Atlassian Beta Terms (Marketplace, MAY 2013)

Beta Terms for Vendor Add-Ons
 

• These Beta Terms for Vendor Add-Ons (“Vendor Beta Terms”) are a binding legal document between Vendor and you, which explains your rights and obligations for the beta testing of add-ons to Atlassian products that Vendor has developed using Atlassian add-on technologies (“Vendor Beta Products”).  “End User” or “you” means either (a) you as an individual or (b) your company, if you are using Vendor Beta Products in your capacity as an employee or agent of a company.  “Vendor” means a party other than Atlassian that has developed add-ons for use with Atlassian products.
• By clicking on the “Accept” button below (if any), or by installing or using Vendor Beta Products, you agree to be bound by these Vendor Beta Terms.  If you do not agree to these Vendor Beta Terms, then do not install or use any Vendor Beta Products.

Participating in the beta test does not entitle you to any compensation or any future rights with respect to the vendor beta products.

1. Term and Termination.  These Vendor Beta Terms are effective from the date you first download or install the Vendor Beta Product until the end of applicable beta test period designated by Vendor (the “Test Period”).  Unless otherwise agreed between the parties in writing, upon the expiration of the Test Period, you must cease all use of the Vendor Beta Products.  Nothing herein obligates either party to enter into any further agreement with the other party. Section 3 (Confidential Information), Section 4 (Ownership), and Sections 6 (License Restrictions) through 9 (No Updates; No Support) shall survive termination of these Vendor Beta Terms.

2. Feedback.  Upon request from Vendor, you agree to provide to Vendor your written suggestions, ideas for improvement, and other feedback regarding the Vendor Beta Products, including completion of any evaluation forms, polls, or surveys provided to you by Vendor (“Feedback”).  You acknowledge that Vendor shall be free to use or implement any or all of the Feedback and that no payment, royalty or other consideration whatsoever shall be due to you in connection with such Feedback.

3. Confidential Information.  In the course of their relationship, the parties may disclose to each other information identified at the time of disclosure as confidential (“Confidential Information”), which may include information concerning their respective businesses and technology.  The Vendor Beta Products (including any information regarding their characteristics, features or performance) and all Feedback are Confidential Information of Vendor without any further marking or designation.  All Confidential Information shall remain the property of the disclosing party, and the receiving party shall have no interest in, or rights to use, such Confidential Information except as expressly set forth in these Vendor Beta Terms.  Each party agrees to maintain all Confidential Information of the other party in confidence and to take all reasonable precautions to prevent any unauthorized disclosure of such information. These restrictions on disclosure will not apply to any information which (a) becomes generally known or publicly available through no act or failure to act on the part of the receiving party; (b) is furnished to others by the disclosing party without restriction on disclosure; (c) is known by the receiving party at the time of receiving such information as evidenced by its records; or (d) is furnished to the receiving party by a third party, as a matter of right and without restriction on disclosure.

4. Ownership.  Except for the license granted to you under these Vendor Beta Terms, Vendor and its suppliers retains all rights, title and interest in and to the Vendor Beta Products (including, without limitation, all patent, copyright, trademark, trade secret and other intellectual property rights).  All rights not granted by Vendor are reserved. 

5.  License Grant.  Subject to these Vendor Beta Terms, Vendor grants you a limited, non-exclusive, non-transferable license to use the Vendor Beta Products during the Test Period for the sole purpose of beta testing the Vendor Beta Products in order to evaluate and assess the strengths and weaknesses of the Vendor Beta Products and to provide Feedback. 

6.  License Restrictions.  You may not: (i) copy the Vendor Beta Products or allow a third party to use the Vendor Beta Products, (ii) modify, decompile, disassemble or reverse engineer the Vendor Beta Products to the extent the Vendor Beta Products are not provided in source code form, (iii) use the Vendor Beta Products to develop services or products for sale or include any components of the Vendor Beta Products in any product; (v) use any portion of the Vendor Beta Products to create a competitive service, product or technology; or (vi) make the functionality of the Vendor Beta Products available to the public in any manner.

7. No Warranty.  THE VENDOR BETA PRODUCTS ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.  vendor makes no warranties regarding the performance of the vendor BETA PRODUCTS or that THE vendor BETA PRODUCTS will ever be commercially released in this or any other form.  You MAY HAVE OTHER STATUTORY RIGHTS; HOWEVER, TO THE FULL EXTENT PERMITTED BY LAW, THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

8. Limitation of Liability.  IN NO EVENT SHALL vendor BE LIABLE FOR ANY LOSS OF USE, LOST DATA, FAILURE OF SECURITY MECHANISMS, INTERRUPTION OF BUSINESS, OR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS), REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE.  Vendor SHALL NOT BE LIABLE FOR ANY DAMAGES THAT you MAY SUFFER IN CONNECTION WITH FAILURE IN THE PERFORMANCE OF THE vendor Beta Products.  IF you ELECT NOT TO PURCHASE A LICENSE TO THE vendor Beta Products, or if such a license is not made available for purchase by you, you agree THAT vendor WILL NOT BE LIABLE FOR ANY DAMAGE THAT you MAY SUFFER IN CONNECTION WITH THE TERMINATION OF These vendor Beta Terms AND your INABILITY TO ACCESS OR USE THE vendor Beta Products.  NOTWITHSTANDING ANY OTHER PROVISION OF THESE vendor BETA TERMS, Vendor’s and atlassian’s ENTIRE LIABILITY TO you UNDER THESE vendor BETA TERMS SHALL NOT EXCEED US$100.   

9.  No Updates; No Support.  These Vendor Beta Terms do not entitle you to future releases or updates.  Except as otherwise specifically detailed in a written agreement signed by the parties, Vendor shall have no obligation to provide technical support or maintenance for the Vendor Beta Products.