LICENSE

# UPYOG CODE, COPYRIGHT AND CONTRIBUTION LICENSE TERMS

THIS OPEN SOURCE LICENSE ("LICENSE") DEFINES THE RIGHTS OF USE, COPY, REPRODUCTION, DISPLAY, PUBLICATION, 
DISTRIBUTION, REDISTRIBUTION AND MODIFICATION OF UPYOG, ORIGINALLY RELEASED BY THE NATIONAL INSTITUTE OF 
URBAN AFFAIRS (“NIUA”) ACTING ON BEHALF OF THE MINISTRY OF HOUSING AND URBAN AFFAIRS, GOVERNMENT OF INDIA. 
ANYONE WHO USES, COPIES, REPRODUCES, DISPLAYS, PUBLISHES, DISTRIBUTES, REDISTRIBUTES OR MODIFIES ‘UPYOG’ 
OR ANY PART THEREOF, IS BY THAT ACTION, ACCEPTING IN FULL THE RESPONSIBILITIES AND OBLIGATIONS CONTAINED 
IN THIS LICENSE.

PLEASE READ THIS LICENSE CAREFULLY.


## 1. DEFINITION

1.1. “Contributor” means any person or entity that creates or contributes to the creation of Modifications.

1.2. “Covered Code” means the combination of the Original Code and any Modifications, and/or any portion 
thereof.

1.3. “Larger Work” means a work which combines Covered Code or portions thereof with code not governed by 
the terms of this License.

1.4. “Modification” means any improvement, bug fix, error correction, embedded commenting enhancement, 
extension, rewrite, edit, addition to, deletion from, derivative work and/ or change to, the substance and/or
structure of the Original Code and any previous Modifications, and/or any respective portions thereof, 
which is conceived and/or developed pursuant to this License, including by You and/or Your Representatives.

1.5. “Original Code” means (a) the source code of UPYOG originally made available by the NIUA under this 
License as well as the source code of any updates or upgrades to UPYOG made available by the NIUA under 
this License; and (b) the object code compiled from such source code and originally made available by NIUA 
under this License.

1.6. “Public money” means money, funds, or accounts, regardless of the source from which they are derived, 
that are owned, owed to, held, or administered by the Central Government any State Government(s), the local 
Government(s) or any ministry, department, agency, or any other person for or on behalf of any Local, State,
or Central Government or any ministry, department or agency (collectively "Public Functionary"), including 
but not limited to those funded or controlled, directly or indirectly, by a State as defined in Article 12 
of the Constitution of India.

1.7. “Representative” means with respect to You, any and all of Your employees, directors, officers, consultants, 
advisors, agents, other lawful representatives and third party agencies such as implementation partner, engaged 
by You.

1.8. “UPYOG” means an open-source, shared digital platform to enable the rollout of urban e-Governance services
as part of the offerings under National Urban Digital Mission aimed to support States and Union Territories in 
their efforts to roll out the online delivery of municipal services in all their Urban Local Bodies ("ULBs"). 
This includes the common platform components and the reference applications, and additional applications which
may be required by the ULBs, developed under the National Urban Digital Mission.

1.9. “You” or “Your” means any legal person (individual, entity, organisation, company, trust, public sector
undertaking,government departments and bodies, constitutional authorities etc.) exercising the rights granted
under this License.


## 2. GRANT OF LICENSE

2.1. Subject to the terms and conditions of this License, NIUA hereby grants You, a perpetual, non-exclusive,
worldwide, open, no-charge, royalty-free, irrevocable copyright license, to the extent of NIUA’s copyrights 
covering the OriginalnCode, to deal in the Original Code without restriction, including without limitation, 
the rights to use, copy, display, publish, reproduce, distribute, modify, redistribute, download or onboard 
the Original Code or any part thereof, for commercial or non-commercial purposes, and permit persons to whom
the Original Code or Modification is furnished to do the same. Provided, however: (i) You shall retain and 
reproduce in all copies of the Original Code, the copyright notice, trademark, attribution notices, disclaimers
of warranty, or limitations of liability as they appear in the Original Code and keep intact all notices in 
the Original Code that refer to this License; and (ii) You shall provide a copy of this License with every 
copy of the Original Code or Modification you distribute, redistribute, sell etc.

2.2. You may modify the Original Code and use, copy, display, publish, reproduce, distribute, redistribute 
Your Modifications and the Covered Code for commercial or non-commercial purposes, provided that in each 
instance you shall:

2.2.1. Satisfy all the conditions of the Proviso to Clause 2.1 with respect to the Original Code;

2.2.2. You must identify yourself as the originator of Your Modification in a manner that reasonably allows 
subsequent recipients to identify and contact You as the originator of the Modification and cause the modified
files to carry prominent notices stating that You modified the files. In fulfilment of these requirements, 
You must include a file(e.g., a change log file) that describes the alterations made to the Original Code, 
the date of the alterations, and include an express statement that the Modification is derived, directly or 
indirectly, from the Original Code provided by NIUA and give due acknowledgment and credit to Upyog by 
indicating that the Modification developed using the Original Code is ‘Powered by Upyog’; and

2.2.3. In case Your Modification is sponsored by or done from Public Moneys, Your Modification and the 
Covered Code must be released under the same terms, applicable on a reciprocal basis, as set forth in 
this License and You shall furnishto NIUA, the source code and object code of such Modification and the
Covered Code. Therefore, as a condition to the rights granted to You under this License and in consideration
of the Public Moneys utilised by You for developing the Modification and the Covered Code, you hereby 
grant a perpetual, non-exclusive, worldwide, open, no-charge, royalty-free, irrevocable license to NIUA, 
to the extent of Your copyrights and other intellectual property rights owned or controlled by You in 
such Modification and Covered Code, to deal in Your Modification and/or the Covered Code without restriction,
including but not limited to, use, copy, display, publish, reproduce, distribute, modify, redistribute,
download or onboard Your Modification, the Covered Code or any part thereof, for commercial or non-commercial
purposes, in source code and object form and permit persons to whom Your Modification, the Covered Code
or any part thereof is furnished to do the same.

2.3. You expressly agree and acknowledge that no assurances are provided by NIUA that the Original Code
does not infringe intellectual property rights of any other entity. NIUA disclaims any liability to You 
for claims brought by any other entity based on infringement of intellectual property rights or otherwise.
As a condition to exercisingthe rights and licenses granted hereunder, You hereby assume sole responsibility 
to secure any other intellectual property rights needed, if any. For example, if a third party patent license
is required to allow You to distributeYour Modification and/ or Covered Code and/ or Larger Work, it is 
your responsibility to acquire the license before distributing such work. In each such instance, You must
make sure the requirements of this License are fulfilled for the Original Code and/or the Covered Code, 
or any portion thereof, as applicable.

2.4. You may not make any representation in the Original Code or in any promotional, advertising or other
material that may be construed as an endorsement by NIUA of any product or service provided by You, or 
seek to obtain any commercial advantage by the fact of NIUA's participation in this License.


## 3. DISCLAIMER OF WARRANTIES AND LIABILITIES; WAIVER AND INDEMNIFICATION

3.1. THE ORIGINAL CODE MAY CONTAIN ERRORS THAT COULD CAUSE FAILURES OR LOSS OF DATA, AND MAY BE INCOMPLETE
OR CONTAIN INACCURACIES. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE ORIGINAL CODE, OR ANY PORTION 
THEREOF, IS AT YOUR SOLE AND ENTIRE RISK. THE ORIGINAL CODE IS PROVIDED "AS IS" WITHOUT ANY WARRANTY OF ANY
KIND, EITHER EXPRESSED, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY THAT THE ORIGINAL
CODE WILL CONFORM TO SPECIFICATIONS, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR 
PURPOSE, OR FREEDOM FROM INFRINGEMENT. THE GOVERNMENT OF INDIA AND NIUA DO NOT WARRANT AGAINST INTERFERNCE
OF YOUR ENJOYMENT OF THE ORIGINAL CODE, THAT THE OPERATION OF THE ORIGINAL CODE WILL BE UNITERRUPTED OR ERROR
FREE, OR THAT DEFECTS IN THE ORIGINAL CODE WILL BE CORRECTED. SHOULD THE ORIGINAL CODE PROVE DEFECTIVE IN 
ANY RESPECT, YOU ASSUME THE COST OF ANY NECESSARRY SERVICING, REPAIR OR CORRECTION. THIS DISCLAIMER OF 
WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE. NO USE OF THE ORIGINAL CODE IS AUTHORISED UNDER 
THIS LICENSE EXCEPT UNDER THIS DISCLAIMER.

3.2. YOU AGREE TO WAIVE ANY AND ALL CLAIMS AGAINST THE GOVERNMENT OF INDIA AND NIUA. IF YOUR USE OF THE 
ORIGINAL CODE RESULTS IN ANY LIABILITIES, DEMANDS, DAMAGES, EXPENSES OR LOSSES ARISING FROM SUCH USE, 
YOU SHALL INDEMNIFY AND HOLD HARMLESS THE GOVERNMENT OF INDIA AND NIUA, TO THE EXTENT PERMITTED BY LAW.

3.3. YOU HEREBY AGREE TO DEFEND AND INDEMNIFY THE GOVERNMENT OF INDIA AND NIUA AGAINST ANY LOSSES, DAMAGES
AND COSTS (COLLECTIVELY “LOSSES”) ARISING FROM CLAIMS, LAWSUITS AND OTHER LEGAL ACTIONS BROUGHT BY A THIRD
PARTY AGAINST THE GOVERNMENT OF INDIA AND NIUA CAUSED BY YOUR BREACH OF ANY OF THE TERMS OF THIS LICENSE 
AND/OR YOUR REPRESENTATIONS, COVENANTS AND/ OR OBLIGATIONS.

3.4. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER TORT (INCLUDING NEGLIGENCE), CONTRACT, OR 
OTHERWISE, SHALL THE GOVERNMENT OF INDIA AND NIUA, BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL,
OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS
OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER DAMAGES OR LOSSES WHETHER
COMMERCIAL OR OTHERWISE, ARISING OUT OF OR RELATING TO THIS LICENSE OR YOUR USE OR INABILITY TO USE THE 
ORIGINAL CODE, OR ANY PORTION THEREOF.

3.5. YOU SHALL NOTIFY THE GOVERNMENT OF INDIA AND NIUA IN WRITING OF (I) ANY ACTUAL, SUSPECTED OR APPARENT
MISUSE OR MISAPPROPRIATION OF THE ORIGINAL CODE BY ANY THIRD PARTY; (II) ANY ALLEGATION OR CLAIM BY A THIRD
PARTY THAT THE USE OF ORIGINAL CODE INFRINGES SUCH THIRD PARTY’S INTELLECTUAL PROPERTY RIGHTS; OR (III) ANY
OTHER CIRCUMSTANCE WHICH MAY ADVERSLY AFFECT THE RIGHTS OF THE GOVERNMENT OF INDIA AND NIUA.

3.6. UNDER THIS LICENSE; WHICH COMES TO YOUR ATTENTION OR YOU MAY BECOME AWARE OF, IMMEDIATELY ON SUCH 
INFORMATION OR KNOWLEDGE BEING RECEIVED BY YOU, GIVING FULL PARTICULARS THEREOF.


## 4. COMMERCIAL DISTRIBUTION

4.1. In the event You include the Original Code in a commercial product offering, you should do so in a 
manner that does not create potential liability for the Government of India and NIUA. Therefore, you hereby
agree to defend and indemnify the Government of India and NIUA against any Losses arising from claims, 
lawsuits and other legal actions brought by a third party against the Government of India and NIUA caused
by Your acts or omissions in connection with Your distribution of the Original Code in the commercial product
offering.

4.2. In case You choose to offer, and to charge a fee for, warranty, support, indemnity and/or liability 
obligations to one or more recipients of the Original Code, you do so only on Your own behalf and as Your
sole responsibility, and not on behalf of the Government of India, NIUA or any other Contributor. You must
make it absolutely clear that any such warranty, support, indemnity and/or liability obligation is offered
by You alone. Further, you agree to indemnify, defend and hold harmless the Government of India, NIUA and
every other Contributor for any liability incurred by or claim asserted against the Government of India, 
NIUA or such Contributor as a result of such warranty, support, indemnity and/or liability offered by You.


## 5. TRADEMARK

5.1. This License does not grant any rights to use the trademarks, service marks, logos or trade names or
symbols belonging to or associated with NIUA, CDG, UPYOG or any government or other agencies associated with
UPYOG (“collectively Marks”). You agree not to use any Marks in or as part of the name of products derived 
from the Original Code or to endorse or promote products derived from the Original Code.


## 6. OWNERSHIP
6.1. NIUA retains all rights title and interest in and to the Original Code and any Modifications made by
or on behalf of NIUA. Subject to and save and except as set out in the terms of this License, each 
Contributor retains all rights, title and interest in and to any Modification made by such Contributor.


## 7. GENERAL TERMS
7.1. This License will not be construed as creating an agency, partnership, joint venture, association 
of persons or any other form of association, legal or otherwise, between or among You and NIUA, and You
will not represent to the contrary, whether expressly, by implication, appearance or otherwise. Nothing 
contained in this License shall be construed to (i) constitute any form of a fiduciary relationship between
You and NIUA; or (ii) give You the authority to bind, to contract in the name of, or to create a liability 
for NIUA, in any manner.

7.2. Nothing in this License will impair NIUA’s rights to acquire, license, develop, have others develop
for it, technology or products that perform the same or similar functions as, or otherwise compete with, 
Modifications, Larger Works, technology, or products You may develop, produce, market or distribute.

7.3. If any provision of this License is invalid or unenforceable under applicable law, it shall not 
affect the validity or enforceability of the remainder of the terms of this License.

7.4. This License shall be governed by and construed in accordance with the laws of India.

7.5. Any litigation relating to this License may be brought only in the courts of New Delhi and such 
litigation shall be governed by laws of that jurisdiction, without reference to its conflict of law provisions.


## 8. END OF UPYOG code, copyright, and contribution license terms.