JetBrains
Weighted across nine legal categories. Lower is worse.
Executive summary
JetBrains' User Agreement is a moderate-risk document with strong consumer-friendly practices on data ownership and dispute resolution, offset by aggressive liability limitations, deferred payment terms, and continued-use acceptance for modifications. The free/freemium model is transparent, but paid subscription terms are external, limiting assessment. Exclusive Czech venue is problematic for global users, though savings clause for mandatory consumer laws provides some protection.
Category breakdown
2 of the nine categories are not addressed by this document, so they are left out rather than scored.
Acceptance of Terms & Scope
Contract formation and service boundaries
JetBrains provides clear, explicit acceptance via I AGREE button with legal capacity declaration required. The scope is well-defined (software installation and use), the Agreement is organized with plain language sections and definitions. The terms are reasonably conspicuous and incorporated into a standard installation flow.
Key findings
- Explicit clickwrap acceptance mechanism with I AGREE button
- Legal capacity declaration required from users
- Clear definitions section establishing scope
- Plain language organization and reasonable complexity level
- No browsewrap or hidden terms
Evidence from the document
BY CLICKING ON THE 'I AGREE' (OR SIMILAR) BUTTON... YOU BECOME A PARTY TO THIS AGREEMENT, YOU DECLARE YOU HAVE THE LEGAL CAPACITY TO ENTER INTO THIS AGREEMENT
This Agreement is entered into between JetBrains s.r.o.... and You, an individual or a legal entity that you represent
Recommendations
- Add explicit age requirement (13+ or 18+) in addition to legal capacity
- Include brief executive summary of key terms and consumer rights
- Ensure acceptance is prominently displayed during installation
User Accounts
Registration, suspension, and termination
JetBrains provides strong protections for users: complete freedom to withdraw at any time without reason, clear data ownership, 30-day breach cure period, and 30-day notice for product discontinuation. User data is explicitly owned by users and not accessed by default. The main gaps are lack of explicit data export rights and no appeal process for terminations.
Key findings
- Users can terminate anytime without providing reason (section 8.3)
- JetBrains must give 30-day notice for material breach or product discontinuation
- Users retain full ownership of all data created in the Product
- Company does not access user data by default (section 5)
- Plugins/services caveat: user responsible for checking additional terms
Evidence from the document
You have the right to cease using the Product and withdraw from this Agreement at any time without providing any reason
You retain ownership of all proprietary and intellectual property rights to data that You transfer to or create in the Product. This means that We never own any of Your data
We do not see or have access to Your data in the Product by default
Recommendations
- Explicitly guarantee data export rights in machine-readable format upon account termination
- Add formal appeal process for disputed account terminations
- Clarify plugin/service data access framework with clear default settings
- Provide reasonable retention period for data export after account closure
Intellectual Property & UGC
Content ownership and licensing
JetBrains clearly distinguishes ownership: users retain all rights to their content and data, while JetBrains retains product IP. The feedback clause grants irrevocable perpetual rights to JetBrains, which is one-way but transparently disclosed and standard industry practice. AI-generated content is explicitly owned by the user. No attribution requirements exist, but feedback is typically internal and not published.
Key findings
- Users retain complete ownership of data and content created in Product (section 4.2)
- AI-generated content explicitly considered user data with no JetBrains rights claimed (section 4.5)
- JetBrains owns all product IP including copyrights and trademarks (section 4.1)
- Feedback clause grants irrevocable perpetual license to JetBrains (section 4.3)
- Feedback rights explicitly transferable to third parties without compensation
Evidence from the document
You retain ownership of all proprietary and intellectual property rights to data that You transfer to or create in the Product
When You use these native AI Features, any content created by them will also be considered Your data. You will be solely responsible for its use, and We will claim no right to, title to, or interest in it
You give Us the right to use, change, commercialize, and incorporate any of it into the Product. You cannot withdraw this permission after it is given (it is irrevocable), and it is perpetual
Recommendations
- Add non-exclusive designation to feedback clause (acknowledge users can use same ideas elsewhere)
- Clarify that commercial feedback use would trigger notification
- Add optional attribution for feedback if incorporated into product features
Data Privacy
Data collection, usage, and protection
JetBrains implements strong data minimization by default: no access to user data by default, native AI features do not send data to third parties. However, the document provides limited transparency about personal data handling. Privacy policy is referenced but not included. Plugins/services caveat shifts responsibility to users to read additional terms. No explicit mention of data rights, retention periods, or breach notification.
Key findings
- Core data minimization: company does not access user data by default (section 5)
- Native AI features process data locally without sending to third parties (section 4.5)
- Privacy policy referenced but not included in this Agreement (section 10.8)
- User responsible for understanding plugin/service data access terms
- No explicit mention of data retention, deletion rights, or breach notification
Evidence from the document
We do not see or have access to Your data in the Product by default. However, some plugins or services used in combination with the Product can allow access to Us or to third parties
These native AI Features are installed on Your Machine, and do not send Your data to Us or any third-party AI service providers
If We receive any personal data from You or Your users in connection with the use of the Product, We will process it as described in JetBrains' Privacy Notice
Recommendations
- Include or summarize key privacy policy commitments within User Agreement
- Explicitly state data retention periods and deletion procedures
- Add breach notification commitment with specific timeframe (e.g., 72 hours)
- Provide granular controls for plugin data access with opt-in defaults
- List specific third parties that might access data through plugins/services
Limitation of Liability
Risk allocation and legal protection
JetBrains imposes broad liability limitations and warranty disclaimers justified by the free/freemium model. Liability is capped at $10 or three-month fees (whichever is greater), effectively zero for most users. The agreement broadly disclaims all warranties including merchantability and fitness. Section 6.3 aggressively waives statutory rights for defects. While savings clause protects mandatory consumer rights, the combination creates significant consumer risk.
Key findings
- As-is and as-available disclaimer with broad warranty exclusions (section 6.1-6.2)
- Liability capped at $10 or 3-month aggregate fees for all claims (section 7.2)
- Exclusion of consequential and incidental damages (section 7.1)
- Waiver of statutory rights arising from defective performance (section 6.3)
- Savings clause limits but does not eliminate these provisions: 'to maximum extent permitted by applicable law'
Evidence from the document
The Product is licensed to You on an 'as is' and 'as available' basis... We make no express warranty as to the Products use or performance
Our total liability in all matters arising out of or in relation to this Agreement is limited to the greater of ten (10) U.S. dollars or the aggregate amount paid or payable by You under this Agreement during the three-month period preceding the event giving rise to the liability
As the Product is provided free of charge, to the maximum extent permitted by applicable law, You acknowledge that You have no rights from defective performance
Recommendations
- Add carve-out: liability caps do not apply to gross negligence or willful misconduct
- Include specific exclusion for data loss to reflect emphasis on user data ownership
- Increase liability cap for paid subscriptions to meaningful amount (e.g., 12-month fees)
- Clarify that security obligations (relevant for software) are not disclaimed
- Add minimum damage threshold for enterprise/business users
Modification of Terms
How agreements can be changed
JetBrains provides notice via multiple channels (product display, account page, email) and grants users exit rights (uninstall before effective date). However, the mechanism relies on continued-use acceptance, which is legally questionable under Douglas v. Talk America (9th Circuit). No specific advance notice period (e.g., 30 days) is guaranteed. No version archive or changelog is mentioned. The effective date is specified in the notification but not necessarily in advance of that date.
Key findings
- Notice via multiple channels: product, account page, and email (section 10.3)
- Exit right: users can uninstall before effective date to avoid acceptance
- Acceptance mechanism: continued use after effective date constitutes acceptance
- No specified advance notice period (e.g., 30 days before effective date)
- No version archive or changelog provided
- Acknowledgment that users may not agree: right to withdraw before effective date
Evidence from the document
We will notify You about the Updated Agreement either by displaying it to You in the Product, in Your JetBrains Account, or by sending the Updated Agreement to the email address used in Your JetBrains Account. By accepting the Updated Agreement or by continuing to use the Product after the effective date specified in the notification, You agree to be bound by the Updated Agreement
You can withdraw from this Agreement before the effective date of the change by uninstalling the Product
Recommendations
- Replace continued-use acceptance with affirmative re-acceptance requirement for material changes
- Specify minimum advance notice period (e.g., at least 30 days before effective date)
- Create public version archive with dates and change log
- Define material change with examples to clarify scope
- Exclude dispute resolution section from continued-use acceptance
- Offer arbitration opt-out window for any new dispute clauses (per EFAA)
Governing Law & Disputes
Jurisdiction and conflict resolution
JetBrains preserves court access (no mandatory arbitration), no class waiver, and no jury waiver, which are all excellent for consumers. Governing law is Czech Republic (reasonable for Czech company). The main issue is exclusive venue in Czech Republic based on company's registered office, which is problematic for global users who may be unable to afford Czech litigation. Savings clause for consumer rights provides important protection.
Key findings
- No mandatory arbitration: disputes resolved by Czech courts (excellent)
- No class action waiver present
- No jury trial waiver
- Exclusive venue: Czech Republic courts based on company's registered office
- Choice of law: Czech Republic law without reference to conflict principles
- Savings clause: 'unless provided otherwise by applicable consumer laws' (section 10.9)
- Acknowledgment of consumer rights and extrajudicial resolution option
Evidence from the document
Any disputes arising out of or in connection with this Agreement will be finally resolved by a competent court of the Czech Republic having territorial jurisdiction based on Our registered office at the moment of the conclusion of this Agreement unless provided otherwise by applicable consumer laws
If You are a consumer, You may have certain rights, which may not be limited or excluded and which may vary from jurisdiction to jurisdiction
If You are a consumer, You may further have a right to raise a complaint with a supervisory authority or settle a dispute out of court through the extrajudicial dispute resolution entity
Recommendations
- Modify venue clause to allow consumers to sue in their home country/jurisdiction
- Add explicit statement that mandatory local consumer protections apply regardless of choice of law
- Include small claims court carve-out for claims below specified threshold
- Acknowledge EU consumer law exemptions from arbitration and venue restrictions for EU consumers
- Add 30-day arbitration opt-out for any future arbitration clauses
- Provide contact information for consumer protection authorities and ombudsmen
Ex-TerCo provides automated analysis of legal documents for informational purposes. This is not legal advice. Terms can change at any time.