Is an electronic signature enforceable?

Yes. Under the ESIGN Act (15 U.S.C. ch. 96) and state UETA laws, electronic signatures are generally enforceable if intent, consent, attribution, and record retention requirements are satisfied.

Do I need a notary or witnesses?

Typically no for routine non-commercial permissions, but certain states or document types may require notarization or witnesses; verify local law when the agreement affects real property or powers of attorney.

What if the signer lacks authority?

If an individual signs without authority, the agreement may be voidable. Confirm signatory authority in the fillable fields and consider requiring a printed title and organizational verification.

How can I revoke permission?

Include an explicit revocation clause describing notice method and effective date; absent a clause, common law principles and contractual terms govern revocation rights and timing.

Can healthcare data be included?

Only with appropriate HIPAA safeguards; obtain a signed HIPAA authorization or BAA where protected health information is involved and follow 45 CFR privacy rules.

What supporting documents should I keep?

Retain the executed agreement, identity documents if relied upon, correspondence about scope changes, and audit logs showing execution to support future enforcement or audits.

Electronic Signature
Templates
Miscellaneous
Non-commercial Use Agreement

Non-commercial Use Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

Non-Commercial Use Agreement

This Non-Commercial Use Agreement (the Agreement) is made effective as of (Effective Date), by and between:

Parties

Owner / Licensor — Legal Name Owner / Licensor — Address Owner Entity Type Individual Corporation LLC Other User / Licensee — Legal Name User / Licensee — Address User Entity Type Individual Corporation LLC Other

WHEREAS

WHEREAS, Owner is the lawful owner or authorized licensor of certain materials and intellectual property described as (Materials); and

WHEREAS, User desires to obtain from Owner a limited, non-exclusive right to use the Materials for non-commercial purposes and Owner is willing to grant such rights subject to the terms and conditions set forth herein.

Scope of Use

Owner grants to User a limited, non-transferable, non-sublicensable, non-exclusive license to use the Materials solely for non-commercial purposes as set forth below. User shall not use the Materials for any commercial purpose, for resale, or for distribution to third parties without prior written consent from Owner.

Describe permitted non-commercial uses (required)

Payment Terms

Consideration for this license, if any, shall be as follows:

Payment Amount (if applicable) Payment Schedule / Manner

If any payment due hereunder is not received within days of its due date, interest will accrue at the rate of % per month (or the maximum permitted by law, if lower). In addition, a late fee of may be assessed.

Term and Termination

The license granted under this Agreement commences on and expires on , unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Owner may terminate immediately upon written notice if User breaches any material term of this Agreement and fails to cure such breach within a commercially reasonable period not to exceed 15 days after receipt of notice.

Confidentiality

"Confidential Information" means any non-public information disclosed by Owner to User in connection with the Materials, whether oral or written, that is designated as confidential or that reasonably should be understood to be confidential. User shall not disclose Confidential Information to any third party and shall use at least the same degree of care to protect Confidential Information as User uses to protect its own confidential information, but in no event less than reasonable care.

The confidentiality obligations will survive termination of this Agreement for a period of years, except with respect to trade secrets, for which obligations shall survive for so long as the information remains a trade secret under applicable law.

Intellectual Property; Restrictions

All right, title and interest in and to the Materials, including all copyrights, trademarks, and other proprietary rights, remain with Owner. User acquires no ownership rights by virtue of this Agreement. User shall not remove, obscure or alter any proprietary notices on the Materials, and User shall not create derivative works for commercial use without Owner's prior written consent.

Indemnification and Limitation of Liability

User shall indemnify, defend and hold harmless Owner and its officers, directors, agents and employees from and against any and all claims, liabilities, losses, damages and expenses (including reasonable attorneys' fees) arising out of User's use of the Materials in violation of this Agreement. IN NO EVENT SHALL OWNER BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction of without regard to its conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that jurisdiction for any dispute arising out of this Agreement.

Entire Agreement; Amendments

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, proposals and communications, whether oral or written. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both parties.

General Provisions

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. The failure of either party to enforce any right or provision of this Agreement will not constitute a waiver of future enforcement of that right or provision.

Additional Provisions / Notes (optional)

Owner / Licensor — Printed Name:

By:

Date:

User / Licensee — Printed Name:

By:

Date:

What a Non-commercial Use Agreement Is and When It Applies

A Non-commercial Use Agreement is a written contract authorizing use of materials, data, images, or intellectual property for purposes that exclude commercial exploitation. It specifies permitted uses, duration, attribution, and restrictions on resale or monetization. Parties use it when one side grants a license or permission for educational, research, personal, or goodwill activities where no fee or commercial benefit is expected. The agreement establishes responsibilities, formats, and any approvals required, and it can be executed electronically when the parties satisfy ESIGN and state e-signature rules.

Why a Clear Non-commercial Use Agreement Matters

A concise agreement protects rights holders while enabling reuse for nonprofit, academic, or personal projects, reducing disputes and clarifying attribution and derivative‑work rules under U.S. contract law and electronic signature statutes such as the ESIGN Act (15 U.S.C. ch. 96).

Typical Parties Who Create or Sign These Agreements

Use the agreement to record permissions, attribution expectations, and time limits so both the provider and recipient maintain a documented, enforceable record of the non-commercial authorization.

Universities and researchers granting dataset or image use for scholarship and publications.
Nonprofits and community groups sharing media or materials for public-service projects.
Creators and photographers permitting personal or educational display without commercial licensing.

Core Elements to Include in a Professional Agreement

A professionally drafted Non-commercial Use Agreement is concise but explicit about scope, permitted formats, duration, attribution, and liability limitations to avoid downstream disputes.

Parties

Identify the licensor and licensee by full legal names and contact details; include entity type for organizations.

Grant

Describe the exact rights granted (display, reproduce, distribute) and explicitly state that commercial uses are prohibited.

Permitted Uses

List allowed contexts (educational, nonprofit events, internal research) and any prohibited actions such as resale or promotional exploitation.

Duration

Specify start and end dates or conditions terminating the permission, including rights to early revocation.

Attribution

Require attribution language or credit lines and define placement, format, and any required wording.

Liability & Indemnity

Limit the licensor's liability for authorized use and assign responsibilities for legal claims arising from unauthorized commercial use.

Stepwise Completion Guide

Follow this sequence to prepare, sign, and store a compliant Non-commercial Use Agreement with clear audit trails.

01

Draft Terms: Define scope, duration, and attribution concisely.
02

Confirm Parties: Verify legal names and authority to grant permissions.
03

Collect Signatures: Obtain signatures from authorized representatives.
04

Store Records: Save executed copies with retention metadata.

How to Configure an Online Completion Workflow

Set up fields and routing to match the signing order, approvals, and any authentication needed for your use case.

Field	Configuration
Signature Field	Require signer name and date; set mandatory
Initials Field	Optional per clause; use for page acknowledgements
Conditional Field	Show payment terms only if commercial box checked
Routing Order	Set sequential or parallel signers per authority

Where to Send, File, and Who Receives the Final Agreement

Decide in advance who will receive copies, where originals are stored, and whether notices require registered mail or email delivery.

To Licensor: Retain a signed copy for records and audit.
To Licensee: Provide a fully executed copy promptly after signing.
Legal Counsel: Share a copy if legal review or retention required.
Repository: Store in secure records management or contract repository.

Digital Signing and Platform Considerations

Choose a provider that supports ESIGN/UETA compliance, optional HIPAA business associate agreements where health data is involved, and integrates with your document repository and workflow tools.

Authentication: Email, SMS, or KBA as needed
Audit Trail: Capture IP, timestamp, and actions
Integrations: Connect to CRMs and cloud storage

Typical Timing and Processing Expectations

Non-commercial Use Agreements often have milestones for execution, notice periods for revocation, and dates that affect rights; plan timelines accordingly.

Execution Deadline:

Complete signatures before any public use or distribution

Notice Period:

Allow specified days for revocation or correction

Attribution Updates:

Set schedule for required credit changes

Renewal Window:

Specify notice for extensions or renewals

Retention Start:

Retention begins at execution date

Common Preparation Mistakes to Avoid

Using vague permission language that fails to specify formats, territories, or prohibited commercial acts.
Mismatched party names or titles that raise identity or authority disputes during enforcement.
Omitting a revocation clause or failing to define notice procedures for termination or breaches.
Relying on verbal approvals without a signed record, which weakens enforcement and audit trails.

Risks if the Agreement Is Incorrect or Missing Key Terms

Enforceability: Agreement may be void

Unauthorized Use: Commercial exploitation risk

Attribution Failure: Reputational damage

Legal Claims: Infringement litigation risk

Data Exposure: HIPAA/FERPA breaches possible

Financial Liability: Damages and defense costs

Real-world Examples of Non-commercial Permissions

Below are two concise case examples showing how organizations use a Non-commercial Use Agreement to permit reuse while protecting rights.

Optica Ventures (Research Dataset)

A university lab allowed an independent researcher to analyze an anonymized dataset for academic publication

The lab required attribution and prohibited commercial redistribution
The agreement specified dataset access, citation wording, a two-year term, and audit rights to confirm non-commercial use.

Martin Properties (Property Photos)

A property owner permitted a local historical society to publish archival photos for an exhibit

Use limited to noncommercial display and printed catalogs
The license required on-image credit, a no-resale clause, and a one-year term with renewal by written request.

Security and Compliance Considerations

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest

Certifications: SOC 2 Type II; ISO 27001 compliance

HIPAA: BAA required when PHI is involved

21 CFR Part 11: Supports FDA-regulated record controls

Audit Trail: Detailed timestamps, IP, and action logs

Accessibility: WCAG 2.0 Level AA support available

eSignature Platform Pricing and Key Capability Comparison

Common eSignature providers differ by price model, bulk send, and compliance options; signNow is listed first for comparison purposes.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	Yes, 7-day free trial	No	No	Yes, limited	Yes, limited
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No
Envelope Cap	No cap	100 envelopes/user/year	Varies by plan	Varies by plan	Varies by plan

Frequently Asked Questions about Non-commercial Use Agreements

Answers to common questions on enforceability, signing, notarization, and revocation to help reduce uncertainty when preparing and executing the agreement.

Need help? Contact support

Is an electronic signature enforceable?
Yes. Under the ESIGN Act (15 U.S.C. ch. 96) and state UETA laws, electronic signatures are generally enforceable if intent, consent, attribution, and record retention requirements are satisfied.
Do I need a notary or witnesses?
Typically no for routine non-commercial permissions, but certain states or document types may require notarization or witnesses; verify local law when the agreement affects real property or powers of attorney.
What if the signer lacks authority?
If an individual signs without authority, the agreement may be voidable. Confirm signatory authority in the fillable fields and consider requiring a printed title and organizational verification.
How can I revoke permission?
Include an explicit revocation clause describing notice method and effective date; absent a clause, common law principles and contractual terms govern revocation rights and timing.
Can healthcare data be included?
Only with appropriate HIPAA safeguards; obtain a signed HIPAA authorization or BAA where protected health information is involved and follow 45 CFR privacy rules.
What supporting documents should I keep?
Retain the executed agreement, identity documents if relied upon, correspondence about scope changes, and audit logs showing execution to support future enforcement or audits.

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