Update LICENSE

LICENSE

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-MIT License
-
-Copyright (c) 2026 Nischay DNK
-
-Permission is hereby granted, free of charge, to any person obtaining a copy
-of this software and associated documentation files (the "Software"), to deal
-in the Software without restriction, including without limitation the rights
-to use, copy, modify, merge, publish, distribute, sublicense, and/or sell
-copies of the Software, and to permit persons to whom the Software is
-furnished to do so, subject to the following conditions:
-
-The above copyright notice and this permission notice shall be included in all
-copies or substantial portions of the Software.
-
-THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
-IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY,
-FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE
-AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER
-LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM,
-OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE
-SOFTWARE.
+NACE AI OPEN RAIL-M LICENSE (MODIFIED)
+
+Version 1.0, October 2026
+Based on the Open RAIL-M License (http://licenses.ai/), as modified by Nace.AI, Inc.
+
+PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE MODEL OR A DERIVATIVE OF THE MODEL MADE AVAILABLE IN CONNECTION WITH THESE TERMS. BY DOWNLOADING, REPRODUCING, DISTRIBUTING, HOSTING OR USING THE MODEL OR A DERIVATIVE OF THE MODEL IN ANY MANNER, YOU ("YOU") AGREE TO BE BOUND BY THESE TERMS (THE "AGREEMENT") TO THE EXCLUSION OF ALL OTHER TERMS. YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT; IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF AN ORGANIZATION OR ENTITY, "YOU" REFERS TO THAT ORGANIZATION OR ENTITY AND ITS AFFILIATES. IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT DOWNLOAD, REPRODUCE, DISTRIBUTE, HOST OR USE THE MODEL OR A DERIVATIVE OF THE MODEL IN ANY MANNER.
+
+SECTION I: PREAMBLE
+
+This License is a modified Open RAIL-M License that applies to the Drex family of models released by Nace.AI, Inc.
+
+"Open" indicates that the Model is freely accessible to downstream users, including for commercial use by individuals and smaller organizations below the thresholds in Attachment A. "RAIL" indicates that use restrictions apply to the Model, its Derivatives and its Output, and that those restrictions must be carried forward to anyone who receives the Model or a Derivative.
+
+NOW THEREFORE, You and Licensor agree as follows:
+
+1. Definitions
+
+(a) "Licensor" means Nace.AI, Inc. and its affiliates.
+
+(b) "Model" means the Drex machine-learning model weights, parameters, checkpoints and configuration files released by Licensor under this License.
+
+(c) "Complementary Material" means the source code, scripts and documentation used to define, run, load, benchmark or evaluate the Model, and to prepare data for training or evaluation, if any. Complementary Material is not licensed under this License.
+
+(d) "Data" means the datasets used by Licensor to train, tune or evaluate the Model. The Data is not licensed under this License.
+
+(e) "Derivatives of the Model" means all modifications to the Model, works based on the Model, and any other model created or initialized in whole or in part by transferring the weights, parameters, activations or Output of the Model, so that the other model performs similarly to the Model, including but not limited to fine-tuned, quantized, merged, pruned or distilled models, and models trained on synthetic data generated by the Model.
+
+(f) "Output" means the results produced by operating the Model or a Derivative of the Model, including probabilities, scores, labels, rankings and decisions.
+
+(g) "Distribution" means any transmission, reproduction, publication or other sharing of the Model or Derivatives of the Model to a Third Party, including providing the Model or a Derivative of the Model as a hosted service made available by electronic or other remote means, including but not limited to API-based or web access.
+
+(h) "Harm" includes but is not limited to physical, mental, psychological, financial and reputational damage, pain or loss.
+
+(i) "Third Parties" means individuals or legal entities that are not under common control with Licensor or You.
+
+(j) "You" (or "Your") means an individual or legal entity exercising permissions granted by this License, together with its affiliates, and making use of the Model for whichever purpose and in any field of use.
+
+SECTION II: INTELLECTUAL PROPERTY RIGHTS
+
+Both copyright and patent grants may apply to the Model and Derivatives of the Model. The Model and Derivatives of the Model are subject to the additional terms in Section III, which govern the use of the Model and Derivatives of the Model even if Section II is held unenforceable.
+
+2. Grant of Copyright License. Subject to the terms and conditions of this License, including Section III and Attachment A, Licensor grants You a worldwide, non-exclusive, non-transferable, royalty-free copyright license to reproduce, prepare Derivatives of, publicly display, publicly perform and distribute the Model and Derivatives of the Model.
+
+3. Grant of Patent License. Subject to the terms and conditions of this License, including Section III and Attachment A, and where applicable, Licensor grants You a worldwide, non-exclusive, non-transferable, royalty-free patent license to make, have made, use, offer to sell, sell and import the Model and Derivatives of the Model, limited to those patent claims licensable by Licensor that are necessarily infringed by the Model. If You institute patent litigation against any entity (including a cross-claim or counterclaim in a lawsuit) alleging that the Model or a Derivative of the Model constitutes direct or contributory patent infringement, all patent licenses granted to You under this License terminate as of the date such litigation is filed.
+
+SECTION III: CONDITIONS OF USAGE, DISTRIBUTION AND REDISTRIBUTION
+
+4. Commercial Use Above Threshold. Use of the Model, any Derivative of the Model or any Output by any person or entity described in Attachment A, paragraph 2 is not licensed under this Agreement and requires a separate written commercial license from Licensor. To request a commercial license, contact: nischay@nace.ai.
+
+5. Distribution and Redistribution. You may host the Model or Derivatives of the Model for remote access by Third Parties, including as software-as-a-service, and may reproduce and Distribute copies of the Model or Derivatives of the Model in any medium, with or without modifications, provided that You meet all of the following conditions:
+
+(a) the use-based restrictions in paragraph 6 and Attachment A MUST be included as an enforceable provision in any legal agreement governing the use or Distribution of the Model or Derivatives of the Model, and You must give notice to all recipients that the Model and Derivatives of the Model are subject to them;
+(b) You must give all recipients a copy of this License;
+(c) You must cause any modified files to carry prominent notices stating that You changed the files;
+(d) You must retain all copyright, patent, trademark and attribution notices; and
+(e) You must Distribute Derivatives of the Model under this License and no other.
+
+6. Use-Based Restrictions. The restrictions in Attachment A are use-based restrictions. You may not use the Model, Derivatives of the Model or Output in violation of them. You may use the Model only for lawful purposes and in accordance with this License. "Use" includes running, fine-tuning, updating, training, evaluating, distilling and re-parametrizing the Model. You shall require all users to whom You provide the Model or a Derivative of the Model to comply with this paragraph 6.
+
+7. The Output You Generate. Except as set forth in this License, Licensor claims no rights in the Output You generate. You are solely responsible for the Output and its subsequent uses. Output may not be used in violation of Attachment A, and Output may not be used to create Derivatives of the Model except as permitted by this License.
+
+8. Attribution. In connection with any Distribution of the Model or a Derivative of the Model, You agree to give appropriate credit to Licensor, provide a link to the original Model, provide a copy of this License, and identify any changes You made. Attribution must not suggest endorsement by Licensor.
+
+SECTION IV: OTHER PROVISIONS
+
+9. Trademarks. Nothing in this License permits You to use Licensor's trademarks, trade names or logos, including "Nace", "Nace.AI" and "Drex", except as needed for attribution under paragraph 8, or to suggest endorsement by or misrepresent Your relationship with Licensor. All rights not expressly granted are reserved by Licensor.
+
+10. Disclaimer of Warranty. Unless required by applicable law or agreed to in writing, Licensor provides the Model "AS IS", 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 Model and Derivatives of the Model, including the accuracy and reliability of any Output, and assume all risks associated with Your exercise of permissions under this License.
+
+11. 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 Licensor be liable to You for damages, including any direct, indirect, special, incidental or consequential damages of any character arising as a result of this License or out of the use or inability to use the Model (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 Licensor has been advised of the possibility of such damages.
+
+12. Accepting Warranty or Additional Liability. If You Distribute the Model or Derivatives of the Model under this License, You may offer support, warranty or indemnity only on Your own behalf and sole responsibility, and only if You agree to indemnify, defend and hold Licensor harmless from any liability incurred by, or claims asserted against, Licensor by reason of Your accepting such obligations.
+
+13. Severability; Entire Agreement. If any provision of this License is held invalid, illegal or unenforceable, the remaining provisions remain in full effect. This License is the entire agreement between You and Licensor regarding the Model unless superseded by a signed commercial license.
+
+END OF TERMS AND CONDITIONS
+
+ATTACHMENT A
+USE RESTRICTIONS
+
+As conditions to the licenses set forth in this Agreement, You agree not to use, reproduce, modify, create, host or Distribute the Model, Derivatives of the Model or Output (collectively, "Use") in any of the following ways:
+
+1. Legal:
+(a) in any way that violates any applicable national, federal, state, local or international law or regulation; or
+(b) to directly or indirectly infringe or misappropriate any third-party intellectual property, privacy or publicity rights, including those of Licensor.
+
+2. Commercial:
+(a) for any purpose if You (your employer, or the entity you are affiliated with) generated more than one million US dollars ($1,000,000) in gross revenue in the prior twelve (12) months, except where Your Use is limited to personal use or research purposes;
+(b) for any purpose if You (your employer, or the entity you are affiliated with) has raised more than one million US dollars ($1,000,000) in total equity or debt funding from any source, except where Your Use is limited to personal use or research purposes; or
+(c) for any purpose if You (your employer, or the entity you are affiliated with) provides or otherwise makes available any product or service that competes with any product or service offered or made available by Licensor or its affiliates, including decision models and document intelligence services.
+
+3. Automated Decisions and Discrimination:
+(a) to make fully automated decisions that produce legal or similarly significant effects on individuals, including in employment, credit, housing, insurance, healthcare, education, immigration or law enforcement, without meaningful human review;
+(b) to discriminate against, or produce disparate impacts on, individuals or groups based on legally protected characteristics; or
+(c) to provide medical, legal or financial advice or decisions without appropriate qualified human oversight.
+
+4. Safety and Misuse:
+(a) for military, weapons development or mass surveillance purposes;
+(b) to generate or facilitate fraud, scams, spam or deceptive practices; or
+(c) to remove, alter, circumvent or obscure any license, attribution or use restriction in the Model.
+
+Commercial and broader use licenses are available from Licensor: nischay@nace.ai · https://www.nace.ai/drex