COMMONS License v1.0

Code Open to Mutuality by Mortals; Organizations Negotiate with Steward

In the title of this License, "Mortals" refers to Natural Persons as defined below.

Purpose

This Software is made available to support learning, transparency, mutuality, and collaboration among Natural Persons while ensuring that stewardship of the Software remains with mission-bound stewards rather than speculative capital.

Steward ownership permits capital to be fairly compensated for the risk it assumes, but does not permit unlimited extraction from the future value of an Organization.

The copyright in the Software may be owned only by a Steward.

The current Steward shall be identified in the Steward Record accompanying the Software.

The Steward may assign or transfer the copyright in the Software only to another eligible Steward and only for the purpose of preserving or continuing the stewardship of the Software in accordance with the purposes of this License.

The Steward may not sell, pledge, encumber, or otherwise dispose of the copyright in the Software for personal extraction or contrary to the purposes of this License.

Any purported assignment, transfer, sale, pledge, encumbrance, or other disposition of the copyright in the Software that does not comply with this License is void. To the extent such disposition cannot be rendered void under applicable law, it shall automatically terminate.

This License grants rights only as expressly stated herein. All other rights are reserved.

This License is not an Open Source Initiative (OSI) approved license.

Permissions

Rights of Natural Persons

Permission is granted to any Natural Person to:

use the Software;
read and study the Software;
reproduce the Software;
modify the Software;
create derivative works of the Software; and
distribute the Software and derivative works thereof under this License.

These permissions are granted worldwide, royalty-free, and for any purpose other than Commercial Exploitation, subject to the terms of this License.

To the extent that the exercise of rights granted under this License would otherwise infringe a patent claim owned or controlled by the Steward, the Steward grants a non-exclusive, royalty-free patent license solely to exercise such rights and solely for so long as such rights remain in effect.

The rights granted to a Natural Person under this License may be exercised only on that person's own behalf and not On Behalf Of an Organization.

A Natural Person may not grant licenses, permissions, exceptions, or sublicenses under this License unless that person is the Steward.

Nothing in this License prohibits a Natural Person from hosting or operating the Software solely for that person's own use and not On Behalf Of an Organization.

Conditions on Distribution

Any distribution of the Software or a derivative work thereof under this License shall preserve:

this License;
copyright notices;
the Steward Record; and
reasonable notices of modifications.

No person may remove or materially alter any copyright notice, license notice, or Steward Record except as necessary to reflect lawful modifications or a lawful change of Steward under this License.

Distribution of the Software or a derivative work thereof under this License does not confer any right to designate a new Steward or alter the identity of the Steward except as expressly permitted by this License.

Rights of Organizations

No right is granted to any Organization to:

use the Software;
reproduce or distribute the Software;
host the Software;
provide network access to the Software;
provide services based upon the Software;
create derivative works of the Software; or
otherwise exploit the Software,

except:

with the prior written permission of the Steward;
pursuant to an express exception granted by the Steward; or
pursuant to Organizational Evaluation as provided below, where expressly enabled in the Steward Record.

Unauthorized Organizational use constitutes an offer by the Organization to license to the Steward all modifications and derivative works created from the Software under the terms of the Contributions section, which offer becomes irrevocable upon the commencement of such use.

The Steward may grant licenses or exceptions free of charge or on other terms.

For purposes of this License, a reasonable inquiry regarding a license or exception may be made by contacting the Steward and briefly describing the intended use and context of the proposed activity.

Nothing in this License obligates the Steward to provide hosting, network access, support, or any other service, whether free of charge or otherwise.

Organizational Evaluation

The Steward may, by express statement in the Steward Record, enable a limited Evaluation of the Software by Organizations without prior written permission or negotiation.

Organizational Evaluation is not a general Organizational license. It does not authorize ongoing, production, commercial, or other Organizational use beyond the Evaluation Terms. It does not enlarge, diminish, or otherwise alter the rights of Natural Persons under this License. It does not alter, waive, or diminish the Steward's duties, authority, or accountability under this License.

If the Steward Record does not expressly enable Organizational Evaluation, no Evaluation rights are granted by this section.

Where Organizational Evaluation is enabled, the Steward shall set Evaluation Terms in the Steward Record. Evaluation Terms may include, without limitation:

the maximum duration of an Evaluation;
whether Production Use is allowed during Evaluation;
the maximum number of Evaluations permitted per Organization;
whether notice to the Steward is required before or upon commencing Evaluation;
permitted and prohibited activities during Evaluation; and
any other limitations the Steward deems appropriate.

Unless the Evaluation Terms expressly provide otherwise:

Evaluation does not allow Production Use;
an Organization may commence no more than one Evaluation;
the maximum duration of an Evaluation is ninety (90) days;
Evaluation does not authorize Commercial Exploitation;
Evaluation does not authorize distribution of the Software or derivative works thereof outside the Organization; and
Evaluation does not authorize sublicensing.

An Evaluation begins on the earlier of:

the Organization's first use, reproduction, hosting, or other exploitation of the Software On Behalf Of the Organization under this section; or
the date stated in any required notice to the Steward, if earlier.

An Evaluation ends upon the earliest of:

expiry of the maximum duration applicable under the Evaluation Terms, measured from the beginning of that Evaluation;
written revocation by the Steward for material breach of this License or the Evaluation Terms; or
the Steward's disablement of Organizational Evaluation in the Steward Record, provided that an Evaluation already lawfully commenced may continue until the earlier of its scheduled expiry or thirty (30) days after such disablement, unless the Steward revokes for material breach.

For purposes of counting Evaluations and applying Evaluation Terms, an Organization and its Controlled Affiliates are treated as a single Organization. Creating a new Controlled Affiliate, repository clone, deployment, or similar arrangement does not reset or multiply Evaluation entitlements.

Upon the end of an Evaluation, all rights under this section terminate automatically. Any continued or subsequent Organizational use requires the prior written permission of the Steward or an express exception, except to the extent a new Evaluation is expressly permitted by the Evaluation Terms then in effect. Unauthorized continued use is subject to the unauthorized Organizational use provisions of this License.

The Steward may modify Evaluation Terms prospectively by updating the Steward Record. Modified Evaluation Terms do not enlarge an Evaluation already in progress unless the Steward expressly so states in writing.

License Text Adoption

Permission is granted to any person or Organization to reproduce, distribute, and use the text of this License for the sole purpose of applying it to their own software, including by publishing this License alongside that software.

The Steward requests, but does not require, that adopters notify the Steward of their use of this License and may optionally register their project as described in the supporting materials. Failure to notify or register is not a violation of this License.

Reserved Rights

Commercial Exploitation of the Software is reserved exclusively to the Steward except to the extent expressly authorized by the Steward.

A Natural Person may not host, provide network access to, provide services based upon, or otherwise make available to third parties the Software or any derivative work thereof in a manner that materially interferes with, substitutes for, or circumvents the Commercial Exploitation reserved to the Steward.

Anti-Circumvention

An Organization may not exercise, receive, or benefit from rights granted exclusively to Natural Persons through an employee, contractor, member, volunteer, agent, intermediary, affiliate, or other person acting On Behalf Of the Organization.

Any act undertaken primarily for the benefit of an Organization shall be deemed an act of the Organization regardless of the identity or legal status of the person performing the act.

Nothing in this License prohibits a Natural Person from using skills, knowledge, experience, or ideas acquired through exercising rights under this License, provided that the Software itself and any derivative works thereof are not used, reproduced, distributed, hosted, or otherwise exploited On Behalf Of an Organization except as expressly permitted by this License.

Stewardship

The Steward holds the copyright in the Software in stewardship for the purposes of this License and shall exercise stewardship in good faith and in furtherance of those purposes.

The Steward shall maintain an accurate and reasonably up-to-date Steward Record and shall provide a reasonable means by which persons may contact the Steward regarding licenses, permissions, exceptions, and stewardship of the Software.

The Steward shall not persistently or unreasonably fail to respond to bona fide inquiries regarding licenses or exceptions.

Any person seeking a license, permission, exception, transfer, or other authority under this License shall exercise reasonable diligence to determine the identity and authority of the Steward.

No person acquires any rights, permissions, licenses, exceptions, or other authority from a person who is not in fact the Steward, notwithstanding any materially false or misleading Steward Record or representation.

Any person who knowingly misrepresents themselves or another person as the Steward, or knowingly distributes the Software with a materially false or misleading Steward Record, materially breaches this License and infringes the rights of the Steward.

Any person with a legitimate interest in the stewardship of the Software may seek appropriate relief from a court of competent jurisdiction for a material breach of stewardship.

Upon a finding of a material breach of stewardship, a court may remove the Steward and grant such other relief as it deems appropriate, including the appointment or recognition of a successor Steward where permitted by applicable law.

Material breaches of stewardship include, without limitation:

abandonment of the Software;
failure to maintain a reasonable means of contact;
persistent and unreasonable failure to respond to bona fide inquiries regarding licenses or exceptions;
providing materially false information in the Steward Record;
material failure to maintain transparency regarding stewardship of the Software;
attempting to assign, transfer, sell, pledge, encumber, or otherwise dispose of the copyright in the Software contrary to this License;
acting primarily for personal extraction contrary to the purposes of this License; or
materially frustrating the ability of Organizations to seek licenses or exceptions.

Stewardship Proceedings

Any proceeding seeking relief under the Stewardship provisions of this License, including:

the removal, replacement, or recognition of a Steward;
an alleged material breach of stewardship duties;
the validity of a transfer of stewardship; or
the accuracy or legal effect of the Steward Record,

shall be brought exclusively before the competent courts of the jurisdiction in which the Steward is domiciled or principally established, as identified in the Steward Record.

For the avoidance of doubt, this section applies only to proceedings concerning the stewardship, governance, or administration of the Software under this License. It does not govern or limit proceedings relating to copyright infringement, patent infringement, trademark infringement, or any other claim arising independently of the Stewardship provisions of this License.

Contributions

Any material intentionally submitted for inclusion in the Software constitutes a Contribution.

Any modification or derivative work of the Software that is distributed under this License also constitutes a Contribution.

A person or Organization that distributes a modification or derivative work of the Software under this License shall promptly notify the Steward of such distribution and make it available to the Steward for further modification and incorporation into the Software.

By making or distributing a Contribution, the contributor grants the Steward an irrevocable, perpetual, worldwide, non-exclusive, transferable, sublicensable, royalty-free copyright license to use, reproduce, modify, distribute, relicense, and otherwise exploit the Contribution and a perpetual, worldwide, non-exclusive, transferable, sublicensable, royalty-free patent license under any patent claims owned or controlled by the contributor that would be infringed by the exercise of those rights with respect to the Contribution.

Contributions do not confer any ownership, stewardship, governance, or other rights in the Software except as expressly provided by this License.

Except as expressly provided by this License, no person or Organization is obligated to make any Contribution available to any other person or Organization.

Trademarks

This License grants no rights in any trademarks, service marks, trade names, or logos of the Steward.

Termination

Any rights granted under this License terminate automatically upon violation of this License.

Reinstatement of rights does not waive or limit any claim or remedy arising from the violation.

Disclaimer

THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

IN NO EVENT SHALL THE STEWARD OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES, OR OTHER LIABILITY ARISING FROM THE SOFTWARE OR ITS USE.

Definitions

Software means the copyrighted work licensed under this License.

Commercial Exploitation means:

(a) hosting the Software;

(b) providing network access to the Software;

(d) licensing or sublicensing the Software;

(e) distributing the Software for consideration; or

(f) otherwise making the functionality or benefits of the Software available to third parties for monetary or commercial advantage.

For the avoidance of doubt, Commercial Exploitation does not include the use of the Software by a Natural Person solely in support of that person's own activities, profession, trade, or business, provided that the Software itself is not made available to third parties and is not used On Behalf Of an Organization.

Contribution means:

(a) any material intentionally submitted for inclusion in the Software; and

(b) any modification or derivative work of the Software that is distributed under this License.

Steward means the single Natural Person or Steward-Owned Organization identified in the Steward Record as exercising stewardship under this License and holding the copyright in the Software.

Steward Record means the file designated by the Steward for identifying the current Steward, providing contact information for licensing requests and matters of stewardship, and, where applicable, stating whether Organizational Evaluation is enabled and the Evaluation Terms applicable thereto.

Evaluation means a time-limited assessment of the Software by an Organization solely to determine suitability for a potential licensed or excepted use, subject to this License and the Evaluation Terms.

Evaluation Terms means the Steward-configurable limitations and conditions for Organizational Evaluation as expressly stated in the Steward Record, including any defaults supplied by this License where the Steward Record is silent.

Production Use means:

(a) use of the Software in any live, customer-facing, revenue-generating, safety-critical, or other operational environment, other than solely for testing, staging, demonstration to the Organization's own personnel, or internal technical evaluation; or

(b) any use on which the Organization materially relies for ongoing operations.

Controlled Affiliate means any entity that directly or indirectly controls, is controlled by, or is under common control with an Organization, where control means ownership of more than fifty percent (50%) of voting securities or equivalent voting interest, or the power to direct management or policies through ownership, contract, or otherwise.

Natural Person means a human being and excludes any Organization.

On Behalf Of means acting:

(a) for the benefit of;

(b) at the direction of;

(d) under the control of; or

(e) substantially for the purposes of,

an Organization, whether as an employee, contractor, officer, director, member, volunteer, agent, intermediary, or otherwise.

A person shall be deemed to act On Behalf Of an Organization where the facts and circumstances demonstrate that the activity principally serves the interests or purposes of the Organization.

Organization means any corporation, company, partnership, cooperative, nonprofit, government body, foundation, association, institution, unincorporated association, collective, network, movement, community, or other coordinated group of persons acting together with continuity for a common purpose or undertaking, whether formally organized, loosely affiliated, incorporated, or possessing separate legal personality.

For the avoidance of doubt, a temporary, incidental, or purely social collaboration among Natural Persons does not by itself constitute an Organization.

Steward-Owned means an Organization whose mission takes precedence over maximizing financial returns, whose providers of capital have no control rights and only a legally binding, predetermined, finite maximum cumulative return proportionate to the risk assumed, and whose control is held by mission-bound stewards pursuant to legally binding governance arrangements that cannot be altered by providers of capital and cannot be transferred for speculative gain.