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Matrix42 subscription terms, audits and support

This article is about the commercial and compliance terms of Matrix42 subscriptions: term and renewal, invoicing and price changes, Channel Partner and Affiliate ordering, audits, overuse, termination, and product maintenance and supported versions. For metrics see Matrix42 license metrics and counting. It is not legal advice.

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Matrix42 subscription terms are set out in the Matrix42 General Terms and Conditions (GTCs) and the Supplementary Terms concerning Products. The current versions are valid from 1 July 2026.[5] Together with the Order Form, any framework agreement and the Service Descriptions, they make up the Agreement.[1] Where these documents conflict, the order of precedence is:[1]

  1. Order Form
  2. Framework Agreement, if any
  3. Supplementary Terms
  4. GTCs
  5. Service Descriptions

Catalog proof: Order Form prevails over Supplementary Terms, GTCs and Service Descriptions.

Accepting an Offer or Order Form that refers to the current GTCs replaces all earlier terms appended to previous Order Forms.[1] Matrix42 may also change the GTCs or Supplementary Terms outside a new order. Such changes take effect at the next renewal, or 30 days after written notice, and do not alter the term, fees or quantities agreed on an Order Form.[1] Catalog proof: Accepting an Order Form on the current terms replaces all earlier Matrix42 terms.

The Terms & Conditions page lists four document sets: those valid from 1 July 2026; from 17 October 2025 to 1 July 2026; from 14 April 2025 to 17 October 2025; and archived regional terms valid until 15 April 2025.[5] The 2025 and 2026 sets differ in several clauses relevant to compliance, noted below.

Editions

The contract terms are the same for all Matrix42 products and editions. Country-specific provisions in section B replace or add to section A, depending on where the contracting Matrix42 entity or Channel Partner is based. The countries covered are Germany, Finland, Switzerland, Austria, Sweden, Norway and Denmark, Spain, Italy, France, and Poland and Romania.[1] Absent such a provision, the Agreement is governed by German law.[1]

Metrics

This article does not define metrics. Quantities are counted in the metrics of the Supplementary Terms concerning Products, such as Device, User and Named User or Agent.[2] See Matrix42 license metrics and counting.

Counting / floors

Term and renewal (effective 2026-07-01). An Agreement starts on the first day of the Basic Term set on the Order Form. After the Basic Term it renews for Renewal Terms of 12 months, unless either party gives written notice at least three months before the end of the current term. If no Basic Term is agreed, it is 24 months.[1] The archived 2024 terms defaulted to 12-month Basic and Renewal Terms.[6] Catalog proof: Default 24-month Basic Term, 12-month renewals, three months' notice.

Invoicing and co-terming. Subscription Services and additional Support Services are invoiced 12 months in advance. Additional orders are co-termed with the customer’s first order. Invoices are payable within 14 days net.[1] These payment sections do not apply to customers who buy through Channel Partners, who pay the partner.[1] Catalog proof: Annual invoicing in advance; additional orders co-termed, Orders through a Channel Partner: fees payable to the partner.

Increases and reductions. The current GTCs publish no rule on reducing quantities mid-term. Services consumed but not ordered are charged automatically at Matrix42’s standard fees.[1] The archived 2024 terms allowed booked usage units to be increased at any time, pro rata at the price list valid when ordered. Reductions took effect only at the end of the Basic or Renewal Term, unless Matrix42 consented earlier.[6] Catalog proof: Usage units can be increased any time but reduced only at term end (2024).

Price changes. Under the standard provisions, Matrix42 or the Channel Partner may raise fees once per calendar year for general cost increases, or when Third Party Software costs rise. At least 60 days’ notice is required, and the customer may then terminate on 30 days’ notice.[1] Where the contracting entity or partner is in Germany or Austria, a different mechanism replaces this clause. Fees rise by five percent after each 12-month period of the Basic Term. After the Basic Term, increases of up to ten percent per year since the last increase are allowed, on 30 days’ notice.[1] Catalog proof: Fee increases once per calendar year with 60 days' notice, Germany and Austria: 5% annual uplift during the Basic Term, up to 10% per year afterwards.

Floors. No minimum order quantities are published.[9]

Virtualization & partitioning

The contract terms contain one virtualization clause. The customer may not use “virtualization”, “anonymizing”, “multiplexing” or “pooling” techniques to reduce the number of users and so get around licence limits, unless Matrix42 consents and a valid licence is held.[1] Device and Asset counting is covered in the metrics article.

Cloud / BYOL

The hosting model changes several operational duties:

  • For Software Services, the customer is responsible for back-ups.[1]
  • For Cloud Services, Matrix42 takes back-ups if it has continuous technical access. It uses commercially reasonable efforts to keep the service available 24 hours a day, except for planned downtime.[1]
  • Support Services depend on continuous technical access. Without it, Matrix42 may limit the scope of support.[1]

The EU Data Act termination rights in Articles 23(a) and 25(c) to (d) are preserved. A termination under them, however, carries a fee equal to the fees for the remaining Subscription Term and notice periods.[1] Catalog proof: EU Data Act switching termination carries a remaining-term fee.

Programs

  • Channel Partner purchasing. Orders through a partner fall under a separate agreement with that partner. If so agreed, the GTCs govern use, and fees are paid to the partner.[1] Claims other than damages, such as service credits, are addressed to the partner. Support bought from a partner is governed by the agreement with that partner.[1]
  • Affiliates. The customer may extend its access and use rights to Affiliates and is responsible for their acts.[1] An Affiliate that wants a separate instance signs its own Order Form, which creates a separate agreement. Neither party may then buy Subscription Services for the other’s instance.[1] Catalog proof: Affiliates may use the customer's subscription; separate instances need their own Order Form.
  • Free Products and trials. Products can be tried for 30 days.[9] When a trial ends, access may be suspended, and Customer Material not exported will be deleted.[1]
  • LTSB maintenance and Premium Services. See the next section.

Product maintenance and supported versions

Matrix42 decides in its sole discretion which versions receive maintenance and Support Services. The list is published at matrix42.com/supported-versions.[2] That address leads to the Product Maintenance Overview. It states that each major release is supported for 12 months, with fixes until the next major release, typically every six months. After that, fixes are released only for the latest version.[8] Long Term Service Branch (LTSB) versions are listed with longer end dates. Examples are ESM 25.4 LTSB, maintained not earlier than October 2027, and Empirum 25.4 LTSB, maintained not earlier than May 2027.[8] Catalog proof: Matrix42 decides which versions are supported; major releases supported 12 months.

The archived 2024 Product Usage Guideline set out different rules:[7]

  • Standard maintenance ran until the next version, with a minimum of 18 months.
  • Customers with an active Premium Support agreement could apply for LTSB long-term maintenance of at least 24 months. This did not apply to SaaS.
  • Customers with long-term maintenance could apply for a non-extendable 12-month Extended Maintenance with a 24-month migration window.
  • Hotfixes were supplied only for the latest update of a deployed version.

Catalog proof: Standard maintenance until the next version, minimum 18 months; LTSB at least 24 months (2024).

Audits and compliance

Audit right (effective 2026-07-01). Matrix42, or an independent third party it names, may audit the customer’s use of Products and Subscription Licenses. The audit needs 14 days’ prior written notice and may take place at least once per calendar year. Matrix42 may also audit at any time when it has justified reason to suspect misuse. The customer must give access to its technical environments and premises. Matrix42 bears the audit costs unless non-compliance is found, in which case the customer bears them.[2] The 2025-10-17 Supplementary Terms contained the same audit right.[4] Catalog proof: Annual audit right on 14 days' notice; customer pays if non-compliant.

Remote review and true-up. Matrix42 may review use remotely, and the customer must help verify compliance on written request. If Matrix42 finds that use exceeds the permitted rights, the customer must buy additional subscriptions matching actual use within 14 days of notice.[1] For customer-hosted software, the customer must also give Matrix42 access to the rooms and computers where it runs, to the extent needed for Matrix42’s obligations or audit rights.[1] Catalog proof: Remote usage review; additional subscriptions within 14 days of notice.

Overuse of on-premises software. Section A.5 was added in the 2026-07-01 Supplementary Terms; the 2025 version ends at A.4.[2][4] It applies only to software hosted by the customer, and sets out four obligations:[2]

  • Any use beyond the Order Form is Overuse, and the customer must notify Matrix42 without delay.
  • The customer pays additional remuneration at the price list current when the Overuse becomes known.
  • Matrix42 may demand a contractual penalty of up to three times the annual licence price for the Overuse.
  • At Matrix42’s request, the customer measures its use with a Matrix42-supplied application and sends the result.

The archived 2024 terms contained similar clauses. There, measurement was normally requested once per calendar year, and the court in Frankfurt am Main could review whether a penalty was appropriate.[6] Catalog proof: On-premises overuse: back-billing at current list price and penalty up to three times the annual licence price, Customer must measure usage with a Matrix42-supplied application on request.

Liability. Matrix42’s total liability is capped at the fees paid for the affected Services in the preceding 12 months. The cap does not apply to use that exceeds or contradicts the licensing limitations.[1] Catalog proof: Liability cap does not apply to use beyond licensing limitations.

Defect claims. Customer claims for defects are limited to one year in the 2026 GTCs. The 2025-10-17 version limited them to thirty days.[1][3] Catalog proof: Defect claim period extended from 30 days to one year in the 2026 GTCs.

Termination and transfer. On termination the customer must stop using the Subscription Services immediately. Matrix42’s obligation to store Customer Material ends 14 days after termination.[1] Matrix42 may suspend or terminate after a written warning in several cases, including unpaid fees and reasonable suspicion of use contrary to the Agreement.[1] Assignment needs the other party’s consent, which may not be unreasonably withheld. Matrix42 may transfer the Agreement to its Affiliates by giving notice.[1] Catalog proof: Use ends on termination; data kept for 14 days, Assignment requires consent; Matrix42 may transfer to its Affiliates.

Rules from the archived 2024 documents. Customers still on contracts under the terms valid until 15 April 2025 should note three further provisions:

  • The right of use was limited to the agreed country, or by default the country of the customer’s place of business.[6]
  • Service providers needed a separate agreement to run Matrix42 software for their customers.[7]
  • Partner NFR licences could not be used productively.[7]

Catalog proof: Use restricted to the agreed country, by default the customer's place of business (2024), Third-party hosting allowed; operating for third parties needs a separate agreement (2024), NFR partner licences are for internal training only (2024).

Out of scope

  • Supplementary Terms concerning Professional Services and Processing of Personal Data.
  • Service Descriptions and service levels, which are available only through the Marketplace after login.
  • The FireScope US Terms of Service and the Italian 2023 terms, which are archived regional documents.[5]

References

  1. Matrix42 General Terms and Conditions (2026-07-01)Modifications; A.1 Scope; A.2 Rights of use; A.3.5 remote review; A.6 Term and Termination; A.7 Orders; A.8 Fees; A.9 Payment; A.10 Obligations; A.14 Liability; A.15 Other Terms; A.17 Precedence; B country provisions.Effective 2026-07-01. Retrieved 2026-09-27.
  2. Matrix42 Supplementary Terms concerning Products (2026-07-01)A.2 Free Services; A.4 Audit Rights; A.5 Overuse of On-Premises Software; A.6 Supported Software versions.Effective 2026-07-01. Retrieved 2026-09-27.
  3. Matrix42 General Terms and Conditions (2025-10-17)Previous version, valid until 2026-07-01.Effective 2025-10-17. Retrieved 2026-09-27.
  4. Matrix42 Supplementary Terms concerning Products (2025-10-17)Previous version, valid until 2026-07-01; A.1 to A.4 only.Effective 2025-10-17. Retrieved 2026-09-27.
  5. Matrix42 Terms & ConditionsValidity periods of current and archived terms. Undated page.Retrieved 2026-09-27.
  6. Matrix42 Supplementary Terms of Contract Software Usage (08/2024)Archived; valid until 2025-04-15; §3 rights of use, §4 adjustment of usage units, §10 term.Effective 2024-08-01. Retrieved 2026-09-27.
  7. Matrix42 Product Usage Guideline (August 2024)Archived; product maintenance, LTSB, extended maintenance, NFR, third parties, downgrade.Effective 2024-08-01. Retrieved 2026-09-27.
  8. Matrix42 Product Maintenance OverviewSupported Version Policy per product. Updated 2026-05-22.Effective 2026-05-22. Retrieved 2026-09-27.
  9. Matrix42 PricingQuote-based pricing; 30-day trials. Undated page.Retrieved 2026-09-27.

See also

Catalog Rows Cited

23Rules3Metrics4Programs

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