Gitbit Services Agreement

1. Description of the Service

The Service enables you to connect to your Microsoft 365 environment and retrieve a list of user objects including displayName, userPrincipalName, accountEnabled status, assignedLicenses, and signInActivity. We organise and display that data so you can determine which users still need licenses. We store the data you provide via connection to your Microsoft 365 environment (your “Data”) in accordance with these Terms and our Privacy Policy.

2. Eligibility

You represent and warrant that you have the legal authority to connect your Microsoft 365 environment and permit us to access the Data as described. If you act on behalf of an organisation, you further represent you have the right to bind that organisation to these Terms.

3. Your Use of the Service

You may use the Service only in accordance with these Terms and all applicable laws.

• You agree not to access or use the Service in a way that abuses, overburdens, or impairs the Service or any connected infrastructure;
• You agree not to use the Service to retrieve data beyond the scope of the permitted Microsoft 365 objects described above;
• You agree not to attempt to reverse-engineer, decompile or otherwise tamper with the Service;
• You agree not to permit third parties to use your access credentials or transfer your rights hereunder, unless expressly permitted by us in writing.

You are responsible for your Microsoft 365 environment access credentials and for any activity under your account. We may suspend or discontinue the Service (or any part) at any time for maintenance, upgrades or operational reasons. We make no guarantee of uninterrupted or error-free operation.

4. Data Collection, Storage & Deletion

a. When you connect your Microsoft 365 environment, you authorise us to retrieve the Data described above.

b. We will store your Data for as long as needed to provide the Service. You may request deletion of your Data at any time by emailing support@gitbit.org. Upon such request we will delete your Data within a reasonable time, unless we are required by law to retain it.

c. You retain all rights to the Data you submit or provide.

d. You grant us a non-exclusive, worldwide, royalty-free licence to access, store, display, organise and process the Data in order to provide the Service.

e. You are responsible for maintaining backups of your own Data in your Microsoft 365 environment; we are not responsible for any Data loss.

5. Privacy

Your use of the Service is subject to our Privacy Policy, which explains how we collect, use, disclose and safeguard your Data. By using the Service you consent to our collection and use of your Data in accordance with that Privacy Policy.

6. Modifications to the Service & Terms

a. We may modify or discontinue the Service (or any part) at any time, with or without notice to you.

b. We may update these Terms from time to time. We will post the updated Terms on our website and indicate the “Effective Date” at the top.

c. If you do not agree to the updated Terms, you must discontinue use of the Service and remove any connection to your Microsoft 365 environment. Continued use after the new Terms become effective means you accept the updated Terms.

7. Termination

We may terminate or suspend your access to the Service at any time, without notice, for any reason, including violation of these Terms. Upon termination, your rights to use the Service immediately cease.

Sections 4 (Data Collection, Storage & Deletion), 8 (Intellectual Property), 9 (Disclaimer of Warranties), 10 (Limitation of Liability), and 11 (General) shall survive termination.

8. Intellectual Property

a. All rights, title and interest in and to the Service (including software, user interface, organisation, design, structure, databases, etc.) remain with us or our licensors.

b. We do not claim ownership of your Data. You retain ownership of all rights, title and interest in and to the Data.

c. You grant us the licence described in Section 4(d) to operate the Service.

d. You agree not to infringe or misappropriate our intellectual property rights or those of our licensors.

9. Disclaimer of Warranties

THE SERVICE IS PROVIDED AS IS AND AS AVAILABLE, WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

1. IN NO EVENT WILL WE OR OUR AFFILIATES, LICENSORS OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
2. OUR AGGREGATE LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (i) US $100 or (ii) the amount you actually paid us in the past 12 months (if any).

Some jurisdictions do not permit limitations on implied warranties or limitations of liability for incidental or consequential damages. In those jurisdictions, some of the above limitations may not apply to you.

11. Indemnification

You agree to defend, indemnify and hold harmless us, our affiliates, licensors and service providers, and our and their officers, directors, employees and agents, from and against any and all claims, liabilities, damages, losses and expenses (including reasonable legal and accounting fees) arising out of or in any way connected with:

• your use of the Service;
• your violation of these Terms;
• your violation of any rights of a third-party; or
• your Data or your submission of Data that is inaccurate, unlawful or infringing.

12. Third-Party Services and Links

The Service may integrate with or link to third-party websites, applications, APIs or services (for example, your Microsoft 365 environment). We are not responsible for those third-party services, and your access to or use of them is at your own risk. You should review the applicable terms and privacy policies of any third-party services.

13. Governing Law & Dispute Resolution

a. These Terms and your use of the Service shall be governed by and construed in accordance with the laws of Pennsylvania, without regard to its conflict of law provisions.

b. Any dispute arising out of or relating to these Terms or the Service shall be subject to the exclusive jurisdiction of the state or federal courts located in Philadelphia, and you and we each submit to the personal jurisdiction of such courts.

c. If you are a resident of the United States, and unless otherwise prohibited under applicable law, you and we waive any right to a jury trial and agree to resolve disputes through binding arbitration in accordance with the rules of American Arbitration Association ("AAA") and to waive class-action rights.

14. Modifications to Data Scope & 15. Miscellaneous

Modifications to Data Scope: We reserve the right to change the types of data retrieved from your Microsoft 365 environment (including expanding or modifying fields such as displayName, userPrincipalName, accountEnabled, assignedLicenses, signInActivity) and may update the functionality of the Service. Where changes materially affect you, we will notify you and you may choose to discontinue use.

Miscellaneous: These Terms constitute the entire agreement between you and us regarding your use of the Service and supersede any prior or contemporaneous agreements, proposals or communications between you regarding the Service. If any provision is held invalid or unenforceable, the remaining provisions will remain in full force and effect. Failure by us to enforce a right or provision under these Terms shall not constitute a waiver of such right or provision. You may not assign or transfer your rights or obligations under these Terms without our prior written consent; we may assign or transfer rights or obligations at any time without notice. The headings are for convenience only and have no legal or contractual effect.