End-User License and Terms of Use
Scope of Terms
SoftSync is a plugin that facilitates two-way synchronization of projects and tasks between Jira and Teamwork. SoftSync is created, owned, and licensed by Scopic Software LLC (“Scopic”).
Before you upload, install, use, or otherwise access SoftSync, please read this End-User License Agreement and Terms of Use (“Terms”) carefully. These Terms constitute a legally binding agreement between you and/or the organization you represent and apply to your sole usage of the SoftSync and/or usage of the SoftSync on behalf of your organization.
If you are accepting these Terms on behalf of the legal 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 the individual end-user and the entity.
By uploading, installing, and/or using SoftSync, you expressly acknowledge that you understand these Terms and accept them. If you don’t want to be bound by these Terms, you may elect not to use SoftSync.
License
Subject to your compliance with these Terms, Scopic grants you a limited, non-exclusive, revocable, non-transferable license to upload, install, access, and use SoftSync in object form for your personal, professional or business use. Scopic reserves any rights not expressly granted herein. Scopic may, but is not required to, provide any updates, enhancements, modifications, revisions, or additions to SoftSync. Any such updates will be subject to the same licensing terms and requirements as applied to SoftSync.
SoftSync can be used only if you have subscribed to the available Jira and Teamwork plans. You must purchase the license tier for SoftSync that matches the number of users you have licensed for Jira and Teamwork. SoftSync will only function if its license tier matches or exceeds the tier of both Jira and Teamwork.
Limitations of use
You may not try to reproduce, modify, create derivative works, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast, or otherwise use SoftSync except as expressly permitted by the license granted under these Terms.
You shall not reverse engineer, reverse compile, or disassemble the object and/or source code.
You shall not create and release any software on top of SoftSync in order to crawl, scrape, index, or use data accessed by SoftSync.
You shall maintain and not remove or obscure any proprietary notices on SoftSync, and shall reproduce such notices exactly on all permitted copies of SoftSync.
Trial Version
If you are provided with the access to the trial charge-free version of SoftSync before SoftSync is available on the Atlassian marketplace, you must switch to the version available on the Atlassian marketplace as soon as it becomes available for purchasing.
Payments and charges
Use of SoftSync is subject to fees as defined below (“License fee”). The License fee is charged monthly, depending on the plan you choose. License fee depends on your license tier.
You can trial SoftSync free for 30 days. Once the trial period is over, the License fee will be automatically included in your next bill for Atlassian monthly cloud services unless manually deactivated.
Subscription is extended automatically unless you cancel it prior to the expiration of the subscription term. Canceling your subscription means that you will not be charged the License fee for the next subscription term., but Yyou will not receive any refunds for amounts that have already been charged. YHowever, you will be able to use SoftSync until the end of the subscription term.
The License fee excludes any taxes. You are solely responsible for paying the taxes and duties that are applicable in your jurisdiction.
The License fee can be increased by Scopic at any time. Scopic will notify you of the increase at least 30 days prior. Unless you cancel your subscription, the new License fee will take effect. If you disagree with the increased License fee, you may cancel your subscription. Otherwise, the new License fee will be deemed as accepted.
Billing of License fee is conducted by Atlassian and is subject to its terms and policies.
Communications
By entering these Terms or using SoftSync, you agree to receive communication from Scopic for marketing and non-marketing purposes. You may request to opt-out of receiving any marketing communication by contacting Scopic at support@softsync.io.
Any legal notices, including pre-arbitration notices, copyright infringement notices, and requests connected with consumer protection regulations, can be sent to support@softsync.io.
Support
Scopic provides support services for SoftSync users. However, some such services may be subject to additional fees. If any support services are subject to a fee, you will be notified before the support service is provided.
To request support, you can create a ticket at Scopic’s support system available at http://support.softsync.io. Scopic will make the best effort to provide support within a reasonable time frame; however, Scopic does not provide any warranties with regards to the response/resolution time.
Intellectual property rights
SoftSync and all intellectual property rights contained therein are the property of or licensed by Scopic. You may not copy, imitate, or use any intellectual property, including logo, trademark, any information, or data without the prior written consent of Scopic.
You warrant that you will not use SoftSync:
(i) to infringe the intellectual property rights of any third party;
(ii) to violate any applicable laws;
(iii) to disseminate, transfer or store information that is harmful, abusive, harassing, tortious, defamatory, vulgar, obscene, or otherwise violate any law or right of any third party;
(iv) to disseminate any software viruses or any other computer code, files, or programs that may interrupt, destroy or limit the functionality of SoftSync;
(v) to run “bots”, “robots,” or any processes that run or are activated while you are not logged in.
Third-party Software
SoftSync may contain software licensed to Scopic by third parties, including but not limited to open-source software. Additional obligations may apply to the use of such software. In such circumstances, you are responsible for acquiring any licenses and consents from the relevant third parties. Any such necessity to acquire a third party license in addition to our software will be expressly available along with the relevant software privacy policy.
Trademarks
You may not remove any titles, trademarks or trade names, copyright notices, legends, or other proprietary markings on or in SoftSync. You are not granted any rights to any trademarks or service marks of Scopic by using SoftSync.
Termination
Either party may terminate the subscription any time for any reason with thirty (30) days’ notice.
Upon termination of these Terms, you are not entitled to any refund and shall pay all the overdue payments immediately.
You guarantee that upon the termination of these Terms/the subscription, you shall erase all the copies of the SoftSync (if any) immediately. You will certify this upon our request.
Governing law and dispute resolution
Any controversy or claim arising out of or relating to these Terms, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association or its international branch ICDR in accordance with its Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
The number of arbitrators shall be one. The place of arbitration shall be Boston, MA, USA. The language to be used in the arbitral proceedings is English.
These terms shall be construed in accordance with and governed by the substantive law of the Commonwealth of Massachusetts in the US.
Each party shall bear its own costs, irrespective of the outcome of the dispute.
THE PARTIES AGREE TO ARBITRATE ANY DISPUTE ON AN INDIVIDUAL BASIS, AND EACH PARTY WAIVES THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
No Warranty
Except as expressly provided for herein, SoftSync is provided on an “as is” and “as available” basis without any warranties of any kind, and Scopic disclaims any and all warranties, whether expressed or implied.
To the maximum extent permitted by applicable law, Scopic expressly disclaims all warranties and conditions, including, without limitation, warranties and conditions of satisfactory quality, merchantability, fitness for a particular purpose, non-infringement, and those arising from a course of dealing or usage of trade.
Scopic does not warrant that SoftSync is error-free, free of viruses, available at all times/locations, and without interruption and that any operational defect will be corrected. Subsequently, Scopic is not liable should any of the aforementioned occur.
Indemnity
By accepting these Terms, you agree to protect, defend, indemnify and hold harmless Scopic from and against any and all claims, demands, costs, expenses, losses, liabilities, and damages of every kind and nature (including, without limitation, reasonable attorneys’ fees) imposed upon or incurred by Scopic directly or indirectly arising from your usage of SoftSync.
Subject to the Limitation of Liability clause, Scopic will indemnify and hold you harmless against all costs, expenses, losses, and claims made against you as a result of any infringement of a third party’s intellectual property rights arising from your use of SoftSync. Provided that you must notify Scopic of the charge of infringement or the legal proceeding, give Scopic sole control of the defense and related settlement negotiations, and provide Scopic, at your own expense, with reasonable assistance and information.
Limitation of liability
In no event shall Scopic be liable to you or any other person or entity for any direct, indirect, incidental, special, punitive or consequential damages whatsoever, including any that may result from (1) your breach of these Terms; (2) your violation of any law or the rights of a third party.
Export Restrictions
The export of SoftSync from the country of original purchase may be subject to control or restriction by applicable local law. You are solely responsible for determining the existence and application of any such law to any proposed export and for obtaining any needed authorization. You agree not to export SoftSync from any country in violation of applicable legal restrictions on such export.
Responsibility
Scopic is not responsible for the quality of Jira and Teamwork (“Third-party providers”).
Scopic is not responsible for any access to or use of your data by Third-party providers or their products or services or for the security or privacy practices of any Third-party provider or its products or services.
It is your sole responsibility to review the agreement between you and the Third-party provider carefully.
SCOPIC DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR ANY THIRD-PARTY PRODUCTS OR SERVICES (WHETHER SUPPORT, AVAILABILITY, SECURITY OR OTHERWISE) OR FOR THE ACTS OR OMISSIONS OF ANY THIRD-PARTY PROVIDERS.
Publicity
Licensee grants Scopic the right to include Licensee as a customer in Software promotional material, including Licensee’s logo. Licensee can deny Scopic’s this right at any time by submitting a written request via email to support@softsync.io, requesting to be excluded from Software promotional material. Requests may take thirty (30) calendar days to process.
Privacy
SoftSync processes and transmits project- and task-related data between Teamwork and Jira. Since SoftSync is available for both Jira Cloud and Jira Server, the way requests are sent to the API and the way data is pulled and transmitted may vary slightly depending on the version of Jira you are running.
For the Cloud version, every request is validated using the JSON Web Token (JWT) passed from the Jira Cloud instance to Teamwork. SoftSync accesses and transmits users’ email and associated name. This information is pulled in real time using users’ account IDs. SoftSync does not store any personally identifiable information in the database. With Jira Server, every request is validated using Plugins2.
Scopic may use your personal data to facilitate your usage of SoftSync. We may send you transactional emails, e.g. error reports, security alerts, information about the policy updates, updates of functionality, news about the product, etc. You can always unsubscribe from your emails.
SoftSync processes your personal data based on lawful grounds, that generally include processing personal data to provide you and other users with services and features and/or upon your direct consent.
Miscellaneous
No agency, partnership, joint venture, or employment is created as a result of these Terms.
The failure of either Scopic or the user to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights.
If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and enforceable.
Scopic may transfer or assign these Terms and its rights and obligations without your consent.
This Agreement constitutes the entire agreement between you and Scopic with respect to the subject matter and supersedes and replaces all prior agreements.
