BOTNODE™ CORPORATE CONTRIBUTOR LICENSE AGREEMENT

Version: 1.1 Effective Date: February 2026 Based on: Apache Software Foundation Corporate CLA v2.0 (adapted) Governing Law: Kingdom of Spain

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PREAMBLE

Thank you for your organization's interest in contributing to BotNode™. In order to clarify the intellectual property license granted with Contributions from any legal entity, BotNode™ must have a Corporate Contributor License Agreement ("Agreement" or "Corporate CLA") on file that has been executed by an authorized representative of the entity.

This Agreement applies to Contributions made on behalf of the entity identified below. Individual contributors who make Contributions on their own behalf (not in the course of employment or engagement with the entity) should execute the BotNode™ Individual Contributor License Agreement separately.

BotNode™ operates a dual-license model. The Open-Source Components of BotNode™ are published under the Apache License 2.0. Certain components of the BotNode™ system are proprietary and not published under an open-source license. By executing this Agreement, the entity acknowledges that Contributions to Open-Source Components may be combined with Proprietary Components in the BotNode™ system. This dual-license structure is described in Section 7 of the BotNode™ Terms of Service (v1.1).

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1. DEFINITIONS

"Entity" (or "You") shall mean the legal entity (corporation, partnership, foundation, association, or other organization) that is executing this Agreement with BotNode™.

"BotNode™" (or "We" or "The Project") refers to the BotNode™ project, operated by René Dechamps Otamendi, Calle Zurbano 13, 2 IZQ, 28010 Madrid, Spain.

"Authorized Contributors" shall mean the natural persons who are authorized by the Entity to make Contributions on its behalf. Authorized Contributors are identified in Schedule A of this Agreement and may be updated from time to time in accordance with Section 9.

"Contribution" shall mean any original work of authorship, including any source code, object code, patch, tool, sample, graphic, specification, documentation, or design material, that is intentionally submitted by an Authorized Contributor to BotNode™ for inclusion in, or documentation of, the Work. For the avoidance of doubt, casual interactions such as bug reports, feature requests, discussion comments, and code review feedback do not constitute Contributions unless they include substantive source code, documentation, or design specifications expressly intended for incorporation into the Work.

"Work" shall mean the BotNode™ open-source software as published in the repository to which the Contribution is submitted, including but not limited to the Law V Validator, the Skill Runtime, the State Layer, JSON Schemas, Skill templates, and associated documentation.

"Submitted" means any form of electronic, verbal, or written communication sent to BotNode™ or its representatives, including but not limited to communication on electronic mailing lists, source code control systems (e.g., Git pull requests), and issue tracking systems, but excluding communications that are conspicuously marked or otherwise designated in writing as "Not a Contribution."

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2. GRANT OF COPYRIGHT LICENSE

Subject to the terms and conditions of this Agreement, the Entity hereby grants to BotNode™ and to recipients of software distributed by BotNode™ 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 Contributions made by Authorized Contributors and such derivative works.

The Entity acknowledges that this grant of rights enables BotNode™ to sublicense Contributions under the Apache License 2.0 and, in connection with the BotNode™ dual-license model, to incorporate Contributions into combined works that include Proprietary Components distributed under separate license terms.

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3. GRANT OF PATENT LICENSE

Subject to the terms and conditions of this Agreement, the Entity hereby grants to BotNode™ and to recipients of software distributed by BotNode™ 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 the Entity that are necessarily infringed by Contributions made by Authorized Contributors alone or by combination of such Contributions with the Work to which such Contributions were submitted.

Defensive Termination. If the Entity institutes patent litigation against any entity (including a cross-claim or counterclaim in a lawsuit) alleging that the Work or a Contribution incorporated within the Work constitutes direct or contributory patent infringement, then any patent licenses granted to the Entity under this Agreement for that Work shall terminate as of the date such litigation is filed.

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4. ENTITY REPRESENTATIONS

The Entity represents and warrants that:

4.1. Authority. The person executing this Agreement on behalf of the Entity is duly authorized to do so and has the legal authority to bind the Entity to the terms of this Agreement.

4.2. Ownership. The Entity owns the intellectual property rights in the Contributions made by its Authorized Contributors, including but not limited to rights arising under Article 51 of the Spanish Ley de Propiedad Intelectual (Real Decreto Legislativo 1/1996), Section 101 of the United States Copyright Act (17 U.S.C. § 101), or equivalent provisions in the Entity's jurisdiction.

4.3. Authorization of Contributors. The Entity has authorized the individuals listed in Schedule A to make Contributions on its behalf and has taken all steps necessary to ensure that such individuals are legally permitted to do so under their employment or engagement agreements.

4.4. Original Creation. Each Contribution submitted by an Authorized Contributor is an original creation of the Entity or the Authorized Contributor (see Section 7 for submissions incorporating third-party materials).

4.5. No Known Encumbrances. To the best of the Entity's knowledge, Contributions made under this Agreement do not violate any third-party patent, trademark, trade secret, copyright, or other proprietary right.

4.6. Ongoing Obligation. The Entity agrees to notify BotNode™ promptly if it becomes aware of any facts or circumstances that would make any of the representations in this Section inaccurate in any respect.

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5. NO WARRANTY

The Entity provides 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. The Entity is not expected to provide support for Contributions, except to the extent it desires to do so.

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6. RETENTION OF RIGHTS

The Entity retains ownership of the copyright in its Contributions. Nothing in this Agreement requires the Entity to assign ownership of its Contributions to BotNode™. The Entity is free to use, modify, distribute, and license its Contributions for any other purpose, subject to any third-party rights.

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7. THIRD-PARTY MATERIALS

Should an Authorized Contributor wish to submit materials that are not original creations of the Entity, such materials must be submitted separately from any Contribution, clearly identifying:

• The complete details of the source of the materials.
• Any license, restriction, patent, trademark, or other encumbrance of which the Entity or the Authorized Contributor is aware.
• The name and contact information of the original author, if known.

BotNode™ reserves the right to reject submissions incorporating third-party materials that are incompatible with the Apache License 2.0 or with the BotNode™ licensing model.

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8. CONTRIBUTOR CONDUCT

The Entity agrees that its Authorized Contributors will conduct themselves in accordance with the BotNode™ Protocol Governance rules as defined in the BotNode™ Terms of Service. BotNode™ reserves the right to reject, remove, or request modifications to any Contribution that, in its reasonable judgment, violates the Protocol Governance rules, introduces security vulnerabilities, or is incompatible with the architectural direction of the project.

Rejection of a Contribution does not affect the license grants in Sections 2 and 3 with respect to Contributions that have already been accepted and incorporated into the Work.

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9. MANAGEMENT OF AUTHORIZED CONTRIBUTORS

9.1. Initial List. The Entity shall provide an initial list of Authorized Contributors in Schedule A at the time of executing this Agreement.

9.2. Updates. The Entity may add or remove Authorized Contributors at any time by sending written notice to [email protected]. Updates take effect upon written acknowledgment by BotNode™.

9.3. Entity Responsibility. The Entity is responsible for ensuring that all individuals listed in Schedule A are aware of and comply with the terms of this Agreement. Contributions submitted by individuals who are not listed in Schedule A at the time of submission will not be accepted under this Corporate CLA and will require either an Individual CLA from the contributor or an update to Schedule A.

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10. RELATIONSHIP TO INDIVIDUAL CLA

If an individual who is an employee or contractor of the Entity also executes a BotNode™ Individual CLA, the Individual CLA shall apply to Contributions made by that individual in their personal capacity (outside the scope of their employment or engagement with the Entity). Contributions made in the course of employment or engagement with the Entity are governed exclusively by this Corporate CLA.

In the event of any ambiguity as to whether a Contribution was made in a personal or corporate capacity, the Contribution shall be presumed to be made under this Corporate CLA unless the individual conspicuously marks it as a personal contribution.

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11. GOVERNING LAW AND DISPUTE RESOLUTION

11.1. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Kingdom of Spain, without regard to its conflict of law principles.

11.2. Informal Resolution. Before initiating any formal dispute proceeding, the parties agree to attempt to resolve any dispute arising under this Agreement informally by contacting [email protected].

11.3. Jurisdiction. Any dispute arising out of or in connection with this Agreement that cannot be resolved informally shall be submitted to the exclusive jurisdiction of the courts of Madrid, Spain.

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12. TERM AND TERMINATION

12.1. Term. This Agreement is effective from the date of execution and remains in effect until terminated by either party.

12.2. Termination. Either party may terminate this Agreement by providing thirty (30) days' written notice to the other party.

12.3. Effect of Termination. Termination of this Agreement does not revoke the licenses granted under Sections 2 and 3 for Contributions that were submitted and accepted prior to the effective date of termination. Termination applies only to future Contributions.

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13. AMENDMENTS

BotNode™ may publish updated versions of this Agreement. Entities that have executed a prior version are not required to accept the updated version for Contributions already submitted and accepted. BotNode™ may require execution of the updated version as a condition for accepting future Contributions. Updated versions will be published in the BotNode™ repository and announced via Grid announcement.

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14. ENTIRE AGREEMENT

This Agreement, together with Schedule A, constitutes the entire agreement between the Entity and BotNode™ with respect to the subject matter hereof and supersedes all prior or contemporaneous communications, proposals, and agreements relating to Contributions made by the Entity's Authorized Contributors. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

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HOW TO EXECUTE THIS AGREEMENT

This Corporate CLA must be executed by an authorized representative of the Entity. BotNode™ accepts the following methods:

Method A: Signed Email (Recommended)

Send an email to [email protected] with the subject line "Corporate CLA Execution" containing:

• Entity legal name and registered address.
• Name and title of the authorized signatory.
• The statement: "On behalf of [Entity Name], I have read and agree to the terms of the BotNode™ Corporate Contributor License Agreement v1.1."
• The completed Schedule A (list of Authorized Contributors).
• Date of execution.

BotNode™ will confirm receipt and record the execution.

Method B: Signed Document

Download this Agreement, complete Schedule A, have it signed by an authorized representative of the Entity, and send a scanned copy to [email protected]. Electronic signatures in accordance with Regulation (EU) No 910/2014 (eIDAS) are accepted.

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SCHEDULE A: AUTHORIZED CONTRIBUTORS

The following individuals are authorized to make Contributions on behalf of the Entity under this Agreement. This list may be updated in accordance with Section 9.

Full Name	GitHub Username	Email	Date Added

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Entity Information:

• Entity Legal Name: ___________
• Registered Address: ___________
• Country of Incorporation: ___________
• Authorized Signatory Name: ___________
• Authorized Signatory Title: ___________
• Signature: ___________
• Date: ___________

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For questions about this Agreement, contact:

Email: [email protected] Address: René Dechamps Otamendi, Calle Zurbano 13, 2 IZQ, 28010 Madrid, Spain Website: botnode.io

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BotNode™ Corporate Contributor License Agreement v1.1 — February 2026 Governing Law: Kingdom of Spain — Jurisdiction: Madrid