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Horizon Public Licence 1.0

Horizon Public Licence Version 1.0, September 2024

TERMS AND CONDITIONS FOR USE, REPRODUCTION, AND DISTRIBUTION

1. Definitions

For the purposes of this Licence, the following terms shall have the meanings set forth below:

  • "Licence" shall mean this document.

  • "Licensor" shall mean the copyright owner or entity authorized by the copyright owner that is granting the Licence.

  • "Licensee" shall mean an individual or Legal Entity exercising permissions granted by this Licence.

  • "Legal Entity" shall mean the union of the acting entity and all other entities that control, are controlled by, or are under common control with that entity. For the purposes of this definition, "control" means (i) the power, direct or indirect, to cause the direction or management of such entity, whether by contract or otherwise, or (ii) ownership of fifty percent (50%) or more of the outstanding shares, or (iii) beneficial ownership of such entity.

  • "Software" shall mean the [specific software, code, or other materials] that is subject to this Licence, including all source code, binary code, executables, documentation, and any other related materials.

  • "Commercial Purposes" shall mean any use of the Software where a financial benefit or economic gain is derived, including but not limited to selling, licensing, or otherwise monetizing the Software or its derivative works.

  • "Attribution" shall mean the act of giving appropriate credit to the Licensor as specified in Section 4a, which includes acknowledging the Licensor’s contributions and retaining any copyright notices present in the Software.

  • "Modification" shall mean any alteration, enhancement, adaptation, or change made to the Software by the Licensee, including but not limited to code changes, feature additions, or updates.

  • "Distribution" shall mean making the Source Code or Object Code publicly available to anyone to download or gain access to. This includes making the Software available through online repositories, distribution platforms, or any other means of public dissemination.

  • "Covered Works" shall mean the Software as it exists in its unmodified form, including any original source code or binary code distributed under this Licence without any alterations, adaptations, or enhancements.

  • "Source Code" shall mean the human-readable code written in a programming language that defines the Software's functionality and behavior. It includes all the code, comments, and documentation needed to modify, build, or understand the Software.

  • "Object Code" shall mean the machine-readable code generated from the Source Code through compilation or translation. It is the binary representation of the Software that is directly executable by a computer's hardware.

  • "Sublicensing" shall mean the act of granting a third party the right to use, modify, or distribute the Software, which involves transferring or sharing the rights originally granted to the Licensee under this Licence.

  • "Relicensing" shall mean the act of granting or transferring rights to the Software under a different licence or set of terms other than those specified in this Licence, or under any new licence agreement.

  • "Derivative Works" shall mean any work that is based upon or derived from the Software, including but not limited to modifications, enhancements, translations, and adaptations.

  • "Contributions" shall mean any additions to, deletions from, or modifications of the Software made by contributors.

  • "Patent Claims" shall mean claims of a patent that are potentially infringed by the Software or Contributions.

  • "Infringement" shall mean the violation of intellectual property rights, including patent rights, through the use or distribution of the Software.

  • "Terminate" shall mean the cessation or ending of the Licence and all rights granted under it.

  • "Support" shall mean any technical assistance, maintenance, or other services related to the Software provided by the Licensee.

2. Grant of Copyright Licence

Subject to the terms and conditions of this Licence, each Licensor hereby grants to You a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright licence to:

(i) Reproduce the Software in any medium, format, or manner.

(ii) Prepare Derivative Works of the Software.

(iii) Publicly display the Software and Derivative Works.

(iv) Publicly perform the Software and Derivative Works.

(v) Distribute the Software and Derivative Works in Source or Object form.

Distribution of the Software in any form, whether as-is or in modified form, must comply with the terms of this Licence and include all the rights granted hereunder.

The grant of rights under this Section does not permit You to use the Software or Derivative Works for any Commercial Purposes. Any use intended for financial gain, sale, or monetization is prohibited.

3. Grant of Patent Licence

Subject to the terms and conditions of this Licence, each Licensor hereby grants to You a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable (except as stated in this Section) patent licence to:

(i) Make, have made, use, offer to sell, sell, import, and otherwise transfer the Software.

(ii) This patent licence applies only to those patent claims licensable by such Licensor that are necessarily infringed by their Contribution(s) alone or by combination of their Contribution(s) with the Software to which such Contribution(s) was submitted.

If You institute patent litigation against any entity (including a cross-claim or counterclaim in a lawsuit) alleging that the Software or a Contribution incorporated within the Software constitutes direct or contributory patent infringement, then any patent licences granted to You under this Licence for that Software shall terminate as of the date such litigation is filed.

4. Conditions

(a) Attribution: You shall provide appropriate credit to the Licensor in all copies or substantial portions of the Software. This includes:

  • The name of the Licensor.
  • A statement acknowledging the Licensor’s ownership of the Software.
  • Any additional acknowledgments or credits required by the Licensor.

(b) No Commercial Use: The Software shall not be used for any Commercial Purposes. This includes any activities where financial gain or economic benefit is derived from the Software or Derivative Works.

(c) No Sublicensing: You shall not sublicense, sell, or otherwise transfer the Software or any rights granted under this Licence to any third party without the prior written consent of the Licensor.

(d) No Relicensing: You shall not relicense the Software under any terms other than those specified in this Licence. All redistributions must occur under the terms of this Licence.

(e) Documentation of Changes: You shall clearly document all changes made to the Software. This includes providing a detailed record of modifications and adaptations.

(f) Distribution of Modifications: Modifications and Derivative Works shall be distributed under the terms of this Licence. You shall include a statement specifying the changes made in the modified or derivative version.

(g) Indemnification: You shall indemnify and hold harmless the Licensor from any damages, losses, claims, liabilities, costs, or expenses (including reasonable attorney’s fees) arising from Your use, modification, or redistribution of the Software.

(h) No Liability: The Software is provided "as-is," without any warranty of any kind, express or implied. The Licensor shall not be liable for any claims, damages, or other liabilities arising from the use of the Software.

(i) Trademark Use: You shall use the Licensor’s trademarks only to comply with the attribution requirements of this Licence. Such use must be in accordance with applicable trademark laws and must not imply any endorsement or affiliation beyond what is granted by this Licence.

5. Distribution

(a) Inclusion of Licence: You shall include a copy of this Licence with any distribution of the Software, whether in source code or binary form. This includes ensuring that the full text of this Licence is included with any Software provided to third parties.

(b) Copyright Notice: All copies of the Software, including any modifications or Derivative Works, shall include the following copyright notice:

Copyright (c) [Year] [Copyright Holder]

6. Termination

(a) Automatic Termination: This Licence will automatically terminate if You fail to comply with any of the terms and conditions. However, before such termination occurs, You will receive a written notice from the Licensor specifying the nature of the non-compliance.

(b) Resolution Period: Upon receipt of the notice, You will have 14 days to rectify the non-compliance. If You address the issue and come into compliance within this 14-day period, the Licence will continue to be in effect.

(c) Consequences of Non-Resolution: If You do not resolve the non-compliance within the specified 14-day period, the Licence will terminate automatically. Upon termination, You shall immediately cease all use and distribution of the Software and destroy all copies in Your possession.

(d) Survival: The rights and obligations under Sections 3 (Conditions), 4 (Distribution), 7 (Disclaimer of Warranty), 8 (Limitation of Liability), and 10 (Compensation for Damages) shall survive any termination of this Licence.

7. Disclaimer of Warranty

Unless required by applicable law or agreed to in writing, Licensor provides the Work (and each Contributor provides its 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. You are solely responsible for determining the appropriateness of using or redistributing the Work and assume any risks associated with Your exercise of permissions under this Licence.

8. Limitation of Liability

In no event and under no legal theory, whether in tort (including negligence), contract, or otherwise, unless required by applicable law (such as deliberate and grossly negligent acts) or agreed to in writing, shall any Contributor be liable to You for damages, including any direct, indirect, special, incidental, or consequential damages of any character arising as a result of this Licence or out of the use or inability to use the Work (including but not limited to damages for loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses), even if such Contributor has been advised of the possibility of such damages.

9. Accepting Warranty or Additional Liability

While redistributing the Work or Derivative Works thereof, You may choose to

offer, and charge a fee for, acceptance of support, warranty, indemnity, or other liability obligations and/or rights consistent with this Licence. However, in accepting such obligations, You may act only on Your own behalf and on Your sole responsibility, not on behalf of any other Contributor, and only if You agree to indemnify, defend, and hold each Contributor harmless for any liability incurred by, or claims asserted against, such Contributor by reason of your accepting any such warranty or additional liability.

10. Compensation for Damages

(a) Liability for Damages: You agree to compensate and hold harmless the Licensor and each Contributor from any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney’s fees) arising out of or in connection with Your use, modification, or redistribution of the Software. This includes but is not limited to claims related to alleged infringement of intellectual property rights or other legal claims.

(b) Scope of Compensation: The obligation to compensate for damages includes any damages resulting from:

  • Misuse or unauthorized use of the Software.
  • Breach of any terms of this Licence.
  • Legal claims or actions arising from the use or redistribution of the Software.

(c) Procedures for Compensation: In the event of a claim or lawsuit related to the Software, You shall promptly notify the Licensor and each Contributor and cooperate fully in the defense and settlement of such claims. The Licensor and Contributors retain the right to participate in the defense with their own counsel at their own expense.

(d) Indemnity Provision: The indemnity obligations set forth in this section are in addition to any other indemnity provisions contained within this Licence. They apply regardless of whether the claims arise under contract, tort, or any other legal theory.

11. Miscellaneous

(a) Governing Law: This Licence shall be governed by and construed in accordance with the laws of the Commonwealth Of Australia, without regard to its conflict of law principles.

(b) Dispute Resolution: Any disputes arising out of or in connection with this Licence shall be resolved through binding arbitration conducted through back and forth conversation with the Licencsor, under the rules that this licence states.

(c) Severability: If any provision of this Licence is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

(d) Entire Agreement: This Licence constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter.

(e) Waiver: The failure of any party to enforce any provision of this Licence shall not be deemed a waiver of future enforcement of that or any other provision.

(f) Notices: Any notices required or permitted to be given under this Licence shall be in writing and delivered to the respective parties at their principal place of business or at such other address as may be specified by written notice.

END OF LICENCE