SPECIFIC TERMS AND CONDITIONS
SALIENCE a simplified joint stock company (SAS) with a share capital of €39,400.00 registered in the Trade and Corporate Register of TROYES under number 531258291, located at 53 Rue de la Paix, 10000 Troyes, FRANCE, with the intracommunity VAT number FR89531258291, represented by its Chairman duly authorized for the purposes hereof.
Hereinafter referred to as “SALIENCE”
Any physical adult individual or legal entity who already subscribed to a Premium Service provided by SALIENCE or is part of a paid subscription of FIVE (5) or more Clients.
Hereinafter referred to as the "Premium Client",
Hereinafter individually referred to as “Party”, or together as the “Parties”.
ARTICLE 1 - LEGAL IDENTIFICATION
The https://www.featuremap.co Site is edited by SALIENCE a simplified joint stock company (SAS) with a share capital of €33,300.00 registered in the Trade and Corporate Register of TROYES under number 531258291, located at Technopole de l'Aube - 2 rue Gustave Eiffel, 10430 ROSIÈRES-PRÈS-TROYES, with the intracommunity VAT number FR89531258291, represented by its Chairman duly authorized for the purposes hereof.
ARTICLE 2 - DEFINITIONS
The terms and expressions, beginning with a capital letter, in the General Terms and Conditions of Sales (herein after referred as the “GTCS”), have the meaning indicated below, whether used in the singular or in the plural:
“Connector”: means the data synchronizing software provided by SALIENCE to the Premium Client under the License and which allows the latter to synchronize her/his Data between the JIRA Solution and the Solution if she/he fulfills with the Connector Prerequisite.
“Connector Prerequisite”: mean the mandatory prerequisite that any Premium Client has to fulfill in order to access to the Connector Service as detailed in Article 10 of these STC.
“Data”: means any files and information of all kinds (texts, images, sounds, videos, etc...) filled in the Client’s Account, under the Premium Client’s liability, and on the servers managed by SALIENCE.
“General Terms and Conditions of Sales”: mean all terms and conditions by which SALIENCE provides the Premium Client with its Products and Services downloadable online or not thanks to the Site interface (hereinafter referred as the “GTCS”).
“General Terms and Conditions of Use”: mean all the terms and conditions under which SALIENCE provides Premium Clients with the access to the Site and terms and conditions of use of the Services by the Premium Client (hereinafter referred as the “GTCU”).
“Hosting Service”: means the service provided by SALIENCE to the Premium Client in order to host her/his Data as defined in Article XX of these STC.
“JIRA Solution”: means both JIRA plugin and JIRA solution of projects managing, property of ATLASSIAN, and in connection with which the Solution is used by the Client.
“License”: means all the rights granted by SALIENCE to the Premium Client under these STC.
“Order”: means each request of Products and Services placed by the Client with SALIENCE and specifying the nature and quantity of the Products and Services.
“Premium Client”: means any natural person or legal entity who already subscribed to a paid service provided by SALIENCE or is part of a paid subscription of FIVE (5) or more clients under the terms and conditions of the GTCS.
“Premium Service”: means any service provided by SALIENCE to the Premium Client through its Connector and under the terms and conditions of these STC.
“Site”: means the website located at the URL https://www.featuremap.co, as well as the sub-sites, mirror sites, portal and web addresses related thereto, to which the Client may login in order to use the Services.
“Solution”: means the story mapping solution “FEATUREMAP” developed and edited by SALIENCE.
“Trademarks”: mean the following trademarks:
- French word mark “SALIENCE” registered on June 12th 2009 at the INPI under the number 3621359 for products and services in Classes 9, 35 and 42, and owned by Tristan THEVENIN and Samuel LIANG;
- French word mark “FEATUREMAP” registered on May 17th 2013 at the INPI under the number 3977616 for products and services in Classes 9, 41 and 42, and owned by SALIENCE;
ARTICLE 3 - GENERAL PRINCIPLES
These Specific Terms and Conditions (hereinafter referred to as the “STC”) are expressly approved and accepted by the Premium Client who acknowledges that she/he has read and understood these STC.
In any case, the registration of the Premium Client on the Site and/or any beginning in using the Services provided by the Site, submits the Premium Client to these STC.
The Premium Client is therefore deemed to accept the application of all rules stipulated herein, as well as those that would be present in any document available on the Site, incorporated herein by reference to these STC and governing the relationship with third and publisher, especially the GTCS and the GTCU.
By accessing and using the Premium Services, the Premium Client acknowledges and expressly accepts the application of the GTCS and the GTCU with which these STC form an incorporated whole.
3.2. Convention of proof
The Premium Client acknowledges that he has read the legal notice contained on the Site prior to registering for the Premium Services.
The Premium Client acknowledges that records and safeguards (including any data connection) from the Site (hereinafter the "Electronic Document") will be full proof between the Premium Client and SALIENCE. Thus, Electronic Documents (including date and time) are valid between the Parties to any dispute.
The Premium Client acknowledges therefore in its contractual relations with SALIENCE, validity and probative email. Similarly, statements orders, amounts paid by the customer, assets, returns, late payment penalties, and others, and their reproductions on microfilm, optical or magnetic disks, preserved by SALIENCE, are binding on the Premium Client as evidence.
SALIENCE reserves the right to modify the present STC as necessary, according to the technical evolution of the Site, the diffusion models available, and changes in the legislation at its sole discretion.
The use of the Site and Premium Services provided by SALIENCE is always subject to the most recent version of the STC posted on the Site and available to the Premium Client at the time of use. It is the Premium Client’s liability to consult the STC, available in both the public portion of the Site and the area reserved for each Premium Client, as often as required.
When using the Site and upon provision of Premium Services, the Premium Client may be subject to guidelines or rules posted on the Site and applicable to the Premium Services, which may contain terms and conditions that are in addition to the present STC.
SALIENCE has the right to refuse future access to the services provided on the Site to any Premium Client who violates the present STC; to deny said latter access to any affiliated site for which SALIENCE is responsible; or to close any account for access to one of its sites without prejudice to compensation that may be due to SALIENCE.
ARTICLE 4 - PURPOSE AND SCOPE
The purpose of these STC is to define the specific terms and conditions by which SALIENCE provides the Premium Client with the Premium Services.
The Premium Client acknowledges and accepts that she/he is also subject to the GTCS and the GTCU which can be found on the Site and which supplement these STC, with which they form an integrated whole.
These STC prevail over any buying conditions or document issued by the Premium Client, except if SALIENCE signs a formal and express derogation. As a consequence, any contrary condition opposed by the Premium Client, will be unenforceable against SALIENCE, regardless of when it has been brought to the attention of SALIENCE, with the exception of an express acceptance of SALIENCE.
ARTICLE 5 - GENERAL DESCRIPTION OF THE SERVICES
The Connector is part of the Solution which allows any Premium Client who fulfilled with the Connector Prerequisite as defined in Article 5.1 below to:
- Transfer a map from the Solution to the JIRA Solution in order to define a project into the JIRA Solution (herein after referred as the “Transfer of map Service”);
- Create a map in the Solution from a JIRA Solution project (herein after referred as the “Creation of map Service”);
- Synchronize their tasks status from the JIRA Solution to the Solution (herein after referred as the “Synchronization of the tasks status Service”).
ARTICLE 6 - CONDITIONS OF ACCESS TO THE SERVICES
6.1. General Conditions of Access to the Premium Services
To access and use the Premium Services provided by SALIENCE through its Connector, the Premium Client shall fulfill with the registration procedure to the Site defined in Article 6 of the GTCU in order to activate his/her connecting parameters and create a Client’s Account.
6.2. Connector Prerequisite
In addition to the prerequisites detailed in Article 6.1 of the GTCU and the general conditions defined above, any Premium Client shall be expressly authorized by the SALIENCE team to use the Connector in order to synchronize data between the Solution and the JIRA Solution.
6.2.1. Transfer and Creation of a map Services
In addition to the prerequisite detailed in Article 5.2 above, the Premium Client acknowledges and accepts that the following conditions shall be met jointly in order to use the Transfer and Creation Services as defined in Article 4 above:
- The connection to the JIRA Solution is possible and authorized;
- The Premium Client already has valid username and password to login to the JIRA Solution;
Furthermore, the Premium Client acknowledges and accepts that the map creation shall be on the following map model:
- The GROUP level of the Solution shall be combined with the COMPONENT level of the JIRA Solution. A GROUP shall be combined with a COMPONENT;
- The LIST level of the Solution shall be combined with the EPICS level of the JIRA Solution. A LIST shall be matched with an EPICS;
- The CARD level of the Solution shall be combined with the STORIES level of the JIRA Solution. A CARD shall be matched with a STORY;
- LAYER LIST level of the Solution shall be combined with the SPRINT level of the JIRA Solution. A LAYER shall be matched with a SPRINT;
The creation of a map in the Solution shall increment the number of maps used in the Solution by the Premium Client. Then, the creation of this map shall not be possible if the number of maps exceeds the one authorized by the Premium Client’s subscription.
6.2.2. Synchronization of the tasks status Service
In addition to the prerequisite detailed in Article 5.2 above, the Premium Client acknowledges and accepts that the following conditions shall be met jointly in order to use the Transfer and Creation Services as defined in Article 4 above: 1. The connection to the JIRA Solution is possible and authorized; 2. The Premium Client already has valid username and password to login to the JIRA Solution; 3. The task in the Solution and the task in the JIRA Solution are linked. There shall be no synchronization if a task is created apart from the Transfer or Creation Services as defined above.
ARTICLE 7 - LICENSE
7.1. Purpose of the License
The purpose of this License is to define the terms and conditions by which SALIENCE provides the Premium Client with the Premium Services if she/he fulfils with the Connector Prerequisite as defined above, and the conditions under which the Premium Client accesses and uses the Premium Services.
7.2. Scope of the rights granted by SALIENCE
SALIENCE grants to the Premium Client who accepts, a non-exclusive, non-transferable, non-assignable right to use the Premium Services, in the last existing version when ordering and strictly within the limits of the Purpose of this License.
The Premium Client expressly acknowledges that all rights related to the brands, know-how, technical concepts and all the rights associated to the Solution and the Connector remain SALIENCE's exclusive property.
7.3. Field of Exploitation
This License is expressly limited by the Parties to the necessary acts for the use of the Premium Services. The Premium Client shall use the Premium Services on one or more computers, this License is strictly limited to a single Client’s Account as defined in the GTCS.
7.4. Restrictions of use
The Premium Client shall expressly refrain from:
- Selling, publishing, displaying, disclosing or making available to any Third Party, the Solution and/or the Connector provided by SALIENCE under this License;
- Performing reverse engineering, decompiling or disassembling the Solution and/or the Connector, with the exception of what is expressly authorized by current legislation in force;
- Removing identification and ownership markings from the Solution and/or the Connector;
- Selling, leasing, assigning , lending or using the Solution and/or the Connector with the aim of sharing it;
- Publishing any performance tests, analysis or evaluations relative to the Solution and/or the Connector without prior written consent from SALIENCE;
- Accessing to the source codes of the software components of the Solution and/or the Connector;
- Using or copying the Solution and/or the Connector by any other manner not expressly authorized by this License.
This License is subscribed for the same period than the one stated in the Order Confirmation as defined in Article 4.1.3 of the GTCS.
This License is expressly limited by the Parties to all territories of the world, with the exception of the current rules in force in the Premium Client country of residence when she/he downloads and uses the Products.
ARTICLE 8 - INTELLECTUAL PROPERTY
SALIENCE retains the full ownership of intellectual property rights of all informatics programs and software solutions constituting the Solution and/or the Connector granted by this License.
SALIENCE retains thereof all the intellectual property rights relating to the Solution and/or the Connector granted by this License and particularly the representation, publication, translation, correction, adaptation, arrangement, modification rights and the right to place on the market either free of charge or against payment.
ARTICLE 9 - CONFIDENTIALITY
All information, Data, documents of any kind disclosed by a Party to the other for the purpose of this License, orally, in writing or by electronic means, including without limitation any concept, memorandum, analysis, methodology, software, software package, know-how, protected or not by an intellectual or industrial property right, with or without “confidential information” marking, shall be treated as confidential information.
These stipulations shall remain in force for all the duration of this License.
ARTICLE 10 - HOSTING SERVICE
SALIENCE undertakes to provide to the Premium Client a hosting service which consists of:
- Surveillance of the server;
- As applicable, allocation of a data storage capacity;
- Monitoring of proper functioning of the infrastructure necessary for the hosting.
ARTICLE 11 - SALIENCE’S LIABILITY
SALIENCE may, to the fullest extent permitted by applicable law, only be held liable for a direct damage which would be the result of the concession of a license for its Solution and Connector. By consequence, the result of the responsibility of SALIENCE is limited to the replacement of the defective Solution and/or Connector or its reparation, without any other prejudice opposable by the Premium Client.
SALIENCE excludes any other liability, whatsoever, for any indirect damages, such as loss of revenue, commercial or financial prejudice, overhead increase, consequence of a Third-Party claim or loss originating or resulting from the supply of the Premium Services.
Moreover, SALIENCE could not be held liable for:
- The Data integrity after the transfer of a map from the Solution to the project in the JIRA Solution if the latter project is not empty;
- The fail of the synchronization if a task is created apart from the Transfer or Creation Services as defined in Article 5.2.1 above;
- The Premium Service interruption in case of disruption of the Solution and/or the JIRA Solution servers.