POST-OPEN PAID CONTRACT 0.02, August 1, 2024. 1. TERMS ADDED BY REFERENCE These terms include, by reference, the terms of the POST-OPEN ZERO-COST LICENSE, at https://perens.com/static/DEVELOPMENT_LICENSE.txt These terms include, by reference, the Bonterms Mutual NDA 1.0, at https://bonterms.com/wp-content/uploads/2022/10/Bonterms-Mutual-NDA-Version-1.pdf [That document is under the Creative Commons BY-4.0 license.] The information subject to NDA is the specified in these terms, no information other than that explicitly specified is subject to NDA. 2. DEFINITIONS The definitions in the terms of the POST-OPEN ZERO-COST LICENSE, added by reference, take precedence to these definitions. These terms take precedence to the definitions specified in the definition of US-ENGLISH. 2.1 NDA is the Bonterms Mutual NDA, as included by reference above. The information to be kept under NDA is specified in these terms. Information under NDA is submitted to the EXTERNAL CPA by YOU, not to the POST-OPEN ADMINISTRATION. The EXTERNAL CPA reports totals to the POST-OPEN ADMINISTRATION, without individual company information, thus further protecting your data under NDA. In the event of a dispute including YOU as a party, the EXTERNAL CPA is required, on request of any of the parties, to disclose YOUR information which is under NDA to the court and all parties to the dispute, under SEAL if possible. The POST-OPEN ADMINISTRATION may act as compelled by any government or court regardless of the NDA. 2.2 The EXTERNAL CPA is a certified public accounting firm employed by the POST-OPEN ADMINISTRATION to receive ANNUAL PAYMENT and the USAGE REPORT from companies, to segregate the information under NDA that it receives from disclosure to the POST-OPEN ADMINISTRATION and the public, and to otherwise act as directed by the POST-OPEN ADMINISTRATION. 2.2 ANNUAL PAYMENT is a required payment of 1 percent of YOUR REVENUE during your past fiscal YEAR, due to be submitted to the EXTERNAL CPA under NDA within 120 days after the end of your fiscal YEAR, using the procedure specified at https://postopen.org/paid-license-payment/ . The information under NDA is the amount of the ANNUAL PAYMENT, not the identity of the payer, which is published as part of the PUBLIC DISCOSURE. The POST-OPEN ADMINISTRATION may publish the total of ANNUAL PAYMENTS [and probably will be required to do so.] If YOU were not party to these terms for your entire fiscal YEAR, the revenue due will be your REVENUE for your entire fiscal YEAR times the number of days in that YEAR that you were party to these terms, divided by 365. [For accounting simplicity, this does not take into account windfalls or losses specifically accrued during the portion of the year that you were party to these terms.] 2.3 The USAGE REPORT is an annual report of YOUR usage of WORKS in the POST-OPEN COLLECTION during your past fiscal YEAR. The USAGE REPORT includes the WORKS upon which you exercised RESTRICTED RIGHTS, the magnitude of usage including instances of a WORK sold or used internally, the magnitude of provision of the WORK as a service, and the number of individuals using each WORK internally or on your behalf, and is submitted in machine-readable form using the form at https://postopen.org/usage-report/. These numbers are for apportionment of payment to developers of the works involved, and may be approximate, but YOU are required to make them as accurate as possible without odious record-keeping of each use. The USAGE REPORT is due to be submitted to the EXTERNAL CPA under NDA within 120 days after the end of YOUR fiscal YEAR. The information under NDA is the USAGE REPORT, the EXTERNAL CPA will report totals to the POST-OPEN ADMINISTRATION, rather than your individual company data. The POST-OPEN ADMINISTRATION may publish totals. 2.4 THE PUBLIC DISCLOSURE is a statement that YOU are party to these terms, including information identifying all legal entities that are part of YOU. This is to be submitted to the POST-OPEN ADMINISTRATION upon acceptance of these terms, and updated whenever the required information changes, but no later than the date upon which you file your USAGE REPORT. It must be submitted in machine-readable form using the form at https://postopen.org/paid-public-disclosure/ . The POST-OPEN ADMINISTRATION may publish this information, so that there is no question of which entities have the right to exercise RESTRICTED RIGHTS regarding WORKS in the POST-OPEN COLLECTION. 2.5 The SOFTWARE AS A SERVICE DISLCLOSURE is a report of the legal name and address of all legal entities to whom YOU have provided a WORK in the POST-OPEN COLLECTION for a period of the past 31 days or less, to be submitted to the POST-OPEN ADMINISTRATION in machine-readable form using the form at https://postopen.org/saas-disclosure/ This information is due within 31 days of the end of the period that service was provided. [This information is required to determine if the SAAS customer is required to enter the POST-OPEN PAID CONTRACT.] 2.7 PAID RIGHTS include the right to provide SOFTWARE AS A SERVICE, the right to sell EMBEDDED SYSTEMS, and the right to produce MODIFICATIONS of WORKS in the POST-OPEN COLLECTION. 2.8 A GATED COMMUNITY is a group, however organized, of YOU and legal entities other that YOU with the purpose of sharing private modifications to WORKS in the POST OPEN COLLECTION. Legal entities that are performing work on YOUR behalf are not a GATED COMMUNITY relationship. 4 TERMS 4.2 YOU are bound to all terms of the agreements included in these terms by reference, and all of those terms, including (but not limited to) the ones for TERMINATION, apply to this agremeent. 4.3 In the case that you provide a WORK to a legal entity as SOFTWARE AS A SERVICE, YOU must perform the SOFTWARE AS A SERVICE DISCLOSURE. YOU must inform each entity that they are required to join the POST-OPEN PAID CONTRACT before they receive your service, if their annual REVENUE exceeds USD$5 Million per YEAR, and that they must join the POST-OPEN ZERO-COST CONTRACT if their annual revenue is less. [The POST-OPEN ADMINISTRATION may provide an automated way to verify that your customer has joined a POST-OPEN PERMISSION and to facilitate their joining. 4.4 In the case that you provde a WORK to a legal entity, as SOFTWARE AS A SERVICE, an EMBEDDED SYSTEM, or otherwise, you must count all REVENUE collected in connection with the WORK as part of YOUR REVENUE, even if that revenue would be be paid to another entity. This would include (but is not limited to) income from advertising presented to the user or information collected, and license fees for continued use of an EMBEDDED SYSTEM. 4.5 YOU must make the ANNUAL PAYMENT, and provide the USAGE REPORT and PUBLIC DISCLOSURE as defined in these terms. 4.6 In exchange for compliance with these terms, you are granted PAID RIGHTS. Once you are granted PAID RIGHTS: The usual way to share modifications of WORKS in the POST OPEN COLLECTION is to join the POST OPEN OPERATING AGREEMENT, which allows their publication, reduces the cost of their maintenance since they generally are maintained by a community, rather than YOU exclusively, and potentially brings you payment for your work. If you wish to make modifications private, YOU may keep modifications private to YOU. YOU may share private modifications under your desired terms with these restrictions: a) YOU may not offer, enter into, make use of, or benefit from a patent license which exclusively permits any parties practice of the patents in WORKS in the POST OPEN COLLECTION unless that license applies to all legal entities. b) YOU may not form, operate, or participate in a GATED COMMUNITY. 4.7 The POST-OPEN ADMINISTRATION may direct you not to provide WORKS in the POST-OPEN COLLECTION as SOFTWARE AS A SERVICE to any party that is subject to TERMINATION or persistently fails to enter into the POST-OPEN PAID CONTRACT as required. YOU must comply with such direction.