**OUTREACHY INTERNSHIP PROGRAM**

**Internship Terms of Participation**

_last edited - December 3, 2024_

**Dear Participant:**

Congratulations on your acceptance to the Outreachy internship program! These
Internship Terms of Participation (“ITOP”) will serve as the agreement between
you and Conservancy concerning your participation in the Outreachy internship
program (the “Program”). In this agreement, the terms “you” and “your” means
you, a person who has been accepted to the Program subject to the ITOP, and
who is agreeing to be bound by the ITOP; and “Conservancy” means Software
Freedom Conservancy, Inc., a New York non-profit corporation, US 501(c)(3) public
charity, and corporate home of the Outreachy Project.

**The Project.**

You agree to perform the Project as assigned to the Application you submitted
to Conservancy (the “Application”). Your project should be your primary focus.
Unless contrary to any laws where you are located, you should dedicate 30 hours
per week to your project for at least 12 weeks of the Program's 13 week
duration. From time to time, you will deliver work product related to
your Project (“Project Work Product”) to your Participating Organization (as set
out in the Application) through your Volunteer Mentor or Volunteer Mentors (if
applicable, together referred to herein as the “Volunteer Mentor”) (as set out
in the Application) or otherwise. Please discuss with your Volunteer Mentor any
adjustments that need to be made to your Project Work Product goals based on
your progress with the project, interests, and current goals of the project
team.

While you retain any copyright or patent rights in the Project, you hereby license
all submissions related to the Project under a license that is (i) approved by your
Participating Organization, (ii) a Free Software license as designated by the Free
Software Foundation, and (iii) an Open Source license as approved by the Open
Source Initiative (“Project License”).

Additionally, you are encouraged to blog at least once every two weeks about the
effort you put into the internship. You hereby license each blog entry – and all
other documentation you create for this Project – under the Creative Commons
Attribution-ShareAlike 4.0 International License, and agree that it may be
included on any site that aggregates blog posts of Program participants or
Participating Organization contributors.

You hereby represent, warrant and agree that all Project Work Product, blogs, and
other work you complete related to the project:

(a) are your own original, previously unpublished and unproduced work,
except to the extent that it includes third party source code available for
modification and redistribution under a license compatible with the Project
License;

(b) are not submitted in violation of any agreement;

(c) do not infringe on any copyright, patent, trademark or applicable moral
rights of any third party;

(d) do not violate any applicable laws and are not malicious, defamatory,
libelous, pornographic, or obscene; and

(e) do not contain any confidential information.

Your internship and all payments pursuant to this agreement are subject to there
being a Volunteer Mentor assigned to your Application, who signs a Volunteer
Mentor Agreement with Conservancy. If there is no Volunteer Mentor Agreement
received by Conservancy, no payments will be made. Please contact the
Participating Organization coordinator if you become aware that your mentor will
not enter into this agreement.

**Relationship of Parties.**

It is expressly agreed that in your performance of the Project you will not be an
employee or agent of Conservancy. It is also agreed that you shall have no right to
make any commitments on behalf of Conservancy, or act as an agent of
Conservancy. You also represent and warrant to Conservancy that neither your
execution of this agreement nor your participation in the Program conflicts with
any contractual commitment on your part.

**Stipend.**

Conservancy will pay you a $7,000 USD stipend (“Stipend”) for the Project in
accordance with the following schedule. Conservancy payments are generally paid
on a NET-30 basis. Recognizing internship structure of Outreachy, Conservancy
will make best efforts to send out payments quickly after internship progress
confirmations. Payments may be issued earlier than scheduled deadlines below,
but interns should not rely on earlier payments.

 * $3,000 will be sent to you by or around Jan 24, 2025 if Outreachy
   organizers confirm to Conservancy by Dec 16, 2024 that you are in good
   standing. If Conservancy receives such confirmation late, your payment will
   be delayed. If such confirmation is not received, you will not receive
   payment.

 * $4,000 will be sent to you by or around Mar 5, 2025 if Outreachy organizers
   confirm to Conservancy by Feb 3, 2025 that you are in good standing. If
   Conservancy receives such confirmation late, your payment will be delayed. If
   such confirmation is not received, you will not receive payment.

Participants will be in good standing if they have used their reasonable best
efforts to engage in an effort to learn during the internship (per Program
guidelines) and they are communicating with their Volunteer Mentor. Outreachy
organizers collect internship feedback from both Participants and their
Volunteer Mentor. Whether or not you are in good standing is within the sole
judgment of the Outreachy organizers, upon review of feedback from Participants
and their Volunteer Mentor. You understand and agree that Conservancy does not
have the ability to control, direct, or instruct the Volunteer Mentor’s judgment
or the Outreachy organizers' judgment regarding your good standing. You may
request that Outreachy organizers review the Volunteer Mentor's decision.

In addition to being subject to your good standing, payment according to this
schedule is subject to the timely receipt of appropriate tax documentation and
payment logistics information which you will provide to Conservancy as we may
request, and adherence to the Outreachy Code of Conduct at
[https://github.com/outreachy/website/blob/master/CODE-OF-CONDUCT.md](https://github.com/outreachy/website/blob/master/CODE-OF-CONDUCT.md)

**Taxes, Insurance, Benefits and Business Expenses.**

You shall be solely responsible for any workers' compensation insurance and
unemployment insurance and for the withholding and payment of all federal and
state income taxes and social security and Medicare taxes and other legally
required payments on sums received from Conservancy, including any foreign
taxes, that may be required of you. You will also be solely responsible for any
comprehensive general liability, automobile and other insurance and assume all
risk in connection with the adequacy of any and all such insurance which you
elect to obtain.

Neither you nor any dependent or other individual claiming through you will be
eligible to participate in, or receive benefits under, any of the employee benefit
plans maintained by Conservancy. You hereby waive all rights, if any, to
participate in, or receive benefits under, any of Conservancy’s plans. You also
agree never to make a claim under any of Conservancy’s plans and you agree to
indemnify and hold Conservancy and its plans and all those connected with them
harmless from all liabilities and expenses in any way arising out of any such claim
by you or by anyone claiming through you.

You shall be solely responsible for all expenses incurred by you in the performance
of the Project.

It is also agreed that Conservancy shall have no obligation whatsoever to
compensate you on account of any damages or injuries that you may sustain as a
result or in the course of the participation in the Program, except for any damages
or injuries sustained by you that result from any negligence by Conservancy.

**Warranties.**

You hereby represent, warrant, and agree that:

(a) you are eligible to work in the country or countries in which you will
reside throughout the duration of the program;

(b) you (i) are not a resident of Crimea, or a resident or national of Cuba,
Iran, North Korea, Russia, or Syria, or (ii) you have disclosed that you are a national
of Iran, North Korea, Russia, or Syria, participating in the Program to Conservancy
and are not currently residing in one of these countries;

(c) you are not a person or entity restricted by US export controls or
sanctions programs;

(d) you are or will be 18 years of age or older by Dec 9, 2024;

(e) (i) the contents of your Application and information you submitted for your
Initial Application, including your stated availability and time commitment to
participate in the Program, are truthful and accurate or (ii) you corrected the
contents of your Application and information you submitted for the Initial
Application, including your stated availability and time commitment to
participate in the Program, by including updated information in your Final
Application or by emailing Outreachy Organizers at applicant-help@outreachy.org
and your Volunteer Mentor, and you represent that the combined information is
truthful and accurate. Outreachy Organizers must have confirmed in writing that
you can proceed with your participation in the Program.

**Indemnification.**

You shall indemnify, defend, and hold harmless Conservancy, its officers,
directors, and employees from any and all claims, demands, damages, costs and
liabilities, including reasonable attorneys’ fees, made by any third party due to or
arising out of your gross negligence, recklessness, or intentional wrongdoing,
including claims arising out of your participation in the Program; your Project Work
Product (including publication of source code) or related correspondence
(including with your Volunteer Mentor) or related blogs; or your violation of this
Agreement.

**Limitation of Liability.**

You understand and agree that Conservancy does not and can not control the
actions of other participants (including your Volunteer Mentor), and that in no
event shall Conservancy, its officers, directors, employees, or suppliers be liable
for any special, incidental or consequential damages arising out of or in
connection with the Program (however arising, including negligence).

In any event, Conservancy, its officers, directors, employees, or suppliers will not
be liable to you in excess of the Stipend to be paid pursuant to this Agreement, by
any reason of act or omission, including breach of contract or negligence not
amounting to a willful or intentional wrong. You recognize and agree that without
this limitation of liability Conservancy would not be able to offer this Program,
which furthers Conservancy’s charitable purposes.

**Termination.**

The internship will take place between Dec 9, 2024 and Mar 7, 2025. In
exceptional situations, your internship can be extended for up to five weeks,
provided that both you and your Volunteer Mentor send a written request for an
extension specifying a new end date to the Outreachy organizers, operating under
Conservancy's auspices, and that the Outreachy organizers provide written
approval. Notwithstanding the foregoing, all of Conservancy’s obligations to you
will terminate with the **earlier** of issuance of the second and final stipend
payment -or- Conservancy receiving confirmation from your Volunteer Mentor that
you have completed your internship, but have failed to perform at a satisfactory
level.

This Agreement and your participation may be terminated by Conservancy or you
at any time, with or without cause, by written notice to the other party. Upon
termination of this Agreement, Conservancy shall have no further obligation to
you, other than for payment in accordance with the Stipend section, above.

**Miscellaneous.**

*Choice of Law.* Any action related to this Agreement will be governed by laws of
the State of New York (except that body of law controlling conflict of laws). The
parties hereby exclusively and irrevocably submit to, and waive any objection
against the personal jurisdiction of the United States Southern District of New
York, and the State Courts of the State of New York in Kings County.

*Assignment.* This Agreement shall extend to and shall be binding upon the parties
hereto, and their respective successors and assigns; provided however, that
because the program is designed in part to help you learn how to apply your skills
to Free and Open Source Software you may not assign or delegate this
Agreement, or any rights, duties, or obligations without written approval by
Conservancy.

*Severability.* Any provision of this Agreement that is prohibited or unenforceable
in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such
prohibition or unenforceability without invalidating the remaining provisions
hereof, and any such prohibition or unenforceability in any jurisdiction shall (to the
full extent permitted by law) not invalidate render unenforceable such provision in
any other jurisdiction.

*Entire Agreement.* These ITOP contain the entire agreement between you and
Conservancy, and replace all prior agreements, whether written or oral, with
respect to the Program and all related matters. This agreement may not be
amended or assigned and no breach may be waived unless agreed to in writing by
you and Conservancy. In accepting this offer, you give Conservancy assurance
that you have not relied on any agreements or representations, express or
implied, that are not set forth expressly in these ITOP.

If the ITOP are acceptable to you, please click on the “Accept Agreement” button
below. At the time you do that, these ITOP shall take effect as a legally-binding
agreement between you and Conservancy on the basis set forth above. Please
download a copy of this agreement for your records.