End User License Agreement

READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE OBTAINING A LICENSE KEY, OR OTHERWISE ACCESSING OR USING AGILE TOOLBOX FOR JIRA ACCOMPANIED BY THIS AGREEMENT (THE SOFTWARE”).
THE AGILE TOOLBOX FOR JIRA SOFTWARE IS LICENSED TO YOU UNDER THIS AGREEMENT, NOT SOLD TO YOU. BY OBTAINING A LICENSE KEY, OR OTHERWISE ACCESSING OR USING ANY PART OF THE SOFTWARE, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU ARE ACCEPTING THESE TERMS AND CONDITIONS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY (“ENTITY”), YOU REPRESENT AND WARRANT THAT YOU HAVE FULL AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS, AND REFERENCES TO “YOU” OR YOUR” REFER TO USER, THE INDIVIDUAL END-USER, AND THE ENTITY. IF YOU DO NOT HAVE THAT AUTHORITY OR IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, OBTAIN A LICENSE KEY (IF ANY), OR OTHERWISE ACCESS OR USE THE SOFTWARE.

1, Atlassian Marketplace

To use our SaaS Products, you may be required to register on the Atlassian Marketplace Platform. You must ensure that all information you provide on the Atlassian Marketplace Platform is accurate, complete and up-to-date, as you are responsible for updating the accuracy of your information.

Once You have placed an order for a subscription and/or renewal and/or useof the SaaS Products through the Atlassian Marketplace Platform or its authorised reseller, You will receive instructions regarding Your authorised use of the SaaS Products, including but not limited to the type of licence You have purchased, Your name, Your contact information, the number of permitted users within the Atlassian Product(s) and the SaaS Product(s), the required fees and any other related information that may reasonably be required. The SaaS Products are made available through the Atlassian Marketplace Platform.

2. Licensing

Agile Toolbox for Jira license is entirely managed by Atlassian and can only be installed through the Atlassian Marketplace. Please consult the Atlassian Marketplace FAQ and the Atlassian Marketplace Terms of Use for more details on add-on licensing.

These Terms authorise you to install and use one copy of the SaaS Products. These Terms do not authorise you to install or use multiple copies of the SaaS Products on a system that permits application sharing. You may use or install multiple copies only if you purchase the appropriate licence for each copy of the SaaS Products. Subject to these Terms, you are granted a worldwide, limited, non-transferable, non-exclusive, non-sublicensable right to install and use the SaaS Products for the term and applicable license fee associated with each SaaS Product you purchase.The SaaS Products are licensed to you under either a subscription license, an evaluation license or a free license in accordance with the following terms:

Subscription Licence: Subscription Based SaaS Products are, pursuant to the Subscription Licence, a time-limited, worldwide, limited, non-transferable, nonexclusive, non-sublicensable right to a SaaS Product, subject to automatic renewal for successive monthly or annual terms, unless either party notifies the other of nonrenewal or we cease to provide a particular Subscription Service. If you terminate the Subscription-based SaaS Products, your subscription will terminate at the end of the then-current billing cycle and you will not be entitled to a refund of any amounts accrued or paid prior to such termination. You acknowledge and agree to use the Subscription-based SaaS Products provided to you as a cloud service hosted by us and/or the Atlassian Marketplace Platform. You further acknowledge and agree that we and/or the Atlassian Marketplace Platform may make changes to the Subscription based SaaS Products from time to time.

Trial License: We may, at our sole discretion, provide you with a limited license to test the functionality of the SaaS Products. This trial license provides you with a version of the SaaS Product(s) free of charge for up to thirty (30) days (“Trial Period”), after which you must either purchase or uninstall the SaaS Product. At the end of the Trial Period, you will be required to pay the full licence fee or cease using the SaaS Product(s) and all components of the SaaS Product(s) will be decommissioned.

Free Licence: The Free SaaS Products are provided to you free of charge and with a time-limited, worldwide, non-exclusive, non-transferable and non-sublicensable licence (“Free Licence”). Your use of the Free SaaS Products is subject to such further terms and conditions as we may deem necessary and is for a specified period of time. You acknowledge that we may terminate the Free SaaS Products at any time and for any reason in our sole discretion. However, you may upgrade to a similar product offered as a subscription-based SaaS product, if available, and all of your applicable data will be automatically transferred by us. We may limit the functionality of the SaaS product for the free licence at any time.

3. Payment

You do not have an active license to use the Products unless and until you have paid the requested license fee or service fee. We reserves the right to increase license fees or service fees for the Products, including a higher price for new initial licenses, for yearly renewals and for monthly charges. We may also charge for software or services that initially included in a license fee or service fee, including support, maintenance, updates or upgrades. You understand that may modify or discontinue offering the Software at any time. This Agreement does not give You any rights not expressly and unambiguously granted herein.

4. Restrictions on Use

The SaaS Products are licensed to you. The SaaS Products are not sold to you and we retain ownership of all SaaS Products, including copies of the SaaS Products . Accordingly, the following restrictions apply: Restrictions on Transfer: You may not assign your rights or obligations under these Terms or sublicense or otherwise transfer your rights in the SaaS Products as granted to you under these Terms or make the SaaS Products available to any third party without our prior written consent.

Restrictions on Use: You may only use, copy or install the SaaS Products on a single system. You may not permit the SaaS Product to be used, copied or installed on more than one Atlassian Product. If you have multiple, validly licensed copies, you may not use, copy or install the SaaS Products on a system with more users than permitted by the applicable license.

In particular, you must not:

1. Decompile, reverse engineer, disassemble, alter, reproduce, modify, rent, lease, loan, sublicense, copy, create derivative works from, distribute or grant unauthorised users access to the SaaS Products, in whole or in part;

2. use the SaaS Products for the benefit of a third party;

3. Incorporate SaaS Products into a product or service that you provide to a third party;

4. interfere with any licence key mechanism of the SaaS Products or otherwise circumvent mechanisms in the SaaS Products designed to restrict your use;

5. Remove or obscure any proprietary notices on the SaaS Products or permittedcopies of the SaaS Products; or

6. publicly disseminate information about the benchmarking performance of the SaaS Products; or

7. otherwise attempt to derive the source code of the SaaS products.

8. without consultation, conduct a security review (“penetration test”) or othermeasures that could adversely affect the SaaS Products.

9. modify the SaaS Products or create derivative works from the SaaS Products. Derivative works include, but are not limited to, translations.

10. You may not use the SaaS Products in any manner that is illegal or in violation of any applicable law, regulation or the intellectual property rights of any third party.

You represent, warrant and covenant that you will not use the Products:

1. to infringe the intellectual property or proprietary rights, or rights of publicity or privacy, of any third party

2. to violate any applicable federal, state or local law, statute, ordinance or regulation

3. to disseminate, transfer or store information or materials in any form or format (“Content”) that are harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable or that otherwise violate any law or right of any third party

4. to disseminate any software viruses or any other computer code, files or programs that may interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, or violate the security of any computer network

5. to run Maillist, Listserv, “bots,” “robots,” any form of auto-responder, or “spam,” or any processes that run or are activated while you are not logged in.

You remain solely responsible for all Content that you upload, post, e-mail, transmit, or otherwise disseminate using, or in connection with, the Products. You acknowledge that all Content you access through use of the Products is accessed at your own risk and you will be solely responsible for any damage or liability to any party resulting from such access.

5. Support

We will provide you with support services for the duration of your subscription licence and for the duration of the free licence, including any renewal periods, which will include, but are not limited to, bug fixes and patches. Our business hours are Mon-Fri 9:00 AM - 5:00 PM GMT+2. We aim to respond to all requests within 8 business hours, excluding national holidays. We constantly monitor our support channels to respect the high priority of any critical issues that arise.

You can request support services through one of the following channels:

• by submitting a ticket in our service desk system or by email to support@liquitim.com

• by submitting the request in the Service Desk Portal

6. Limitation of liability

Liquitim does not warrant results of use or that the Products are bug free or error free or that its use will be uninterrupted.

You agree that use of the SaaS Products is at your own risk. To the extent permitted by applicable law, in no event will we be liable to you or those claiming through you for any indirect, consequential, incidental or special damages or losses of any kind, including but not limited to loss of profits, loss of contracts, business interruption, cost of substitute goods or services, loss or corruption of data, however caused and whether arising in contract or tort (including but not limited to negligence).

In no event will we be liable for any failure of performance due to circumstances beyond our control, including but not limited to power failure, computer viruses, malware, spyware, key logger applications, system failure, fire, flood, earthquake, terrorism, acts of war or extreme weather conditions.

7. Intellectual Property; Content

You acknowledge that the Products and its accompanying documentation are protected by copyright and other intellectual property laws and treaties. You further acknowledge and agree that Liquitim shall continue to own all title, ownership rights, and intellectual property rights in and to the Products, and any copies or portions thereof, and any accompanying documentation. You understand that Liquitim may modify or discontinue offering the Products at any time. This Agreement does not give you any rights not expressly and unambiguously granted herein.