11th May 2022:
25th January 2023:
IMPORTANT NOTICE: PLEASE READ CAREFULLY BEFORE DOWNLOADING, INSTALLING OR USING THE SOFTWARE:
Welcome to JUCE 7! This JUCE 7 end-user licence agreement (Agreement) is a legal agreement between you (Licensee or you) and Raw Material Software Limited (RMS, Licensor, us or we) for the JUCE 7 Framework, which includes both the JUCE Code and the Projucer and DemoRunner Software, and the associated media. For the purposes of this Agreement, JUCE Personal, JUCE Pro, JUCE Indie, JUCE Educational, shall be described as “Code”, and Projucer and DemoRunner shall be described as “Software” and the Code and Software may be described as “Framework”. Users of JUCE 6 should refer to the JUCE 6 End-User License Agreement. Users of JUCE 5 should refer to the JUCE 5 End-User License Agreement. Users of JUCE 4 should refer to the JUCE 4 End-User License Agreement.
IMPORTANT NOTICE TO ALL USERS:
You should print a copy of this Licence for future reference.
Each JUCE licence comes with similar, yet slightly different features, which are fully explained in the chart found here. A truncated version of the chart is found directly below.
|JUCE Personal Free||JUCE Indie $40||JUCE Pro $130||Educational Free|
|Splash screen||‘Made with JUCE’ splashscreen||Custom animation or none||Custom animation or none||‘Made with JUCE’ splash screen|
|Revenue or funding limit||$50k||$500k||No limit||No limit|
|Minimum commitment||1 month||1 month|
|One-off perpetual price||$800||$2,600|
Each type of JUCE licence also comes with different Minimum Commitments, Revenue Limits and Fees, as discussed below.
REVENUE LIMITS AND MINIMUM COMMITMENTS
There are different licences and options for use of the JUCE Code, and each licence has different Minimum Commitments, Revenue Limits and features. To see the full set of features and functionality of each licence, please visit https://juce.com/get-juce. The following describes the Minimum Commitments and Revenue Limits for each licence. Revenue Limits are based on gross revenue, meaning all monies collected, including through funding, whether it be received in connection with your JUCE Applications or not, without offsets of any kind.
JUCE Personal comes with one licence seat and aims to provide individuals with the opportunity to utilize JUCE free of charge. We provide this licensing option to grow the base of developers who can engage with JUCE and explore its capabilities. To this end, there is no Minimum Commitment. However, you may only use your JUCE Personal to release Applications up to a Revenue Limit of $50,000 (USD or currency conversion equivalent). This means that if gross revenue is generated or raised by you in the amount of $50,000 or more, which is gross revenue, without offsets of any kind and based on overall monies collected, then you may only continue to release your Application in connection with your JUCE Personal licence if (a) you license your Application as an open-source project under the GNU License, as further described in clause 1.9 below, or (b) you upgrade to JUCE Indie or JUCE Pro, as applicable. If you want to distribute your Application, but don’t want to release your Application under the GNU License, then you must upgrade to either JUCE Indie or JUCE Pro.
JUCE Indie is for smaller companies and teams generating less than a Revenue Limit of $500k per year in gross revenue or funding. Companies qualifying for JUCE Indie can acquire multiple licences for $40/month per developer under the subscription plan or $800 for a one-off perpetual licence per developer. We require a 1-month Minimum Commitment for the JUCE Indie subscription plan. You may release Applications with your JUCE Indie licence up to a Revenue Limit of $500,000. This means that if your company’s total gross revenue earned or raised exceeds $500,000, then you will be required to either upgrade to JUCE Pro, license your Application as an open-source project under the GNU License, or stop using the Framework and distributing your Applications.
JUCE Pro is for businesses and teams and is also offered as a per-developer licence, with a Fee required for each developer on a team or within a business who uses JUCE Pro. Companies can acquire the JUCE Pro license for $130/month per developer under the subscription plan or $2,600 for a one-off perpetual licence per developer. We require a 1-month Minimum Commitment for the JUCE Pro subscription plan. There is no Revenue Limit for use of JUCE Pro.
JUCE Educational is offered to bona fide educational institutions and comes with a number of seats as requested by the educational institution. JUCE Educational is free and does not come with any Minimum Commitments or Revenue Limits. You agree to submit any requested documentation to show proof of a bona fide educational institute.
What are the Projucer and the DemoRunner?
The Projucer and DemoRunner are not to be confused with the JUCE Code. The Projucer is rather a Software project management tool to be used with the JUCE Code that helps you organize your Code. The DemoRunner is a simple app showcasing the capabilities of the JUCE Code. Both are included in your JUCE licence. The Projucer and the DemoRunner are referred to as “Software,” and the JUCE Code together with the Projucer and DemoRunner Software are collectively referred to as “Framework” throughout this Agreement.
What is the GNU General Public License?
If you exceed your Revenue Limit for JUCE Personal and don’t want to upgrade to a JUCE Indie or JUCE Pro license, then to distribute your Applications you must release the source code under the open-source GNU General Public License v.3 as described in this Agreement.
During the term of this Agreement, you expressly acknowledge and agree that if you are a JUCE Personal, JUCE Indie user and the Revenue Limit thresholds, above, are exceeded, then you may no longer use that tier of the Framework to distribute Applications, and to continue distributing Applications you must either: (a) purchase a different JUCE licence (if eligible); (b) cease distributing your Applications; (c) license your Applications under the GNU License. We may monitor your compliance with and enforce these restrictions and requirements as described in clause 10.4 below.
1. Grant and scope of Licence for the Framework
1.1. We do not sell the Framework to you. The Framework is licensed to you as described in this Agreement and we remain the owners of the Framework at all times. Provided you adhere to the terms of this Agreement, including payment of Fees and Minimum Commitments, we grant you a non-exclusive, non-transferable (except as provided in clause 11.2 below) licence to download, develop, and modify the Code to enable the development of the Applications on the terms of this Agreement, and to download the Software to be used in connection with the Code.
1.2. The following four JUCE modules are governed by the permissive ISC License: juce_core, juce_audio_devices, juce_audio_basics, juce_events.
1.3. Each JUCE licence includes New Features and Minor Updates for that specific JUCE license and all previous versions of JUCE, but does not include New Releases.
1.4. Each JUCE licence comes with a specific number of seats for users to utilise the Framework, and you agree that only one user may utilise the Framework per seat offered in your specific JUCE licence for the purposes of coding and development. Note: if you have a JUCE Pro license and are installing JUCE on multiple computers and such computers are only being used for compilation and testing, such usage is included in your JUCE Pro license and no additional seats are required.
1.5. You may not use a JUCE subscription licence to license Applications owned by a third party. Where the Licensee Content is not owned by the licence holder the licence holder must have a perpetual licence.
1.6. You may not use JUCE Personal, JUCE Indie, JUCE Pro or JUCE Educational simultaneously. You may not combine or integrate your Licensee Content developed with one tier of the Code (e.g., JUCE Personal) simultaneously with any of your Licensee Content that you develop with another tier (e.g., JUCE Indie or JUCE Pro).
1.7. You may sell or distribute Applications using the Code that incorporates your Licensee Content to end users, provided that you adhere to the terms in this Agreement, including paying applicable Fees once you hit your Revenue Limit. You may not sell, sublicense, or otherwise distribute the Code or Software on their own.
1.8. Where you have licensed JUCE Educational, you may be requested to provide certain documentation before being approved, and RMS reserves the right in its sole discretion to decline authorisation for JUCE Educational.
1.9. Remember, unless you upgrade to JUCE Indie or JUCE Pro, if you exceed the Revenue Limit for JUCE Personal and you want to continue distributing Applications, then you must do so under the GNU GPLv3 License. The GNU GPLv3 is an open-source licence and requires, among other things, that you make your source code available and license modified files and larger derived works (including all linked code) under the same terms of the GNU License. Please review the terms of the GNU GPLv3 License carefully.
1.10. You may not create Applications directed toward Children, unless you fully comply with the COPPA rules, including without limitation obtaining verifiable parental consent, as further described in clause 10 below. You are responsible for any liabilities arising out of a violation of COPPA.
1.11. Each particular type of JUCE license comes with certain features as described further in this chart, and you agree to only use the JUCE Framework as is allowed under your particular JUCE licence, including not removing the JUCE splash screen if you have the JUCE Personal or JUCE Educational licence.
Except as expressly set out in this Agreement or as permitted by any local law, you undertake:
2.1. not, in whole or in part, to copy the Framework except where such copying is incidental to normal use of the Framework;
2.2. not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Framework nor permit the Framework or any part of it to be combined with, or become incorporated in, any other programs or frameworks;
2.3. not to do anything that could cause or result in the Framework being subject to any open source licence (or similar licence) that requires as a condition of use, modification or distribution that the Framework or other software combined or distributed with the Framework be:
2.3.1. disclosed or distributed in source code form;
2.3.2. licensed for the purpose of making derivative works;
2.3.3. redistributable at no charge.
Please note if you are interested in an open source option, please review the JUCE Personal licence terms referenced in clause 1.9 above.
2.4. not to disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Framework nor attempt to do any such things except to the extent expressly permitted by applicable law;
2.5. to maintain accurate and up-to-date records of the number and locations of all copies of the Framework;
2.6. to comply with all applicable laws, including all technology control or export laws and regulations;
2.7. to supervise and control use of the Framework and ensure that the Framework is used by your employees and representatives in accordance with the terms of this Agreement;
2.8. not to use the Framework in connection with any Licensee Content, Application or otherwise that infringes or misappropriates any third party right, including any intellectual property, property, privacy, contract or other proprietary right or for any other illegal or immoral purpose;
2.9. not to delete or in any manner alter any of our copyright, trademark or other proprietary rights notices or markings appearing on or in the Framework;
2.10. not otherwise use, copy, transfer or distribute the Framework or part of it, except as expressly permitted by this Agreement, in any manner which is inconsistent with this Agreement.
3. Fees and Minimum Commitments
3.1. Where you have purchased a JUCE subscription licence, you agree to pay the subscription Fee from the first day of purchase, and recurring every month on the same day, for the Minimum Commitment, where applicable. Through purchasing a subscription you authorise RMS to send instructions to the financial institution that issued your payment card to take Fees from your card account in accordance with this Agreement.
3.2. We may change the Fees associated with our subscription plans from time to time, or may upgrade a subscription license to the latest New Release of the Framework. These changes will be communicated to you in advance. Subject to applicable law, you accept the new Fee or New Release by continuing to use the Framework after the change has taken effect. You have the right to reject a Fee change or New Release by terminating your subscription prior to the change going into effect.
3.3. Where you have purchased a perpetual licence you agree to pay the Fee as notified to you on the Website at the time you purchase your JUCE licence.
3.4. All payments of Fees are non-refundable.
3.5. All Fees payable under this Agreement are exclusive of VAT or any relevant local sales taxes, for which you shall be responsible.
3.6. Without limiting all available remedies, in the event RMS discovers that you have been using the Code in breach of this Agreement, or have exceeded your Revenue Limit in breach of this Agreement, you shall be liable for the amount of Fees due if you had properly purchased a JUCE subscription licence, the amount of any audit, and internal administration costs in the amount of no less than £1,000.
4.1. We shall have no obligation to provide support and maintenance services to you. You may participate in our online support forum in accordance with our forum policies in place from time to time. Further support and maintenance services may be offered at our sole discretion, and may be offered as a feature of the JUCE licence you purchase.
4.2. You acknowledge and agree that we have no obligation under this Agreement to provide New Features, Minor Updates, or New Releases of the Framework.
5. Intellectual Property Rights
5.1. You acknowledge that all Intellectual Property Rights in the Framework and all copies thereof throughout the world belong to us, that rights in the Framework are licensed (not sold) to you, and that you have no rights in, or to, the Framework other than the right to use it in accordance with the terms of this Agreement.
5.2. You shall own all modifications you make to the Code, and all Intellectual Property Rights therein, that are created and incorporated in the Application, subject to our continuing ownership of the Framework and all associated Intellectual Property Rights in the Framework.
6. Disclaimer of Warranty
6.1. The Framework is provided “as is” without warranty of any kind, including without limitation any warranties that the Framework or Application will be uninterrupted, error-free or otherwise free from infringement. All other conditions, warranties or other terms whether express or implied, or incorporated into this Agreement or any collateral contract, whether by statute, common law or otherwise, including without limitation warranty of merchantability or fitness for a particular purpose are hereby excluded to the fullest extent permitted by law, including the implied conditions, warranties or other terms as to satisfactory quality, fitness for purpose or the use of reasonable skill and care.
6.2. You acknowledge that the Framework has not been developed to meet your individual requirements and that it is therefore your responsibility to ensure that the facilities and functions of the Framework meet your requirements.
7. Limitation of Liability and Indemnification
7.1. Neither RMS nor its parent company, subsidiaries, employees, partners or contractors shall in any circumstances whatsoever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with this Agreement for any indirect, consequential or special loss or damage, including but not limited to, for:
7.1.1. loss of profits, sales, business, or revenue; business interruption;
7.1.2. loss of anticipated savings;
7.1.3. loss or corruption of content, data or information;
7.1.4. loss of business opportunity, goodwill or reputation;
7.1.6. any indirect or consequential loss or damage;
7.1.7. any computer failure or malfunction, corruption to or loss of data or files, or any and all other commercial damage or loss.
7.2. Nothing in this Agreement shall limit or exclude our liability for:
7.2.1. death or personal injury resulting from our negligence;
7.2.2. fraud or fraudulent misrepresentation;
7.2.3. any other liability that cannot be excluded or limited by law.
7.3. Subject to clause 7.1 and 7.2, our maximum aggregate liability under or in connection with this Agreement whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to the Fees paid by you to RMS in the month before the claim arose or $15, whichever is greater.
7.4. You agree to indemnify, defend and hold us and our licensors, partners, affiliates, contractors, officers, directors, employees and agents harmless from any third party claims, liabilities, losses, costs and expenses (including legal expenses) or otherwise arising directly or indirectly from (i) the Licensee Content or your Applications; (ii) your use, handling, or operation of the Framework otherwise than in accordance with this Agreement, or (iii) any violation of applicable laws by you, including without limitation COPPA violations.
7.5. This clause 7 shall survive and shall not be rendered ineffective by the termination or expiry of this Agreement for whatever reason.
8. Term and Termination
8.1. Where you have purchased a JUCE perpetual licence, this Agreement shall remain in effect in perpetuity for the version originally acquired (and any New Features or Minor Updates acquired under that version) unless terminated by us in advance in accordance with this Agreement.
8.2. Where you have purchased a JUCE subscription licence, this Agreement shall remain in effect for the Minimum Commitment and shall renew automatically on a monthly basis following expiry of the Minimum Commitment, subject to payment of any applicable Fees.
8.3. Where you have licensed a JUCE Educational licence, this Agreement shall renew automatically on a monthly basis and remain in effect until the JUCE Educational licence is terminated or you no longer qualify for the JUCE Educational licence.
8.4. Where you have purchased a subscription licence and you fail to pay the subscription Fee when it falls due then your JUCE licence will terminate. Where your licence is terminated before the end of the Minimum Commitment then you, in any event, are still responsible for paying the subscription Fee for the remaining term of the Minimum Commitment.
8.5. We may terminate this Agreement immediately by written notice to you if you commit a breach of this Agreement which you fail to remedy (if remediable) within 14 days after written notice requiring you to do so.
8.6. Upon termination for any reason:
8.6.1. all rights granted to you under this Agreement shall cease, including without limitation, the rights to deal with the Framework incorporated within the Application;
8.6.2. you must cease all activities authorized by this Agreement, including distribution of your Application that incorporates the Framework.
8.6.3. Notwithstanding the provisions of Sections 8.6.1. and 8.6.2, any versions of your Application that have already been distributed to users may continue to be used by end users.
9. Communications Between Us
9.1. If you wish to contact us in writing, or if any condition in this Agreement requires you to give us notice in writing, you can send this to us by email at email@example.com. We will confirm receipt of this by contacting you by email.
9.2. If we have to contact you or give you notice in writing, we will do so by the email associated with your JUCE licence or by pre-paid post to the address you provide to us in your order for the Framework.
10. Data, Privacy and Publicity
10.2. You may not use the Framework in connection with any Application that may be “directed to children” as defined under the Children’s Online Privacy Protection Act (“COPPA”) unless you fully comply with COPPA and all other similar applicable laws. You are fully liable for, and will defend, hold harmless and indemnify RMS and its affiliates against any and all liability arising from or relating to COPPA in connection with any Application directed to Children.
10.3. You agree that RMS may use your name and logo to publicize that you are using the JUCE Framework in your Applications. You may opt out of this publicity by emailing RMS at firstname.lastname@example.org and we will use best efforts to remove all uses of your name or logo within a commercially reasonable time.
10.4 To ensure compliance with this Agreement, you agree that within thirty (30) days from the date of our request, you shall provide all pertinent records and information requested in order to verify that your installation and use of any and all Frameworks are in compliance with this Agreement, along with a signed verification that all such information is complete and correct. You also agree we may audit applicable records concerning your use of Framework during normal business hours upon notice to you, at our cost, except in the event the audit reveals an underpayment or breach of this Agreement, you shall be liable for the cost of the audit.
11. Other Important Terms
11.1. We may transfer our rights and obligations under this Agreement to another organisation, but this will not affect your rights or our obligations under this Agreement.
11.2. You may transfer your rights or your obligations under this Agreement to another person or entity provided that you are in full compliance with this Agreement and provided that you first contact RMS in writing and follow the required steps for transfer.
11.3. This Agreement and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Agreement or any document expressly referred to in it.
11.4. If we fail to insist that you perform any of your obligations under this Agreement, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
11.5. Each of the conditions of this Agreement operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.
11.6. Governing Law and Jurisdiction.
11.6.1. If you are a UK, EU, EEA or Swiss citizen, this Licence shall be governed by the laws of England and Wales without regard to its conflict of law rules and you consent to the exclusive jurisdiction of the courts located in London, UK.
11.6.2. If you are a US citizen, this Licence shall be governed by the laws of California without regard to its conflict of laws rules and you consent to the exclusive jurisdiction of the state and federal courts located in Santa Clara County.
11.6.3. If you live outside the US, UK and EU, EEA or Switzerland, you agree to the laws and jurisdiction of California as noted above in clause 11.6.2 above.
11.6.4. You may have additional rights as a consumer under your local law.
12. Definitions. The definitions and rules of interpretation in this clause apply in this Licence:
12.1. Application(s): desktop or mobile applications developed using the JUCE Code, which incorporates the Licensee Content.
12.2. Code: means the JUCE 7 code, specifically, JUCE Personal, JUCE Pro, JUCE Indie, JUCE Educational, and any New Features and Minor Updates thereto.
12.3. COPPA: means the Children’s Online Privacy Protection Act of 1998, 15 U.S.C. 6501–6505, as may be updated and amended.
12.4. Children: mean children under the age of 13, or as otherwise defined by applicable law.
12.5. Customizations: mean the enhancements, modifications, improvements, or any other changes made by RMS to either JUCE or the Licensee code, as specified.
12.6. Fee: the licence fee payable by you to us for use of the Framework as detailed further in clause 3 and on the Website.
12.7. GNU License: the GNU General Public License v.3, which governs the terms of your JUCE Personal or Indie license if you exceed the Revenue Limit.
12.8. ISC License: the permissive ISC license, which governs the following five modules: juce_core, juce_audio_devices, juce_audio_basics, juce_event, juce_blocks.
12.9. Intellectual Property Rights: patents, utility models, rights to inventions, copyright and related rights, trademarks and service marks, trade names and domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to preserve the confidentiality of information (including know-how and trade secrets) and any other intellectual property rights, including all applications for (and rights to apply for and be granted), renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future, in any part of the world.
12.10. Licensee Content: any content created, owned or used by the Licensee in connection with the Framework.
12.11. Minimum Commitment: the minimum length of time you must license your JUCE Code in order to be eligible for the JUCE licence, depending on the type of your JUCE licence.
12.12. Minor Update: any release of bug fixes and small improvements within the same version of the JUCE Framework licensed by you (e.g., JUCE 7.1.1 to JUCE 7.1.2).
12.13. New Features: any release of a new feature within the same version of the JUCE Framework licensed by you (e.g., JUCE 7.1 to JUCE 7.2), but not including New Releases or other features not included in your specific type of JUCE license.
12.14. New Releases: any new release of a new version of the JUCE Framework, that is not included in this license Agreement, which contains such significant differences from the previous versions as to be generally accepted in the marketplace as constituting a new product (e.g., JUCE 7 to JUCE 8).
12.15. Framework: the Code and Software.
12.16. Revenue Limit: the total gross annual revenue limit in USD (or the currency conversion equivalent thereof), of a business, whether it be a sole trader, team, or registered company, which shall be calculated as any and all revenue raised, donated towards, earned, or otherwise received in connection with your business, whether or not in connection with your Applications, before your JUCE licence requires either payment or separate license terms.
12.17. Software: the Projucer software management tool to be used with the JUCE Code that helps you organize your Code and any New Features and Minor Updates thereto, and the DemoRunner software and any New Features and Minor Updates thereto.
12.19. Website: means juce.com, and its associated web pages.
12.20. Distributing/Releasing applications: To distribute/release an Application means to provide copies of the Application to end users. You are free to develop Applications and make modifications to copies of JUCE and use them privately, without ever releasing/distributing them. This applies to organizations (including companies), too; an organization can make Applications and modified versions of JUCE and use them internally without ever releasing/distributing them outside the organization.