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Last revision date =E2=80=93 June 22, 2023.
Please read this End User License Agreement (=E2=80=9CEULA=E2=80= =9D) carefully. You are not authorized to use the Apps unless and until you= accept the terms of this EULA.
This End User License Agreement (EULA) is a binding legal agreement betw= een:
Broken Build LLP (=E2=80=9CBroken Build=E2=80=9D, or =E2=80=9CPr= ovider=E2=80=9D), a provider of Software and Cloud Apps (=E2=80=9C= Apps=E2=80=9D) under the Broken Build brand name through t= he Atlassian Marketplace or any other means that interoperate with applicab= le products manufactured by Atlassian Pty Ltd (=E2=80=9CAtlassian= strong>=E2=80=9D), and
you, either an individual or a single legal entity you represent (=E2=80= =9CLicensee=E2=80=9D,or =E2=80=9CCustomer= =E2=80=9D or =E2=80=9Cyou=E2=80=9D), who purchase for the = materials accompanying this EULA, such as computer software, associated med= ia or printed materials and documentation. =E2=80=9CEnd Users=E2=80=9D, or =E2=80=9CUsers=E2=80=9D are any individua= ls for whom the Customer has paid the required fees and to whom access is g= iven to the Apps.
By clicking on the =E2=80=9CTry it free=E2=80=9D, =E2=80=9CStart free tr= ial=E2=80=9D, "Buy=E2=80=9D or similar button that is presented to you at t= he time of your installation, you agree to be bound by the terms of this EU= LA. If you are agreeing to this EULA on behalf of a company or other organi= zation, you represent that you have the authority to bind that company or o= rganization to this EULA. If you do not have that authority, you may not in= stall, copy, download or otherwise use the Apps.
This is a =E2=80=9CPublisher EULA=E2=80=9D as referred = to in the Atlassian Marketpla= ce Partner Agreement. Also, this is a =E2=80=9CVendor Terms= =E2=80=9D as referred to in the Atlassian Marketplace Terms of Use.
The EULA consist of this Agreement and the following appendices:
Appendix 1 =E2=80=93 the Privacy Policy;
Appendix 2 =E2=80=93 the Data Processi= ng Agreement (=E2=80=9CDPA=E2=80=9D).
This EULA governs:
the use of the Broken Build=E2=80=99s free and paid available downloadab= le Apps for your data center (=E2=80=9CSoftware Apps=E2=80= =9D);
the use of the Broken Build=E2=80=99s free and paid Apps provided in Atl= assian's hosted services or other cloud-based environment (=E2=80=9CCloud Apps=E2=80=9D), and
any support services provided by Broken Build relating to the Software A= pps or Cloud Apps.
This EULA does not govern downloadable software server products sold bef= ore February 15, 2022, with a perpetual license. Such relationships between= you and Broken Build are governed according to the EULA version which was = effective on such downloadable software server products purchase date.
You may need to register the Atlassian Account (found here) and enter the Atlassian Marketplace (found her= e) in order to place orders or access or receive any Apps. Any regi= stration information that you provide must be accurate, current and complet= e. You should also update your information so that Broken Build may send in= formation to you by email or through your account, as provided by our Priva= cy Policy. You are responsible for all actions taken through your accounts.=
Your order (=E2=80=9COrder=E2=80=9D) through the Atlass= ian Marketplace or with an authorized Atlassian reseller (as defined in Atlassian Reseller Agreement) wil= l specify your authorized scope of use for the Apps, which may include:&nbs= p;
the defined number of installations, the number of specific individuals = for whom you have paid the required fees and whom you designate through the= applicable App, the number of authorized servers, and/or other defined res= ource utilization limitations;
storage or capacity (for Cloud Apps);
numbers of licenses, copies or instances (for Software Apps), or = p>
other restrictions or billable units (all of the above - the =E2= =80=9CScope of Use=E2=80=9D).
The term =E2=80=9COrder=E2=80=9D also includes any appl= icable App or Support Services renewal, or purchases you make to increase o= r upgrade your Scope of Use. You may increase the number of authorized End = Users permitted to access your instance of the App by placing a new Order o= r, in some cases, directly through the App.
The Apps are licensed, not sold, and no ownership right is conveyed to y= ou.
This EULA grants you the following rights, based on chosen App type:
Software Apps. For Software Apps, Broken Build grants y= ou a time-limited, worldwide, non-exclusive, non-transferable, non-sublicen= sable license to install and use the Software Apps in object code only, lim= ited to the Scope of Use as designated in your Order.
Cloud Apps. Broken Build grants you a monthly or annual= (paid in advance) subscription for worldwide, non-exclusive, non-transfera= ble, non-sublicensable use of the Cloud Apps. The subscription will be auto= matically renewed for successive monthly or annual terms unless either Brok= en Build or the Licensee notify the other of non-renewal or Broken Build ce= ases to make a particular Cloud Apps available. If you cancel, your subscri= ption will terminate at the end of the then-current billing cycle. You ackn= owledge that Cloud Apps are on-line, subscription-based products, hosted by= Broken Build and/or Atlassian, and that Broken Build and/or Atlassian may = make changes to the Cloud Apps from time to time.
No-Charge Apps. Broken Build may offer you a time-limit= ed, worldwide, non-exclusive, non-transferable, non-sublicensable limited l= icense for certain Apps at no charge, including free accounts, trial use, a= nd access to Beta Versions as defined below (=E2=80=9CNo-Charge App= s=E2=80=9D). Your use of No-Charge Apps is subject to any addition= al terms specified by Broken Build and is only permitted for the period des= ignated by Broken Build. After such period is expired you must abide by the= rights specified in this section above, or must remove and delete all copi= es of the Software in your possession. You may not use No-Charge Apps for c= ompetitive analysis or similar purposes. Broken Build may terminate your ri= ght to use No-Charge Apps at any time and for any reason in its sole discre= tion, without liability to you.
You understand that any pre-release and beta products (=E2=80=9C= Beta Versions=E2=80=9D) are still under development, may be inoper= able or incomplete and are likely to contain more errors and bugs than gene= rally available Apps. Broken Build makes no promises that any Beta Versions= will ever be made generally available. In some circumstances, Broken Build= may charge a fee in order to allow you to access Beta Versions, but the Be= ta Versions will still remain subject to this paragraph. All information re= garding the characteristics, features or performance of Beta Versions const= itutes Broken Build=E2=80=99s Confidential Information. To the maximum exte= nt permitted by applicable law, Broken Build disclaims all obligations or l= iabilities with respect to No-Charge Apps, including any Support Services, = warranty, and indemnity obligations.
After purchasing Broken Build=E2=80=99s App, you will download Apps dire= ctly from the Atlassian Marketplace and receive from it the license keys.= p>
You may not sell, transfer or convey the Software to any third party wit= hout Broken Build=E2=80=99s prior express written consent. Broken Build res= erves all rights not expressly granted to the Licensee in this EULA.
Software App licensees are permitted to make one (1) copy of the Softwar= e App for data protection, archiving and backup purposes only and for no ot= her purpose.
You may only install the Software App and make the Software App availabl= e for use on hardware systems owned, leased or controlled by you, or your t= hird party service providers so long as you remain responsible for their co= mpliance with the terms and conditions of this EULA.
If you purchase Apps through a Reseller, your license rights shall be as= stated in the Order placed by Reseller for you, and the Reseller is respon= sible for the accuracy of any such Order. Resellers are not authorized to m= ake any promises or commitments on Broken Build=E2=80=99s behalf, and Broke= n Build is not bound by any obligations to you other than what is included = in this EULA.
The Apps include any attributions, copyright information and other notic= es, terms and conditions that may be required to be provided to Licensee ba= sed on Broken Build use of third party =E2=80=9Copen source=E2=80=9D softwa= re or other third party intellectual property in any App. Broken Build= will also promptly make available to Licensee the source code correspondin= g to any App or portion thereof if required, and in the manner required, by= applicable third party terms and conditions.
The Apps uses, requires and depends on various third party APIs. Broken = Build disclaims any liability for any failure or limitations of these APIs = or services. Atlassian, or any other API provider, may remove the API endpo= ints required for the Software to function properly. Broken Build disclaims= any liability for the consequence of such actions by such third parties.= p>
The Licensee must pay the license fee within the period indicated in the= applicable invoice or as otherwise provided in Broken Build=E2=80=99s= pricing terms as published on the Atlassian Marketplace. Failure to pay an= y license fees by the due date will result in the immediate termination of = the license(s) granted under this EULA.
Broken Build may provide you with support services related to the A= pps (=E2=80=9CSupport Services=E2=80=9D) for the sole purp= ose of addressing technical issues relating to the use of the Apps. Support= Services also include access to bug fixes, patches, modifications, or enha= ncements to the Apps that Broken Build makes generally commercial= ly available during the =E2=80=9CSupport Period.=E2=80=9D = When accepted by you, any such releases will be considered part of the Apps= and subject to the terms of this EULA.
Broken Build will use reasonable efforts to provide web-based and/o= r email support to the Licensee during normal business hours.
The initial Support Period for a Software Apps is not determined and wil= l continue as long as the App remains available on the Atlassian Marketplac= e.
Use of Support Services, if any, are governed by Broken Build=E2=80= =99s policies and programs described in any user manual, in online document= ation, and/or other Broken Build-provided materials. Any supplemental = software code provided to you as a part of Support Services will be conside= red part of the Apps and subject to the terms of this EULA.
All deliveries of Software Apps will be electronic. For the avoidance of= doubt, you are responsible for the installation of any Software App.
Broken Build are solely responsible for providing all Support Servi= ces for the Apps, and for providing to the Licensee with all information ne= cessary for the Apps use.
Broken Build will respond within 24 hours to any support request th= at Atlassian identifies as critical, and in all other cases within five (5)= business days of support request from you.
We encourage your feedback. If you have any feedback regarding your= purchase or use of the Apps, please provide that feedback to Broken B= uild at support@brokenbuild.net.
Broken Build=E2=80=99s collection, use, disclosure and handling of your = information is done in accordance with its Privacy Policy. The most recent = version of the Privacy Policy can be found here.
Atlassian shall not be liable for, or have any responsibility in connect= ion with, the Licensee=E2=80=99s data processed by Broken Build or Broken B= uild=E2=80=99s Apps, and such activities with regard to the Licensee=E2=80= =99s data are not in any way by or on behalf of Atlassian.
You may terminate your license to the Apps at any time by destroying all= your copies of the Software App or ceasing your access to the Cloud App. Y= our license to the Apps shall automatically terminate if you fail to comply= with the terms of this EULA. Upon termination of your license, you are req= uired to remove Software App from your computer systems and destroy any cop= ies of the Software App in your possession.
Unless otherwise specified by Atlassian, all licenses and subscriptions = to Apps (including any related support periods) will survive termination or= expiration of Atlassian Mark= etplace Partner Agreement between Atlassian and Broken Build in acc= ordance with the applicable EULA. Following such termination or expiration = or withdrawal of Broken Build=E2=80=99s App from the Marketplace, Atlassian= may continue to fulfill any Licensee=E2=80=99s orders for Apps pending as = of the date the termination takes effect.
The Apps and all copies thereof are protected by copyright and other int= ellectual property laws and treaties. Broken Build or its relevan= t third parties own the title, copyright, and all other intellectual proper= ty rights in the Apps and all subsequent copies of the Apps.
All title and copyrights in and to the Apps (including any images, icons= , text files, pdfs or other static non-code assets contained within the App= s), the accompanying materials, and any copies of the Apps, are owned by&nb= sp;Broken Build or its suppliers. This EULA does not grant you any rig= hts to use such content.
Other than as allowed by this EULA, you may not (i) reverse engineer, de= -compile, disassemble, alter, duplicate, modify, rent, lease, loan, sublice= nse, make copies of, create derivative works from, distribute or provide no= n-authorized users with access to the Apps in whole or part, (ii) use the A= pps for the benefit of any third party, (iii) incorporate any Apps into a p= roduct or service you provide to a third party, (iv) interfere with any lic= ense key mechanism in the Apps or otherwise circumvent mechanisms in the Ap= ps intended to limit your use, (v) remove or obscure any proprietary notice= s on the Apps or any permitted copies of the Apps, or (vi) publicly dissemi= nate information regarding the performance of the Apps.
You may not copy or embed elements of the source code into other applica= tions, or publish, transmit or communicate the source code to parties other= than yourself or the entity you represent.
Atlassian does not and will not have any responsibility or liability rel= ated to compliance or non-compliance by Broken Build and the Licensee under= the applicable EULA.
You agree that all code, inventions, know-how, business, technical and f= inancial information disclosed to you by Broken Build constitute = the confidential property of Broken Build (=E2=80=9CBroke= n Build Confidential Information=E2=80=9D). Any intellectual = property, the underlying technology, and any performance information relati= ng to the Apps shall be deemed Broken Build Confidential Informat= ion without any marking or further designation. Except as expressly authori= zed herein, you will hold in confidence and not use or disclose any Broken = Build Confidential Information.
You may also disclose Broken Build Confidential Information if= so required pursuant to a regulation, law or court order (but only to the = minimum extent required to comply with such regulation or order and with ad= vance notice to Broken Build). You acknowledge that disclosure of = ;Broken Build Confidential Information =D1=81ould cause substantial ha= rm for which damages alone would not be a sufficient remedy. Therefore, upo= n any such disclosure by you, Broken Build shall be entitled to s= eek appropriate equitable relief in addition to whatever other remedies it = might have at law.
Broken Build agrees that in the event that Broken Build h= as access to Licensee=E2=80=99s confidential or proprietary information, in= cluding but not limited to your data and information concerning Licensee=E2= =80=99s business, products, customers, services, policyholders and/or claim= ants (=E2=80=9CLicensee Confidential Information=E2=80=9D)= , Broken Build shall (i) use such Licensee Confidential Informati= on solely for the purpose of this EULA; and (ii) take reasonable precaution= s, no less than it would take to prevent the disclosure of similar Bro= ken Build Confidential Information, to ensure that it does not disclos= e Licensee=E2=80=99s Confidential Information to any third party without fi= rst obtaining the other party=E2=80=99s prior written consent.
Notwithstanding the above, Broken Build may disclose, and may = permit its representatives to disclose, any Licensee Confidential Informati= on (i) to the extent it is required to do so by law or any order or request= of any government agency; and (ii) to Broken Build=E2=80=99s represen= tatives to the extent required for the purposes of implementing the transac= tions contemplated by this EULA.
For Licensee Confidential Information that does not constitute trade sec= rets under applicable law, these confidentiality obligations will expire th= ree (3) years after the termination of the agreement between Broken Bu= ild and Licensee. The recipient of such Licensee Confidential Informat= ion will be responsible for any breach of this section by its employees, re= presentatives and agents.
Your and Broken Build non-disclosure obligations shall not apply to info= rmation that:
was independently developed by a party without use of or reference to an= y Broken Build or Licensee=E2=80=99s Confidential Information;
was acquired by either party from a third party having the legal right t= o furnish the same to the other party;
was at the time in question (whether at disclosure or thereafter) genera= lly known by or available to the public.
The Licensee grants Broken Build the right to include the Lice= nsee=E2=80=99s company name, logo, and/or likeness that you provide during = registration, and any review that Licensee may provide (in full or in part)= to Broken Build, within App promotional material and on Bro= ken Build=E2=80=99s website. Licensee can revoke this right at any tim= e by submitting a written request via email to support@bro= kenbuild.net, requesting to be excluded from future App promotional= material. Requests made after purchasing may take thirty (30) calendar day= s to process.
Save as provided in Sections 18 and 19 below, the Apps are provided on a= n =E2=80=9Cas is=E2=80=9D basis without warranty, express or implied,= of any kind or nature, including, but not limited to, any warranties of pe= rformance, merchantability, fitness for a particular purpose, title and non= infringement. You may have other statutory rights, but the duration of sta= tutorily required warranties, if any, shall be limited to the shortest peri= od permitted by law. Broken Build shall not be liable for delays,= interruptions, service failures and other problems inherent in use of the = internet and electronic communications or other systems outside the reasona= ble control of Broken Build.
To the maximum extent permitted by law, Broken Build does not = make any representation, warranty or guarantee that:
the use of the Apps will be secure, timely, uninterrupted or error-free;=
the Apps will operate in combination with any other hardware, software, = system, or data;
the Apps will meet your requirements or expectations;
any stored data will be accurate or reliable or that any stored data wil= l not be lost or corrupted;
errors or defects will be corrected.
Broken Build=E2=80=99s customary business practice is to allow customers= to return the App within 30 days of payment for any reason or no reason an= d to receive a refund from Atlassian of the amount paid for the returned Ap= p. A return means that Broken Build will disable the license key = that allowed the App to operate. If you cancel your subscription within thi= s 30-day period from its beginning, Atlassian will refund the amount you pa= id for the applicable subscription, and you must cease using the App.
Licensee will defend or settle, at Licensee=E2=80=99s expense, any actio= n brought against Broken Build based upon the claim that any modi= fications by Licensee to the Software App not approved by Broken Build= or combination by Licensee of the Software App with other, third-part= y, products not approved by Broken Build infringes or violates an= y third party right, and only to the extent that such modification or combi= nation contributes to such claim; provided, however, that: (i) Broken Build= shall notify Licensee promptly in writing of any such claim; (ii) Bro= ken Build shall not enter into any settlement or compromise any such c= laim without Licensee=E2=80=99s prior written consent; (iii) Licensee shall= have sole control of any such action and settlement negotiations; and (iv)= Broken Build shall provide Licensee with information and reasona= ble assistance, at Licensee=E2=80=99s request and expense, necessary to set= tle or defend such claim. Licensee agrees to pay all damages and costs fina= lly awarded against Broken Build attributable to such claim.
Licensee agrees to indemnify and hold Broken Build, and its subsidi= aries, affiliates, officers, agents, and employees, harmless from any claim= s by third parties, and any related damages, losses or costs (including rea= sonable attorney fees and costs), arising out of Licensee=E2=80=99s use of = the Software, or Licensee=E2=80=99s violation of the EULA or any right= s of a third party.
Broken Build assumes no liability hereunder for, and shall have no = obligation to defend Licensee or to pay costs, damages or attorney=E2=80=99= s fees for, any claim based upon any modifications to any of the Software n= ot approved by Broken Build or combination of any of the Software= with products not approved by Broken Build, and only to the extent th= at such modification or combination contributes to such claim.
Broken Build agrees to defend, indemnify, and hold harmless the Lic= ensee and their respective directors, officers, employees, and agents from = and against any and all third party claims, losses, damages, suits, fees, j= udgments, action, cause of action,costs and expenses of every nature; inclu= ding reasonable attorneys=E2=80=99 fees and expenses arising out of, result= ing from, or attributable to the Software App=E2=80=99s claimed infringemen= t or violation of any patent, copyright, trade secret, trademark, or other = third party intellectual property right, except to the extent that the infr= ingement or violation has been caused or contributed to by the Licensee or = its representatives.
Except for the indemnification obligations of Section 17(=C2=ABInfringem= ent; Indemnification=C2=BB) or breach of Sections 7 (=C2=ABPrice and Paymen= t=C2=BB), 9 (=C2=ABData Security & Privacy=C2=BB), 11 (=C2=ABCopyright= =C2=BB) or 12 (=C2=ABConfidentiality=C2=BB):
Neither party will be held liable to any person for any direct or indire= ct loss, damage, cost, expense or other claims related to the use of the Ap= ps (for instance, due to the errors in content, delay or interruption in th= e provision of the App). All the foregoing limitations shall apply even if&= nbsp;the Licensee has been informed of the possibility of such damages.
=Broken Build=E2=80=99s aggregate liability under any claims arising out = of this EULA shall not exceed the fees paid by you for the current license = period. Other limitations could be provided by applicable law. In such case= Broken Build=E2=80=99s liability shall be limited to the maximum exte= nt allowed by such applicable law.
This EULA will be governed by and constructed in accordance with the app= licable laws of England and Wales.
In the event of any controversy or claim arising out of or relating to E= ULA, the parties will consult and negotiate with each other and attempt to = reach a solution satisfactory to both parties. If the parties do not reach = settlement within sixty (60) days, either party may pursue relief as may be= available under this EULA. All negotiations shall be confidential and= treated as compromise and settlement negotiations for purposes of all simi= lar rules and codes of evidence of applicable legislation and jurisdictions= .
The Atlassian Marketplace = Partner Agreement between Atlassian and Broken Build will control i= n the event of any direct conflict with the EULA.
Licensee may assign this EULA to succeeding parties in the case of a mer= ger, acquisition or change of control; provided, however, that in each case= :
Broken Build is notified in writing within ninety (90) days of such assi= gnment,
The assignee agrees to be bound by the terms and conditions contained in= this EULA, and
Upon such assignment the assignee makes no further use of the App(s) lic= ensed under this EULA.
Broken Build may assign its rights and obligation under this EULA w= ithout consent of Licensee. Any permitted assignee shall be bound by the te= rms and conditions of this EULA.
Broken Build may update, modify or amend (together, =E2=80=9CRevise= =E2=80=9D) this EULA from time to time, including any referenced policies a= nd other documents. If a revision meaningfully reduces your rights, Br= oken Build will use reasonable efforts to notify you by, for example, = sending an email to the billing or technical contact you designate in the a= pplicable Order, posting on the Broken Build blog, on Atlassian Marketplace or within Broken Build=E2=80= =99s published product documentation.
If Broken Build revises this EULA during your term of your lic= ense or subscription, the revised version will be effective upon your next = renewal of the monthly or annual license period, as applicable. In this cas= e, if you object to any revisions, as your exclusive remedy, you may choose= not to renew, including canceling any terms set to auto-renew.
With respect to No-Charge Apps, you need to accept the revised EULA to c= ontinue using the No-Charge Apps. You may be required to click through the = updated EULA to show your acceptance. If you do not agree to the revised EU= LA after it becomes effective, you will no longer have a right to use No-Ch= arge Apps.
For the avoidance of doubt, any Order is subject to the version of the E= ULA in effect at the time of the Order. You may not revise this EULA withou= t Broken Build=E2=80=99s consent.
This EULA constitutes the entire agreement between the parties with resp= ect to its subject matter, and supersedes all prior agreements, proposals, = negotiations, representations or communications relating to the subject mat= ter. Both parties acknowledge that they have not been induced to enter into= this EULA by any representations or promises not specifically stated herei= n.
In the event of a conflict between the terms of this EULA and the terms = of any open source licenses applicable to the Software, for the specific te= rms in conflict the terms of the open source licenses shall control with re= gard to the Software, or part-thereof.
For communications concerning this EULA, please write to support@brokenbuild.net