ChestnutSoftware Licence
This licence covers the Chestnut desktop application. Your account, the website and any Pro subscription are covered by the Terms of Service.
CHESTNUT SOFTWARE LICENCE
Version 1.0
Effective 18 September 2026
YOUtility Apps Inc.
70 Melvin Robson Avenue, Unit 2
Aurora, Ontario L4G 4B8, Canada
1. WHO THIS AGREEMENT IS WITH
Chestnut is made by YOUtility Apps Inc. ("we", "us"), a company with its
place of business in Aurora, Ontario, Canada. This agreement is between you
and us, and it covers the Chestnut desktop application, its updates, and the
files it installs on your computer (the "Software").
It does not cover our website or any account you hold with us. Those are
covered by our Terms of Service.
By installing or using the Software, you agree to this licence. If you do
not agree, do not install or use it.
2. THE SHORT VERSION
Chestnut is free when nobody is paying you for the work. It needs a paid Pro
licence when the work is paid.
Section 3 says this more carefully, and section 4 works through the cases
people ask about. If you read nothing else, read those.
3. YOUR LICENCE
We grant you a personal, non-exclusive, non-transferable, revocable licence
to install and use the Software on any computer where you are the primary
user.
That licence is free of charge for non-commercial use, and requires a paid
Pro subscription for commercial use.
Commercial use means using the Software for work you are paid for, or for
work for a business, including a business of your own.
Non-commercial use is everything else: your own projects, learning,
hobby work, unpaid open-source contribution, study, and experiment.
The test attaches to the work, not to you. The same person may do both kinds
of work, and what matters each time is which kind of work the Software is
being used for.
Where a Pro licence is required because the work is somebody's business, the
licence is theirs to buy. One Pro subscription covers one person.
4. WORKED EXAMPLES
These are part of the agreement, not commentary. They show how section 3
applies.
You are a contractor working on your own side project, unpaid.
Free. If you begin invoicing for that project, it becomes paid work
and needs Pro from that point.
You maintain an open-source project in your own time, and you also have
a job somewhere.
Free. Nobody is paying you for the maintenance, and your salary
elsewhere does not reach it. If your employer directs or funds that
maintenance, it becomes their business's work and needs Pro.
You are a paid intern.
Pro, and it is your employer's licence to buy. An unpaid internship,
and your own coursework, are free.
You are a founder building a company that has no revenue yet.
Pro. Nobody is paying you, but the work is your business's work.
If your situation is not listed, apply the rule in section 3. If after doing
so you genuinely cannot tell, treat your use as non-commercial. We would
rather be generous than have you guess in our favour.
5. WHAT YOU MAY NOT DO
You may not:
(a) sell, rent, sublicense, or redistribute the Software, or provide it to
others as a service;
(b) reverse engineer, decompile, or disassemble the Software, or attempt
to derive its source code, except to the extent that applicable law
expressly permits this despite this restriction;
(c) remove or alter any notice of copyright, trademark, or licensing in
the Software; or
(d) use the Software commercially without a current paid Pro
subscription.
Nothing in this section prevents you from making a backup copy, or from
using the Software in the ordinary way this agreement permits.
6. WHAT WE OWN, AND WHAT YOU OWN
We own the Software and everything in it. This agreement licenses the
Software to you. It does not sell it to you, and we keep every right we do
not expressly grant here.
You own your own data. Chestnut stores your history on your own computer,
and using the Software gives us no rights in anything you create with it.
7. OPEN-SOURCE COMPONENTS
The Software includes open-source components licensed by their own authors
under their own terms. Those terms govern those components and, where they
grant you rights, this agreement does not take them away. The notices for
those components ship with the Software.
8. UPDATES
We may make updates available. Updates are part of the Software and this
agreement covers them. We are not obliged to provide updates, support, or
any particular level of availability.
9. ENDING THIS AGREEMENT
You may end this agreement at any time by uninstalling the Software.
Your licence ends automatically if you breach it, and in particular if you
use the Software commercially without a current Pro subscription. If that
happens you must stop using it, though you may put it right by purchasing
the subscription the use required.
Ending your Pro subscription does not end this agreement. It returns you to
the free licence, which continues to permit non-commercial use.
Sections 6, 10, 11 and 12 survive the end of this agreement.
10. NO WARRANTY
The Software is provided as it is, without warranty of any kind, whether
express or implied, including any implied warranty of merchantability,
fitness for a particular purpose, or non-infringement. We do not warrant
that the Software will be uninterrupted, error-free, or free of anything
harmful, or that it will meet your requirements.
11. LIMIT ON OUR LIABILITY
To the extent this limit is permitted, our total liability to you under or
in connection with this agreement will not exceed the amount you actually
paid us in the twelve months before the claim arose. We are not liable for
lost profits, lost data, or indirect, incidental, special, or consequential
loss.
12. YOUR CONSUMER RIGHTS
Sections 10 and 11 do not apply to the extent they would limit rights you
have under the Consumer Protection Act, 2002 of Ontario, or under any other
consumer protection law of Ontario or of Canada, that cannot lawfully be
excluded or limited. Where such a law applies to you, those rights stand and
this agreement is read subject to them.
Nothing in this agreement requires you to arbitrate a dispute, prevents you
from taking part in a class proceeding, prevents you from bringing a claim
in the Superior Court of Justice, prevents you from complaining to a
regulator, or prevents you from publishing a review of the Software.
13. GOVERNING LAW
This agreement is governed by the laws of the Province of Ontario and the
laws of Canada that apply there, and the courts of Ontario have
jurisdiction. If you are a consumer resident elsewhere, this does not take
away the protection of the mandatory law of the place where you live.
14. THE WHOLE AGREEMENT
This is the whole agreement between you and us about the Software. If any
part of it is found to be unenforceable, that part is severed and the rest
continues to apply.
We may change this agreement for future versions of the Software. The
version and effective date at the top identify the terms you accepted, and
changing them does not change the terms you already agreed to.
15. HOW TO REACH US
YOUtility Apps Inc.
70 Melvin Robson Avenue, Unit 2
Aurora, Ontario L4G 4B8, Canada