Scrum Mate Terms of Service

General

These Terms of Service are a contract between you and Adaptive Consulting Ltd. (referred to in these Terms of Service as "Scrum Mate", "us", "we" or "our"), the provider of the Scrum Mate website and service.

You ("User" or "Customer") fully acknowledge that you have read, understood and agree to abide by these Terms and comply with all applicable laws and regulations. In these Terms of Service, "you" refers both to you as an individual and to the entity you represent. If you violate any of these Terms of Service, we reserve the right to cancel your account or block access to your account without notice. If you do not agree to these Terms, you may not use the services.

Eligibility

The Services are solely for access and use by Authorized Users (as defined below). By using the Services, you represent and warrant that you (a) have the right, authority, and capacity to enter into this Agreement and (b) will abide by all of the terms and conditions of this Agreement. If you have agreed to become a paying customer for the Services, then your eligibility to use the Services shall be contingent on your continued compliance with the terms of this Agreement. If you have not agreed to become a paying customer for the Services, your use of the service is still subject to this Agreement.

Your account must be registered by a human. Accounts registered by "bots" or other automated methods are not permitted. Additionally, you must be 16 years of age or older.

Responsibility of Users

Without limiting any of those representations or warranties, Scrum Mate has the right (though not the obligation) to, in Scrum Mate's sole discretion (i) refuse or remove any content that, in Scrum Mate's reasonable opinion, violates any Scrum Mate policy or is in any way harmful or illegal, or (ii) terminate or deny access to and use of the service to any individual or entity if any laws are broken during its use. Scrum Mate will have no obligation to provide a refund of any amounts previously paid.

You agree to provide a valid permanent email address required by Scrum Mate during the registration process.

You are responsible for maintaining the security of your account and password. We will not be liable for any loss or damage from your failure to comply with this security obligation.

Payment

The Scrum Mate service is billed monthly in advance. There will be no refunds or credits for partial months of service.

Unless you notify Scrum Mate before the end of the applicable subscription period that you want to cancel a renewal, your subscription will automatically renew and you authorize us to collect the then-applicable monthly subscription fee for such renewal (as well as any taxes) using any credit card or other payment method you provided.

You are solely responsible for properly canceling your account. As a security precaution, an email or phone request to cancel or make changes to your account will not result in cancellation. Renewals can be canceled at any time in the Upgrade Plan page accessible from your Settings / Subscription and Payment page.

Please be aware that we may for a time retain residual account information in our backup and/or archival copies of our database. We will make reasonable commercial efforts to delete your information as soon as possible after you communicate that intention to us.

Use of Services

You must use the Services in a manner consistent with any and all applicable laws and regulations. Scrum Mate and its suppliers use reasonable efforts to protect the confidentiality of Content you provide. Scrum Mate cannot guarantee that unauthorized third parties will never be able to defeat those measures to access content for improper purposes. Customer acknowledges that there are risks inherent in Internet connectivity that could result in the loss of Customer's privacy, confidential information and property. Customer also acknowledges that Customer is under no obligation to provide Customer's confidential information in order to use the Service.

Availability of and Access to Services

Scrum Mate will attempt to provide continuous availability and access to Services. In the event that we are unable to provide access for reasons beyond our control, we will communicate the reasons for the outage and expected duration of the outage clearly and explicitly to the Customer. These outages could be due to third parties that the Service depends on, such as, but not limited to Microsoft Azure, Amazon AWS or other third-party service providers. Also, while we will make commercially reasonable attempts to backup all Customer data, in the event of recovery from disaster, the Customer may have to reconfigure the Service to get it back to the state it was in before the outage. Scrum Mate is hosted by a third-party hosting service provider.

Scrum Mate and its third-party service providers have implemented and maintain commercially reasonable technical and organizational security measures designed to meet the reliability and confidentiality of data.

However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures to access your data for improper purposes. You acknowledge that there are risks inherent in Internet connectivity that could result in the loss of your privacy, confidential information and property.

Termination

Scrum Mate, in its sole discretion, has the right to suspend or terminate your account if you breach these Terms of Service. Any termination of your account will result in the deactivation or deletion of your account, denied access to your account, and the removal of all content in your account.

All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Proprietary Rights in Content of Scrum Mate

The Services contain the copyrighted material, trademarks, patents, trade secrets, and other proprietary information ("Intellectual Property") of Adaptive Consulting Ltd. and its suppliers and licensors. Adaptive Consulting and its suppliers and licensors own and retain all proprietary rights in the Services.

Except for Intellectual Property which is in the public domain or for which you have been given written permission, you may not copy, modify, publish, transmit, distribute, perform, display, or otherwise use any such Intellectual Property and the provision of such Intellectual Property to you through the Services does not transfer to you or any third party any rights, title or interest in or to such Intellectual Property, including, without limitation, any intellectual property rights in any content and material included therein. You may not: distribute, sub-license, translate, reverse-engineer, decompile, or disassemble the Services or Intellectual Property or the source code thereof, or attempt to derive the source code thereof in any other way, save and only to the extent any foregoing restriction is prohibited by applicable law; modify the Services or Intellectual Property or merge all, or any part, of the Services or Intellectual Property or the source code thereof into another program; or remove, modify or alter any Adaptive Consulting's Intellectual Property from any part of the Services or Intellectual Property or the source code thereof.

Adaptive Consulting grants you a perpetual, unlimited, worldwide, fully-paid, royalty-free license to copy, use and make derivative works of the Output of the Services, and to make any other use of or perform any other act upon the Output that an owner would be entitled to do. "Output" means all information available, reported, downloaded or otherwise compiled from, the Services, including without limitation data, images, and reports generated by or for the Customer.

Customer Information Provided to Scrum Mate

Scrum Mate will not publicly disclose any Customer-specific information but may disclose aggregated and de-identified customer information related to the Services for promotional purposes, such as project summary and high-level outcomes of the Services.

In some cases, it is necessary for Scrum Mate employees to access your account and content in order to diagnose a problem. When you contact our support team, it is implied that you are allowing Scrum Mate employees to access your account if necessary, in order to be helpful. If you wish to receive assistance without granting permission to your account, please specify as much in your communication with our support team and those requests will be honored to the extent possible.

Disclaimer

Services are provided "As-is" and as available, with no warranty of any kind, and Scrum Mate, on behalf of itself and its licensors and suppliers, expressly disclaims any warranty and conditions of any kind, whether express or implied, including, but not limited to, the warranties or conditions of merchantability, fitness for a particular purpose, title, accuracy, or non-infringement and Scrum Mate and its suppliers and licensors do not guarantee and do not promise any specific results from the use of the Services. The Services are intended as a data monitoring and collaboration tool and Customer's use of, and reliance upon, same are Customer's sole responsibility, with Customer assuming all associated risks.

Limitation of Liability

In no event will Scrum Mate, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Scrum Mate under this agreement during the twelve (12) month period prior to the cause of action. Scrum Mate shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.

General Representation and Warranty

You represent and warrant that (i) your use of the Service will be in strict accordance with the Scrum Mate Privacy Policy, with this Agreement and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content) and (ii) your use of the Service will not infringe or misappropriate the intellectual property rights of any third party.

Indemnification

You agree to indemnify and hold harmless Scrum Mate, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys' fees, arising out of your use of the Service, including but not limited to your violation of this Agreement.

Publicity

You grant Scrum Mate the right to identify you as a user in Services promotional material. At any point in time you can submit a written request via email to help@scrummate.com to have Scrum Mate remove your name, within thirty days of your request, from promotional material.