Terms of Service

You may enter into these Terms only if you are at least 18 years old and have authority to bind the Customer. If you do not agree to these Terms, do not install or use the App.

• "Customer Data" means data and content stored in your Jira Cloud site and App configuration (rosters, PTO, templates, preferences) that you or your users input or generate through the App.
• "Documentation" means the product documentation we make available for the App.
• "Order" means a subscription, trial, or purchase record created through the Atlassian Marketplace for the App.
• "Users" means individuals authorized by you to access the App under your Atlassian Cloud subscription.

Subject to these Terms and the Atlassian Terms, and conditional on payment of the applicable fees via the Atlassian Marketplace, Ekko grants Customer a non-exclusive, non-transferable, non-sublicensable, worldwide right to install and use the App during the subscription term for Customer's internal business operations.

You agree not to, and not to permit any User or third party to:

• Use the App in violation of applicable law, any third-party rights, or the Atlassian Terms.
• Reverse engineer, decompile, or attempt to derive the source code of the App, except where such restriction is prohibited by applicable law.
• Interfere with or disrupt the integrity or performance of the App, the Forge platform, or other Atlassian services.
• Use the App to build or support a product or service that is competitive with Ekko.
• Upload or process data or content that infringes intellectual-property rights, violates privacy rights, or contains malware.
• Resell, rent, lease, or otherwise make the App available to any third party except Users authorized under your Atlassian Cloud subscription.

Access to the App is controlled by Atlassian user accounts and Jira permissions. You are responsible for (a) maintaining the confidentiality of account credentials, (b) configuring Jira permissions appropriately, and (c) activities that occur under your Atlassian Cloud site in connection with the App. We rely on Atlassian to authenticate Users and scope their access.

Pricing for the App is set through the Atlassian Marketplace and billed by Atlassian under the Atlassian Terms. Taxes are handled by Atlassian. Free trials, if offered, run for the period described on the Marketplace listing; when a trial ends, you will be charged the then-current list price unless you uninstall the App or downgrade within the Atlassian Marketplace.

As between Ekko and Customer, Customer owns all Customer Data. Customer grants Ekko a limited, non-exclusive license to process Customer Data solely to provide and support the App. Ekko's processing of Personal Data contained in Customer Data is governed by our Privacy Policy and, where required, a separate Data Processing Addendum.

Because the App runs on Atlassian Forge, Customer Data is stored in Atlassian-controlled infrastructure inside Customer's Atlassian Cloud tenant. Ekko does not copy Customer Data to Ekko-operated systems.

The App, Website, Documentation, and all related intellectual-property rights are and will remain the exclusive property of Ekko and its licensors. Except for the rights expressly granted in these Terms, no rights are transferred to Customer.

If you provide feedback, ideas, or suggestions about the App, you grant Ekko a perpetual, irrevocable, worldwide, royalty-free license to use that feedback for any purpose, without obligation to you. Feedback is provided "as is" and Ekko is under no obligation to act on it.

Each party will protect the other party's non-public information disclosed in connection with the App using at least the same degree of care it uses to protect its own confidential information, and in no event less than a reasonable degree of care. Customer Data is treated as Customer's confidential information.

The App depends on Atlassian Forge, Atlassian Cloud, and Jira APIs. These are provided by Atlassian under the Atlassian Terms. Ekko is not responsible for the availability, performance, or content of Atlassian services, and any outage or change in those services may affect the App.

Ekko will use commercially reasonable efforts to make the App materially conform to the Documentation. EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE APP AND WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND UNINTERRUPTED OR ERROR-FREE OPERATION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO PORTIONS OF THIS SECTION MAY NOT APPLY TO YOU.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE APP, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EKKO'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE APP WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER FOR THE APP THROUGH THE ATLASSIAN MARKETPLACE IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR USD 100 IF NO FEES HAVE BEEN PAID. THESE LIMITATIONS APPLY IN THE AGGREGATE TO ALL CLAIMS OF ANY KIND.

You will defend, indemnify, and hold harmless Ekko and its affiliates from and against any third-party claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of (a) Customer Data, (b) your use of the App in breach of these Terms or applicable law, or (c) your violation of any third-party rights.

You may terminate these Terms at any time by uninstalling the App and cancelling your subscription through the Atlassian Marketplace. We may suspend or terminate your access if you materially breach these Terms, if required by law, or if continued provision of the App poses a security or legal risk. On termination, the rights granted to Customer under these Terms end, and Atlassian will handle deletion of Forge-hosted configuration consistent with its platform policies.

These Terms are governed by the laws of the State of Iowa, United States of America, excluding its conflict-of-laws principles and the United Nations Convention on Contracts for the International Sale of Goods. The parties submit to the exclusive jurisdiction of the state and federal courts located in Polk County, Iowa for any dispute that is not subject to arbitration, and each party waives any right to a jury trial.

We may update these Terms from time to time. When changes are material, we will post the updated Terms here with a new "Last updated" date and, where appropriate, notify Atlassian administrators in the App. Continued use of the App after the effective date of the updated Terms constitutes acceptance.

• Entire agreement. These Terms, together with the Privacy Policy, any applicable Data Processing Addendum, and the Atlassian Terms, form the entire agreement between the parties with respect to the App.
• Assignment. You may not assign these Terms without our prior written consent, except to a successor in a merger, acquisition, or sale of substantially all assets; any other assignment is void.
• Severability. If any provision is held unenforceable, the remaining provisions will continue in full force and effect.
• No waiver. A party's failure to enforce any provision is not a waiver of its right to do so later.
• Force majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control.
• Notices. Legal notices to Ekko must be sent to support@ekko.technology. Notices to Customer may be given through the App, the Atlassian Marketplace, or the Atlassian administrator email of record.

Questions about these Terms and all product-support requests can be sent to support@ekko.technology, or via the support link on the Atlassian Marketplace listing at https://marketplace.atlassian.com/apps/4273715812.