NIMBUS MCP SERVER — SOFTWARE LICENSE AGREEMENT

Copyright (c) 2024–2026 Nimbus BCI Inc. All rights reserved.

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1. OVERVIEW
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This Software License Agreement ("Agreement") governs use of the Nimbus MCP
Server ("nimbus-mcp"), including source code, documentation, and tooling
(collectively, the "Software").

The Software is **proprietary**. Nimbus BCI Inc. ("Nimbus BCI") retains all
rights not expressly granted herein. Nothing in this Agreement transfers any
ownership of intellectual property to you.

This Agreement grants rights under **two tracks** that operate in parallel:

  - **Section 3 — Non-Commercial License (No-Cost, Self-Executing).**
    Available to anyone meeting the eligibility criteria, with no
    registration, email, or license key required. Use, modification, and
    non-commercial distribution are permitted for Non-Commercial Use.
    Attribution is requested as a community norm (see Section 4) but is
    not a condition of this license.

  - **Section 5 — Commercial Licenses (Paid).**
    Required for any use that is not a Non-Commercial Use. Contact
    hello@nimbusbci.com to obtain a commercial license appropriate to your
    use case.

If you do not qualify under Section 3 and have not executed a separate
written commercial license with Nimbus BCI under Section 5, you have no
right to use the Software.

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2. DEFINITIONS
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  - **"Non-Commercial Use"** means use of the Software solely for:
      (a) research, scholarship, or teaching conducted at, or under the
          auspices of, an accredited academic institution, government
          research laboratory, or recognized non-profit research
          organization; OR
      (b) personal learning, hobby, or scientific curiosity, where the
          Software is not used, directly or indirectly, in or for the
          benefit of a commercial product, service, or business activity.

  - **"Non-Commercial Use"** does not include any activity that is funded
    by, performed under contract for, or intended to produce revenue for a
    commercial entity, including sponsored research with for-profit
    sponsors, internal R&D inside a for-profit company, or product
    development of any kind.

  - **"Commercial Use"** means any use of the Software that is not a
    Non-Commercial Use, including without limitation: use inside a
    for-profit company; use in a paid product, service, or SaaS offering;
    internal business operations; sponsored or fee-for-service research;
    consulting; and inclusion in or bundling with a commercial product.

  - **"Academic Publication"** means a peer-reviewed paper, preprint
    (e.g., arXiv, bioRxiv), conference proceedings article, thesis, or
    similar scholarly work publicly made available.

  - **"Attribution"** means citing the Software in accordance with
    Section 4.

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3. NON-COMMERCIAL LICENSE (NO-COST, SELF-EXECUTING)
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Subject to the terms of this Agreement, Nimbus BCI grants you a
worldwide, no-cost, non-exclusive, non-transferable, revocable license
to:

  (a) install, copy, run, and modify the Software, and to make
      derivative works of it, for Non-Commercial Use;

  (b) reproduce, distribute, and publicly post the Software, in whole or in
      part, and your derivative works, **solely for Non-Commercial Use and
      solely at no charge**, provided that each copy or substantial portion
      of the Software:
        (i)   retains this LICENSE.txt file unchanged;
        (ii)  includes all copyright, patent, trademark, and attribution
              notices present in the Software; and
        (iii) if it is a derivative work, prominently states that it is a
              derivative of the Nimbus MCP Server and links to
              https://nimbusbci.com.

  Nothing in this Section 3 authorizes distribution for a fee, or any use
  or distribution of the Software that is a Commercial Use.

  This license is **self-executing**: no email, registration, license key,
  or proof of affiliation is required to exercise it. Attribution in the
  form of a citation is requested in Section 4 as a community norm, not as
  a legal condition.

  Non-commercial patent grant. To the extent that any Nimbus BCI-owned
  patent claims are necessarily infringed by making, using, modifying, or
  distributing the Software as permitted under this Section 3 solely for
  Non-Commercial Use, Nimbus BCI grants you a non-exclusive, worldwide,
  royalty-free, non-transferable, non-sublicensable patent license to do
  so. This patent license does not cover (i) any modification of the
  Software that is not permitted under this Section 3, (ii) any use of the
  Software that is a Commercial Use, or (iii) any combination of the
  Software with other software or hardware where the combination itself
  necessarily infringes a Nimbus BCI patent claim that the Software alone
  would not. If you institute patent litigation against Nimbus BCI (or a
  cross-claim or counterclaim in a lawsuit) alleging that the Software, a
  Nimbus BCI patent, or both directly or indirectly infringe any patent,
  then any patent licenses granted to you under this Section 3 for the
  Software terminate automatically as of the date the litigation is filed.

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4. ATTRIBUTION AND CITATION (COMMUNITY NORM, NOT A LICENSE CONDITION)
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Attribution is **not** a contractual condition of the Non-Commercial
License in Section 3. You do not lose your license by omitting a
citation. However, Nimbus BCI is a small team and the Software is
provided at no cost for non-commercial use; **citation is how that work
is recognized and is therefore strongly requested**, as follows:

  (a) Citation in Academic Publications. If you write an Academic
      Publication that uses the Software, reports results produced with
      the Software, or is based on methods reached through the Software,
      please cite it as: "Nimbus MCP Server, Nimbus BCI Inc.,
      https://nimbusbci.com, version <version you used>".

  (b) Notice in derivative artifacts. If you publicly distribute a
      derivative work (e.g., a fork, a notebook collection, or artifacts
      produced with the Software), please prominently state "Built with
      the Nimbus MCP Server" and link to https://nimbusbci.com. (This is
      required for distributions under Section 3(b)(iii) above; it is
      requested, not required, for distributions you make under a separate
      written commercial license.)

  (c) Retention of notices. You must retain all copyright, patent,
      trademark, and attribution notices present in the Software. This is
      a condition of the license (Section 3(b)(ii)) and survives
      independent of this Section 4.

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5. COMMERCIAL LICENSES (PAID, SEPARATE AGREEMENT)
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Any Commercial Use of the Software requires a separate written commercial
license agreement with Nimbus BCI. Nimbus BCI's commercial tiers describe
typical offerings; exact terms, fees, and scope are set in the applicable
commercial agreement you sign.

  TIER              TYPICAL USE CASE
  --------------------------------------------------------------------------
  Startup           Companies with less than US $1M annual revenue;
                    single product; standard email support.
  Commercial        Full production rights for commercial applications;
                    unlimited products within the licensed organization;
                    priority technical support.
  Enterprise        Unlimited deployments across the organization; SLA
                    guarantees; on-premise options; custom feature
                    development; training and onboarding.

To obtain a commercial license: hello@nimbusbci.com or
https://nimbusbci.com/dashboard.

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6. THINGS YOU MAY NOT DO
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You may NOT:

  1. Use the Software for any Commercial Use without an active commercial
     license agreement under Section 5.

  2. Sublicense, rent, lease, sell, resell, or otherwise distribute the
     Software for a fee, in whole or in part. (Distributing the Software
     or your derivative works at no charge for Non-Commercial Use is
     permitted under Section 3; everything else requires a commercial
     license.)

  3. Remove, alter, or obscure any copyright, patent, trademark, or
     attribution notices on or in the Software.

  4. Institute patent litigation against Nimbus BCI alleging that the
     Software or a Nimbus BCI patent infringes any patent (doing so
     automatically terminates the patent license granted in Section 3, as
     described there).

  5. Use the Software in any manner that violates applicable laws or
     regulations, including applicable export-control laws.

  6. Use the Software for any life-critical, safety-critical, or
     medical-diagnostic purpose without appropriate regulatory
     clearances.

  7. Share, publish, or expose any API keys, license keys, or
     authentication credentials issued by Nimbus BCI.

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7. INTELLECTUAL PROPERTY
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The Software, including all code, designs, and implementations, is and
remains the exclusive property of Nimbus BCI Inc. This Agreement does not
transfer any ownership rights to you.

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8. DATA PRIVACY
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The Software runs locally on your systems and connects to Nimbus BCI
services that you configure it to use. Nimbus BCI does not collect,
store, or have access to your research data or subject data through the
Software.

The Software may transmit to Nimbus BCI servers the authentication
requests necessary for the features you use (e.g., device-flow login),
and software version/platform information for compatibility checks.

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9. WARRANTY DISCLAIMER
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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.

NIMBUS BCI DOES NOT WARRANT THAT:
  - The Software will meet your specific requirements;
  - The Software will be uninterrupted, timely, secure, or error-free;
  - Any results obtained through the Software will be accurate or reliable;
  - Any errors in the Software will be corrected.

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10. MEDICAL DEVICE DISCLAIMER
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IMPORTANT: THE SOFTWARE IS NOT A MEDICAL DEVICE.

The Software has NOT been cleared or approved by the U.S. Food and Drug
Administration (FDA), the European Medicines Agency (EMA), or any other
regulatory body for use as a medical device.

The Software is intended for RESEARCH AND DEVELOPMENT PURPOSES ONLY and
must NOT be used for:
  - Clinical diagnosis or treatment of patients;
  - Medical decision-making or patient care;
  - Any application where failure could result in death or personal
    injury.

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11. LIMITATION OF LIABILITY
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TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

IN NO EVENT SHALL NIMBUS BCI INC., ITS AFFILIATES, OFFICERS, DIRECTORS,
EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF
PROFITS, REVENUE, OR BUSINESS OPPORTUNITIES; LOSS OF DATA OR RESEARCH
RESULTS; BUSINESS INTERRUPTION; OR COST OF SUBSTITUTE GOODS OR SERVICES;
WHETHER ARISING FROM CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY
OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

NIMBUS BCI'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED:

  - **For Non-Commercial Use (Section 3):** One Hundred U.S. Dollars
    (US $100), consistent with the no-cost nature of that grant and with
    the long-standing convention for free-of-charge software.

  - **For Commercial Use (Section 5):** The total amount paid by you to
    Nimbus BCI for the Software in the twelve (12) months preceding the
    event giving rise to the claim, or such higher figure as is set out
    in the written commercial agreement executed between you and Nimbus
    BCI. If your commercial agreement specifies a different cap, that cap
    controls and supersedes this Section.

The foregoing caps apply even if a remedy fails of its essential purpose.

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12. TERM AND TERMINATION
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This license is effective until terminated. Nimbus BCI may terminate your
license under this Agreement (whether the Non-Commercial License in
Section 3 or a commercial license under Section 5) immediately if you
breach any material term of this Agreement and, where the breach is
curable, fail to cure it within thirty (30) days of written notice.
Termination of the patent license under Section 3 occurs automatically
upon the events specified in Section 3.

Upon termination:
  1. You must cease all use of the Software;
  2. You must destroy all copies of the Software in your possession or
     under your control, except that you may retain verbatim copies
     strictly to support the reproducibility of an Academic Publication
     already published, and except for archival copies you are required
     to keep under applicable law; and
  3. You must certify in writing, if requested, that you have complied.

Termination does not affect the rights of any downstream recipient who
received the Software (or a permitted derivative work) directly from you
under Section 3 before the termination event, so long as that recipient
remains in compliance with this Agreement.

Sections 7 (Intellectual Property), 9 (Warranty Disclaimer), 10 (Medical
Device Disclaimer), 11 (Limitation of Liability), and 13 (Governing Law)
survive termination.

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13. GOVERNING LAW AND JURISDICTION
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This Agreement is governed by and construed in accordance with the laws
of the State of Delaware, United States, without regard to its conflict
of laws principles.

Any disputes arising under this Agreement shall be resolved exclusively
in the state or federal courts located in Delaware. You consent to the
personal jurisdiction of those courts.

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14. EXPORT COMPLIANCE
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The Software may be subject to U.S. export control laws and regulations.
You agree to comply with all applicable export laws and not to export or
re-export the Software to any prohibited countries, entities, or persons.

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15. ENTIRE AGREEMENT; AMENDMENT; NO RETROACTIVE REDUCTION
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This Agreement is the entire agreement between you and Nimbus BCI
regarding the Software and supersedes all prior agreements or
communications regarding the Software.

Nimbus BCI may amend this Agreement for future releases of the Software.
The version of the Agreement that ships with the copy of the Software you
obtained governs your use, unless you obtain a separate written
commercial license that supersedes it.

**No retroactive reduction.** Nimbus BCI will not, in any future version
of this Agreement, reduce the Non-Commercial Use rights granted under
Section 3 for any copy of the Software that you obtained under this
version. Specifically:
  - The right to install, copy, run, modify, and make derivative works
    of the Software for Non-Commercial Use;
  - The right to reproduce and distribute the Software and your
    non-commercial derivative works at no charge, under the conditions
    of Section 3;
  - The non-commercial patent license described in Section 3;

shall remain available to you for that copy of the Software under the
terms of this version, even if a later version of this Agreement is more
restrictive. This is a promise to the community on which the Software's
adoption depends, and it survives any amendment.

Nothing in this Section prevents Nimbus BCI from changing the license
terms of *future* releases of the Software.

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16. CONTACT
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Nimbus BCI Inc.
Email:   hello@nimbusbci.com
Website: https://nimbusbci.com
Studio:  https://studio.nimbusbci.com

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By installing, copying, or otherwise using the Software, you acknowledge
that you have read this Agreement, understand it, and agree to be bound by
its terms.

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Version: 2.1 (Nimbus MCP Server)
Last Updated: October 2026

© 2024–2026 Nimbus BCI Inc. All rights reserved.
