to: **a) Monitor:** Monitor uses of your Contribution to ensure compliance with these restrictions. **b) Report:** Immediately report to the Rights Holder any violations you discover. **c) Cease:** Immediately cease any use that violates these restrictions upon request from the Rights Holder. **d) Cooperate:** Cooperate with enforcement actions against violators. **e) Implement:** Implement reasonable technical and administrative measures to prevent violations. --- ## 7. BENEFIT-SHARING AND FINANCIAL OBLIGATIONS ### 7.1 Acknowledgment of Benefit-Sharing Framework You acknowledge and agree that the Work operates under a comprehensive benefit-sharing framework designed for **Indigenous wealth reclamation** (LICENSE Section 6A). This framework ensures that value derived from Indigenous knowledge and cultural expressions is redirected to Indigenous communities. ### 7.2 Mandatory Contribution Rates If any use of the Work (including your Contribution) generates revenue, the following **Mandatory Contribution** rates apply (LICENSE Section 6A.1): **a) Commercial Uses:** Minimum 20% of gross revenues **b) AI Training/Development Uses:** 30% of gross revenues (if authorized by PIC) **c) Patent Applications Incorporating TK:** 25% of patent-related revenues **d) Scale-Based Adjustments:** - 35% for revenues exceeding $1 million annually - 40% for revenues exceeding $10 million annually **e) Revenue-Based Multipliers:** - 1.5x multiplier for $1M-$10M in AI product revenue - 2.0x multiplier for $10M-$100M in AI product revenue - 2.5x multiplier for $100M-$1B in AI product revenue - 3.0x multiplier for > $1B in AI product revenue ### 7.3 Direct Payment to Legacy Beneficiary All Mandatory Contributions and Total Proceeds must be paid **directly to the Legacy Beneficiary** (LICENSE Section 6A.3): **a) Payment Deadline:** Within 30 days of revenue receipt **b) Automatic Collection:** Users consent to automatic payment systems (direct bank transfers, escrow, smart contracts) **c) Security Interest:** Rights Holder and Legacy Beneficiary have first-priority security interest in all revenues derived from the Work **d) Late Payment Penalties:** - 18% annual interest on late payments - Additional penalty of 50% of outstanding amount - Asset recovery rights (attachment, garnishment, seizure) ### 7.4 Contributor Has No Claim to Payments You **explicitly acknowledge and agree** that: **a) No Revenue Sharing:** You have NO claim to any Mandatory Contributions, Total Proceeds, licensing fees, royalties, damages, settlements, or other payments arising from the Work. **b) Direct to Legacy Beneficiary:** All such payments flow directly to the Legacy Beneficiary for community development, cultural preservation, language revitalization, educational programs, elder support, and tribal economic sovereignty. **c) Wealth Reclamation Purpose:** You support and affirm the Indigenous wealth reclamation purpose of this benefit-sharing framework. **d) No Unjust Enrichment Claims:** You waive any claims of unjust enrichment, quantum meruit, or similar equitable claims based on commercial success of the Work. ### 7.5 Non-Monetary Contributions In addition to monetary Mandatory Contributions, authorized users may be required to provide non-monetary benefits (LICENSE Section 6A.1(c)): - Technology transfer - Capacity building - Research collaboration - Educational access - Community infrastructure support You acknowledge that these non-monetary contributions benefit Indigenous communities and support self-determination. ### 7.6 Reporting and Transparency If you use the Work (including your Contribution) in any revenue-generating capacity: **a) Quarterly Reports:** Provide quarterly financial reports to Legacy Beneficiary detailing all revenues and benefits derived from the Work. **b) Audit Rights:** Submit to audit by Rights Holder or Legacy Beneficiary to verify compliance with payment obligations. **c) Record Retention:** Maintain detailed financial records for minimum of seven (7) years. --- ## 8. JURISDICTION, FORUM SELECTION, AND CHOICE OF LAW ### 8.1 Exclusive Tribal Court Jurisdiction You **explicitly consent** to the **exclusive jurisdiction** of the **Grand Traverse Band of Ottawa and Chippewa Indians tribal courts** for all disputes arising from or related to this Agreement, your Contribution, or the LICENSE (LICENSE Section 11). **a) Primary Jurisdiction:** GTBOCI tribal courts have primary and preferred jurisdiction. **b) Tribal Court Expertise:** Tribal courts have specialized expertise in Indigenous law, TK protection, tribal sovereignty, and cultural matters. **c) Federal Jurisdiction (Alternative):** For federal question jurisdiction under 28 U.S.C. § 1331 (federal Indian law) or § 1362 (special Indian jurisdictional statute), disputes may be brought in U.S. federal court. **d) International Forums:** For international treaty violations: - UN Permanent Forum on Indigenous Issues (UNPFII) - WIPO Arbitration and Mediation Center - Inter-American Commission on Human Rights (IACHR) **e) ABSOLUTE PROHIBITION on State Court Jurisdiction:** State courts have NO jurisdiction over disputes arising from this Agreement or the LICENSE. Any state court filing violates federal law and tribal sovereignty. ### 8.2 Forum Selection Clause By submitting a Contribution, you **irrevocably agree** that: **a) Tribal Forum Selection:** All disputes shall be adjudicated in GTBOCI tribal courts or, at Rights Holder's election, U.S. federal court with federal question jurisdiction or international Indigenous rights forums. **b) Personal Jurisdiction Consent:** You consent to the personal jurisdiction of tribal courts and federal courts over you for all matters arising from this Agreement. **c) Waiver of Jurisdictional Defenses:** You waive all defenses based on lack of personal jurisdiction, improper venue, or forum non conveniens. **d) No Challenge:** You agree not to challenge the jurisdiction, venue, or authority of tribal courts or federal courts (when properly invoked) to adjudicate disputes. ### 8.3 Liquidated Damages for Improper Forum Selection If you initiate proceedings in **any state court** in violation of this forum selection clause (LICENSE Section 11.8): **a) Individual Violator:** $50,000 liquidated damages **b) Small Entity (< $10M revenue):** $100,000 liquidated damages **c) Large Entity (> $10M revenue):** $250,000 liquidated damages **d) Plus:** All costs of removal to proper forum, attorney's fees, and delay damages **e) Rationale:** These damages compensate for sovereignty violations, federal law violations, litigation costs, delay, and deterrence. ### 8.4 Choice of Law This Agreement and all disputes arising hereunder are governed by (LICENSE Section 11): **a) Tribal Law:** Grand Traverse Band of Ottawa and Chippewa Indians tribal law and custom (primary) **b) Federal Indian Law:** Federal Indian law, including treaty law, constitutional law (Article VI, Clause 2), and comprehensive Indian affairs statutes **c) International Indigenous Rights Law:** - UN Declaration on the Rights of Indigenous Peoples (UNDRIP) - WIPO Treaty on Intellectual Property, Genetic Resources and Associated Traditional Knowledge - ILO Convention 169 - Nagoya Protocol **d) Federal Law (Limited):** U.S. federal law for federal question jurisdiction (e.g., copyright, CFAA, DTSA, IACA) **e) State Law Rejected:** State law is **expressly rejected** and preempted by federal Indian law and tribal law. **f) Indian Canons of Construction:** All ambiguities shall be construed liberally in favor of the tribe and the Rights Holder (Indian canons of construction). ### 8.5 Service of Process You consent to service of process via: **a) Electronic Service:** Email to last known email address **b) Repository Service:** Notice via issue or pull request in the project repository **c) Traditional Service:** Personal service or certified mail to last known address **d) Obligation to Appear:** You agree to appear in tribal court or other properly invoked forum within 30 days of service. ### 8.6 Enforcement of Tribal Court Judgments You acknowledge that: **a) Full Faith and Credit:** Tribal court judgments are entitled to full faith and credit in federal courts under 25 U.S.C. § 1911(d) (by analogy) and principles of comity. **b) Federal Enforcement:** Tribal court judgments may be enforced in federal district courts. **c) International Recognition:** Tribal court judgments consistent with international Indigenous rights frameworks may be recognized in international forums. **d) No Collateral Attack:** You waive any right to collaterally attack tribal court jurisdiction or judgments in subsequent proceedings. --- ## 9. ENFORCEMENT MECHANISMS AND REMEDIES ### 9.1 Cumulative Remedies You acknowledge that violations of this Agreement or the LICENSE expose you to **cumulative remedies** across multiple legal theories. These remedies are additive, not alternative (LICENSE Section 12): **a) Contractual Remedies:** - Liquidated damages (graduated by violation type and entity size) - Actual damages (economic harm) - Specific performance - Injunctive relief (preliminary and permanent) **b) Copyright Remedies (17 U.S.C. § 504):** - Statutory damages: $750-$30,000 per work - Willful infringement: up to $150,000 per work - Actual damages and profits - Impoundment and destruction of infringing materials **c) Computer Fraud and Abuse Act (18 U.S.C. § 1030):** - Civil remedies under § 1030(g) - Compensatory damages - Injunctive relief - Criminal prosecution (fines and imprisonment up to 10 years) **d) Defend Trade Secrets Act (18 U.S.C. § 1836):** - Actual damages - Exemplary damages up to 2x actual damages - Attorney's fees for willful misappropriation - Seizure orders **e) Indian Arts and Crafts Act (25 U.S.C. § 305):** - Civil penalties: up to $250,000 per violation (individuals), $1,000,000 (entities) - Criminal penalties: fines up to $1,000,000 and imprisonment up to 15 years for repeat offenders - Treble damages **f) Tribal Law Remedies:** - Sovereign remedies determined by tribal court - Exclusion from tribal lands - Banishment from tribal territories - Restitution and repatriation **g) Cultural Harm Damages (LICENSE Section 13):** - Spiritual injury damages - Reputational harm damages - Community impact damages - Cultural degradation damages - Intergenerational harm damages **h) Benefit-Sharing Restitution (LICENSE Section 6A):** - Disgorgement of all profits and revenues - Mandatory Contributions calculated retroactively - Interest at 18% per annum **i) Attorney's Fees and Costs:** - Prevailing Rights Holder entitled to full attorney's fees - Expert witness fees - Investigation and forensic costs - Litigation expenses ### 9.2 Liquidated Damages by Violation Type In addition to all other remedies, the following liquidated damages apply (LICENSE Sections 11.8, 11.9): **AI Training Violations:** - Tier 1 (Individual/Academic): $50,000 - Tier 2 (Startup/Small): $250,000 - Tier 3 (Mid-Size): $1,000,000 - Tier 4 (Large): $2,000,000 - Tier 5 (Major Tech): $5,000,000+ - Plus revenue multipliers (1.5x-3.0x) - Plus cultural harm multipliers (1.5x-3.0x) - Plus willfulness enhancement (50-100% additional) **Improper Forum Selection:** - Individual: $50,000 - Small Entity: $100,000 - Large Entity: $250,000 **Attribution Violations:** - $10,000-$100,000 (scaled by severity and entity size) **Data Sovereignty Violations:** - $25,000-$500,000 (scaled by data sensitivity level) **Cultural Protocol Violations:** - $50,000-$1,000,000 (scaled by cultural significance) **PIC Violations:** - $100,000-$2,000,000 (scaled by use type and harm) **Sacred Site Violations:** - $250,000-$5,000,000 (reflecting profound cultural harm) ### 9.3 Injunctive Relief **a) Irreparable Harm Presumed:** You acknowledge that violations of this Agreement or the LICENSE cause irreparable harm that cannot be adequately compensated by monetary damages alone. **b) Immediate Injunctive Relief:** The Rights Holder is entitled to immediate injunctive relief without posting bond, including: - Temporary restraining orders (TROs) - Preliminary injunctions - Permanent injunctions - Emergency arbitrator relief (UNCITRAL Rules Article 29) **c) Types of Injunctive Relief:** - Cease and desist orders - Takedown orders for unauthorized uses - Asset freezing - Model destruction orders (AI violations) - Access restrictions - Publication bans **d) Expedited Procedures:** Tribal courts and federal courts shall grant expedited hearing on injunctive relief motions given the cultural significance and sovereignty implications. ### 9.4 Specific Performance You agree to specific performance of the following obligations: **a) Correction of Attribution:** Correcting missing or incorrect attribution **b) Removal of Unauthorized Derivatives:** Removing derivative works that violate LICENSE terms **c) Compliance with Cultural Protocols:** Implementing required cultural protocols and TK Labels **d) Testimony and Cooperation:** Providing testimony in enforcement proceedings against third-party violators **e) Records Production:** Producing records, data, and documentation for audits and forensic investigations **f) Forensic Cooperation:** Cooperating with forensic investigations (e.g., AI model interrogation, membership inference tests) ### 9.5 Criminal Enforcement You acknowledge potential criminal liability for violations under: **a) Indian Arts and Crafts Act (25 U.S.C. § 305e):** - Misrepresentation of Indian-produced goods - Fines up to $1,000,000 - Imprisonment up to 5 years (first offense), 15 years (repeat offenders) **b) Computer Fraud and Abuse Act (18 U.S.C. § 1030(c)):** - Unauthorized access to protected computers - Fines and imprisonment up to 1-20 years depending on severity **c) Economic Espionage Act / DTSA (18 U.S.C. § 1831-1832):** - Trade secret theft - Fines up to $5,000,000 (individuals), $10,000,000 (organizations) - Imprisonment up to 10-15 years ### 9.6 No Election of Remedies **a) Cumulative:** All remedies are cumulative and non-exclusive. **b) No Waiver:** Pursuit of one remedy does not waive other remedies. **c) Simultaneous Pursuit:** The Rights Holder may pursue multiple remedies simultaneously. **d) Avoidance of Double Recovery:** Courts shall structure recovery to avoid double compensation for identical harm while permitting separate compensation for distinct harms (economic, cultural, sovereignty, deterrent). ### 9.7 Enforcement Priority Violations receive enforcement priority based on: **a) Highest Priority:** - AI training violations (difficulty of detection, massive scale, existential threat to Indigenous Data Sovereignty) - Sacred Site violations (profound cultural harm) - Major commercial exploitation without benefit-sharing **b) High Priority:** - Cultural appropriation and misrepresentation - Data sovereignty violations - Systematic LICENSE violations **c) Standard Priority:** - Attribution failures - Technical compliance issues - Good-faith disputes over interpretation --- ## 10. PATENT AND INTELLECTUAL PROPERTY OBLIGATIONS ### 10.1 Defensive Disclosure Requirements If you or anyone claiming through you files a patent application that incorporates, is based upon, or utilizes Traditional Knowledge from the Work (including your Contribution), you MUST (LICENSE Section 7 & WIPO Treaty Article 3): **a) Complete Disclosure:** Provide complete disclosure of the Traditional Knowledge source, including: - Identification of the Rights Holder and GTBOCI - Description of specific TK incorporated - Genealogical and cultural connections where appropriate - Reference to this LICENSE **b) Demonstrate Valid PIC:** Provide evidence of valid Prior Informed Consent from the Rights Holder for the specific patent application use. **c) Benefit-Sharing Agreements:** Establish benefit-sharing agreements PRIOR to filing, including: - Minimum 25% of patent-related revenues to Legacy Beneficiary - Non-monetary benefits (technology transfer, capacity building) - Ongoing reporting and transparency **d) Patent Office Disclosure:** File all required disclosures with the patent office, including: - Source of biological materials and traditional knowledge - Evidence of access and benefit-sharing - Compliance with Nagoya Protocol (if applicable) ### 10.2 Consequences of Non-Disclosure Failure to comply with disclosure requirements triggers (WIPO Treaty Article 5): **a) Patent Invalidation:** The patent may be invalidated or rendered unenforceable. **b) Enforcement Prevention:** Courts may refuse to enforce patent rights obtained through non-disclosure. **c) Damages:** You are liable for all benefits-sharing payments that should have been made, plus penalties. **d) Criminal Liability:** Knowing false statements to patent offices may constitute fraud (e.g., 18 U.S.C. § 1001). ### 10.3 Patent Non-Assertion Covenant To prevent patent hold-up and facilitate Rights Holder's use of the Work: **a) Grant of Patent License:** If you hold or obtain any patents that could be infringed by the use, reproduction, or distribution of your Contribution, you grant to the Rights Holder and all LICENSE-compliant users a perpetual, worldwide, non-exclusive, no-charge, royalty-free patent license to make, use, sell, offer for sale, import, and otherwise utilize your Contribution. **b) Non-Assertion Covenant:** You covenant not to assert any patent claims against: - The Rights Holder for any use of the Work - LICENSE-compliant users - Enforcement of LICENSE terms **c) Condition:** This patent license and covenant apply only so long as recipients remain in full compliance with all LICENSE terms. **d) Termination:** The patent license terminates automatically if the recipient violates LICENSE terms. **e) Defensive Suspension:** If you assert patent claims against the Rights Holder or LICENSE-compliant users, all rights granted to you under this Agreement immediately terminate. ### 10.4 No Patent Trolling **a) Prohibition:** You agree not to engage in patent trolling, assertion entities, or non-practicing entity litigation related to the Work. **b) Good Faith Assertions Only:** Any patent assertion must be made in good faith based on valid patents and actual infringement. **c) Prior Notice:** Before asserting patents, you must provide the Rights Holder with 90 days' notice and opportunity to cure or negotiate. ### 10.5 Trademark and Trade Dress **a) No Trademark Rights Granted:** This Agreement grants NO rights to use any trademarks, service marks, or trade dress of the Rights Holder or GTBOCI. **b) Proper Attribution:** Any attribution must comply with trademark usage guidelines provided by the Rights Holder. **c) No Endorsement:** You may not suggest that the Rights Holder or GTBOCI endorses your products, services, or activities without explicit written permission. **d) Cultural Symbols:** Anishinaabe cultural symbols, designs, and traditional art are protected as trademarks/trade dress where applicable and as cultural property under tribal law. --- ## 11. INDEMNIFICATION AND LIMITATION OF LIABILITY ### 11.1 Contributor Indemnification Obligations You agree to **indemnify, defend, and hold harmless** the Rights Holder, GTBOCI, the Legacy Beneficiary, and their respective officers, members, agents, and successors (collectively, "Indemnified Parties") from and against any and all: **a) Third-Party IP Claims:** Claims, damages, losses, liabilities, and expenses (including reasonable attorney's fees) arising from third-party intellectual property infringement claims related to your Contribution. **b) Warranty Breach Claims:** Claims arising from any breach of your warranties and representations in Section 4. **c) LICENSE Violation Claims:** Claims arising from violations of LICENSE terms by you or anyone claiming rights through you. **d) Cultural Harm Claims:** Claims of cultural appropriation, misrepresentation, desecration, or other cultural harm resulting from your Contribution or actions. **e) AI Training Violations:** Claims arising from AI training or development using your Contribution in violation of LICENSE Section 7.1. **f) Data Breach Claims:** Claims arising from data sovereignty violations, data breaches, or unauthorized data disclosure related to your Contribution. **g) Jurisdiction Violations:** Claims, costs, and damages arising from your improper forum selection or jurisdictional challenges. **h) Regulatory Violations:** Claims arising from violations of export control, sanctions, privacy laws, or other regulations related to your Contribution. ### 11.2 Indemnification Procedures **a) Notice:** Indemnified Parties will provide prompt written notice of any claim. **b) Control:** You shall have the right to control the defense of any claim, subject to Indemnified Parties' right to participate with their own counsel at their expense. **c) No Settlement Without Consent:** You may not settle any claim in a manner that admits liability on behalf of Indemnified Parties or imposes obligations on them without their prior written consent. **d) Cooperation:** Indemnified Parties will reasonably cooperate in the defense. **e) Payment:** You shall pay all settlements, judgments, and defense costs. ### 11.3 Limitation of Rights Holder Liability **a) No Liability to Contributors:** The Rights Holder has NO liability to you for: - Rejection of your Contribution for any reason or no reason - Removal of your Contribution from the Work at any time - Modification, alteration, or adaptation of your Contribution - Decisions regarding how the Work is licensed, distributed, or used - License termination - Exercise of sovereign rights and cultural authority - Enforcement actions against third parties - Any decisions regarding TK/TCE characterization **b) Sovereign Immunity:** GTBOCI retains sovereign immunity. Nothing in this Agreement waives GTBOCI's sovereign immunity. The Rights Holder operates in individual capacity, not as representative of GTBOCI government. **c) No Consequential Damages:** To the maximum extent permitted by law, the Rights Holder is not liable for any indirect, incidental, special, consequential, or punitive damages. ### 11.4 No Warranties by Rights Holder **a) Contribution Accepted "As Is":** The Rights Holder accepts your Contribution "AS IS" and "AS AVAILABLE" without any warranties. **b) No Representations:** The Rights Holder makes no representations regarding: - Whether your Contribution will be used - How your Contribution will be used - Whether your Contribution will remain in the Work - Attribution practices - Commercial success of the Work **c) No Obligation to Maintain:** The Rights Holder has no obligation to maintain, support, update, or provide error corrections for your Contribution. **d) No Obligation to Enforce:** The Rights Holder has no obligation to enforce LICENSE terms against third parties on your behalf. ### 11.5 Disclaimer of Warranties **a) NO EXPRESS OR IMPLIED WARRANTIES:** Except for the express warranties YOU provide in Section 4, this Agreement contains NO warranties, express or implied. **b) No Warranty of MERCHANTABILITY:** No warranty of merchantability. **c) No Warranty of FITNESS:** No warranty of fitness for a particular purpose. **d) No Warranty of Non-Infringement:** No warranty of non-infringement (except your express warranty in Section 4.1). ### 11.6 Survival of Indemnification Your indemnification obligations survive: - Termination of this Agreement - Removal of your Contribution from the Work - Completion of your participation in the project - Any statute of limitations that might otherwise apply --- ## 12. ADDITIONAL PROTECTIVE PROVISIONS ### 12.1 Anti-Circumvention Provisions **a) DMCA Protection:** The Work is protected by technological protection measures under 17 U.S.C. § 1201 (DMCA anti-circumvention provisions). **b) Prohibition on Circumvention:** You shall not: - Circumvent technological measures protecting the Work - Remove, alter, or obscure TK Labels or metadata - Develop, distribute, or use tools to circumvent protections - Assist others in circumvention **c) Criminal Penalties:** Circumvention violations carry criminal penalties under 17 U.S.C. § 1204: - Fines up to $1,000,000 - Imprisonment up to 10 years (repeat offenders) **d) Civil Remedies:** Civil remedies under 17 U.S.C. § 1203 including actual damages, statutory damages ($200-$2,500 per violation), and attorney's fees. ### 12.2 No Exhaustion or First Sale **a) No First Sale Doctrine:** You acknowledge that the first sale doctrine does NOT apply to the Work or your Contribution when integrated into the Work. **b) Restrictions Run with Work:** All LICENSE restrictions run with the Work perpetually, regardless of how many times it is transferred or copied. **c) No Exhaustion of Sovereignty Rights:** Tribal sovereignty rights are never exhausted by distribution or sale. **d) Continuing Obligations:** Benefit-sharing and cultural protocol obligations continue regardless of downstream transfers. ### 12.3 Severability and Survival **a) Severability:** If any provision of this Agreement is held invalid, illegal, or unenforceable: - The remainder of the Agreement remains in full force and effect - The invalid provision shall be reformed to the maximum extent enforceable - Indian canons of construction guide reformation (construe liberally in favor of tribe/Rights Holder) **b) Core Provisions Survive:** The following core provisions survive any partial invalidity: - Section 8: Jurisdiction and forum selection - Section 7: Benefit-sharing obligations - Section 6: Technology restrictions - Section 9: Remedies and enforcement - Section 4: Warranties - Section 11: Indemnification **c) Survival After Termination:** Sections 4, 8, 9, 10, 11, and 12 survive termination of this Agreement. ### 12.4 No Implied Licenses or Estoppel **a) Express Grants Only:** All rights must be expressly granted in writing. No implied licenses are granted by conduct, estoppel, or otherwise. **b) Silence Is Not Consent:** The Rights Holder's silence or inaction does not constitute consent, waiver, or license. **c) Estoppel Defenses Waived:** You waive any defenses based on estoppel, laches, or acquiescence. **d) Reservation of Rights:** All rights not expressly granted are reserved to the Rights Holder. ### 12.5 Integration and Amendment **a) Entire Agreement:** This Agreement, together with the LICENSE, constitutes the entire agreement between you and the Rights Holder regarding your Contribution. **b) Supersedes Prior Agreements:** This Agreement supersedes all prior or contemporaneous oral or written agreements regarding your Contribution. **c) Amendment Only by Rights Holder:** This Agreement may be amended only by a written document signed by the Rights Holder. **d) No Oral Modifications:** Oral modifications are invalid and unenforceable. **e) Electronic Signatures Valid:** Electronic signatures are valid under the ESIGN Act (15 U.S.C. § 7001) and UETA. **f) Version Control:** The LICENSE may be updated from time to time. Your Contribution is governed by the LICENSE version in effect at the time of submission, unless you explicitly agree to a later version. ### 12.6 Waiver of Jury Trial **a) Waiver:** TO THE EXTENT PERMITTED BY TRIBAL LAW AND FEDERAL LAW, YOU WAIVE YOUR RIGHT TO A JURY TRIAL for any dispute arising from this Agreement. **b) Tribal Court or Bench Trial:** Disputes shall be adjudicated by a tribal court judge or federal court judge sitting without a jury. **c) Arbitration Alternative:** At the Rights Holder's election, disputes may be resolved through tribal arbitration under tribal arbitration rules or UNCITRAL Arbitration Rules. **d) Knowing and Voluntary:** This waiver is knowing, voluntary, and informed. ### 12.7 Extended Statute of Limitations **a) Discovery Rule:** For violations discovered through forensic analysis (e.g., AI training, data breaches), the statute of limitations runs from the date of discovery, not the date of the violation. **b) Continuing Violations:** Each violation constitutes a separate cause of action with its own statute of limitations. **c) Tribal Law SOL:** Tribal law statute of limitations governs and may be longer than state or federal SOL. **d) Equitable Tolling:** Statute of limitations is tolled for concealed violations, fraudulent concealment, and ongoing violations. **e) No Time-Bar for Sovereignty:** Tribal sovereignty claims are never time-barred. ### 12.8 Notice and Communication **a) Notice to Rights Holder:** All notices, PIC requests, and formal communications to the Rights Holder should be directed to: **Email:** [To be provided by Rights Holder] **Repository:** Via issue in the official project repository **Postal Mail:** [To be provided by Rights Holder] **b) Notice to Contributor:** Notices to you may be provided via: - Email to the address associated with your Contribution submission - Public notice in the project repository - Certified mail to your last known address **c) Effective Date:** Notices are effective upon transmission (email), posting (repository), or mailing (postal). ### 12.9 Assignment and Successors **a) Rights Holder May Assign:** The Rights Holder may assign this Agreement and the LICENSE to successors designated under LICENSE Section 10.2 (Successor Authority provisions). **b) Contributor May Not Assign:** You may not assign this Agreement without prior written consent of the Rights Holder. **c) Binding on Successors:** This Agreement binds and benefits the parties and their respective successors and permitted assigns. ### 12.10 Relationship of Parties **a) Independent Parties:** You and the Rights Holder are independent parties. This Agreement does not create: - Employment relationship - Agency relationship - Partnership - Joint venture - Fiduciary duty (except as expressly stated) **b) No Authority to Bind:** Neither party has authority to bind the other. **c) Voluntary Contribution:** Your Contribution is voluntary, not commissioned or directed by the Rights Holder. ### 12.11 Force Majeure **a) Excuse for Impossibility:** Neither party is liable for failure to perform due to circumstances beyond reasonable control (acts of God, war, terrorism, pandemics, government actions). **b) Obligations Continue:** Force majeure does NOT excuse: - Payment obligations (payable when circumstances resolve) - Confidentiality obligations - Jurisdictional provisions - Technology use restrictions ### 12.12 Interpretation **a) Indian Canons of Construction:** This Agreement shall be interpreted according to the Indian canons of construction: - Ambiguities construed in favor of the tribe and Rights Holder - Liberal construction to effectuate Indigenous rights protections - Treaties and agreements construed as Indigenous parties understood them - Remedial provisions construed broadly **b) Headings:** Section headings are for convenience only and do not affect interpretation. **c) Singular/Plural:** Singular includes plural and vice versa where context requires. **d) Including:** "Including" means "including without limitation." **e) Cultural Context:** This Agreement shall be interpreted with respect for Indigenous legal traditions, cultural protocols, and tribal sovereignty. --- ## 13. ACCEPTANCE AND ELECTRONIC SIGNATURE ### 13.1 Mechanisms of Acceptance By submitting a Contribution, you ACCEPT and AGREE to be bound by all terms of this Agreement through one of the following mechanisms: **a) Pull Request Submission:** Submitting a pull request constitutes your electronic signature and acceptance of this Agreement. **b) Issue Submission:** Submitting an issue containing a Contribution (code, documentation, etc.) constitutes acceptance. **c) Email Submission:** Emailing a Contribution to the Rights Holder constitutes acceptance. **d) Click-Through:** Clicking "I Agree" or similar button in contribution workflow constitutes acceptance. **e) Digital Signature:** Providing a digital signature via DocuSign, Adobe Sign, or similar service. **f) Blockchain Signature:** Cryptographic signature (if compatible with LICENSE Section 9.4 restrictions). **g) Explicit Written Agreement:** Signing a physical or electronic copy of this Agreement. ### 13.2 Electronic Signature Validity **a) ESIGN Act:** Electronic signatures are valid under the Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001). **b) UETA:** Electronic signatures are valid under the Uniform Electronic Transactions Act (adopted in most states). **c) Tribal Law:** Electronic signatures are valid under GTBOCI law. **d) International Recognition:** Electronic signatures are recognized under international law and treaties. ### 13.3 Record of Acceptance **a) Rights Holder Records:** The Rights Holder maintains a permanent record of your acceptance, including: - Timestamp of acceptance - Mechanism of acceptance - Version of CLA accepted - Associated Contribution details - Cryptographic hash verification (where applicable) **b) Admissibility:** These records are admissible in tribal court, federal court, and international forums as evidence of your agreement. **c) Retention:** Records are retained indefinitely to support enforcement. ### 13.4 Corporate Contributors If you are contributing on behalf of a corporation, organization, or other legal entity: **a) Authorization Required:** You represent that you are authorized by your employer/organization to enter into this Agreement on its behalf. **b) Officer Certification:** Contributions by entities with > $10M revenue require certification by an officer that they have authority to bind the entity. **c) Corporate Seal:** Entities may affix corporate seal to signify formal acceptance (if applicable). **d) No Individual Liability Shield:** Corporate status does NOT shield individual officers, directors, or employees from personal liability for intentional violations, fraud, or willful misconduct. ### 13.5 Confirmation of Understanding By accepting this Agreement, you confirm that: **a) You have read and understand all terms of this Agreement and the LICENSE. **b) You have had the opportunity to consult with legal counsel regarding this Agreement. **c) You accept this Agreement voluntarily, without duress or coercion. **d) You understand the legal implications of your acceptance, including: - Jurisdictional provisions (exclusive tribal court jurisdiction) - Technology restrictions (AI training prohibition with substantial damages) - Benefit-sharing obligations (you have no claim to revenues) - Enforcement mechanisms (cumulative remedies, liquidated damages) - Cultural protocols (Indigenous Data Sovereignty, TK/TCE protection) **e) You commit to upholding the principles of Indigenous Data Sovereignty, respect for Traditional Knowledge and Traditional Cultural Expressions, tribal sovereignty, and Indigenous wealth reclamation. --- ## CONCLUSION Your Contribution is a voluntary and informed act of participation in a project governed by Indigenous law, federal Indian law, treaty rights, and international Indigenous rights frameworks. This Agreement reflects centuries of Indigenous struggle for recognition, respect, and protection of cultural heritage and intellectual property. By contributing, you join a movement toward Indigenous wealth reclamation, data sovereignty, and the protection of Traditional Knowledge for future generations. You become part of ensuring that Indigenous peoples receive equitable benefit from their knowledge, cultural expressions, and intellectual contributions to society. **Thank you for your understanding, respect, and support for Indigenous rights and tribal sovereignty.** --- **DOCUMENT VERSION:** 2.0 (Comprehensive Legal Hardening - 2025) **EFFECTIVE DATE:** Upon acceptance by Contributor **GOVERNING LICENSE:** See LICENSE file in repository root **RIGHTS HOLDER CONTACT:** [To be provided] --- ## APPENDIX A: QUICK REFERENCE - KEY OBLIGATIONS Contributors must: - ✓ Accept ALL terms of project LICENSE - ✓ Warrant that contribution is original work - ✓ Disclose any third-party materials - ✓ NOT use prohibited AI tools - ✓ Comply with Indigenous Data Sovereignty - ✓ Respect cultural protocols and TK Labels - ✓ Submit to tribal court jurisdiction - ✓ Waive claims to revenue/benefit-sharing - ✓ Indemnify Rights Holder for warranty breaches - ✓ Maintain records for 7 years Contributors must NOT: - ✗ Use contributions for AI training (without PIC) - ✗ Violate benefit-sharing requirements - ✗ File in state courts (tribal/federal only) - ✗ Remove TK Labels or metadata - ✗ Misappropriate Indigenous cultural expressions - ✗ Violate data sovereignty requirements - ✗ Circumvent technological protections - ✗ Claim co-ownership of the Work - ✗ Assert conflicting licenses - ✗ Facilitate Sacred Site violations Violations trigger: - Graduated liquidated damages ($50K-$5M+) - Copyright statutory damages ($750-$150K per work) - Criminal penalties (IACA, CFAA: fines, imprisonment) - Injunctive relief (immediate TROs/injunctions) - Cultural harm damages - Benefit-sharing restitution - Attorney's fees and costs --- **End of Contributor License Agreement**