mcl-builder / README.md
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MCL Builder: interactive guide and document builder for CABI's Model Content Licence for AI
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metadata
title: Model Content Licence for AI — Builder
emoji: 📄
colorFrom: green
colorTo: gray
sdk: static
app_file: index.html
pinned: false
license: cc-by-4.0
short_description: Understand and complete CABI's Model Content Licence for AI
tags:
  - legal
  - licensing
  - agriculture
  - data-governance

Model Content Licence for AI — Builder

An interactive guide and document builder for CABI's Model Content Licence (MCL) for AI, a free contract template that lets a content owner license material for AI model development and training while prohibiting reproduction of the original content for other purposes.

The template itself is a 22-page Word document in which optional text, blanks and drafting instructions appear in red. That is clear to a lawyer working in track changes, and confusing to everyone else — several partners who received it could not tell whether it was a finished template or an internal draft. This app resolves that: it explains what the MCL is, walks through the decisions the template asks you to make, shows the resulting document updating live, and exports a clean, print-ready PDF with no instruction text.

What it does

  • Explains the MCL — what it permits and prohibits, the four separately grantable rights (Technical, Training, Output, Display), and how the Special Terms, Annex 1 and General Terms fit together.
  • Guides you through the blanks — 13 sections covering all 11 rows of the Special Terms, Annex 1, and the five negotiated points inside the General Terms, with notes on what each choice commits you to.
  • Flags consequences and conflicts — for example, that granting Output Rights assigns the resulting outputs back to the Licensor under clause 14.2, or that granting audio-visual rights contradicts the default Part B carve-out.
  • Exports a print-ready PDF via the browser's print dialog.

Privacy

The app is entirely client-side. Everything you type — party names, fees, contact details — stays in your own browser's local storage and is never transmitted anywhere. There is no server, no analytics and no network request after the page loads. Use Clear all answers when working on a shared machine.

This is not legal advice

The MCL is a template and, in CABI's own words, "in no circumstances should this template be deemed prescriptive." Any document produced here is a draft. It must be reviewed by the parties' respective legal departments and, where needed, independent external counsel, before it is signed.

Provenance

The MCL was created by CAB International (CABI) with Keystone Law, under a project funded by the Gates Foundation and the UK Foreign, Commonwealth & Development Office (FCDO), examining the use of generative AI in agricultural advisory services. The original template is included in this Space as MCL-template-original.pdf.

This builder is a prototype developed for the GAIA (GenAI for Agriculture) project.

All 43 definitions and all 34 General Terms clauses are transcribed from CABI's current source document (MODEL CONTENT LICENCE AGREEMENT FOR AI - Special Terms and General Terms.docx, base 2025-11-28), which supersedes the published Gates Open Research PDF. An automated check confirms the app text matches that source with exactly one deliberate divergence, listed below.

CABI's fourteen Drafting Notes live as Word comments in that source. Word comments do not print, so they are absent from the published PDF even though the General Instructions refer to them. All fourteen are reproduced in the app beside the field each relates to, attributed to CABI.

Differences from CABI's current source

  • Clause 2.1, definition of Purpose — the published wording reads as a single Purpose governing the whole agreement, while row 5 lets each right be granted on its own commercial terms. CABI's own drafting note for row 5 confirms the intent: "the Licensor must select one of those uses for each of the rights granted". The app defaults to an amended per-right definition and discloses it as an amendment in row 11; CABI's wording remains selectable, in which case row 11 reverts to "N/A".
  • Definition of Delivery Method — CABI's source cross-references "row 8" of the Special Terms, but Delivery Method is row 7, as the Special Terms table and clause 7.1 both confirm. The app keeps row 7; following row 8 would make the document contradict itself.

Defects still present in CABI's source, reproduced as-is

Clause 23.1.5 lists clauses 19 and 21 twice in the survival list; clause 23.2.1 refers to final reports "under clause 9" when the reporting obligation is clause 10; and clause 25 uses "Event of Force Majeure" against the defined term "Force Majeure Event". All are listed on the "What the MCL is" page.

The broken cross-reference at clause 15.1 ("Subject to clause Error! Reference source not found.") that appeared in the published PDF has been resolved by CABI — the current source removes that opening altogether, and the app follows it.

Running locally

python3 -m http.server 8000
# then open http://localhost:8000

No build step and no dependencies.