Effective from: 5th June 2026
These Indie Licence Terms are Additional Terms forming part of, and are to be read with, the Vercidium Audio End User Licence Agreement ("Agreement", or "EULA") between the Licensee and Vercidium Pty Ltd ABN 19 651 128 460. They set out the terms upon which an Indie Licence is granted and held. Capitalised terms used and not defined here have the meaning given in the EULA. To the extent of any inconsistency between these Indie Licence Terms and the body of the EULA in respect of the Indie Licence, these Indie Licence Terms prevail.
1.1An Indie Licence is exercised using the same Vercidium Audio that is made available under the Non-Commercial Licence in the EULA, and acquiring an Indie Licence does not involve any separate or further download of Vercidium Audio.
1.2To acquire an Indie Licence for a Game or Application, the Licensee places an Order by completing Vercidium's checkout process for the Indie Licence, which requires the Licensee to provide the details Vercidium requests (including the Licensee's name or entity name, contact and billing details and the title of the Game or Application to be licensed) and to pay the Indie Fee through Vercidium's payment processor.
1.3No Order is binding until Vercidium accepts it, which Vercidium does by confirming the Order (including by issuing a confirmation email and receipt) following successful payment. No term of any purchase order or other business form used by the Licensee applies to, or varies, the EULA or these Indie Licence Terms.
1.4On Vercidium's acceptance of an Order, an Indie Licence is granted for the Game or Application identified in that Order, which is then the Licensed Game for that Indie Licence. Vercidium's confirmation and receipt, together with the details the Licensee submitted at checkout, evidence the Indie Licence and the Licensed Game it covers will constitute the record of the Order (the "Order Record").
2.1Subject to the EULA, and provided the Licensee has paid the applicable fee for the Indie Licence and is not in breach of the EULA or these Indie Licence Terms, Vercidium grants the Licensee a non-exclusive, non-transferable, non-sublicensable, worldwide, perpetual licence to:
(a)install and use Vercidium Audio to develop, build, integrate, test, debug and update the Licensed Game;
(b)incorporate Vercidium Audio into the Licensed Game, including in object code (compiled) form; and
(c)distribute, publish, sell, license and otherwise make available the Licensed Game (incorporating Vercidium Audio) to end users,
in accordance with the Agreement and these Indie Licence Terms.
2.2The Indie Licence is granted in respect of a single Licensed Game. The Licensee must acquire a separate Indie Licence for each Licensed Game in which it wishes to incorporate Vercidium Audio.
2.3To avoid doubt, the Indie Licence authorises the Licensee to make any Commercial Use of the Licensed Game (as Commercial Use is defined in the EULA), including the monetisation, publication and distribution activities described in the definition of Commercial Use in the EULA, in each case in respect of the Licensed Game and in accordance with the EULA and these Indie Licence Terms.
3.1One Indie Licence covers a single Licensed Game, including releases of that same title across multiple platforms (for example, the same title released for PC, PlayStation, Xbox and Nintendo Switch is covered by one Indie Licence) and including patches, updates and downloadable content (whether free or paid) for that title.
3.2A separate applicable Commercial Licence must be acquired for each sequel, prequel, spin-off, remake, remaster or standalone expansion released as a separate product, and for each other product that is, in substance, a new and separate game. Where there is genuine doubt whether a product is the same Licensed Game or a separate product, the doubt is resolved in accordance with the EULA.
4.1The Indie Licence is the Commercial Licence for a Licensee whose Annual Revenue is below the Studio Threshold, determined as at the time of purchase in accordance with clause 3 of the EULA. The warranty the Licensee gives as to its tier when it obtains an Indie Licence, and the consequences if the Licensee does not hold the correct tier (including Vercidium's right to recover the difference in Fees and to treat the Indie Licence as void from the outset), are set out in clause 3 of the EULA.
5.1The Indie Fee for a Licensed Game is A$300, unless Vercidium specifies a different amount at the time of the Order. The Indie Fee is a one-time fee for the Licensed Game; once the Indie Licence is granted, no further or recurring fee is payable for that Licensed Game. Vercidium may offer discounts or promotional pricing from time to time in its discretion.
5.2Unless otherwise stated, the Indie Fee is exclusive of GST and any other applicable taxes. Where applicable, GST and other taxes are calculated and added at the time of the Order based on the Licensee's location.
5.3The Indie Fee is payable in advance, in Australian dollars, through Vercidium's website checkout or another method Vercidium makes available. Payment may be processed by a third-party payment processor whose terms apply to that processing, and Vercidium does not store the Licensee's full payment card details. The Licensee is responsible for any currency-conversion or foreign-exchange costs charged by its payment provider.
6.1Where Vercidium makes an Update generally available, the Licensee is entitled to receive it at no additional fee, on the same basis as other tiers. This clause does not limit clause 4 of the EULA, under which Updates are provided at Vercidium's discretion and Vercidium is not obliged to provide any Update or to maintain or continue any feature or part of Vercidium Audio.
7.1An Indie Licence does not include any right to receive, access, use or modify the source code of Vercidium Audio. Vercidium Audio is licensed to the Licensee in object code (compiled) form only. The source code of Vercidium Audio is made available, if at all, only under a Studio Licence on the terms of the Studio Licence Terms.
8.1The Licensee may permit its Authorised Users to access and use Vercidium Audio under the Indie Licence solely for the purpose of developing, building and maintaining the Licensed Game for the Licensee. The Licensee remains responsible for each Authorised User's compliance with the EULA and these Indie Licence Terms, and any act or omission of an Authorised User that would breach the EULA or these Indie Licence Terms if done by the Licensee is a breach by the Licensee.
9.1Where the Licensee has purchased an Indie Licence for a Licensed Game but has not yet made any Commercial Use of Vercidium Audio in respect of that Licensed Game, the Licensee may request a refund of the Indie Fee paid for a Licensed Game within 14 days after the date of the Order for that Licensed Game by written request to Vercidium from the email address used at checkout. Provided, and whilst, that the Licensee has not made any Commercial Use of Vercidium Audio, Vercidium will refund the Indie Fee paid for that Licensed Game on such a request being made within that period, using the original payment method. However, if the Licensee has made any Commercial Use of Vercidium Audio in connection with the Licensed Game prior to the refund being approved, the Licensee is not entitled to the refund.
9.2On a refund being approved by Vercidium for a Licensed Game, the Indie Licence for that Licensed Game terminates, and the Licensee may no longer make any Commercial Use of, and distribution of, that Licensed Game incorporating Vercidium Audio. Except as set out in this clause, the Indie Fee is non-refundable. Nothing in this clause limits any Non-Excludable Right the Licensee may have.
10.1Vercidium provides support for the Indie Licence in accordance with, and to the extent set out in, the Support Policy. Except as expressly stated in the Support Policy or any Order, Vercidium is under no obligation to provide any support, maintenance, training or professional services under the Indie Licence.
11.1For the purposes of clause 10.2 of the EULA, Vercidium's total aggregate liability arising out of or in connection with the Indie Licence for a Licensed Game (and Vercidium Audio used under it) does not exceed the total Indie Fees paid by the Licensee to Vercidium for the Indie Licence for that Licensed Game. This clause is subject to clause 9.3 (Non-Excludable Rights) of the EULA.
12.1In these Indie Licence Terms:
Indie Fee means the fee payable for an Indie Licence for a Licensed Game, as set out in clause 5;
Licensed Game means the single Game or Application identified in an Order, and recorded in the Order Record, in respect of which an Indie Licence is granted to the Licensee; and
Order Record has the meaning given to it in clause 1.4 of these Indie Licence Terms.
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