Unity versions not affected by Unity Runtime Fee

Unity versions not affected by Unity Runtime Fee.md

Unity versions not affected by Unity Runtime Fee

This is information that has been dug up by me and others in the Unity community. It's not official information from Unity (but most of the linked resources are). It is also not legal advise. I am not a lawyer.

TLDR:

Contrary to what Unity themselves are saying, for games made with these Unity versions, developers can elect not to be affected by a newer version of the Terms of Service that introduces the Unity Runtime Fee:

• Unity 2022.x or earlier
• Unity 2021.x LTS or earlier

This is according to the version of the Terms of Service that was in effect prior to April 3, 2023, which can be found in the Internet Archive here:
https://web.archive.org/web/20230303043022/https://unity.com/legal/editor-terms-of-service/software

Specifically, this section:

6. Modifications to these Software Terms and Long-Term Supported versions.

Without limiting the Terms, Unity may update these Software Terms at any time for any reason and without notice (the “Updated Terms”) and those Updated Terms will apply to the most recent current-year version of the Software, provided that, if the Updated Terms adversely impact your rights, you may elect to continue to use any current-year versions of the Unity Software (e.g., 2020.x and 2020.y and any Long Term Supported (LTS) versions for the Long Term Supported term as specified in the Offering Identification) according to the terms that applied just prior to the Updated Terms (the “Prior Terms”). The Updated Terms will then not apply to your use of those current-year versions unless and until you update to a subsequent year version of the Software (e.g. from 2020.3 to 2021.1). If material modifications are made to these Terms, Unity will endeavor to notify you of the modification. If a modification is required to comply with applicable law, the modification will apply notwithstanding this section. Except as explicitly set forth in this paragraph, your use of any new version or release of the Software will be subject to the Updated Terms applicable to that release or version. You understand that it is your responsibility to maintain complete records establishing your entitlement to Prior Terms.

On April 3, 2023, the latest version of Unity were Unity Unity 2022.2.13 and Unity 2021.3.22 LTS, which means that in the terms of the section above, the corresponding "current-year versions of the Unity Software" are 2022.x and 2021.x LTS.

Background

Unity Technologies has announced a new Unity Runtime Fee that charges developers a fee per installed game above certain thresholds.
https://blog.unity.com/news/plan-pricing-and-packaging-updates

Does this fee apply even to games that were already released before these terms were introduced? Unity is vague about this in multiple places, but says yes in one of their FAQs here:
https://forum.unity.com/threads/unity-plan-pricing-and-packaging-updates.1482750/

But developers didn't agree to those terms when they developed and released their already released games. Can Unity really make new terms apply retroactively to already released games? Yes, says a Unity employee who checked with a lawyer internally:
https://forum.unity.com/threads/unity-plan-pricing-and-packaging-updates.1482750/page-45#post-9297488

However, this conflicts with what Unity's own terms of service said up until April 3, 2023 (see link and quoted section further up).

When the old TOS, which developers agreed to, says that developers can choose to stick with that version of the TOS as long as certain criteria apply, then it doesn't matter that a newer version of the TOS, which developers didn't agree to, no longer says that. You can only change terms after the fact to the extend this has already been agreed to in advance, and the old TOS does not grant Unity free rights to change the terms later, due to the limitations specified in section 6.

Does the old TOS already allow for the Unity Runtime Fee?

Okay, so projects based on certain Unity versions are not bound by newer versions of the Terms of Service. But does the old version of the Terms of Service already allow for Unity to introduce new fees without changing the terms?

The Terms of Service are generally vague about the specifics of fees, but there are some notable differences of how they are described in the old and new TOS.

The new TOS (from April 3, 2023) has this section:

2.2 Unity Runtime

Subject to payment of applicable fees, if any, you may distribute the Unity Runtime as an integrated part of your Projects, solely as embedded or incorporated into your Projects, and solely to third parties to whom you license or sell your Projects or who provide you with services, in each case pursuant to an agreement that is no less protective of Unity and its licensors and its service providers than this Agreement.

Here, "applicable fees" could mean almost anything, and might have been formulated that way to already pave the way for the Unity Runtime Fee.

The old TOS (Prior Terms) instead had this formulation:

“Unity Runtime” means the runtime portion of the Software intended for distribution.

Conditioned upon your compliance with these Software Terms and the Terms, and payment of all applicable subscription fees, Unity grants you a non-exclusive, non-transferable, royalty-free right to (a) install and execute the Unity Editor solely for internal use by the number of Authorized Users as set forth in your Offering Identification to develop your Projects during the applicable term (the “Unity Editor Rights”), and (b) if you are using a version of Software other than an Educational Version, distribute the Unity Runtime as an integrated part of your Projects, solely as embedded or incorporated into your Projects, and solely to third parties to whom you license or sell your Projects or who provide you with services, in each case pursuant to an agreement that is no less protective of Unity and its licensors and its service providers than this Agreement.

Here, there is only reference to "payment of all applicable subscription fees", and since the Unity Runtime Fee is not a subscription fee, this phrasing grants a license to distribute the runtime as long as subscription fees are paid and other terms in THAT version of the TOS are complied with.

History of the Terms of Service

Unity has deceptively attempted to hide the fact that the old TOS placed these limitations on their own powers to change the terms. They have deleted a GitHub repository that tracked changes to the terms of service prior to the point where they removed the section about being allowed to stick with Prior Terms. See this reddit post:
https://www.reddit.com/r/gamedev/comments/16hnibp/unity_silently_removed_their_github_repo_to_track/

Also note that the Unity website doesn't properly keep track of the history of the Terms of Service.

The latest TOS says it was last changed on April 3, 2023:
https://unity.com/legal/editor-terms-of-service/software

The latest versions says "The prior version of the Software Terms is available here." and links to this page, but this page says it was replaced on October 13 2022:
https://unity.com/legal/terms-of-service/software-legacy

So the Unity website has not kept track of the version of the TOS that was the latest one in the period October 13 2022 to April 3 2023. Luckily, it's available in the Internet Archive here:
https://web.archive.org/web/20230303043022/https://unity.com/legal/editor-terms-of-service/software

Crucially, that in-between version ALSO has the clause about "may elect to continue to use any current-year versions of the Unity Software (...) according to the terms that applied just prior to the Updated Terms".

On April 2nd 2023, the "current-year versions of the Unity Software" were Unity 2022.x and Unity 2021.x LTS. So those Unity versions - as well as any earlier ones - are not affected by the new changes of the terms of service that introduce the Unity Runetime Fee. Or more specifically, you "may elect" to use those versions according to the "Prior Terms", so I suggest developers do elect to do that if they use those relevant versions of Unity.

In conclusion

Again, I am not a lawyer and this is not legal advise. But it is also clear that Unity absolutely cannot be trusted to interpret their own terms, given the way they have attempted to hide the facts and make statements which contradicts their own terms. And to my eye, it very much looks like there is no ground for them to enforce their new fees on games made with Unity 2022, Unity 2021 LTS, or earlier.

Sorry, I had go hunt down a lawyer to answer this so it took a while. Here is their response:

"Our terms of service provide that Unity may add or change fees at any time. We are providing more than three months advance notice of the Unity Runtime Fee before it goes into effect. Consent is not required for additional fees to take effect, and the only version of our terms is the most current version; you simply cannot choose to comply with a prior version. Further, our terms are governed by California law, notwithstanding the country of the customer."

https://forum.unity.com/threads/unity-plan-pricing-and-packaging-updates.1482750/page-45#post-9297488

Yes, that's one of the forum replies I'm already talking about and linking to in my post, and explaining how that comment conflicts with what their own terms say. I'm not sure why you're quoting the same thing again in your comment as if it was not already taken into account.

You missed a January 1, 2023 version of the TOS between the October 22, 2022 and April 3, 2033 ones. It removes the language about remaining on prior versions of the TOS (see section 23.2)

https://web.archive.org/web/20230104172132/https://unity.com/legal/terms-of-service

Any updates to their tos past when i began working on my projects is void

Additional files here... i think upload got weird cause i got a html downloaded with firefox and it makes a folder with all the web assets.

https://archive.org/details/unity-editor-software-terms

You missed a January 1, 2023 version of the TOS between the October 22, 2022 and April 3, 2033 ones. It removes the language about remaining on prior versions of the TOS (see section 23.2)

https://web.archive.org/web/20230104172132/https://unity.com/legal/terms-of-service

Thanks! I'll update the post to reflect this when I get time.

Dude it says if you keep a copy if this tos, that is your tos, it says that

Yes, that's one of the forum replies I'm already talking about and linking to in my post, and explaining how that comment conflicts with what their own terms say. I'm not sure why you're quoting the same thing again in your comment as if it was not already taken into account.

because they can delete it

because they can delete it

All right, that was not clear. Thanks for the clarification.

All right, that was not clear. Thanks for the clarification.

thanks for gathering everything!

That there is even a chance to fight this by staying on an older version.
Thank you for writing this up! Super helpful and keeps me sane whilst I develop ❤️
We'll see what comes next.

if u make 1mil u can move to a country that doesnt respect US jurisdictions lol

So they said this:

"Our terms of service provide that Unity may add or change fees at any time. We are providing more than three months advance notice of the Unity Runtime Fee before it goes into effect. Consent is not required for additional fees to take effect, and the only version of our terms is the most current version; you simply cannot choose to comply with a prior version. Further, our terms are governed by California law, notwithstanding the country of the customer."

Previous they had this as their Terms Of Service:

"Without limiting the Terms, Unity may update these Software Terms at any time for any reason and without notice (the “Updated Terms”) and those Updated Terms will apply to the most recent current-year version of the Software, provided that, if the Updated Terms adversely impact your rights, you may elect to continue to use any current-year versions of the Unity Software (e.g., 2020.x and 2020.y and any Long Term Supported (LTS) versions for the Long Term Supported term as specified in the Offering Identification) according to the terms that applied just prior to the Updated Terms (the “Prior Terms”). The Updated Terms will then not apply to your use of those current-year versions unless and until you update to a subsequent year version of the Software (e.g. from 2020.3 to 2021.1). If material modifications are made to these Terms, Unity will endeavor to notify you of the modification. If a modification is required to comply with applicable law, the modification will apply notwithstanding this section. Except as explicitly set forth in this paragraph, your use of any new version or release of the Software will be subject to the Updated Terms applicable to that release or version. You understand that it is your responsibility to maintain complete records establishing your entitlement to Prior Terms."

You have had a contract with unity, which is reflected by their old TOS. It gives you the right to choose to keep the “Prior Terms” while you stay at the LTS Versions of Unity. Im not a lawyer but i dont see anything there that would completley remove that right.
Their CEO even stated that publicly himself (some tweet or so).
No one normaly reads this Terms Of Service, since you believe they act in good faith, but those terms are pretty straight forward. You can keep the “Prior Terms” for LTS Versions up to 2022.

That said, this behaviour, not even the stupid pay per install, that could have been avoided by having a percentage fee, but this is so damaging to them. Its sociopathic and reflects extremly poorly on them as a company. They try to hide their contracts they have had with their costumers and now they try to screw them over and change them backwards against their own contracts. Its like you work with a psychopath / gangster. Its honestly baffeling.

Their CEO even stated that publicly himself (some tweet or so).

More than that; I can provide multiple examples of contrary statements. Unity published an announcement (which is a formal communication) available here: https://blog.unity.com/community/updated-terms-of-service-and-commitment-to-being-an-open-platform

In the Reddit thread linked from that announcement the user 'Unity_John' (who is indicated to be John Riccitiello, and is the original poster on the linked announcement), makes several important comments.

The terms cover a lot of things -- but we would never apply something retroactively after you buy a service.
See: https://www.reddit.com/r/Unity3D/comments/agn89u/comment/ee7oi5i/

I am not sure it would be easier to tie the TOS to the release time. What about the case where a Dev using a prior version of Unity takes many years to build and release the game. We think the Dev in this situation would have the reasonable expectation to be able to operate under the TOS we had when they started. That’s how we got to linking the TOS to the release used by the specific Dev.
See: https://www.reddit.com/r/Unity3D/comments/agn89u/comment/ee7o9y2/

We will not make TOS changes retroactive.
See: https://www.reddit.com/r/Unity3D/comments/agn89u/comment/ee7nf8x/

Given these are part of a Q&A about the announcement, linked from within the announcement; these can be reasonably understood to be official statements of Unity's CEO, who is duly authorized under the company's articles to make binding agreements. They therefor, are statements which one could make reasonable decisions on the basis of.

Given Unity did not, and has not, made any announcement countering these statements indicating they are no longer in effect, any customer should reasonably be able to make decisions on the basis of this; including choosing to renew, choosing to upgrade to a newer license or choosing to use Unity as a platform for projects which may cost upwards of several million dollars to execute.

If these changes resulted in harm to a developer who was operating in good faith on the basis of such pronouncements, e.g. a project being cancelled by a publisher, I would not want to be in Unity's shoes. There are several well established legal principles such as Estoppel which would potentially apply in this case.

better start mass downloading the archived offline installers before they wipe it

be careful that you do not download newer version when you are logged in with your account.

The old TOS had a protective clausel against exactly what Unity is doing now. It probably means you can stay on older TOS versions, as long as you do not install a newer major unity version after ~ 01.April 2023. (im not sure about download or install)
The moment you do so (waybackmachine had the last "good" TOS with march of 22, 2023.) you are triggering the TOS major upgrade clause and accepting the newest TOS.

If you download 2023 it seems you are fupped.
Updating minor versions 2020.1, 2020.3 even the newest they have etc should be fine. But switching Major Version that you previously didn´t have installed is probably considered a major upgrade. So going 2020 -> 2021 (when you never had 2021 used previous) is also a major upgrade.

Also go get your privacy editor data. Unity seems to collect a ton of you Editor Privacy Data, in your Profile https://id.unity.com/en/privacy/edit

I'm a little confused, but I think I mostly understand.
Does this mean (in theory), using 2022.3.4f1 is safe? That's the current version my game is developed on.. I was about to throw everything away, but I'm hopeful everything Unity announced is somehow retracted.

Thanks in advance!

EDIT: Also, how would I "elect"??

Given that a lot of people are looking into this it would help if we can coordinate actual legal perspective on these documents.

The key aspects being OP's references to the TOS from Unity, and the open comments made by the Unity CEO (https://gist.github.com/runevision/1c0d6a856dda1461577cf7f84574253a?permalink_comment_id=4692784#gistcomment-4692784)

i dont even know how tf they even track the game.. are they need to be connected to the internet to be connected? if so, can we just go and upload the app trough torrent and make it so that the game cant run when there's internet

@xXrhoXx you are asking from the player a bit too much , can't imagine people would actually do that. Also it would be impossible for multiplayer games.

@Sandler i have my settings set to "Your account shows that you are currently opted-out" in the Editor privacy settings on the privacy/edit page you linked me.

About the install dates , the latest stable one seems to be Unity 2022.2.13 ( March 31, 2023 ) , but the thing is I have recently reinstalled windows and all editor versions ( I have like 6 versions installed on my machine ranging from 2021.3.15f to 2023.3.0a3 ) and they all have been installed post April 2023 ( starting from June this year ) , does it mean we can still download and install older unity versions that have older TOS attached to them no matter when you install them in the future ? Or is the new TOS also applies to all the old editor versions that have been downloaded and installed post April 2023 ? Would we need to download the offline installers now or does it mean we can still use the Hub for automated installs ?

I also have backed up my offline activation license files sometimes last year with a 2021 editor ( Unity_v2021.3.7f1.alf ) - does it helps me in anyway ?

Also someone have pointed out about the UPM ( unity package manager ) - I don't imagine it applies to the official unity packages , or does it ?

better start mass downloading the archived offline installers before they wipe it

All the 2022-2017 offline editor's that I've tried from https://unity.com/releases/editor/archive now mention either the online TOS, or the updated TOS.

Just storing this here as the full text of the unity terms of service from 2022 if anyone wants to keep a copy in their repo

Unity Editor Software Terms

Last Updated:  October 13, 2022

What’s changed:  We have posted an update to our Unity Editor Software Terms to create a more streamlined, user-friendly set of terms that reflect the current state of the Unity Editor Software and Plans. The prior version of the Software Terms is available [here](https://web.archive.org/web/20230303043022/https://unity.com/legal/terms-of-service/software-legacy).

These terms (the “Software Terms”) govern your use of Unity Enterprise, Unity Pro, Unity Plus, and Unity Personal, and supplement the Unity Terms of Service.  

1. Unity Software Tier Eligibility

The Tier Eligibility Requirements set forth below apply to your use of Software

1.1 Tier Eligibility; Financial Thresholds

You and your Authorized Users, if applicable, must be Tier Eligible at all times to use any Software. “Tier Eligible” means that your Total Finances cannot exceed the defined Financial Thresholds for the tier of Software you (or those providing services to you) are using. Tier Eligibility is measured each date you use the Software for the most recent twelve (12) trailing month period. Immediately upon your Total Finances exceeding the Financial Threshold of the Software tier you are using, you must upgrade your Unity Plan. You may not (i) use Software tiers within different Financial Thresholds at the same time, (ii) have different Authorized Users or members of your Unity Organization use Software tiers within different Financial Thresholds at the same time, and/or (iii) combine or integrate any of your Projects developed with one tier of the Software with any of your Projects developed simultaneously with another tier.  

Total Finances are measured as follows:

    If you are a legal entity using the Software, then your Total Finances are: (a) if you are providing services to a third party, your customers’ or clients’ gross revenues and/or funding (no matter what the source); or (b) if you are not providing services to a third party, your aggregate gross revenues and funding.  
    If you are a governmental entity, non-profit, educational or academic institution using the Software, then your Total Finances are your budget for the entire entity or institution.
    If you are an individual using the Software, then your Total Finances are: (a) if you are providing service(s) to a third party, your customer’s or client’s gross revenues and/or funding (no matter what the source); or (b) if you are not providing service(s) to a third party, the amount generated in connection with your use of the Software. 

Financial Thresholds:

    The Financial Threshold for Unity Personal is US $100,000 for the most recent twelve (12) month period.  To be Tier Eligible to use Unity Personal, your Total Finances may not exceed US $100,000.  If your Total Finances exceed US $100,000 you may not use Unity Personal at all, even for internal projects or prototyping.   
    The Financial Threshold for Unity Plus is US $200,000 for the most recent twelve (12) month period. To be Tier Eligible to use Unity Plus, your Total Finances may not exceed US $200,000.  If your Total Finances exceed $200,000, you may only use Unity Pro or Unity Enterprise.
    There is no Financial Threshold for Unity Pro. You do not need to be Tier Eligible to use Unity Pro; Unity Pro may be used by anyone.

For clarity, these Financial Thresholds apply whether or not you use the Software as part of a Unity Plan.

By using the Software, you represent and warrant that you are Tier Eligible to use the tier of Unity Software you are using and those being used on your behalf.  You understand that it is your responsibility to maintain complete records establishing your Tier Eligibility and you bear the burden of proving your Tier Eligibility if we ask.

2. Use Rights

The scope and limitations of your right to access and use the Unity Editor Offerings are as follows:

2.1 Unity Editor and Unity Runtime

“Unity Editor” means the executable form of the authoring environment provided by the Software. 

“Unity Runtime” means the runtime portion of the Software intended for distribution.

Conditioned upon your compliance with these Software Terms and the Terms, and payment of all applicable subscription fees, Unity grants you a non-exclusive, non-transferable, royalty-free right to (a) install and execute the Unity Editor solely for internal use by the number of Authorized Users as set forth in your Offering Identification to develop your Projects during the applicable term (the “Unity Editor Rights”), and (b) if you are using a version of Software other than an Educational Version, distribute the Unity Runtime as an integrated part of your Projects, solely as embedded or incorporated into your Projects, and solely to third parties to whom you license or sell your Projects or who provide you with services, in each case pursuant to an agreement that is no less protective of Unity and its licensors and its service providers than this Agreement.

2.2 Unity Plans

Each Unity Plan includes one (1) subscription to use the Unity Software designated for that Unity Plan as well as the Plan Benefits available with that Unity Plan.  Your use of Software as part of your Unity Plan is, accordingly, subject to all rights and restrictions set forth herein with respect to the applicable tier of the Software, unless explicitly modified by this Section 2.2.  

The specific Plan Benefits associated with your Unity Plan are available in the Offering Identification. Unity may modify Plan Benefits from time to time in its sole discretion. 

Your Plan Benefits may include certain Offerings, Unity Toolkits, standalone third party software, and/or the right to add on other Offerings, like Unity’s Integrated Success Services, Professional Services or a license to access the Unity source code.  Access to Plan Benefits is subject to separate terms and conditions applicable to such benefits (as stated in these Software Terms, the Terms, on Unity’s [Legal Information page](https://web.archive.org/web/20230303043022/https://unity3d.com/legal), or as otherwise provided to you by Unity) and may incur additional fees.  

2.1.1 Educational Versions

Unity offers Educational Versions of Software which are subject to certain eligibility requirements as follows: 

    The Unity Student Plan may be used solely by students who are currently enrolled in an accredited educational institution.  Without limiting the Terms, the Unity Student Plan may be used by students who are at least the age at which an individual can consent to the processing of their personal data in their country of residence (e.g., if you are under 13 in the United States and 16 in the European Union, you may not use the Unity Student Plan) and who are currently enrolled in an accredited educational institution as verified by Unity or Unity's third-party partner.
    The Unity Educator Plan may be used solely by educators who are currently teaching at (a) post-secondary accredited educational institutions, or (b) Grade 8 to Grade 12 schools or accredited educational institutions in the United States. 
    The Unity Educational Grant License may be used solely by educational or non-profit institutions who meet the eligibility requirements for the Educational Grant License Program available in the application provided by Unity or Unity’s third party partners as set forth in the [Unity License Grant Program Qualification Criteria](https://web.archive.org/web/20230303043022/https://images.response.unity3d.com/Web/Unity/%7Bec5fee0f-2073-4bf9-8fc3-e186e16d13c3%7D_License_Grant_qualification_criteria.pdf). Unity may include a watermark designating that your Project was created using the education version of the Unity Software. 

Unity EdLab may be used solely by educational institutions in the United States.  Educational or non-profit institutions may apply for the Unity Educational Grant License and are subject to verification by Unity or Unity's third-party partner. 

2.2.2 Education Plan Benefits

Depending on your role as an enrolled student or an educator, you may apply for the Student Plan or the Educator Plan. If approved, your subscription to either the Student Plan or the Educator Plan includes one (1) subscription to use Unity Pro.  Your use of Unity Pro as part of your Unity Student Plan or the Unity Educator Plan is, accordingly, subject to all rights and restrictions set forth herein with respect to Unity Pro, unless explicitly modified by this Section 2.2.  

As the institutional account administrator for a Unity EdLab plan, you will be granted a license of Unity Pro with multiple seats to be distributed and managed by you among your institution. You will be solely responsible for all activities within your account. The use of Unity Pro as part of the Educational Grant License Program is, accordingly, subject to all rights and restrictions set forth herein with respect to Unity Pro, and, specifically, Section 2.2 of these Software Terms.

2.3 Unity Toolkits

If Unity provides you with a Unity Toolkit, you may access and use such Unity Toolkit exclusively for use with the Software and not in a standalone capacity.  If Unity provides you with the source code for a Unity Toolkit, then conditioned upon your compliance with these Software Terms and the Terms, and payment of all applicable subscription fees, Unity grants you a non-exclusive, non-transferable, royalty-free right to use, reproduce and modify such source code for the sole purpose of developing your Project, and to publish and distribute your modifications to such source code in binary form to third parties as a component part, but not the primary functionality, of your Project. You are solely responsible for any modifications you make to a Unity Toolkit, you agree to indemnify, defend and hold Unity harmless for any claims involving such modifications, and Unity expressly disclaims any and all liability for a modified Unity Toolkit. 

2.4 Build License

The following applies if you purchase Unity’s “Build License” subscription through special arrangement with Unity:

Your Build License subscription includes one (1) subscription to use Unity Pro.  Conditioned upon your compliance with these Software Terms and the Terms, and payment of all applicable subscription fees, Unity grants you a limited, worldwide, non-exclusive, non-transferable, non-sublicensable right during the applicable subscription term to install that copy of Unity Pro on up to ten (10) internal build machines, and you may use that copy for the sole purposes of publishing and distributing, but not creating, your Projects. Your use of Unity Pro as part of your Build License subscription is subject to all rights and restrictions set forth herein with respect to Unity Pro, unless explicitly modified by this Section 2.4.

For clarity, you must purchase a separate "Unity Build Server" subscription in order to use Unity Build Server, subject to the Unity Build Server Terms below. 

2.5 Unity Build Server

The following applies if you purchase, download, install or use Unity Build Server:

Conditioned upon your compliance with these Software Terms and the Terms, and payment of all applicable subscription fees, Unity grants you a limited, worldwide, non-exclusive, non-transferable, non-sublicensable right during the applicable subscription term to use Unity Build Server to manage the use of the Unity Editor Software, installed on a specified number of concurrent Machines (as permitted by your Unity Build Server subscription), for the sole purpose of generating “builds” of your Projects.  

2.6 HMI Platform Deployment 

If the “HMI Platform Deployment” feature is included with your subscription, then conditioned upon your compliance with these Software Terms and the Terms, and payment of all applicable subscription fees, Unity grants you a limited, non-exclusive, non-transferable, revocable right during the applicable term to integrate and embed the Unity Runtime into a number of electronic devices or systems (including, for the avoidance of doubt, vehicles and human transport systems) included in your subscription, solely in order to power, design or implement the human machine interface (HMI) of such device or system.  If you are using Software to power a third party’s human-machine interface, the third party must purchase the HMI Platform Deployment feature. 

You will be responsible for the implementation and/or obtention of any required certifications, fail-safe mechanisms, safety testing and hardware testing related to your HMI Platform Deployment.

2.7 Unity Package Manager

As part of the Software, Unity may include or make available a mechanism for installing, upgrading, configuring and removing Packages for use with the Software (the “Unity Package Manager”), which may be used in accordance with the Unity Editor Rights set forth above. Additionally, conditioned upon your compliance with these Software Terms and the Terms, and payment of all applicable subscription fees, Unity grants you a non-exclusive, non-transferable, non-sublicensable, royalty-free right to deliver or otherwise make Packages available within the Unity Editor, including via the Unity Package Manager, subject at all times to the Unity Editor Rights, and provided you comply with [Unity’s Package Guiding Principles & Guidelines](https://web.archive.org/web/20230303043022/https://unity3d.com/legal/terms-of-service/software/package-guidelines).  You may not otherwise make Packages available within the Unity Editor. 

If you do make Packages available within the Unity Editor as authorized herein, you represent and warrant that you have all necessary rights in and to any such Packages, you agree to indemnify, defend and hold Unity harmless for any claims involving such Packages, and Unity expressly disclaims any and all liability for such Packages.  Without limitation of other rights that Unity has, including those set forth Terms to suspend or terminate your Unity Account, Unity will have the right in its sole discretion, and without prior notice, to disable or suspend access to a Package in order to stop or prevent a violation of this Section or the Package Guidelines.  

Unity may automate delivery of certain Unity-authorized Packages within the Unity Editor.  Your use of a Package may be subject to separate or additional terms and conditions and/or privacy policy, as indicated in such Package.

2.8 Copies of Unity Software; Concurrent Use.

2.8.1 Unless we make available and you have purchased floating licenses for a Plan that includes the Unity Editor, you (and your Authorized Users) may install the Unity Editor on both a primary and a secondary computer or operating system, solely for your convenience, but only for use by a single person. You may make a single copy of the Unity Editor solely for backup or archival purposes. For the sake of clarity, you (or your Authorized User) may only use one installation at any given time. Unity may in its sole discretion authorize you to install the Unity Editor on additional computers or operating systems upon deactivation of the Unity Editor installed on existing computers. For clarity, in no event may third party service providers directly or indirectly distribute, run or use the Unity Editor so that it is executed on or simulated by the cloud or a remote server and transmitted over the Internet or other network except where they are acting on your behalf as an Authorized User in accordance with this Section 2.8.1.

2.8.2 Any Offering designated in Unity’s systems as being sold under a “floating” license may not be used, at any given time, on a total number of devices or shared globally among multiple users in excess of your total number of seats purchased (whether such users are using the Offering offline or on a dedicated basis or otherwise).

2.9 Third Party Requirements

Unity Software natively supports multiple third party Platforms (the “Unity Supported Platforms”). 

Use of Unity Software with certain third party Unity Supported Platforms may require a current Unity Pro subscription and may be subject to additional technical requirements and/or terms and conditions (collectively, the “Closed Platform Requirements”), which may be accessed [here](https://web.archive.org/web/20230303043022/https://unity.com/features/multiplatform) or provided directly by the third party platform providers. In addition, certain third party Unity Supported Platforms may require the use of “Preferred Platform” keys to enable use of Unity Software with that platform.  Access to such Preferred Platform keys may be obtained via the platform provider or Unity, as applicable.

You acknowledge and agree that while Unity Software may support a specific Unity Supported Platform, project publishers, including publishers affiliated with such Unity Supported Platform(s), may mandate adoption of additional technical requirements or other standards, which Unity Software may not support.

Unity does not have any obligation under these Software Terms to provide support for any third party service provider or third-party services offered to Unity developers.

2.10 Bundled Offerings

Unity Software and Offerings may be bundled together, along with Unity Services, Unity Toolkits, standalone third-party software and/or the right to add on other Unity offerings.  Access to such entitlements is subject to separate terms and conditions applicable to such entitlements (as stated in Unity’s Terms of Service, on Unity’s Legal Information Page, or as otherwise provided to you by Unity) and may incur additional fees.

2.11 Unity Software is a Tool

Software products are tools and are intended only to assist you with your design, analysis, simulation, testing and other activities and are not a substitute for your professional judgment or your own independent design, analysis, simulation, testing or other activities. Due to the large variety of potential applications for Software, they have not been designed or tested for any specific uses, and it is your responsibility to determine whether the use of Software is appropriate for the purposes you pursue. Unity will not be responsible or liable in any manner whatsoever for the results obtained through use of Software, including any Project, or for the operation of any mechanism or device that is used in connection with Software or the Project. You are responsible for your (including your authorized users’) use of Unity Software and any results produced by Unity Software, including any Project. You are also responsible for establishing the adequacy of independent procedures for testing the reliability, accuracy, completeness, compliance with applicable legal requirements, and other characteristics of any Project or its operation, including, without limitation, all items designed with the assistance of Software. You further acknowledge that Software and your Project may not achieve the results you desire within your design, analysis, simulation, testing and other constraints.

Where your use of Software for Projects is related to (i) the process of creation, manufacture, distribution or operation of physical products or materials including, but not limited to, automobiles, airplanes, ships, buildings, tools or machines, or (ii) any other physical use impacting the safety or security of persons or property, the following applies: in addition to any other indemnification obligation(s) you have under the Terms, you will further indemnify, hold harmless and defend Unity from all claims, defense costs (including reasonable attorneys’ fees and expenses), agreed settlements and finally awarded judgements arising out of any violation by you (or any of your agents) of any applicable safety law, regulation or industry standard applicable, or any damage to persons or property connected with your Projects.

3. Consent to Data Collection; Privacy Policy Obligations.

3.1 Data Collection

You acknowledge and accept Unity's Privacy Policy. You agree that the Software (including the Unity Runtime in your Projects) may send data to Unity to: (a) check for Software updates; (b) provide aggregated usage statistics of your use of the Software and the use of your Projects by end users; (c) provide optional Developer Services; and (d) validate subscriptions in order to prevent unauthorized use. You acknowledge and agree that Unity may deliver messages and contact you about the Software and other Unity product and service offerings.

3.2 Obligations

You agree, and will ensure by obtaining all required consents in accordance with applicable law, that Unity has the right to receive, collect, retain and use data collected from your end users in accordance with Unity's privacy policy, which may be updated from time to time.

4. Support

You may access the online forums and the Unity Answers knowledge base through the Site. You may also email [support@unity3d.com](https://web.archive.org/web/20230303043022/mailto:support@unity3d.com) for assistance with your seats. Technical support may be offered by Unity at its sole discretion as described on the Unity website or in any Offering Identification. You acknowledge and agree that Unity has no obligation under this Agreement to provide patches, updates, new releases or new versions of the Software.

5. Term.

Subscriptions for a Unity Plan (or any other Software distributed on a subscription basis) the Software will remain in effect for the initial subscription period, and thereafter such subscription will automatically renew in accordance with your original payment frequency and commitment period at the then-current list price for such plan, or as otherwise authorized by Unity, unless you select a different available renewal option (i.e., payment frequency and/or commitment period) in your account (for subscriptions purchased online), otherwise change or renew your subscription plan, or terminate and cancel it as described in the Terms prior to the end of your current subscription period.  For clarity, subscriptions for the Software are not cancelable during the applicable subscription term and are non-refundable. 

Paid in full, perpetual seats will remain in effect unless earlier terminated in accordance with the Terms.

6. Modifications to these Software Terms and Long-Term Supported versions.

Without limiting the Terms, Unity may update these Software Terms at any time for any reason and without notice (the “Updated Terms”) and those Updated Terms will apply to the most recent current-year version of the Software, provided that, if the Updated Terms adversely impact your rights, you may elect to continue to use any current-year versions of the Unity Software (e.g., 2020.x and 2020.y and any Long Term Supported (LTS) versions for the Long Term Supported term as specified in the Offering Identification) according to the terms that applied just prior to the Updated Terms (the “Prior Terms”). The Updated Terms will then not apply to your use of those current-year versions unless and until you update to a subsequent year version of the Software (e.g. from 2020.3 to 2021.1).  If material modifications are made to these Terms, Unity will endeavor to notify you of the modification. If a modification is required to comply with applicable law, the modification will apply notwithstanding this section.  Except as explicitly set forth in this paragraph, your use of any new version or release of the Software will be subject to the Updated Terms applicable to that release or version.  You understand that it is your responsibility to maintain complete records establishing your entitlement to Prior Terms.

7. Definitions:

“Legal Entity” means any company, corporation, limited liability company, general partnership, limited partnership, limited liability partnership, proprietorship, joint venture or other form of business organization, including any Not-for-Profit Entity.

“Not-for-Profit Entity” means any government, non-profit, educational or academic institution, including but not limited to any primary or secondary school, vocational school, college or university.

“Package” means a distribution of files or resources packed together as a software collection to provide certain functionality to Unity Software users. 

“Plan Benefits” means the subscription benefits, including specific entitlements, that Unity makes generally available with the Unity Software in connection with a Unity Plan.

“Platform” means a discrete combination of: (a) operating system (specific version / fork / operating mode / build); (b) hardware (including but not limited to CPU and GPU architectures); (c) development toolchain and SDKs and variants thereof designed for the specific version of the operating system; (d) form factor, including peripheral combinations and/or variants; and (e) distribution mechanism (such as stores).

“System Requirements” means the technical requirements, including the listed supported hardware and software, for the Unity Software as set forth in the documentation for the Unity Software, which is regularly updated for each major release.

"Third Party Software" means software developed by third parties that is furnished with or as part of Unity Software.

“Unity Editor” has the meaning set forth in Section 2.1 (Use Rights).

“Unity Editor Rights” has the meaning set forth in Section 2.1 (Use Rights).

“Unity EdLab” means the streaming version of Unity Pro applicable to educational institutions as verified by Unity’s third-party partners for educational and/or other non-commercial purposes only.

“Unity Personal” means the “Unity Personal” version of the Unity Software.  Unity Personal is available to individuals and Legal Entities who are Tier Eligible to use Unity Personal. 

“Unity Plan” means a type of subscription that includes both the Unity Software and certain Plan Benefits.

“Unity Plus” means the "Unity Plus" Unity Plan, which includes a subscription to use a premium version of the Unity Software. Unity Plus is available to individuals and Legal Entities who are Tier Eligible to use Unity Plus.

“Unity Pro” means the "Unity Pro" Unity Plan, which includes a subscription to use a premium version of the Unity Software.  You do not need to be Tier Eligible to use Unity Pro; Unity Pro may be used by anyone who pays the applicable subscription fees.

“Unity Runtime” has the meaning set forth in Section 2.1 (Use Rights).

“Unity Software” means all versions and updates of all the downloadable Unity Enterprise, Unity Pro, Unity Plus and Unity Personal software products identified on Unity’s website. 

"Unity Student Plan" means the student version of the "Unity Pro" subscription.  Students who are at least the age at which an individual can consent to the processing of their personal data (e.g., 13 in the United States, 16 in the European Union) and who are currently enrolled in an accredited educational institution, as verified by Unity or Unity's third-party partner, are eligible to use the Unity Student Plan.

“Unity Supported Platform” means any Platform listed in the “Unity Player System Requirements” section of the System Requirements.  For clarity, “Unity Supported Platforms”: (i) does not include the Platforms, SDKs, APIs, etc., that are distributed separately from Unity Pro, for instance via the Unity Asset Store or by third parties, even if the underlying operating system itself is part of a Unity Supported Platform (i.e., a Unity Supported Platform is a complete Platform, as defined. Herein, not the individual components of a Platform), and (ii) does not automatically include the streaming version of an existing Unity Supported Platform.

"Unity Toolkits" means a set of prefab assets and C# scripts with a documented API that enables you to deliver extended functionality beyond that available with the Unity Software.

Just to clarify how i understand it (there have been some devs who talked to lawyers).

You could always choose to stay on your "Previous TOS" as long as you did not install a new Major Unity Version.

If 2020.1 -> 2021.1 you went with a new TOS from that time.

If you did that before April of 2023 you still landed on Good-TOS.
The text says subsequent year so installing backwards should not trigger this.

2021 -> 2020 should also be fine.

Whats grey is if you had 2020 installed and also 2021. If there is an order you have to keep.

If you have say installed 2020 and then installed 2021 it could retrigger this.

But if you after April 2023 stayed on the same Major Version. 2020.1 2020.lts (even if the LTS version was released after that date and had the Bad-TOS).

You were - from what it reads - allowed to still use the "Previous TOS" and ignore the new one.

2022 is also fine. Only 2023 is the Bad-Unity.

But yeah im not a lawyer and its stupid. But such terms of service are legally binding and they have had a defensive clause in it to ensure they cant do what they are doing now.

Just to clarify how i understand it (there have been some devs who talked to lawyers).

You could always choose to stay on your "Previous TOS" as long as you did not install a new Major Unity Version.

If 2020.1 -> 2021.1 you went with a new TOS from that time.

If you did that before April of 2023 you still landed on Good-TOS. The text says subsequent year so installing backwards should not trigger this.

2021 -> 2020 should also be fine.

Whats grey is if you had 2020 installed and also 2021. If there is an order you have to keep.

If you have say installed 2020 and then installed 2021 it could retrigger this.

But if you after April 2023 stayed on the same Major Version. 2020.1 2020.lts (even if the LTS version was released after that date and had the Bad-TOS).

You were - from what it reads - allowed to still use the "Previous TOS" and ignore the new one.

2022 is also fine. Only 2023 is the Bad-Unity.

But yeah im not a lawyer and its stupid. But such terms of service are legally binding and they have had a defensive clause in it to ensure they cant do what they are doing now.

so what happens after your license expires even you are using older version of unity? my personal license expires at 2024.

be careful that you do not download newer version when you are logged in with your account.

The old TOS had a protective clausel against exactly what Unity is doing now. It probably means you can stay on older TOS versions, as long as you do not install a newer major unity version after ~ 01.April 2023. (im not sure about download or install) The moment you do so (waybackmachine had the last "good" TOS with march of 22, 2023.) you are triggering the TOS major upgrade clause and accepting the newest TOS.

If you download 2023 it seems you are fupped. Updating minor versions 2020.1, 2020.3 even the newest they have etc should be fine. But switching Major Version that you previously didn´t have installed is probably considered a major upgrade. So going 2020 -> 2021 (when you never had 2021 used previous) is also a major upgrade.

Also go get your privacy editor data. Unity seems to collect a ton of you Editor Privacy Data, in your Profile https://id.unity.com/en/privacy/edit

I have upto 2022 LTS so am I good?

So while my current, just about to release project is in 2022.3.5, but to follow a tutorial on shaders, I installed 2023 a few months ago, so having installed 2023, I'm screwed?

Definitely consult a lawyer territory.

These imply to me that legally all of 2023 would be protected by refusing the April update. Including the LTS whenever that gets released. (assuming they aren't suddenly magically forced to cancel work on it)

1. The old terms grant "royalty-free" right to distribute the Runtime when integrated (except education; a right, granted by Unity, in a section called Use Rights. Not sure it gets any clearer legally there...)
2. The old terms make no discrimination between the alpha/beta/final versions we may use if we assert our right to reject future ToS (and it IS a right, despite being enumerated within Modifications instead of Use Rights)
3. The 2023.1.0 Beta 1 released Jan 24, 2023 while still under the old terms
4. The old terms are for the full year "current-year" not just already released versions

So, we had two reasons to reject the new terms posted in April, and both meet their own stated requirement for rejection.

• I suspect they will try to fight that by pointing to "2023.1.0f1 didn't launch until June 12", but again, the terms do not separate out the builds so the intent is neither clearly defined nor implied.

• It also does not define any of "most recent current-year versions", of the Unity Software, within those terms and I haven't found anything on their site that clearly does either.

The only defined term is

“Unity Software” means all versions and updates of all the downloadable
 Unity Pro, Unity Plus and Unity Personal software products identified in the relevant Offering Identification.

would include alpha/beta as well.

Pretty "clever" of them to remove those Rights and wait "a fair amount of time" to get people to inadvertently accept the new terms?

They had a unity employee responding with "let me get a lawyer". And their lawyer basically said we have added the term additional fees for our plans (also in the old TOS).
"Access to Plan Benefits is subject to separate terms and conditions applicable to such benefits (as stated in these Software Terms, the Terms, on Unity’s Legal Information page, or as otherwise provided to you by Unity) and may incur additional fees."

This can be interpretended like that. It was also in their old TOS. Their old Editor TOS basically said, you can stay on this TOS if you do not upgrade to any major version. So they now have multiple TOS, its like you set a link to whatever document and then this also applies. One for the Editor one for some general Terms. And also a bunch of different legal documents. The other TOS is this one: https://unity.com/legal/terms-of-service

The Editor TOS is giving us the right to stay on "TOS". But do they mean the Editor TOS or the General TOS.
Its inclusive and conflicting. Anyone who has followed their CEO and their public Statements has to assume that this was everyones rights and that by giving the Statement of the CEO, this Editor TOS needs to be interpretended like that, overuling other shit they had there. Our decisions were made on this basis (some other law stuff). I believe even if you just installed a newer editor version later on.

I do not know how legal stuff gets handled (hence "shit"), and since we Unity Devs are not considered consumers, which is basically false for 80% of us, Consumer rights may not apply to us.

But on the other side, everyone who has worked with the editor since at least 2019, has to assume that this absolutely was their right. And that alone would probably lead to them losing in front of the court. There are some principals that should apply in californian court.

As long as you are not a big corporation. So i guess legally speaking, they will try to fuck over all game dev companies that make enough money and try to blind others to force them to go to court if they go successfull afterwards. If you were at your game for that long and get successful enough to afford, you can go that route.
But i guess small game devs need to create a fund/gewerkschaft ... labor union of some sort if unity is really deciding to kill itself.

Its basically workers rights vs means of production. idk im a programmer

I would have taken it to mean you keep the entire group of ToS that were valid, for you, up to the time of rejection.

Though even if they only meant the Software Terms, both the General Terms (23.211 archived, 23.12 new)

If there is any conflict between these Terms of Service and any Additional Terms,
 the Additional Terms will control in relation to their subject matter. 

and the Additional Terms state

The Additional Terms supplement the Unity Terms of Service (the “Terms”).
 In the event of any conflict between the Additional Terms and the Terms, the Additional Terms shall control.

and since the old Software terms, as an "Additional Term", defines Unity Runtime distribution as royalty-free, they have nothing here.

So that would tell us to

• ignore the new distro fees, overruling 9.1 in Terms, due to our royalty-free Right from old Software
• because we already rejected the changes from new Software due to Modification Rights, when they tried to take that Right away

Sure, they can add fees, any time, for any reason, to anything, but in this case it should be meaningless because we rejected the version that split Unity Editor and Unity Runtime into 2 sections to allow for a fee in the first place and simply ignore

your continued use of any Offering after the effective date of any such change means that you accept and agree to such changes.

I guess we find out once the first lawsuit starts.

I guess we find out once the first lawsuit starts.

With arbitrage clause https://unity.com/legal/terms-of-service?

Any dispute arising out of, relating to or in connection with these Terms (including any disputes regarding the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to be) will be referred to and finally resolved by binding arbitration as follows:

If you Nintendo, you could probably do something behind such closed doors. If you are Indie dev? Pray they don’t alter the deal further.

With arbitrage clause https://unity.com/legal/terms-of-service?

You don't need to sue Unity, and probably shouldn't. (unless maybe they are holding your money hostage)
Let the giants slug it out.

Hypothetically
You would continue to act and operate under your original ToS, and refuse their invoice, per the "actual authority" you were granted by it.
We argue pacta sunt servanda they argue clausula rebus sic stantibus
(promises/agreements must be kept) vs (paraphrased: we have altered the deal...)

They can sue you, because they can skip arbitration. But then the dispute is over enforcement of terms you did NOT agree to.

Also, this doesn't list disputes regarding "future modifications" in the "including" terms in Arbitration.

Except for disputes falling within the Arbitration Exceptions set out below,
 any dispute arising out of, relating to or in connection with these Terms
 (including any disputes regarding the existence, validity, interpretation, performance,
 breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to be)
 will be referred to and finally resolved by binding arbitration administered by the American Arbitration Association (“AAA”)
 under the AAA’s Commercial Arbitration Rules.

So depending on the judge this could be any of: an exclusion from arbitration, "overreaching" with an uncapped fee, promissory estoppel, unfair surprise (for the April ToS that permitted the fee), and more I might not be thinking of; arbitration might not be enforced. Now they are the bully.

A clause for modification would not have been needed before, because that was already settled in the Software Terms by us simply not upgrading to the next year. I guess they just forgot to add it.