Mnemosyne Cooperative Source License 2.0. Published 2026-09-17 by Liana Banyan Corporation. Not legal advice.

MNEMOSYNE COOPERATIVE SOURCE LICENSE, Version 2.0

Upekrithen LLC (Wyoming), owner of the copyrights in the Software and of the Patent Portfolio, and Liana Banyan Corporation (Wyoming), which licenses them under its agreement with Upekrithen LLC, together “Licensor”

SPDX-License-Identifier: LicenseRef-MCSL-2.0

SCOPE OF THIS LICENSE

For purposes of this License, MnemosyneC and the Liana Banyan Platform are one work (the “Software”). This same license, byte for byte, ships at the root of each tree. Neither is separately licensed.

Where this document says “Mnemosyne” or “the Software”, it means that single combined work: the MnemosyneC substrate and the Liana Banyan Platform, together with their derived works. “Derived work” means a work based upon the Software within the meaning of the copyright laws (a derivative work), including any modified, translated, streamlined, repackaged, or rebranded version. A product, service, deployment, container, integration, or system that incorporates, runs, or makes available the Software or a derived work is within 4.1 by that act, whether or not it is itself a derived work.

QUICK REFERENCE (plain English, not the operative text)

WHAT YOU DO DECIDES, NOT WHAT YOU ARE.
FREE, FOREVER, NO STRINGS, for use that is not Commercial Use by:
  - Individuals (natural persons), including hobbyists,
    students, and non-commercial researchers
  - Non-profits (recognized tax-exempt organizations),
    for their exempt-purpose work
  - Open-source projects
  - Any business, for internal use only, while it and its
    affiliates took in USD 100,000 or less in the last
    twelve months, counting sales, investment, loans,
    and grants alike
Run it. Read it. Change it. Share it under this license.
-------------------------------------------------------------
ANY FOR-PROFIT ACTIVITY (Commercial Use, 4.1) needs a signed
Cooperative Endorsement Commercial License, whoever does it:
a company, a cooperative, a non-profit, or a person.
Liana Banyan membership (USD 5 a year) is a discount on
that license, never a free pass.
  Price:  a share of the net savings the Software is
          verified to produce for you, never of revenue.
          TRACK 1 STARTER (AI spend under USD 1M a year):
          30% of verified net savings, no savings no fee,
          month to month, 30 days' notice to stop.
          TRACK 2 ENTERPRISE / PROVIDER: on the first USD 5M
          of savings a year, 25% (3-year term), 20% (5-year)
          or 15% (10-year); 15% above USD 5M; 10% above
          USD 25M; never below 10%. Plus a pilot, a signing
          payment, and a yearly minimum set by AI spend.
  Term:   Starter is month to month. Enterprise terms are
          3, 5, or 10 years, rates locked for the term; the
          yearly minimum is owed for the whole term (or a
          one-time exit fee of half the minimums left).
          Signing and paying fast lowers the rate or adds
          prepaid fee credit (Commercial License Exhibit C).
          You pay for every period you use it.
  Who:    whoever runs the Software pays, once. A provider
          pays for the Software inside its service, and
          every customer of that service is covered. If you
          run it yourself, you pay on your own deployment.
  Mirror: on Track 2, for every role you fill to install
          and run the Software, you fund one role for a
          cooperative member, whether or not you assign
          install work.
GOVERNMENTS ARE NOT NON-COMMERCIAL. An agency that saves
money pays like a company. The Federal Government, and
every other national government, always pays its share
on any deployment it runs itself, and nothing extra to
use a licensed provider's service. A
state, county, city, tribal, or territorial government,
or the District of Columbia, running it itself pays no
fee while it follows the Mirror Clause, adopts the
Initiatives, and contracts with cooperative members for at
least what the fee would be (Commercial License 4A).
Foreign state, provincial, and local governments join that
free program only if not sanctioned and they sign an export
statement; other national governments are screened the same
way.
There is no other way to use it commercially. Publishing
your own source code is not a substitute.
  Contact: licensing@mnemosynec.ai
-------------------------------------------------------------
THE PATENTS ARE PLEDGED TO COOPERATIVE-CLASS USERS.
THE PLEDGE IS IRREVOCABLE.
They are licensed to commercial users only under a
signed Commercial License.
-------------------------------------------------------------
This license makes no performance claims. Measured results,
with their methods and limits, are published separately
(LICENSE_FAQ.md and mnemosynec.org/cost-collapse) and are
not part of this license.

PART I. SOURCE LICENSE

1.1 License Identifier

The Software is licensed under the Mnemosyne Cooperative Source License, Version 2.0 (this “License”). This document is the complete text of the public Source License. It does not incorporate the Commercial License, the Substrate Network Terms, the FAQ, the Portfolio Schedule, or any website content as a term or condition of the Free Use Grant; it refers to them only to say where they are and what they govern, and refers to the Portfolio Schedule only as the record of the Patent Portfolio, which the Schedule can enlarge and never narrow (3.1, 4.4). No other license text is incorporated by reference. SPDX identifier: LicenseRef-MCSL-2.0.

This License is source-available. It is not an open-source license in the Open Source Initiative sense and is not copyleft in the GPL sense. Version 1.0 of Mnemosyne’s license, which incorporated a third-party copyleft license by reference, is retired from version 2.0 forward (see 9.3).

1.2 Copyright Notice

Copyright (C) 2024 to 2026 Upekrithen LLC (Wyoming)
All rights reserved except as expressly granted in this License.
Licensed by Upekrithen LLC and, under its agreement with
Upekrithen LLC, by Liana Banyan Corporation (Wyoming).

Inventorship. As of 17 September 2026, the date of this
version, Jonathan Ray Jones is the sole inventor of the
inventions in the Patent Portfolio. Contributions made after
that date, including by members who fork the Software and
contribute, are recorded in the IP Ledger and governed by the
contributor agreement under which they are made. Assignee:
as recorded with the USPTO. This statement concerns
inventorship under patent law only, not authorship of the
Software under copyright law.

1.3 Free Use Grant

Licensor grants each Cooperative-Class User (defined in 3.3) a worldwide, non-exclusive, royalty-free license to use, copy, modify, and distribute the Software and works derived from it, for any purpose that is not Commercial Use (defined in 4.1), on these conditions:

(a) every copy and derived work carries this License, unchanged, and the notices in Part VII;

(b) any recipient of a copy or derived work receives it under this License and no other;

(c) the trademark limits in Part V are kept;

(d) every copy and derived work distributed under this License carries this attribution, and every notice in the Software is retained:

Powered by Mnemosyne, Cooperative Persistent Context Memory.
Patent-pending technology. Liana Banyan Cooperative.
Mnemosyne Cooperative Source License 2.0.

(e) the Software is licensed, not sold. No ownership of any copy passes to any recipient. The permission in this 1.3 to reproduce, adapt, and distribute the Software applies to a copy only while that copy is held and used within the Free Use Grant, and ends for that copy the moment it is put to Commercial Use.

1.4 Commercial Rights Reserved

Except for the Free Use Grant in 1.3 and the Cooperative Patent Pledge in Part III, Licensor reserves all rights in the Software and the Patent Portfolio. This License grants no permission under Licensor’s copyright to reproduce, install, load into memory, adapt, distribute, make available, or otherwise exercise any exclusive right under applicable copyright law in the Software, or any derived work, for or in the course of Commercial Use, and grants no license under any patent for Commercial Use. To the maximum extent applicable law permits, installing, loading, executing, or operating the Software for Commercial Use is authorized only as part of the copyright license expressly granted in a Commercial License in effect. Commercial Use is permitted only under, and only for the scope and term of, a signed Cooperative Endorsement Commercial License (Part IV). Commercial Use without a Commercial License in effect is outside the scope of every license granted in this document; Licensor reserves every remedy available at law and in equity for conduct outside that scope, including under the copyright laws and, as patents issue, the patent laws. No disclosure, publication, or open-sourcing of a user’s own code substitutes for the Commercial License.

1.5 Patent License Within the Free Use Grant

Within the Free Use Grant, and subject to all of its conditions, Licensor grants each Cooperative-Class User a license under the Patent Portfolio, as pledged in 3.3 and as listed in the Portfolio Schedule from time to time, to make, have made, use, sell, offer for sale, import, and have imported the Software and implementations of the Patent Portfolio methods, solely for uses permitted by 1.3. No patent license is granted for Commercial Use except under a signed Commercial License. This 1.5 restates and does not enlarge the Cooperative Patent Pledge in Part III.

1.6 Patent Defense

If you or your affiliate make any written claim, or file or join any proceeding, asserting that the Software or the Patent Portfolio infringes or contributes to infringement of any patent, every license granted to you under this License ends immediately. A counterclaim filed only in response to a proceeding Licensor first brought against you is not such a claim.

1.7 Termination of the Free Use Grant

If you break any condition of 1.3, your licenses under this document end automatically. The first time Licensor notifies you in writing of a breach, your licenses continue if you come into full compliance and take practical steps to correct the breach within thirty (30) days of the notice; any later breach ends your licenses permanently. A person or entity whose breach is Commercial Use cures it only by signing a Commercial License that covers the use, with fees under it due from the day the Commercial Use began.

1.8 You May Not

• Remove or alter copyright, patent, license, or attribution notices.
• Claim the Software or its methods as your own invention.
• Use the marks in Part V without prior written permission.
• Sublicense the Software under any other terms.
• Make Commercial Use without a Commercial License in effect.

PART II. (RESERVED)

Part II of version 1.0 (a second copyleft license relationship) is deleted in full. No third-party license applies to the Software by reason of this document.

PART III. COOPERATIVE PATENT PLEDGE

3.1 Patent Portfolio

The Patent Portfolio is the set of United States provisional and non-provisional applications, and patents issuing from them, listed in the Portfolio Schedule described in 4.4, as dated. The USPTO record controls. The six claim families are:

1. Thorax: core cooperative persistent context memory architecture
2. Lockbox: security, access control, member authentication
3. Pioneer Bonus: performance measurement and cooperative incentive mechanism
4. 3-class Pheromone hybrid: signal classification and Eblet retrieval routing
5. Production-Level composability: integration, deployment, composability architecture
6. Bounty Posters: cooperative reward, attribution, Marks distribution

The “Patent Portfolio” is every application and patent listed in the Portfolio Schedule, together with every continuation, continuation-in-part, divisional, reissue, and foreign counterpart of a listed application, whether or not yet listed. The Schedule is Licensor’s record of the Portfolio; an omission from the Schedule never narrows the Pledge in this Part III. For a Commercial License, the Portfolio is as recorded on the Schedule dated on its Order Form and as later added under Commercial License Section 8. The portfolio is patent-pending; no patent has issued as of this version.

3.2 Pledge Identifier

The Patent Portfolio is pledged under the Cooperative Defensive Patent Pledge #2260, held by Upekrithen LLC (Wyoming), primary pledge holder, and Liana Banyan Corporation (Wyoming, 50-year charter), cooperative steward.

3.3 Irrevocable Cooperative Grant

Licensor grants, irrevocably and royalty-free, a worldwide, non-exclusive patent license under the Patent Portfolio to Cooperative-Class Users, defined as:

1. natural persons, for their own use outside any trade, business, or profession, including hobbyists and students;
2. students enrolled at, and researchers employed by, an educational or public research institution, for that institution’s teaching and non-commercial research;
3. non-profit organizations, meaning organizations recognized by the tax authority of their jurisdiction of organization as exempt from income tax by reason of a charitable, educational, scientific, religious, civic, or similar non-profit purpose (in the United States, an organization described in 26 USC 501(c) and exempt under 26 USC 501(a)), for their own exempt-purpose operations, and not for any work done for, on behalf of, or for the benefit of a for-profit affiliate, member, sponsor, or client;
4. open-source projects, for development and distribution of the Software under this License;
5. (reserved: government bodies are not Cooperative-Class Users; government use is Commercial Use under 4.1(h));
6. any person or entity other than a Government Body, for internal use only, while its Gross Revenue for the trailing twelve months, together with that of its Affiliates (each as defined in 4.1), is USD 100,000 or less, and only for use that is not within 4.1(a), (b), (c), (d), (f), (g), or (h);

to make, use, import, and distribute the Software and implementations of the Patent Portfolio methods, for any purpose that is not Commercial Use, without fee, without royalty, and without further permission, for as long as this pledge remains in effect.

Cooperative-Class status attaches to the activity, not to the person or entity. Any person or entity, whatever its legal form and whether or not it is a cooperative, a non-profit, a natural person, or a Liana Banyan member at any tier, needs a Commercial License for any Commercial Use. Liana Banyan membership is never a license and never itself a Cooperative-Class status; its only effect on licensing is the discount in 4.3.

This grant does not extend to Commercial Use, and nothing in this Part III limits 1.4 or Part IV.

3.4 Pledge Permanence

This pledge is:

• Irrevocable: it cannot be revoked by any individual, board decision, or corporate action.
• Survivable: it survives any acquisition, merger, dissolution, or transfer of assets of Upekrithen LLC or Liana Banyan Corporation.
• Non-weaponizable: no acquirer, successor entity, assignee, or creditor may use the Patent Portfolio offensively against Cooperative-Class Users.
• Charter-backed: Liana Banyan Corporation’s 50-year Wyoming charter includes this pledge as a foundational governance obligation.
• Self-enforcing: any attempt to revoke or circumvent this pledge is void ab initio and a material breach of the cooperative charter.

3.5 Patent Retaliation Clause

If any person or entity:

(a) initiates patent, trade secret, or intellectual property litigation against Licensor or any Mnemosyne contributor claiming that the Software or the Patent Portfolio infringes their intellectual property rights; or

(b) asserts any patent claim against any Cooperative-Class User in connection with their use of the Software;

then all patent licenses granted to that person or entity under this pledge terminate immediately, automatically, and without notice, effective as of the date the litigation was filed. No refund of any commercial license fees shall be due upon such termination.

3.6 Fork and Derivative Patent Coverage

If any person or entity creates a fork or derivative of the Software (including any streamlined, repackaged, or rebranded version) and distributes it under this License:

(a) this License travels with the fork, and fork recipients receive only the rights this License grants;

(b) the Patent Portfolio license does not travel with the fork, and fork creators cannot grant patent licenses on behalf of Licensor;

(c) Cooperative-Class Users of the fork receive the Cooperative Grant (3.3) from Licensor directly;

(d) commercial users of the fork must obtain a Commercial License from Licensor directly (Part IV), whatever the fork creator claims about patent rights.

You may fork freely. You may not fork commercially without a Commercial License from Licensor.

Code released by Licensor under the Apache License 2.0 carries the patent license stated in Section 3 of that license for the claims necessarily infringed by that code, and no other. No Apache release conveys any license to the claims designated as Substrate Claims in the Portfolio Schedule.

PART IV. COMMERCIAL USE AND THE COOPERATIVE ENDORSEMENT COMMERCIAL LICENSE

4.1 Commercial Use Defined

“Commercial Use” means reproducing, installing, loading into memory, adapting, distributing, making available, or running the Software or any derived work (running the Software reproduces it, and each of these acts requires a license under this document to the extent applicable copyright law so provides) for or in the course of any of the following:

(a) offering the Software or any derived work, or its functionality, as a hosted, managed, networked, or SaaS service to any third party;

(b) embedding, bundling, or auto-installing the Software or any derived work in or with any product or service that is sold, licensed, or that generates direct or indirect revenue, whether or not the Software itself is charged for;

(c) using the Software, any derived work, or the Patent Portfolio methods in any revenue-generating AI infrastructure, including inference, retrieval, routing, caching, and memory services;

(d) using the Software, any derived work, the Substrate Network, or any output of or material obtained through any of them, including cards, eblets, indices, routing results, records, receipts, and metadata, to train, fine-tune, distill, evaluate, deploy, improve, support, optimize, or provide any AI model, product, service, dataset, or decision system that is offered, sold, licensed, or provided to third parties commercially;

(e) any internal use, of any kind, including evaluation, testing, benchmarking, proof-of-concept, pilot, research and development, security testing, procurement evaluation, and pre-production use, by or for a person or entity whose Gross Revenue for the trailing twelve months, together with that of its Affiliates, exceeds USD 100,000;

(f) connecting to, querying, or federating with the Substrate Network (4.5) for any purpose within (a) through (e) or (h);

(g) doing anything within (a) through (f) or (h) for, on behalf of, at the direction of, or for the benefit of a person or entity that is itself engaged in Commercial Use, or that would be making Commercial Use if it did the act itself, whether or not that person or entity possesses, runs, pays for, or receives a copy of the Software;

(h) any use by or for a Government Body, of any kind and for any function, including its official public-service functions, evaluation, and pilot use, whatever its Gross Revenue, other than teaching and non-commercial research within 3.3 class 2.

In this License, “Affiliate” means any person or entity that controls, is controlled by, or is under common control with another, where control means the power, direct or indirect, through ownership, contract, funding, or otherwise, to direct its management or its use of the Software; and, for (e), also any person or entity for whose benefit, at whose direction, or with whose funding the internal use is made. “Gross Revenue” means all revenue from every source, before any deduction, of a person or entity and its Affiliates taken together, wherever earned and whichever of them books it, together with all money that any of them received in the same period as investment (including equity, convertible instruments, simple agreements for future equity, and capital contributions), as loan proceeds (including amounts drawn under any credit facility), or as a grant, award, or subsidy; for a natural person, only revenue and money received for or in the course of that person’s trade or business are counted. The internal use of a business unit, cost center, subsidiary, branch, research unit, or other part of a person or entity is the internal use of the whole. No person or entity may bring itself within the USD 100,000 threshold, or outside Commercial Use, by dividing its activity among Affiliates, agents, contractors, consultants, intermediaries, non-profits, cooperatives, members, nominees, resellers, or newly formed entities; use by any of them counts as use by the person or entity for whose benefit it is made. “Government Body” means any national, federal, state, provincial, territorial, tribal, county, municipal, or other government, and every department, agency, authority, instrumentality, and government-owned or government-controlled entity of any of them. “Federal Government” means the United States and every department, agency, instrumentality, and corporation of it. “State Government” means a State of the United States and its departments, agencies, and instrumentalities. “Local Government” means a county, city, town, township, village, or other municipal government within a State, and its departments and agencies. “Tribal Government” means the government of an Indian tribe, band, nation, pueblo, or other organized group or community recognized by the United States, and its departments, agencies, and instrumentalities [counsel to confirm the recognition test]. “Territorial Government” means the government of a territory or commonwealth of the United States, including Puerto Rico, Guam, the U.S. Virgin Islands, American Samoa, and the Northern Mariana Islands, and its departments, agencies, and instrumentalities. “District of Columbia Government” means the government of the District of Columbia and its departments, agencies, and instrumentalities. “Foreign National Government” means the national government of any country other than the United States, and its departments, agencies, and instrumentalities. “Foreign Subnational Government” means a state, provincial, regional, territorial, county, municipal, or other government below the national level of any country other than the United States, and its departments, agencies, and instrumentalities.

“Operate the Substrate” means to run the Software or any derived work, or a Substrate Network node, on hardware, cloud accounts, or instances that a person or entity or its Affiliates own, lease, or control, or that a contractor runs for it at its direction as a deployment dedicated to it, including its own node, its own mesh, and its own install. Using a service that a different person or entity operates, through that service’s own interface and without receiving, installing, or running a copy of the Software, is not Operating the Substrate.

Coverage follows where the Substrate runs. Commercial Use is licensed, and paid for, by whoever Operates the Substrate:

(i) Provider License. A person or entity that Operates the Substrate inside a model, AI, or other service it offers to customers (a “Covered Service”) holds a Provider License: a Commercial License under which it pays on its own Measured Annual Savings and funds its own Mirror Roles. Each customer’s use of that Covered Service, through the service, is licensed under that Provider License, including use by businesses and by Government Bodies, the Federal Government included. The customer needs no separate Commercial License and pays no fee under this License for that use.

(ii) Direct Deployment. A person or entity that Operates the Substrate for its own use, whether a business, a Government Body, or anyone else making Commercial Use, holds a Direct Deployment license: a Commercial License under which it pays on its own Measured Annual Savings and funds its own Mirror Roles. The Federal Government, and every Foreign National Government, pays on Direct Deployment like any business. A State Government, Local Government, Tribal Government, Territorial Government, or the District of Columbia Government may elect the Government Mirror Program in Commercial License 4A.

(iii) No double charge. Each dollar of savings is measured and billed once, under the Commercial License of whoever Operates the Substrate that produced it. A customer’s use of a Covered Service is covered only inside that service: a person or entity that Operates the Substrate itself cannot claim a provider’s coverage for its own deployment, and using a licensed provider does not license any deployment the user runs.

Commercial Use is defined by the activity alone. Who does it, and in what legal form, does not matter: a corporation, a cooperative, a non-profit, a natural person, or a Liana Banyan member at any tier that does any of (a) through (f) makes Commercial Use, and pays under the Commercial License. A natural person who uses the Software in the course of that person’s own for-profit trade or business is doing so as a business: that use is within (a) through (d) and (f) as it applies, and within (e) whenever that business’s Gross Revenue for the trailing twelve months, together with that of its Affiliates, exceeds USD 100,000. A Government Body’s use is Commercial Use under (h) whatever its function: government agencies are not non-commercial, and an agency that saves money pays like a company, subject to Provider License coverage under the coverage paragraph above and to Commercial License 4A.

4.2 The Commercial License

Commercial Use requires the Cooperative Endorsement Commercial License (the “Commercial License”): a separate written agreement between Liana Banyan Corporation, as sublicensee of Upekrithen LLC, and Licensee, signed on Licensor’s then-current order form (for the Starter track, accepted online by click-through with a required statement of authority to bind the company), incorporating its Exhibits [COUNSEL]. Its text is published as COMMERCIAL_LICENSE.md beside this License. It is not granted by this License, it is not accepted by downloading, installing, or using the Software, and it has no effect until signed.

Its principal terms, stated here for notice only (the signed agreement controls):

• Fee, computed only on Verified Net Savings: Verified Net Savings are the adjusted baseline cost of the work, minus the actual eligible cost, minus cache and implementation cost, from provider billing exports and the Substrate’s receipts, under Commercial License Exhibit A; never computed on revenue or on total infrastructure spend.
• Track 1, Starter: only for a Licensee whose annual AI spend, measured from the same provider billing exports as its baseline, is under USD 1,000,000 (at or above it, Track 2 applies after a sixty-day notice period); thirty percent (30%) of Verified Net Savings, billed monthly, with no fee for a month without savings, month to month, ended by either party on thirty (30) days’ notice; optional prepayment from USD 500, credited at USD 1.00 per dollar with no bonus and kept on the account as Prepaid Fee Credit against future fees, never expiring and carrying over to Track 2, with no cash value; the first twenty-five (25) prepayers keep their rate for twelve (12) months.
• Track 2, Enterprise or Provider: an Initial Term of 3, 5, or 10 years; on the first USD 5,000,000 of Verified Net Savings in each License Year, twenty-five percent (25%) for 3 years, twenty percent (20%) for 5 years, or fifteen percent (15%) for 10 years (10 years only with prepayment of at least one year’s minimum, reopeners at years 3, 5, and 7, and a technology-refresh clause); fifteen percent (15%) above USD 5,000,000; ten percent (10%) above USD 25,000,000; never below ten percent (10%) in any period. A scoped pilot credited to the signing payment, a signing payment, and a Guaranteed Yearly Minimum, set by annual AI spend (Commercial License Exhibit C, Table C-3), with the minimum owed for the full Initial Term; faster signing and payment, counted from the day the order form is sent for signature, earn exact lower rates on the first USD 5,000,000 in years 1 to 3 on every term (never below ten percent (10%)) or more Prepaid Fee Credit, and an order form not signed within thirty (30) days after it is first sent expires, re-sending it restarting no clock, and after it expires Licensor may send a new order form at standard rates, with no speed rate or founding cohort offer ever again for that company; quarterly invoices in arrears, net 30; the rates and measurement method cannot be changed to Licensee’s detriment during the Initial Term, and the reopeners on a 10-year term reopen measurement only; a Minimum Annual Fee at Licensor’s published annual cost of administering a Commercial License plus twenty percent (20%); Track 2 Prepaid Fee Credit expires at the end of the Initial Term; after the Initial Term, renewal for one-year periods at Licensor’s then-published rates unless either party gives sixty (60) days’ notice.
• Prepaid Fee Credit is a billing credit against license fees only. It is not a Liana Banyan member Credit, Mark, or Joule. Marks, Credits, and Joules are never converted to fiat money, ever.
• Refunds: the pilot fee, signing payment, and Prepaid Fee Credit are non-refundable, except when Licensor materially breaches and does not cure within thirty (30) days, and, for unused Prepaid Fee Credit, when Licensor ends the license for its convenience.
• Founding cohort: a public, time-limited offer published in Commercial License Exhibit C, open to anyone and limited to the first ten (10) companies.
• Late payment: interest at one percent (1%) per month or the state legal maximum, whichever is lower.
• What the fee pays for: the Software, its updates, service, and the savings meter, under copyright and trade secret, not the patents; any patent-tied part of a fee steps down automatically if the patent expires or never issues.
• Pay while you use: a fee is due for every period in which any Commercial Use occurs; Licensee may exit only by ceasing all Commercial Use and certifying it, and a Track 2 Licensee still owes the Guaranteed Yearly Minimum for the rest of its Initial Term or, at its election, a one-time early-exit fee of fifty percent (50%) of those remaining minimums.
• License type: a Provider License for a Covered Service, or a Direct Deployment license for a deployment run for the Licensee’s own use (4.1, coverage paragraph); each dollar of savings is billed once, to whoever Operates the Substrate that produced it.
• Mirror Clause (Track 2, and the Government Mirror Program): for every role Licensee fills to install and operate the Software, Licensee funds one role for a Liana Banyan cooperative member at a rate not below that role’s pay, whether or not Licensee assigns install work; the member’s pay goes to the member through Employ the World, and Licensor never holds it.
• Governments: the Federal Government, and every Foreign National Government, pays like any Licensee on Direct Deployment and pays nothing extra when it uses a Covered Service; a State Government, Local Government, Tribal Government, Territorial Government, or the District of Columbia Government may have its fee waived under the Government Mirror Program while it follows the Mirror Clause, adopts the cooperative’s Initiatives, and contracts with cooperative members for at least what the fee would be, adjudicated by the Harper Guild; a Tribal Government, Territorial Government, or the District of Columbia Government uses it free under a minimal license, still following the Mirror Clause and the Initiatives and holding member contracts worth at least what the fee would be, under Harper Guild adjudication; a Foreign Subnational Government is admitted to that free program on the same conditions only if its country is not under comprehensive United States sanctions, it is not on the OFAC Specially Designated Nationals List or the Commerce Entity List, and it signs an export-compliance statement; every Foreign National Government is screened on the same three conditions.

Commercial Use without a Commercial License in effect is outside the scope of this License (1.4). Licensor reserves every remedy available at law and in equity.

4.3 Member Discount

Liana Banyan membership does not make any use free and is never a substitute for a Commercial License (3.3, 4.1). A person or entity that makes Commercial Use, holds a Commercial License, and is a Liana Banyan member in good standing receives a twenty percent (20%) discount on the percentage fee, never taking any rate below ten percent (10%), never stacking with any other discount below that floor, and never below any minimum, under the terms of the Commercial License. Membership is never required.

4.4 Portfolio Schedule and Substrate Claims

The Patent Portfolio is the set of applications and patents listed in the Portfolio Schedule maintained and dated by Licensor at mnemosynec.ai/license/portfolio, reconciled against the USPTO record, which controls. The Schedule designates which applications and claims are “Substrate Claims” for 3.6 and for the Commercial License. Licensor may add to the Schedule at any time; removals apply only to Commercial Licenses signed after the removal. An addition to the Schedule enlarges the rights granted under Part III and adds no obligation to anyone. For a Commercial License, the Schedule as dated on the Effective Date of its Order Form is the Schedule that binds that Licensee, and additions apply to it only under Commercial License Section 8.

4.5 Substrate Network

Connection to the Substrate Network (the live mesh, peer servers, the MIC channel, pheromone routing, and any federation service operated by Licensor or by cooperative members under Licensor’s terms) is a service, not a distribution of software. Access to it is governed solely by the Substrate Network Terms, accepted at enrollment, published as NETWORK_TERMS.md beside this License. A Cooperative-Class User may connect under those terms. Any other person or entity may connect only under a Commercial License in effect. Licensor may disconnect any node that connects outside those terms.

PART V. TRADEMARK NOTICE

The following are trademarks or service marks of Upekrithen LLC or Liana Banyan Corporation:

• Mnemosyne (software product name)
• CAI (Cooperative AI, architecture designation)
• Banyan Metric (benchmark methodology)
• Liana Banyan (cooperative platform name)
• Eblet (atomic context unit designation)
• Cathedral (CPU-only retrieval tier designation)
• Upekrithen (entity name)

Use of these marks requires prior written permission. This License grants no trademark license. Forks and derived works must use distinct names and must not imply endorsement by or affiliation with Licensor.

The Cooperative Endorsement mark and the phrase “Cooperative Endorsed” may be used only by a Licensee under a Commercial License in effect, and only as its order form permits.

Trademark inquiries: legal@mnemosynec.ai

PART VI. WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY

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, TITLE, AND NON-INFRINGEMENT.

IN NO EVENT SHALL LICENSOR, UPEKRITHEN LLC, LIANA BANYAN CORPORATION, OR ANY MNEMOSYNE CONTRIBUTOR BE LIABLE TO ANY PARTY FOR ANY GENERAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, COST OF SUBSTITUTE GOODS OR SERVICES, OR LOSSES SUSTAINED BY THIRD PARTIES) ARISING OUT OF OR RELATED TO THIS LICENSE, THE PATENT PORTFOLIO, OR THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6.1 Liability Cap

Licensor’s total aggregate liability to any party for any claim arising out of or related to this License, the Cooperative Patent Pledge, or the use of the Software shall not exceed the greater of:

(a) USD 100.00; or

(b) the total commercial license fees paid by that party to Licensor in the twelve (12) months immediately preceding the claim.

This limitation applies to the fullest extent permitted by applicable law and survives termination of this License.

6.2 No Performance Representation

Licensor makes no representation or warranty in this License about the performance, speed, cost, accuracy, context capacity, durability, or savings of the Software. Any measured result that Licensor publishes, in LICENSE_FAQ.md, at mnemosynec.org/cost-collapse, or elsewhere, is published with its method, sample, date, and limits, is not incorporated into this License, and is not a warranty. Measured Annual Savings under a Commercial License are determined only under its Exhibit A, from the Licensee’s own receipts, and not from any published figure.

PART VII. HOW TO APPLY THESE TERMS

7.1 Repository Placement

This License file MUST be placed in the root directory of each tree of the Software and MUST be included verbatim in every distribution (source archive, binary release, installer package, container image, OS package, npm, pypi, or cargo package, and so on).

7.2 Source File Header Template

Copyright (C) 2024 to 2026 Upekrithen LLC
Licensed under the Mnemosyne Cooperative Source License 2.0,
with the Cooperative Patent Pledge #2260.
Free for Cooperative-Class Users. Commercial Use requires the
Cooperative Endorsement Commercial License: licensing@mnemosynec.ai

This file is part of Mnemosyne. See LICENSE.md for full terms.

SPDX-License-Identifier: LicenseRef-MCSL-2.0

7.3 Binary / Installer Notice

Every binary release, installer, or packaged distribution MUST include either:

(a) the complete License file in plaintext alongside the binary; or

(b) a NOTICE document linking to the canonical License at mnemosynec.ai/license and including the trademark notice from Part V and the Cooperative Patent Pledge summary from Part III.

The MnemosyneC installer satisfies (a) by bundling LICENSE.txt at the install root.

7.4 NOTICE File Template

Mnemosyne
Copyright (C) 2024 to 2026 Upekrithen LLC
Licensed under the Mnemosyne Cooperative Source License 2.0
with the Cooperative Patent Pledge #2260
https://mnemosynec.ai/license

This product includes Mnemosyne, Cooperative Persistent Context
Memory, Powered by CAI.

Patent-pending technology. Commercial use requires a license.
See LICENSE.md for full terms.

7.5 Fork and Derivative Naming Requirements

Forks and derived works of the Software MUST:

(a) use a name clearly distinct from the protected marks in Part V (no “Mnemosyne X”, “Mnemo Plus”, “CAI Pro”, “Banyan Y”, and so on);

(b) prominently disclose the fork relationship, including the notice required by (e);

(c) preserve this License file verbatim;

(d) not imply endorsement by or affiliation with Upekrithen LLC, Liana Banyan Corporation, or any Mnemosyne contributor;

(e) inform commercial users of the fork that a Commercial License must be obtained from Licensor directly, not from the fork’s distributor.

PART VIII. GOVERNING LAW, DISPUTE RESOLUTION, MISCELLANEOUS

8.1 Governing Law

(a) Texas and federal law. This License, the Cooperative Patent Pledge as a grant to any user, every Commercial License, the Substrate Network Terms, and every dispute arising out of or related to any of them are governed by the laws of the State of Texas, and by United States federal law for every question of copyright, patent, or trademark, in each case without regard to conflict-of-law rules.

(b) Wyoming law, for the entities only. The laws of the State of Wyoming govern only the internal affairs of Upekrithen LLC and Liana Banyan Corporation, both Wyoming entities: their formation, charters, governance, and dissolution, including the 50-year charter of Liana Banyan Corporation and that charter’s adoption of the Cooperative Defensive Patent Pledge #2260 as a governance obligation (3.4).

(c) Priority. Wyoming law never governs the meaning, scope, or enforcement of this License, the Pledge’s grant to any user, or any Commercial License; every question in a dispute is decided under federal law where federal law governs it and under Texas law otherwise, even when the same dispute also raises a question of either entity’s internal affairs.

8.2 Venue

(a) One venue. Every action arising out of or related to this License, the Pledge, a Commercial License, or the Substrate Network Terms shall be brought only in the state courts located in Bexar County, Texas, or in the United States District Court for the Western District of Texas, San Antonio Division, as subject-matter jurisdiction allows. Each party consents to the personal jurisdiction of, and waives any objection to venue in, those courts.

(b) Injunctions anywhere. Notwithstanding (a), either party may seek a temporary restraining order or a preliminary or permanent injunction, or other equitable relief, to protect or enforce its copyrights, patents, trademarks, or confidential information, or to stop Commercial Use without a Commercial License, in any court of competent jurisdiction anywhere.

(c) Notice first, for money claims. Before filing an action seeking only money, a party gives the other written notice of the claim and thirty (30) days to resolve it. This notice step does not apply to relief under (b), to a question referred to the Independent Expert under Commercial License Exhibit A A5.1(g), or where waiting would let a limitations period expire.

8.3 Severability

If any provision of this License is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions remain in full force and effect. The invalid or unenforceable provision shall be reformed to the minimum extent necessary to make it valid and enforceable while preserving the original intent.

The Cooperative Patent Pledge (Part III) is severable from the source license (Part I). If any portion of the Pledge is held unenforceable, Part I remains in full effect, and the reverse.

8.4 No Waiver

Failure by Licensor to enforce any provision of this License does not waive that provision or any other. Any waiver must be in writing and signed by an authorized representative of Upekrithen LLC or Liana Banyan Corporation.

8.5 Entire Agreement

This License (Parts I through X) is the entire license from Licensor for uses that are not Commercial Use. For Commercial Use, the signed Commercial License, with its order form and Exhibits, governs the scope of Licensee’s permitted Commercial Use; this License governs all other matters.

8.6 No Surrender of Other Rights

Nothing in this License waives, limits, or surrenders any rights, claims, or defenses available to Licensor under applicable copyright, patent, trademark, trade secret, or unfair-competition law except as expressly granted in Part I and Part III.

PART IX. VERSION HISTORY

9.1 Table

9.2 Application

Each version applies to the distributions made under it.

9.3 Prior Distributions

This License applies only to copies first distributed by Licensor under it. Copies first distributed under version 1.0 remain governed by the license terms under which they were received. Nothing in this License purports to revoke, amend, narrow, reinterpret, or condition any right granted under those terms, and Licensor expresses no opinion in this License on the scope of the rights, including patent rights, granted under them. Version 2.0 governs every distribution made under it; every connection to the Substrate Network is governed by the Substrate Network Terms accepted at enrollment, whatever license version the connecting node’s software was received under.

9.4 Change Date

None. No version of the Software converts to any other license on any date.

PART X. CONTACT

10.1 General / Software

• General inquiries: hello@mnemosynec.ai
• Documentation: docs.mnemosynec.ai
• Release repository: https://github.com/liana-banyan/mnemosynec-releases
• Measured results and their limits: mnemosynec.org/cost-collapse

10.2 Licensing

• Commercial License: licensing@mnemosynec.ai
• Commercial License text: COMMERCIAL_LICENSE.md, and mnemosynec.ai/license/commercial
• Substrate Network Terms: NETWORK_TERMS.md, and mnemosynec.ai/network
• Plain-language FAQ: LICENSE_FAQ.md, and mnemosynec.ai/license/faq
• Portfolio Schedule: mnemosynec.ai/license/portfolio

10.3 Cooperative

• Liana Banyan membership: join@lianabanyan.com

10.4 Legal

• Trademark inquiries: legal@mnemosynec.ai
• License enforcement: legal@mnemosynec.ai
• Patent Portfolio inquiries: legal@mnemosynec.ai

10.5 Physical Address

• Liana Banyan Corporation: [Wyoming registered agent address, to be supplied]
• Upekrithen LLC: [Wyoming registered agent address, to be supplied]

10.6 Verification

The sha256 of this file for any release is listed in that release’s SHA256SUMS file.