Contents
- Definitions
- Grant of License
- Restrictions
- Ownership and Intellectual Property
- Third-Party Components and Attributions
- Fees, Subscription, and Termination
- Confidentiality
- Disclaimer of Warranties
- Limitation of Liability
- General Provisions
Important — read carefully. This End-User License Agreement (the “Agreement”) is a legally binding contract between you (either an individual or a single legal entity, the “Licensee”) and UX Software (the “Licensor”) governing the use of any software product distributed by the Licensor that the Licensee has subscribed to or installed (each, a “Product”, and collectively the “Software”), together with all related source code, compiled artifacts, configuration files, documentation, images, icons, and any updates, upgrades, patches, or supplements provided by the Licensor.
By installing, copying, accessing, or otherwise using any Product, the Licensee agrees to be bound by the terms of this Agreement. If the Licensee does not agree to these terms, the Licensee must not install, access, or use the Product, and must immediately uninstall and destroy all copies in their possession or control.
1. Definitions
1.1 “Software” means any software product distributed by the Licensor — whether through the Atlassian Marketplace or directly — that the Licensee has subscribed to or installed, including all source code, object code, scripts, manifests, configuration, assets, and accompanying documentation.
1.2 “Product” means a single software offering within the Software (for example, “Webhooks Pro for Jira Cloud” or “Jira Webhooks Plugin”). Each Product is licensed under this Agreement. The Licensee’s active Subscription identifies which Product(s) are covered.
1.3 “Subscription” means a paid, time-limited right to use a Product, granted by the Licensor or by an authorized distributor (including the Atlassian Marketplace), in accordance with the pricing, tier, and user-count limits applicable to the Licensee’s order.
1.4 “Authorized User” means an individual employee, contractor, or agent of the Licensee whose use of a Product is permitted under the Licensee’s active Subscription.
1.5 “Documentation” means the user guides, administration guides, release notes, and other materials made available by the Licensor for a Product.
2. Grant of License
Subject to the Licensee’s continuous compliance with this Agreement and payment of all applicable fees, the Licensor grants the Licensee a limited, non-exclusive, non-transferable, non-sublicensable, revocable license, for the duration of each active Subscription, to:
(a)install and run the relevant Product within the Licensee’s authorized Atlassian Cloud and/or Atlassian Data Center instance(s), as appropriate to the Product; and
(b)permit Authorized Users to use the Product for the Licensee’s internal business purposes only.
No other rights — express or implied — are granted. All rights not expressly granted herein are reserved by the Licensor.
3. Restrictions
The Licensee shall NOT, and shall not permit any third party to, directly or indirectly:
(a)copy, reproduce, publish, distribute, sell, rent, lease, sublicense, lend, transfer, assign, or otherwise make any Product (in whole or in part) available to any third party;
(b)modify, adapt, translate, create derivative works based on, or merge any Product with any other software;
(c)reverse engineer, decompile, disassemble, decrypt, attempt to derive the source code of, or otherwise attempt to discover the underlying algorithms, structure, or ideas of any Product, except and only to the extent that such activity is expressly permitted by mandatory applicable law notwithstanding this limitation;
(d)remove, alter, or obscure any copyright, trademark, proprietary, or other notices contained in or on any Product;
(e)use any Product to build, train, or improve any competing product or service, or to provide a service bureau, time-sharing, hosted, “software as a service”, or similar offering to any third party;
(f)bypass, disable, or otherwise circumvent any license enforcement, usage-metering, or security mechanism of any Product or of the Atlassian platform on which it runs;
(g)use any Product in violation of any applicable law, regulation, or third-party right (including data protection and privacy laws); or
(h)use any Product beyond the scope or user count of the active Subscription.
4. Ownership and Intellectual Property
The Software is licensed, not sold. The Licensor and its licensors retain all right, title, and interest in and to the Software, including all intellectual property rights therein. All trademarks, trade names, logos, and service marks appearing in or on the Software are the property of their respective owners. “Atlassian”, “Jira”, “Confluence”, and “Forge” are trademarks of Atlassian Pty Ltd; the Licensor’s Products are independent products and are not endorsed by or affiliated with Atlassian, except to the extent of their publication on the Atlassian Marketplace under Atlassian’s standard terms.
5. Third-Party Components and Attributions
The Software may include or rely upon third-party open-source components and third-party assets (such as icons), each licensed under its own terms. A complete inventory of such components, their licenses, and any required attributions is maintained per Product in NOTICE.md and THIRD-PARTY-LICENSES.md files distributed with each Product (or available upon request from the Licensor). This Agreement governs only the Software itself and does not modify the license of any third-party component or asset; in case of a conflict between this Agreement and the terms of a third-party component or asset as applied to that component or asset, the terms of that third-party license prevail with respect to that component or asset only.
6. Fees, Subscription, and Termination
6.1 The Licensee’s right to use any Product is conditional upon timely payment of all applicable Subscription fees, whether paid directly to the Licensor or through the Atlassian Marketplace.
6.2 This Agreement is effective until terminated. The Licensee’s license to a given Product will terminate automatically and without notice if the Licensee fails to comply with any term of this Agreement or if the Subscription for that Product expires or is cancelled. Termination of one Product’s Subscription does not affect any other Product the Licensee subscribes to.
6.3 Upon termination of any Subscription, the Licensee must immediately cease all use of the affected Product, uninstall it from all environments under its control, and destroy or return all copies. Sections 3, 4, 7, 8, 9, and 10 survive termination.
7. Confidentiality
The source code, internal architecture, and any non-public documentation of the Software are the confidential and proprietary information of the Licensor. The Licensee shall protect such information using at least the same degree of care it uses to protect its own confidential information of similar importance, and in no event less than a reasonable degree of care, and shall not disclose it to any third party without the Licensor’s prior written consent.
8. Disclaimer of Warranties
THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED. THE LICENSEE ASSUMES THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LICENSOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL) ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE USE OF — OR INABILITY TO USE — ANY PRODUCT, EVEN IF THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE LICENSOR’S AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY THE LICENSEE TO THE LICENSOR FOR THE AFFECTED PRODUCT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
10. General Provisions
10.1 Governing Law. Pending To be filled in once the jurisdiction is finalised. Until this section is completed, any dispute is governed by the laws of the jurisdiction with the closest connection to the parties as determined under conflict-of-laws rules.
10.2 Assignment. The Licensee may not assign or transfer this Agreement, in whole or in part, by operation of law or otherwise, without the prior written consent of the Licensor. Any attempted assignment without such consent is void.
10.3 Severability. If any provision of this Agreement is held to be unenforceable, the remaining provisions shall remain in full force and effect, and the unenforceable provision shall be replaced by an enforceable provision that most closely reflects the original intent of the parties.
10.4 No Waiver. Failure by the Licensor to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
10.5 Entire Agreement. This Agreement constitutes the entire agreement between the parties regarding the Software and supersedes all prior or contemporaneous understandings, whether written or oral, regarding its subject matter — including the Licensor’s earlier per-Product EULAs, which this universal Agreement replaces. Any additional or different terms in any purchase order, business form, or communication of the Licensee are expressly rejected and shall be of no effect.
10.6 Relation to other UX Software documents. This Agreement should be read together with the Licensor’s Privacy Policy, Terms of Service, and per-Product Data Security Statement. In case of conflict between this Agreement and any of those documents regarding licensing matters, this Agreement controls; regarding data-protection matters, the Privacy Policy and Data Security Statement control.
10.7 Contact. For licensing inquiries, support, or to report a violation of this Agreement, please contact: support@ux-software.com