Terms and conditions

  • Last updated: 1st February 2026

Please read these Terms and Conditions (“Agreement”) carefully before purchasing, or facilitating the purchase of, a license for Structurizr server (“Application”).

By submitting a purchase order, or otherwise proceeding with a license transaction, you are agreeing to be bound by the terms and conditions of this Agreement.

This Agreement is a agreement between you (either an individual or a single entity) and Structurizr Limited. It applies in two circumstances:

  • Direct Customers: where you are purchasing a license to use the Application for your own organisation (“Customer”); and
  • Resellers: where you are an authorised reseller purchasing or facilitating the purchase of a license on behalf of a third-party end user (“Reseller”).

Where a provision of this Agreement applies only to Customers or only to Resellers, this is stated explicitly. All other provisions apply to both.

If you do not agree to the terms of this Agreement, do not proceed with any license purchase or reseller activity.

The Application is licensed, not sold, by Structurizr Limited. All use of the Application by a Customer or by an end user of a Reseller (“End User”) is governed by the End-User License Agreement (“EULA”) of which the Customer or end user will be required to read and accept when starting the Structurizr server for the first time from the prebuilt binaries. In the event of any conflict between this Agreement and the EULA with respect to the use of the Application, the EULA shall prevail.

Definitions

In this Agreement, the following terms have the meanings set out below:

  • “Application” means the Structurizr server software made available by Structurizr Limited via prebuilt binaries.
  • “Customer” means an organisation or individual purchasing a license directly from Structurizr Limited or via a Reseller for their own use.
  • “End User” means, in the context of a Reseller transaction, the organisation or individual that will use the Application under the license facilitated by the Reseller.
  • “EULA” means the End-User License Agreement governing use of the Application.
  • “License” means the non-exclusive, non-transferable, limited right to use the Application granted by Structurizr Limited in accordance with the EULA.
  • “Purchase Order” means a written purchase request agreed between the parties setting out the specific license details, pricing, and billing information for a transaction.
  • “Reseller” means an entity or individual authorised by Structurizr Limited under this Agreement to market and facilitate the sale of licenses to End Users on behalf of Structurizr Limited.
  • “Unique User” has the meaning given in the “License Tiers and Pricing” section below.
  • “Quotation” means a written quote provided by Structurizr Limited setting out the specific license details, pricing, and billing information for a transaction.

License Grant

Subject to the terms of this Agreement and the EULA, and upon confirmation of invoice acceptance, Structurizr Limited will issue a license key entitling the Customer or End User to use the Application in accordance with the purchased license tier.

All Licenses are granted by Structurizr Limited directly to the Customer or End User. Where a Reseller is involved, the Reseller’s role is limited to facilitating the transaction; the Reseller does not itself acquire any right to use, sublicense, or redistribute the Application.

Licenses are non-exclusive, non-transferable, and non-sublicensable. The Customer or End User must not assign, transfer, or otherwise deal with their License without the prior written consent of Structurizr Limited.

Reseller Appointment (Resellers only)

Subject to the terms of this Agreement, Structurizr Limited appoints the Reseller as a non-exclusive, non-transferable reseller of the Application for the duration of this Agreement. This appointment does not grant the Reseller any right to use the Application itself.

Nothing in this Agreement prevents Structurizr Limited from appointing other resellers or from selling directly to customers in any territory.

The Reseller must not modify, supplement, or misrepresent the terms of the EULA or this Agreement to any End User or prospective End User. If an End User requests amended or bespoke terms and conditions, the Reseller must refer them directly to Structurizr Limited. Structurizr Limited is unable to accommodate Reseller or client-specific terms and conditions.

Trial Licenses

A 14-day trial license is available by requesting one via Structurizr Limited’s website or such other mechanism as Structurizr Limited may designate from time to time. Trial licenses are granted by Structurizr Limited at its sole discretion and are subject to the EULA.

The trial period commences on the date Structurizr Limited issues the trial license key and continues for fourteen (14) calendar days, unless a different period is specified in the trial license key documentation. Structurizr Limited reserves the right to modify the duration of the trial period at any time.

Trial licenses are for internal evaluation purposes only and are not for commercial, production, or research use. Continued use of the Application after the trial period requires the purchase of a full commercial license. Trial licenses are provided “AS IS” without warranty of any kind; the “No Warranties” and “Limitation of Liability” provisions of the EULA apply in full.

Resellers may direct prospective End Users to obtain a trial license but must not represent trial access as a substitute for a commercial license.

License Tiers and Pricing

Licenses are priced per Structurizr server installation and are based upon the number of Unique Users accessing that installation in a one-year period, irrespective of whether those users are creating, editing, or viewing content. A “Unique User” means any individual or automated process that accesses the Application, including access via the user interface, iframe embed, image embed, workspace API, or admin API.

The following license tiers apply:

  • Small: 1 to 20 Unique Users
  • Medium: 21 to 50 Unique Users
  • Large: 51 to 100 Unique Users
  • Enterprise: 101 or more Unique Users

Structurizr Limited trusts its customers to purchase a license tier that is appropriate for their actual usage. Structurizr Limited reserves the right to introduce usage enforcement mechanisms in the future if it determines that license tiers are being unfairly abused.

Where a Reseller is involved, Structurizr Limited does not offer discounts. The Reseller’s margin or commission is between the Reseller and their End User and does not form part of this Agreement. The Reseller must not misrepresent our pricing or license terms to End Users.

All prices are stated on our website in pounds sterling (GBP) and are exclusive of any applicable taxes.

Licenses are billed annually.

Ordering

To purchase a license, or for a Reseller to initiate a license transaction on behalf of an End User, the following information must be provided to Structurizr Limited at hello@structurizr.com:

  • License tier: small, medium, large, or enterprise (and the number of Unique Users for enterprise licenses).
  • Name of the organisation or team that the license is to be assigned to.
  • Billing address, contact name, and email address to which the invoice is to be sent.
  • Email address to which the license key is to be sent.
  • Preferred payment method: bank transfer or PayPal.

You are responsible for ensuring that all information provided to Structurizr Limited is accurate and complete. Structurizr Limited reserves the right to decline any order at its sole discretion.

Payment

Payment must be made in full within 30 calendar days from the invoice date and the payment must be in pounds Sterling (GBP). Structurizr Limited accepts the following payment methods:

  • Bank transfer: international via SWIFT/IBAN, or UK via account number and sort code.
  • PayPal invoice: for payment via credit or debit card.

Structurizr Limited is unable to accept payment by cheque or check.

All payments are non-refundable. Structurizr Limited does not provide refunds once a license key has been issued. Resellers must make this refund policy clear to End Users prior to completing any transaction and must not offer refunds to End Users on behalf of Structurizr Limited.

License Key Delivery

The license key and configuration instructions will be provided to the Customer or End User upon confirmation of invoice acceptance. Where the Customer or End User is accessing the Application via a Reseller, the Reseller is responsible for ensuring that the license key reaches the End User promptly.

EULA Acceptance

All Customers and End Users must read and accept the EULA as a condition of using the Application. The Customer or End User will be required to accept the EULA when starting the Application for the first time from the prebuilt binaries. The EULA governs the Customer’s or End User’s use of the Application.

Acceptable Use

You agree to carry out all activities under this Agreement only for lawful purposes and in accordance with this Agreement. You agree not to, and you will not permit others to:

  • misrepresent the nature, features, pricing, or licensing terms of the Application to any Customer, End User, or prospective customer;
  • use the Structurizr name, logo, or other trademarks in any manner not expressly authorised in writing by Structurizr Limited;
  • engage in any conduct that could bring Structurizr Limited or the Application into disrepute;
  • facilitate the use of the Application by any Customer or End User in violation of applicable law or regulation, including without limitation laws relating to data protection, privacy, intellectual property, or export control; or
  • offer or pay any bribe, kickback, or other improper inducement in connection with any transaction under this Agreement.

Intellectual Property

The Application, including without limitation all copyrights, patents, trademarks, trade secrets, and other intellectual property rights, are and shall remain the sole and exclusive property of Structurizr Limited. Nothing in this Agreement grants the Customer, End User, or Reseller any ownership interest in the Application or in any intellectual property of Structurizr Limited.

Resellers may refer to the Application by name and use Structurizr Limited’s trademarks solely for the purpose of marketing and promoting the Application under this Agreement, and only in a manner consistent with any brand guidelines communicated by Structurizr Limited from time to time. Resellers must not register or use any domain name, trade name, trademark, or other identifier that is confusingly similar to any Structurizr Limited mark.

Data Protection and Privacy

Structurizr Limited is committed to protecting personal data and complying with applicable data protection legislation, including the General Data Protection Regulation (EU) 2016/679 (“GDPR”), the UK GDPR, and the Data Protection (Jersey) Law 2018, as applicable. Where Structurizr Limited processes personal data in connection with a license transaction, it does so in accordance with its Privacy Policy, which is incorporated into this Agreement by reference.

The Application is deployed on the Customer’s or End User’s own infrastructure. Structurizr Limited does not access, process, or store the content created or managed within the Application. The Customer or End User is the data controller in respect of any personal data contained within their content and is solely responsible for ensuring their processing of such data complies with applicable data protection law.

Where a Reseller shares personal data relating to End Users with Structurizr Limited in connection with a license transaction, the Reseller confirms that it has a lawful basis for doing so and that the relevant data subjects have been informed of such sharing in accordance with applicable data protection law.

Confidentiality

Each party may, in the course of this Agreement, receive or have access to information that is proprietary or confidential to the other party (“Confidential Information”). Each party agrees to keep the other party’s Confidential Information strictly confidential and not to disclose it to any third party without the prior written consent of the disclosing party, except as required by applicable law or regulation.

Confidential Information includes, but is not limited to, pricing arrangements agreed in Quotations or Purchase Orders, license key information, customer data, and any technical information relating to the Application disclosed in confidence. The obligations of this section shall survive termination of this Agreement for a period of three (3) years.

Term and Termination

This Agreement shall remain in effect until terminated by you or Structurizr Limited.

Either party may terminate this Agreement on thirty (30) days written notice to the other party.

This Agreement will terminate immediately, without prior notice from Structurizr Limited, in the event that you fail to comply with any material provision of this Agreement, including your obligations regarding the EULA, payment, acceptable use, or (for Resellers) End User onboarding.

Upon termination of this Agreement: (i) a Reseller’s authority to facilitate license transactions on behalf of Structurizr Limited shall immediately cease; and (ii) the Reseller must promptly notify any prospective End Users with whom a transaction has not yet completed that it is no longer authorised to act as a reseller.

Termination of this Agreement shall not affect any licenses already validly issued to Customers or End Users prior to the date of termination, which shall continue to be governed by the EULA. Termination shall not limit either party’s rights or remedies at law or in equity in the case of breach by the other party.

Indemnification

You agree to indemnify and hold Structurizr Limited and its parents, subsidiaries, affiliates, officers, employees, agents, partners, and licensors (if any) harmless from any claim or demand, including reasonable attorneys’ fees and expenses, which arise or result from: (i) your activities under this Agreement; (ii) any misrepresentation made by you to a Customer, End User, or prospective customer; (iii) your breach of any provision of this Agreement or the EULA; or (iv) your violation of any applicable law or regulation.

Structurizr Limited agrees to indemnify and hold you harmless from any claim or demand, including reasonable attorneys’ fees and expenses, which arise or result from a claim that the Customer’s or End User’s use of the Application (excluding their own Content) infringes or violates any third party’s intellectual property right.

No Warranties

The Application is provided to Customers and End Users “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, Structurizr Limited, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory, or otherwise, with respect to the Application, including all implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage, or trade practice.

Without limiting the foregoing, Structurizr Limited provides no warranty or undertaking, and makes no representation of any kind, that the Application will meet any particular requirements, achieve any intended results, be compatible or work with any other software, applications, systems, or services, operate without interruption, or be error free.

Resellers and Customers must not make any warranty or representation about the Application on behalf of Structurizr Limited that is inconsistent with the terms of this section or the EULA.

Limitation of Liability

Notwithstanding any damages that may be incurred, the entire liability of Structurizr Limited and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by the Customer or the Reseller’s End User to Structurizr Limited for the Application (if any) in the previous twelve (12) months.

To the maximum extent permitted by applicable law, in no event shall Structurizr Limited or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, for loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way related to the use of or inability to use the Application, or otherwise in connection with any provision of this Agreement), even if Structurizr Limited or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Severability

If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not affect a party’s ability to exercise such right or require such performance at any time thereafter, nor shall the waiver of a breach constitute a waiver of any subsequent breach.

Amendments to this Agreement

Structurizr Limited reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material, Structurizr Limited will provide at least 30 days’ notice prior to any new terms taking effect by email to the address associated with your license or reseller relationship. What constitutes a material change will be determined at Structurizr Limited’s sole and reasonable discretion.

By continuing to use the Application or to carry out reseller activities after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you must cease all relevant activities and notify Structurizr Limited in writing.

Governing Law

The laws of Jersey, excluding its conflicts of law rules, shall govern this Agreement and your use of the Application or your reseller activities. Your activities may also be subject to other local, state, national, or international laws.

Contact Information

If you have any questions about this Agreement, or to request a quote or initiate a license transaction, please contact us by email at hello@structurizr.com.

Structurizr Limited is a private company registered in Jersey, Channel Islands (Jersey Financial Services Commission registry number 303857).

Entire Agreement

This Agreement, together with any Quotation and the EULA, constitutes the entire agreement between you and Structurizr Limited with respect to the subject matter hereof and supersedes all prior and contemporaneous written or oral agreements between you and Structurizr Limited relating to the same subject matter.

You may be subject to additional terms and conditions that apply when you use or purchase other Structurizr Limited services, which Structurizr Limited will provide to you at the time of such use or purchase.

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