These Terms of Service ("Terms") govern your access to and use of the software applications, integrations, and related services (each an "App", collectively the "Apps" or "Services") provided by Sonny Graystone ("we", "us", "our", or the "Provider"), including but not limited to applications distributed through third-party platform marketplaces.
By installing, accessing, or using any of our Apps, you ("you", "your", the "User", or "Customer") agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, and "you" refers to that entity. If you do not agree to these Terms, do not install or use the Apps.
1. The Services
Our Apps provide productivity and integration functionality for supported third-party platforms and services. The specific features of each App are described on its respective marketplace listing. We may add, modify, or remove features at any time.
Our Apps may run locally, use host platform infrastructure, or communicate with the third-party services you connect, depending on the App.
Some Apps are also licensed to you as installable software (for example, IDE plugins). The license to use that software is set out in our End User License Agreement ("EULA"), which is incorporated into these Terms by reference. The EULA governs the software license; these Terms govern the Services; and our Security Policy describes how we protect data and how to report a vulnerability.
2. Eligibility and Accounts
To use an App you must have a valid account with the relevant host platform and, where applicable, with any connected third-party service. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.
3. Installation, Authorization, and Connected Services
When you install an App you may be asked to grant certain permissions (OAuth scopes) and to connect third-party services using credentials such as API tokens. By doing so you:
- authorize the App to access, read, and write data within the scope of the permissions granted, solely to provide the Services;
- represent that you have the right and authority to connect those services and to share the relevant data; and
- remain responsible for your use of, and compliance with the terms of, any connected third-party service. We are not responsible for third-party services, their availability, or their data practices.
4. Customer Data
"Customer Data" means data that you or your authorized users submit to, or that the App accesses, processes, or stores on your behalf in connection with the Services.
- Ownership. As between you and us, you retain all rights to your Customer Data. We claim no ownership of it.
- Use. We process Customer Data only to provide, maintain, secure, and support the Services, and as otherwise described in our Privacy Policy ("Privacy Policy"), which is incorporated into these Terms by reference.
- Storage and Security. We store credentials and operational data using local, platform-provided, or service-provider storage facilities appropriate to the App. We apply reasonable technical and organizational measures designed to protect Customer Data, including encryption of credentials, per-account data isolation, and server-side handling of secrets where applicable, as described in our Security Policy. No method of transmission or storage is 100% secure, and we cannot guarantee absolute security.
- Deletion. When you uninstall an App, or upon your verified request, we will delete the Customer Data and credentials associated with your account, except where retention is required by law.
5. Acceptable Use
You agree not to:
- use the Services in violation of any applicable law or regulation;
- use the Services to store or transmit material that is unlawful, infringing, or harmful;
- attempt to gain unauthorized access to the Services, other users' data, or the host platform;
- interfere with or disrupt the integrity or performance of the Services;
- reverse engineer, decompile, or attempt to extract the source code of the Apps, except to the extent permitted by law; or
- resell, sublicense, or otherwise make the Services available to third parties except as expressly permitted; or
- use or export the Services in violation of any applicable export control or trade sanctions laws, or while located in, or as a resident of, a country or region subject to such restrictions.
6. Communications and Contacting Installers
By installing an App, you agree that we may contact you and the users who install or administer the App ("Installers") using the contact information associated with your host-platform account or otherwise provided to us. Such communications may include:
- Service and transactional messages — for example, security and privacy notices, changes to the Services or these Terms, billing and account notices, outage and incident notifications, and support responses; and
- Product and onboarding communications — for example, setup guidance, new feature announcements, tips, and other information about the Apps and related offerings.
You may opt out of non-essential product and marketing communications at any time by following the unsubscribe instructions in the message or by contacting us at the address in the Contact section below. You cannot opt out of essential service and transactional messages while you continue to use the Services.
7. Fees
If an App is offered free of charge, we may begin charging for it or for certain features in the future on reasonable notice. If an App or feature is paid, the applicable pricing and billing terms will be presented to you at or before purchase. Unless stated otherwise, fees are non-refundable except as required by law.
8. Intellectual Property
The Apps, the Services, and all related software, content, and materials (excluding Customer Data) are owned by us or our licensors and are protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Apps solely for your internal business purposes in accordance with these Terms. All rights not expressly granted are reserved.
9. Third-Party Services and Platforms
The Services interoperate with third-party platforms and services such as Bitbucket, GitHub, and any other supported services you connect. Your use of those platforms and services is governed by their own terms and policies. We are not responsible for the acts, omissions, availability, or data practices of any third party, and we are not affiliated with or endorsed by them except as expressly stated.
10. Disclaimers
The Services are provided "as is" and "as available", without warranties of any kind, whether express, implied, or statutory, including without limitation any warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Services will be uninterrupted, error-free, or secure, or that any data synchronization will be complete or accurate.
Nothing in these Terms limits or excludes any rights or guarantees you have under mandatory consumer protection law (including, where it applies, the New Zealand Consumer Guarantees Act 1993) that cannot be lawfully excluded. Where such law applies and permits us to limit our liability, our liability is limited to the maximum extent allowed.
11. Limitation of Liability
To the maximum extent permitted by law, in no event will we be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or relating to these Terms or the Services. Our total aggregate liability arising out of or relating to these Terms or the Services will not exceed the greater of (a) the amounts you paid us for the applicable App in the twelve (12) months preceding the claim, or (b) one hundred U.S. dollars (USD $100).
12. Indemnification
You agree to indemnify and hold harmless the Provider and its affiliates, officers, and employees from and against any claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of or related to your Customer Data, your use of the Services, or your violation of these Terms or applicable law.
13. Term, Suspension, and Termination
These Terms apply for as long as you use any App. You may stop using the Services and uninstall the Apps at any time. We may suspend or terminate your access to the Services if you breach these Terms, if required by the host platform, or if necessary to protect the Services or other users. Sections that by their nature should survive termination (including Sections 4, 8, 10, 11, 12, 15, and 16) will survive.
14. Changes to These Terms
We may update these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by updating the "Last updated" date and, where appropriate, by notifying you through the host platform or by email). Your continued use of the Services after the changes take effect constitutes acceptance of the revised Terms.
15. Governing Law
These Terms are governed by the laws of New Zealand, without regard to its conflict of laws principles. The courts of New Zealand will have exclusive jurisdiction over any dispute arising out of or relating to these Terms, except that either party may seek injunctive relief in any court of competent jurisdiction.
16. General
Entire agreement. These Terms, together with our EULA and Privacy Policy, are the entire agreement between you and us regarding the Services and supersede any prior agreements on that subject. If there is a conflict between these Terms and the EULA regarding the Services, these Terms control.
Severability. If any provision of these Terms is held to be invalid or unenforceable, that provision will be limited or removed to the minimum extent necessary, and the remaining provisions will remain in full force and effect.
No waiver. Our failure to enforce any right or provision of these Terms is not a waiver of that right or provision.
Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets, or by operation of law.
Force majeure. We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, outages of host platforms or third-party services, network failures, or government action.
Notices. We may provide notices to you by email, through an App or the host platform, or by posting on our website. You may send notices to us at the contact address below.
17. Contact
If you have any questions about these Terms, contact us at:
Sonny Graystone
Email: support@ngaio.dev