# AgentRail Source-Available License Version 1.1 Copyright (c) 2025-2026 Onyeka Nwamba. All rights reserved. AgentRail is **source-available** software, not open source. The source code is published so that you can read it, audit it, run it inside your organization, and adapt it to your own internal needs. You may NOT use it as the basis of any offering you make to third parties — paid or free — that exposes AgentRail's features or substitutes for AgentRail itself. If your intended use is not permitted under this License, contact the Licensor to discuss a commercial license. The plain-English summary below is provided for convenience and is not part of this License. The binding terms are in Sections 1 through 11. --- ## Plain-English Summary (Non-Binding) You **may**: - Use AgentRail inside your organization — including a for-profit organization — for any internal business purpose. - Modify AgentRail for your own or your organization's internal use. - Use AgentRail as a tool to produce other work (code, documents, products, services) that your organization sells to customers. The work you create with AgentRail belongs to you. - Share unmodified or modified copies of AgentRail with others for free, as long as you keep this License and all notices intact. You **may NOT**: - Sell, rent, sublicense, or otherwise charge anyone for AgentRail itself, in original or modified form. - Provide AgentRail to third parties as a hosted, managed, or software-as-a-service offering — even if you don't charge for it. - Build a product whose primary purpose substantially substitutes for AgentRail and that incorporates AgentRail's source code. - Remove or alter the copyright, license, or attribution notices. - Sublicense AgentRail under any other terms. When in doubt: anything you create *with* AgentRail is yours. AgentRail itself is not yours to monetize, host, or relicense. --- ## 1. Definitions **"Software"** means the AgentRail source code, object code, documentation, configuration files, and any other material made available by the Licensor under this License, together with any modifications, translations, adaptations, or derivative works of any of the foregoing. **"Licensor"** means Onyeka Nwamba, the copyright holder of the Software, and any successor in interest. **"You"** means the individual or legal entity exercising rights under this License. **"Your Organization"** means the legal entity, sole proprietorship, or other organization for which You act, together with all entities that control, are controlled by, or are under common control with that organization. "Control" means ownership of more than fifty percent (50%) of an entity's voting equity, or the power to direct its management and policies by contract or otherwise. **"Internal Use"** means use of the Software by You or Your Organization for Your Organization's own business operations, including use by employees, contractors, and agents acting on Your Organization's behalf, where the Software is not made directly available to Third Parties as a product, service, or hosted offering. **"Third Party"** means any individual or legal entity that is not You or Your Organization. **"Restricted Offering"** means any act of making the Software, in original or modified form, available to any Third Party in any of the following ways: (a) charging a fee, royalty, subscription, license fee, or other payment for the Software; (b) charging a fee for any product or service whose primary feature, value, or substantial functionality is provided by the Software; (c) bundling, embedding, or incorporating the Software into a paid product or service offered to Third Parties where the Software provides material value to that product or service; or (d) operating, hosting, or providing the Software (modified or unmodified, for fee or free of charge) as a service, platform, or remote interface that exposes a material set of the Software's features or functionality to Third Parties. **"Competing Product"** means a product or service that (i) is offered to Third Parties, (ii) incorporates or is derived from the source code of the Software, and (iii) is substantially similar in purpose and functionality to the Software or to any commercial product the Licensor offers based on the Software. A product is not a Competing Product solely because it was built using the Software as a tool, where the Software's source code is not incorporated into and does not provide material functionality to that product. **"Outputs"** means files, code, documents, configurations, designs, data, or other materials created, generated, edited, or assisted by the Software in the course of Your or Your Organization's permitted use. ## 2. License Grant Subject to Your compliance with this License, the Licensor grants You a worldwide, royalty-free, non-exclusive, non-sublicensable, non-transferable license to: (a) **Use** the Software for Internal Use, including Internal Use in furtherance of Your Organization's for-profit business activities. (b) **Modify** the Software and prepare derivative works for Internal Use. (c) **Redistribute** unmodified or modified copies of the Software to Third Parties at no charge, provided that every copy is accompanied by the complete, unmodified text of this License and all copyright, license, and attribution notices. For clarity: You may share copies freely, but You may not provide the Software to Third Parties as a hosted or managed service of any kind, whether or not a fee is charged. No other rights are granted, by implication, estoppel, or otherwise. All rights not expressly granted are reserved by the Licensor. ## 3. Restrictions You shall not, and shall not permit any Third Party to: (a) Engage in any Restricted Offering of the Software. (b) Use the Software to develop, distribute, or operate a Competing Product. (c) Sublicense the Software or purport to grant any rights in the Software to Third Parties beyond those expressly granted by this License. (d) Remove, alter, or obscure any copyright notice, license notice, attribution, or trademark of the Licensor in the Software. (e) Use the Licensor's names, logos, or trademarks, except to provide unmodified attribution and license notices as required by this License, or as permitted by applicable trademark fair-use law. ## 4. Outputs Outputs created by You or Your Organization through permitted use of the Software are not derivative works of the Software solely because they were created, managed, or assisted by the Software, and this License does not grant the Licensor any rights in Your Outputs. As between You and the Licensor, You retain all rights, title, and interest in and to Your Outputs, subject to any rights of Third Parties and subject to the terms of any separate agreement You have with the Licensor. ## 5. Permitted Use as a Tool For clarity, and without expanding the rights granted in Section 2: Your Organization may use the Software internally as a tool to create, develop, or operate other works that Your Organization then offers commercially to Third Parties, provided that (a) the Software itself is not the product or service being offered, (b) the Software's source code is not incorporated into the offered product or service in a way that provides material functionality to that offering, and (c) the Software is not exposed to those Third Parties in any manner that would constitute a Restricted Offering under Section 1. ## 6. Third-Party Components The Software may include or depend on third-party software components that are licensed under their own terms. This License applies only to the portions of the Software authored or owned by the Licensor and does not modify, override, or apply to any third-party component. Such third-party components remain subject to their own respective licenses, which are reproduced or referenced in the Software's distribution materials. ## 7. Contributions This License governs Your rights to use the Software, not Your rights as a contributor to it. By submitting any contribution (including patches, pull requests, code, documentation, or other materials) to the Licensor for inclusion in the Software, You agree that: (a) You have the right to submit the contribution and that doing so does not violate any agreement or third-party right; (b) You grant the Licensor a worldwide, perpetual, irrevocable, royalty-free, fully paid-up, non-exclusive, sublicensable license to use, reproduce, modify, prepare derivative works of, publicly display, publicly perform, distribute, and otherwise exploit Your contribution in any form and through any medium, and to relicense Your contribution under any license terms — including commercial, proprietary, or open-source license terms — at the Licensor's discretion; and (c) You grant the Licensor a worldwide, perpetual, irrevocable, royalty-free, non-exclusive patent license, under any patent claims You own or control that are necessarily infringed by Your contribution or its combination with the Software, to make, have made, use, sell, offer for sale, import, and otherwise exploit Your contribution. If the Licensor adopts a separate Contributor License Agreement, that agreement supersedes this Section 7 with respect to contributions made under it. ## 8. Patents The Licensor grants You, under any patent claims the Licensor can license that are necessarily infringed by Your permitted use of the Software, a worldwide, royalty-free, non-exclusive, non-sublicensable license to make, have made, use, and (where permitted under Section 2) distribute the Software solely in the manner permitted by this License. This patent license does not cover patent claims arising from modifications You make to the Software. If You or Your Organization initiate any patent claim alleging that the Software infringes any patent, this patent license and all other licenses granted to You under this License terminate immediately. ## 9. Termination This License and all rights granted under it terminate automatically and immediately upon any breach by You of any term of this License. Upon termination, You shall cease all use of the Software and destroy or return all copies in Your possession or control, except those required to be retained by applicable law. If, within thirty (30) days after receiving written notice from the Licensor identifying the breach, You fully cure the breach and provide written confirmation to the Licensor, the License will be reinstated for that breach only. Subsequent breaches result in permanent termination with no further opportunity to cure. Sections 1, 3, 4, 6, 7, 9, 10, and 11 survive termination. ## 10. Disclaimer of Warranty THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SOFTWARE REMAINS WITH YOU. ## 11. Limitation of Liability; Miscellaneous TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE LICENSOR BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL) ARISING OUT OF OR IN CONNECTION WITH THIS LICENSE OR THE SOFTWARE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. **Entire Agreement.** This License constitutes the entire agreement between You and the Licensor concerning the Software and supersedes all prior or contemporaneous understandings. **Severability.** If any provision of this License is held unenforceable, the remaining provisions shall remain in full force. **No Waiver.** Failure to enforce any provision is not a waiver of future enforcement. **Assignment.** You may not assign or transfer this License without the Licensor's prior written consent. The Licensor may freely assign this License. **Commercial Licensing.** For any use that is not permitted under this License — including any Restricted Offering or Competing Product — contact the Licensor to discuss a separate commercial license.