EULA

Owned by Daniel Cosmus
Last updated: May 07, 2023
15 min read

End-User License Agreement ("Agreement")

Last updated: Mai, 2023

Please read this End-User License Agreement carefully.

 

This end-user license agreement ("Agreement" or “EULA") is a legal contract between you and DaGraTo Solutions which governs your use of Marketplace Products. This EULA applies from the date when you receive the Marketplace Product from the DaGraTo Solutions or from another source. Read the terms and conditions of this Agreement carefully before installing, obtaining a license key or otherwise accessing and using Software or support service accompanied by this Agreement.

The Marketplace Product is licensed to you under this Agreement, not sold to you. By installing, obtaining a license key or otherwise accessing and using any part of the Marketplace Product, you agree to the terms and conditions of this Agreement. If you are accepting these terms and conditions on behalf of a company or other legal entity ("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 user, the individual end-user, and the entity. If you do not have that authority or if you do not agree to these terms and conditions, do not access and use the Marketplace Product. If you are accessing the Marketplace Product as part of a hosted service, then all these terms still apply.

Before accessing and/or installing this Marketplace Product please make sure that your computer meets the minimum technical specifications for its proper operation.

The Marketplace Product developed by DaGraTo Solutions. is licensed under the provisions of the “Standard EULA” from the “Atlassian Marketplace Terms of Use” as a “Marketplace Product”. Reference can be found here. By using the Marketplace Product, you agree with the terms of the abovementioned document. The “Standard EULA” is reproduced here for convenience. In this case, the “Publisher” is DaGraTo Solutions.

IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, YOU MAY NOT INSTALL, COPY, DOWNLOAD OR OTHERWISE USE THE MARKETPLACE PRODUCT.
Defined terms

I “Atlassian” means Atlassian Pty Ltd based in Australia. Atlassian is not a party to this Standard EULA.

II “Authorized Device” is a running environment for the Marketplace Product (physical server or virtual machine). It is where licensed Software can be installed and executed.

III “Authorized User” means a person who accesses and uses a Marketplace Product under this Agreement and for which the necessary fees have been paid to Atlassian.

IV “Company” or “DaGraTo Solutions” means registered seat in Niebüll.

V “Fees” means all fees and expenses payable by you to the DaGraTo Solutions to use the Marketplace Product.

VI “License” means your right to obtaining license key or otherwise accessing and use the Marketplace Product pursuant to and subject to the restrictions and limitations of this Agreement.

VII “Marketplace Product” is a part of software distributed via Atlassian Marketplace and installed either as a service on any of Atlassian Cloud products or as an add-on for any self-hosted Atlassian Server or Data Center products.

VIII “Order” means any purchase order or other written or electronic confirmation documenting your purchase of a License from DaGraTo Solutions.

IX “Third Party Instance” is an instance of non-DaGraTo Solutions application that will be integrated by the Marketplace Product.

X “User License” means a license granted under this EULA to you to permit an Authorized User to use the Marketplace Product.
Standard EULA

(i) The Publisher is the licensor of the Marketplace Product and Atlassian is not a party to this Standard EULA.

 

(ii) If the Marketplace Product does not include a separate EULA that specifies Marketplace Product license rights, the Publisher, under this EULA, grants you a limited, worldwide, non-exclusive, non-transferable and non-sublicensable license to download and use the Marketplace Product only on hardware systems owned, leased or controlled by you, only for commercial purposes. You agree and acknowledge that all title, ownership rights, and intellectual property rights connected with the Marketplace Product and any and all copies thereof (including but not limited to any derivative works, titles, computer code, themes, objects, concepts, artwork, graphics, animation, sounds, musical compositions, audio-visual effects, text, screen displays, methods of operation, and any related documentation) are owned by the DaGraTo Solutions.

(ii) Licenses granted by the Publisher are granted subject to the condition that you must ensure the maximum number of Authorized Users that are able to access and use the Marketplace Product concurrently is equal to the number of User Licenses for which the necessary fees have been paid to Atlassian and/or its authorized partners. You may purchase additional User Licenses at any time on payment of the appropriate fees to Atlassian and/or its authorized partners. The number of User Licenses granted to you is dependent on the fees paid by you.

(iii) You may not modify, reverse engineer, decompile or disassemble the Marketplace Product in whole or in part, or create any derivative works from or sublicense any rights in the Marketplace Product, unless otherwise expressly authorized in writing by the Publisher. You may not remove any titles, trademarks or trade names, copyright notices, legends, or other proprietary markings on or in the Marketplace Product. You are not granted any rights to any trademarks or service marks of the Publisher.

(iv) The Marketplace Product includes license protection mechanisms that are designed to manage and protect the intellectual property rights of the DaGraTo Solutions and its third-party suppliers. You must not modify, alter, attempt to defeat or defeat such protection mechanisms or the use rules that the protection mechanisms are designed to enforce. Any such violation by you will result in the immediate termination of the License. You are permitted to copy the Marketplace Product for data protection, archiving and backup purposes only and for no other purpose. However, only the strictly necessary number of backup copies may be made.

(v) The Publisher may, at its sole discretion, provide evaluation copies of the Marketplace Product, which may have limited functionality, to you to assess the Marketplace Product. Such evaluation copies will be provided under an Evaluation License that limits the period during which you may download, install, use and operate the Marketplace Product (“Evaluation Period”) and limits the number of temporary users. Upon the expiry of the Evaluation Period, the Marketplace Product will cease to function and you must remove and delete all copies of the Marketplace Product in your possession.

(vi) The Marketplace Product is protected by copyright and other intellectual property laws and treaties. Unless otherwise expressly stated in this EULA, Publisher or its licensors own all title, copyright and other intellectual property rights in the Marketplace Product, and the Marketplace Product is licensed to you directly by the Publisher, not sold.

(vii) You must pay all Fees by their due date notified to you and in the manner directed at the time of purchase of the License. Failure to pay the Fees by the due date will result in the immediate termination of the Licenses granted under this EULA. The export of the Marketplace Product from the country of original purchase may be subject to control or restriction by applicable local law. You are 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 the Marketplace Product from any country in violation of applicable legal restrictions on such export.
Term and termination

The term of your License is the term stated in the Order. Licensee acknowledges that the Marketplace Product contains license protection mechanisms that will limit the Marketplace Product functionalities or inoperativeness automatically when the license expires or is terminated.

Subject to the terms of this EULA and unless terminated earlier in accordance with this EULA, the term granted hereunder shall be:

(a) for a Paid Perpetual License, perpetual; (b) for a Subscription based Product, the period of the Paid License subscription or renewal or (c) for an Evaluation License, the Evaluation Period.

 

Immediately upon termination of a license granted under this EULA, you must at your own cost:

(a) cease permitting access to and ensure that all Authorized Users immediately cease all use of the Marketplace Product and (b) remove all copies of the Marketplace Product from its computer systems.

The Publisher may cancel this Agreement and terminate the License for the Marketplace Product upon written or electronic notice with termination date indicated by the Publisher if you breach a material provision of this Agreement.
Warranty

The Marketplace Product is provided on an “as is” basis and at your own risk. To the maximum extent permitted by applicable law, the Publisher and its licensors disclaim all other representations, warranties, conditions or other terms, either express or implied, including, but not limited to implied warranties and/or conditions of merchantability, satisfactory quality, non-infringement of intellectual property rights and fitness for a particular purpose, with regard to the Marketplace Product and each and every part thereof.

Without prejudice to the generality of the foregoing, the Publisher does not warrant that the Marketplace Product is error-free or that it will operate without interruption, nor that the Publisher will repair any errors in the software product, unless otherwise agreed.

Moreover, the Publisher further does not warrant that the Marketplace Product will operate in all types of computers.

Each party represents and warrants that it has the legal power and authority to enter into this Agreement, and that this Agreement and each Order is entered into by an employee or agent of such party that is empowered with all necessary authority to bind such party to the terms and conditions of this Agreement.
Confidentiality

As used in this Agreement, the term “Confidential Information” means, with respect to information disclosed by one party (hereafter, the “Disclosing Party”) to the other party (hereafter, the “Receiving Party”), any and all information of every kind and description relating to or concerning the Disclosing Party or its Affiliates marked “confidential” or “proprietary” or that a reasonable businessperson would understand to be of a confidential or proprietary nature under circumstances of disclosure or to give the Disclosing Party a competitive business advantage by reason of such information not being generally known, including but not limited to technical information; market, product and service offerings; data, code, know how, and trade secrets; and financial information, marketing plans, business opportunities, and actual or prospective and other third-party business relationships.

Notwithstanding the foregoing, information relating to or concerning a Disclosing Party shall not be deemed Confidential Information for purposes of this Agreement if

(i) such information becomes publicly known after disclosure to the Receiving Party through no act or neglect of the Receiving Party in violation of this Agreement,

(ii) such information that was already known or subsequently becomes available to the Receiving Party or its Representatives as a result of disclosure by a third party not under duty of confidentiality to the Disclosing Party or

(iii) such information was independently developed by the Receiving Party or its Representatives without reliance on or use of Confidential Information of the Disclosing Party.

 

The Receiving Party shall hold in strict confidence and shall not disclose or communicate to any other person Confidential Information of the Disclosing Party. The Receiving Party shall use Confidential Information of the Disclosing Party solely in connection with performing and carrying out the intent of this Agreement and for no other purpose. The Receiving Party shall protect Confidential Information of the Disclosing Party from unauthorized disclosure contrary to this section using the same degree of care the Receiving Party uses to protect its own confidential and proprietary information but no less than a reasonable degree of care.

Notwithstanding the foregoing, the Receiving Party may disclose Confidential Information of the Disclosing Party to such directors, officers and responsible employees and to such outside financial, legal, and tax advisors and consultants of the Receiving Party or any of its Affiliates (each a “Representative") as have a reasonable need for such information in connection with this Agreement, provided that each Representative to whom Confidential Information of the Disclosing Party is disclosed:

(ii) has been informed of the confidentiality of such information and

(iii) is obligated by reason of a written agreement, conditions of employment, professional ethics or operation of law to maintain and hold in confidence Confidential Information of the Disclosing Party to the same extent required of the Receiving Party under this Agreement.

The Receiving Party shall be responsible for, and shall indemnify the Disclosing Party against losses sustained by the Disclosing Party as a result of, any unauthorized disclosure of Confidential Information by its Representatives or any of them contrary to the terms of this Agreement.

The Publisher may collect and track technical and related information about Users and its use of the Marketplace Product (including but not limited to User’s internet protocol address, hardware identifying information, operating system, application software, peripheral hardware, and software usage statistics) in order to assist the Publisher with maintaining and improving the Marketplace Product, issuing updates and related support, marketing, and research and development.

At the written request of the Disclosing Party, the Receiving Party will promptly return to the Disclosing Party or delete or destroy, as the Disclosing Party may direct and as the context may require, all printed materials and digital files containing Confidential Information of the Disclosing Party then in the possession or control of the Receiving Party or any of its Representatives, including but not limited to information stored on hard drives, in computer memory, on remote servers, and any other data storage apparatus or depository. With respect to digital files and other information stored electronically, it is understood that deletion of such files from e-mail inboxes and working hard drives and servers shall suffice for destruction in accordance with this section, there being no need to erase system back-up files.

The Receiving Party acknowledges that Confidential Information of the Disclosing Party is unique and valuable to the Disclosing Party and that monetary damages may not be a sufficient remedy for unauthorized disclosure of such information contrary to this agreement. Accordingly, in addition to and without limiting any other remedy available at law or in equity, the Disclosing Party shall be entitled to seek specific performance and injunctive and equitable relief as a remedy for any breach or threatened breach of this section by the Receiving Party or any of its Representatives.

In the event the Receiving Party or any of its Representatives is required by law, regulation or court order to disclose Confidential Information of the Disclosing Party, the Receiving Party will, to the extent permitted by law and reasonably practicable, promptly notify the Disclosing Party in writing prior to such disclosure in order to give the Disclosing Party an opportunity to petition the court or other authority for a protective order or similar remedy. The Receiving Party agrees to reasonably cooperate with the Disclosing Party, at the Disclosing Party’s cost, in connection with any such petition.

The Disclosing Party’s failure to exercise or delay in exercising any right, power or privilege of the Disclosing Party under this EULA shall not operate as a waiver thereof. Nor shall any single or partial exercise of any right, power or privilege of the Disclosing Party under this EULA preclude any other or further exercise thereof by the Disclosing Party or the Disclosing Party’s exercise of any other right, power or privilege. No provision or breach of this EULA shall be deemed waived by the Disclosing Party unless the Disclosing Party acknowledges and consents to such waiver in writing.

The Publisher is always striving to improve its products. In order to do so, the Publisher needs to collect information about Users and to measure, analyze, and aggregate how Users interact with its products, such as usage patterns and characteristics of its user base. The Publisher collects such information and uses the information as per its Privacy Policy You declare hereby to authorize the DaGraTo Solutions to collect and treat that information just for the purposes referred above, and you also declare to have reviewed and agreed to the DaGraTo Solutions’s Privacy Policy.
Disclaimer and limitation of Liability

The Publisher shall not be liable for any losses or damage of any kind resulting from the Marketplace Product or its use, including but not limited to loss of data, computer failure or malfunction, or resulting from other losses (including lost profits) or damage.

Furthermore, the Publisher shall not be liable for delays, interruptions, service failures or other problems related to the use of the Internet and electronic communication or other systems.

The terms of this EULA are without prejudice to any terms and conditions governing your use of any third-party proprietary software product including without limitation any software or any open source software that may be incorporated into any separate plugins, delivery systems or other software programs.

The entire risk of use (including without limitation, (a) any damage to your computer hardware, data or software or (b) as a result of the failure to adhere to any precautions resides with you.

The maximum liability of the Publisher for claims arising out of this EULA or use of the Marketplace Product shall not exceed the amount of license fees actually paid during the term.

You will indemnify and hold harmless the Publisher against all costs, expenses, losses and claims made against the Publisher as a result of any infringement of a third-party’s intellectual property rights arising from yours or yours Authorized User’s unauthorized use of the Marketplace Product under this EULA.

If the Publisher fails, at any time during the term of this EULA, to insist upon the strict performance of any of your obligations under this EULA, or if the Publisher fails to exercise any of the rights or remedies to which it is entitled under this EULA, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

A waiver by the Publisher of any default shall not constitute a waiver of any subsequent default.
Governing law

The governing law for this EULA is German law. The provision of the Civil Code, the Copyright Act and other effective German laws shall be applicable in issues not governed by this EULA. The Parties shall make every effort to amicably resolve all disputes arising in connection with this EULA. All disputes that the Parties cannot amicably resolve shall be submitted for resolution to the state court competent for the geographical location of the registered office of the DaGraTo Solutions.

If any provision of the EULA (or part of a provision) is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable and to give effect to the commercial intention of the parties.

Nothing in the EULA is intended to, or shall be deemed to, establish any agency, partnership or joint venture between any of the parties, constitute any party the agent of another party, nor authorize any party to make or enter into any commitments for or on behalf of any other party.
Amendments to this EULA

The Publisher reserves the right, at its sole discretion, to change, amend, modify, add or remove terms and conditions contained in this EULA, at any time, without further notice by posting any changes on the Marketplace Product. Any new terms or conditions will be effective as soon as they are posted. It is your responsibility to check this EULA and the Marketplace Product periodically and you are deemed to be aware of such changes. Your continued use of the Marketplace Product following the posting of such changes will mean that you accept and agree to the changes. If you do not agree to the changes, please stop using the Marketplace Product. When DaGraTo Solutions makes changes, we will revise the “Last Updated” date at the down of this EULA. A copy of the latest EULA will always be available on the official DaGraTo Solutions website.
Miscellaneous

This EULA constitutes the entire statement of the agreement between the parties on the subject matter, and merges and supersedes all other or prior understandings, agreements and arrangements.

If any provision of this EULA is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable, and the remaining provisions of this EULA shall remain in full force and not be affected.
Notices

All notices to DaGraTo Solutions must be sent to: daniel.grabke@dagrato-solutions.de.

All notices to you will be sent to the physical address or the e-mail address provided by yourself upon purchase of the Marketplace Product Notice will be deemed received and properly served twenty-four (24) hours after an electronic communication (including e-mail) is sent, or three (3) days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an electronic communication, that such e-mail was sent to the specified e-mail address of the addressee.
Additional Terms

i) When you purchase an app from the Marketplace or generate a trial license, Atlassian provides us with a technical contact with certain personal information that can be used to reach you. In most cases, this information contains your full name, your company name and the email address you provided upon generating the license. More information can be found in our privacy and cookies policy at: Privacy Policy

ii) By purchasing a product from DaGraTo Solutions, you grant us the right to include your organisation as a customer in promotional material, including your organisation logo. You can deny this right at any time by submitting a written request via email to daniel.grabke@dagrato-solutions.de requesting to be excluded from any promotional materials. Requests made after purchasing may take up to thirty (30) days to process, excluding printed materials. Exclusion from printed materials may take more time.

Depending on your choice, for Marketplace Product you shall pay for the ensured License one of the following methods:

By ordering us to pay on your behalf to the Atlassian Marketplace,
paying directly to the Atlassian Marketplace, in accordance with the regulations provided herein: https://www.atlassian.com/licensing/marketplace/termsofuse).

For the Marketplace Product, you shall pay DaGraTo Solutions on the terms provided in Order or individually agreed.

Taxes and duties
In case DaGraTo Solutions shall pay on your behalf you shall be solely responsible for taxes and duties if applicable in respect of the License. If the DaGraTo Solutions becomes obligated to collect any tax or duty for which you are responsible, you will be charged the amount of such tax or duty in addition to the underlying fee

Contact Us

If you have any questions about this Agreement, You can contact Us:

  • By email: daniel.grabke@dagrato-solutions.de