This Software License and Subscription Agreement (the "Agreement") is entered into between CITIES BUBBLES, a company organized under the laws of Lithuania, with registered office in Kaunas, Lithuania, company code 306704904 ("Licensor", "we", "us"), and the customer identified in the applicable Order Form or Atlassian Marketplace purchase ("Licensee", "you"). Licensor and Licensee are each a "Party" and together the "Parties". By installing, enabling, or purchasing a subscription to the Software, Licensee agrees to be bound by this Agreement.
1.1. "Software" means the Licensor application named "TriageQuant", an app for Atlassian Jira Cloud built on the Atlassian Forge platform, including its issue panel, dashboard, settings/administration interface, the "DNA Score" custom field, and all updates and patches made available under this Agreement.
1.2. "Atlassian Platform" means the Atlassian Jira Cloud product and the Atlassian Forge runtime on which the Software is installed and operated.
1.3. "Atlassian Marketplace" means the marketplace platform operated by Atlassian where the Software is listed, licensed, and billed.
1.4. "App Edition" means the specific tier or package of the Software features selected by the Licensee (i.e., the "Free Edition", "Trial Edition", or "Paid Edition") as listed on the Atlassian Marketplace and specified in Schedule B.
1.5. AI models. (a) "Default AI Model" means the large-language model (currently a Mistral model) that Licensor self-hosts on its own cloud infrastructure located in the European Union and which the Software uses by default to provide the AI analysis feature. (b) "Licensee AI Provider" means a third-party large-language-model (LLM) service that the Licensee may instead select and configure (via endpoint, API key, and model) for use by the Software's AI analysis feature where available for the Licensee's App Edition, as described in Section 5.
1.6. "Licensee Data" means data submitted to or processed by the Software within Licensee's Jira instance, including issue content, configuration entered by Licensee, and generated DNA Score records.
1.7. "Authorized Users" means Licensee's employees authorized to use the Software within Licensee's Jira instance who access the Software solely on Licensee's behalf for Licensee's internal business purposes and not for the benefit of, or to provide services to, any third party, up to the user tier specified in Schedule B.
1.8. "Subscription Term" means the period during which Licensee is licensed to use the Software, as set out in Schedule B and Section 8.1.
1.9. "Documentation" means the user and administrator guides Licensor makes available for the Software.
2.1. Subject to Licensee's payment of the applicable Fees (if any) and compliance with this Agreement, Licensor grants Licensee a non-exclusive, non-transferable, non-sublicensable, revocable license, during the Subscription Term, to install and use the specific App Edition of the Software in Licensee's own Jira instance(s) identified in Schedule B, solely for Licensee's internal business purposes and for the number of Authorized Users licensed. The acts that Licensee is permitted to carry out under this license are set out in Section 3.2.
2.2. The scope of features, functional limits, and service commitments available to the Licensee are strictly governed by the chosen App Edition selected at the time of purchase and detailed in Schedule A and Schedule C.
2.3. Free and Trial Editions. If Licensee registers for the "Free Edition" or the "Trial Edition", Licensor grants a limited license to use the Software free of charge, with the features and Evaluation allowance set out for that Edition in Schedule A. Licensor reserves the right to modify, suspend, or terminate the Free Edition or the Trial Edition, or change either Edition's baseline feature set, at any time without liability. No financial uptime remedies apply to the Free Edition or the Trial Edition.
2.4. The license is provided on a subscription basis. No ownership of the Software is transferred. All rights not expressly granted are reserved by Licensor.
3.1. Licensee shall not, and shall not permit any third party to: (a) copy, modify, translate, or create derivative works of the Software; (b) reverse engineer, decompile, or disassemble the Software, except to the extent such restriction is prohibited by applicable law; (c) rent, lease, lend, sell, sublicense, distribute, or provide the Software to any third party, or use it on a service-bureau or "as-a-service" basis for third parties; (d) remove or alter any proprietary notices; (e) use the Software beyond the licensed user tier, App Edition boundaries, or instances; or (f) use the Software to build a competing product.
3.2. Permitted Use. Notwithstanding Section 3.1, and subject to the terms of this Agreement and payment of the applicable Fees, during the Subscription Term Licensee and its Authorized Users may:
For the avoidance of doubt, the rights granted in Sections 3.2(f) and 3.2(g) apply to Licensee Data, to outputs generated by the Software, and to documentation, and do not permit any act in respect of the Software itself that is restricted by Section 3.1.
4.1. The Software is delivered and installed through the Atlassian Marketplace and/or a Forge installation link, and operates within the Atlassian Platform.
4.2. Licensee is responsible for maintaining its own valid Atlassian Jira Cloud subscription and a compatible Jira environment. The Software's availability depends on the Atlassian Platform, which is outside Licensor's control and for which Licensor is not responsible.
4.3. Installation, enablement, and configuration of the Software is performed by Licensee's Jira administrator, as described in the Documentation.
5.1. The Software includes an AI analysis feature that submits issue content and the company-context configuration to a large-language model to generate the DNA Score and related output. The feature operates in one of two modes:
(a) Default Mode (Licensor-managed model). By default, the data is processed by the Default AI Model, which Licensor self-hosts on its own cloud infrastructure (Amazon Web Services) located in the European Union (Milan, Italy region). The Default AI Model runs within Licensor's controlled environment; the model provider does not receive the data; and the data is processed transiently in memory and is not persistently stored by Licensor. Hosting and infrastructure costs for the Default AI Model are borne by Licensor and reflected in the Fees for the applicable App Edition.
(b) Optional Mode (Licensee's own model — Paid Edition). Where available for the Licensee's App Edition (the Paid Edition, per Schedule A) and enabled by Licensee, the Software instead submits the data to a Licensee AI Provider that Licensee selects and configures. In this Mode, Licensee is solely responsible for: (i) selecting the Licensee AI Provider and supplying a valid API key/endpoint; (ii) all fees, usage costs, and rate limits of that provider; (iii) compliance with that provider's terms of service and acceptable-use policies; and (iv) any data Licensee elects to send to it. Licensee acts as the sole controller of that transfer, and the Licensee AI Provider is not Licensor's sub-processor.
5.2. AI output is automatically generated, probabilistic, and may be inaccurate, incomplete, or biased. DNA Scores and rationales are decision-support signals only and do not constitute professional, strategic, legal, or financial advice. Licensee must exercise independent human judgment and shall not rely solely on the output.
5.3. For the Optional Mode, Licensor does not control, operate, store, or warrant the Licensee AI Provider or its outputs, and is not responsible for that provider's processing, retention, or use of any data Licensee transmits to it.
6.1. Marketplace Billing. Licensee shall pay the fees corresponding to the selected App Edition and user tier as set out in Schedule B (the "Fees"). Where the Software is purchased via the Atlassian Marketplace, all billing, invoicing, payments, currency conversions, and refunds are processed exclusively by Atlassian and are subject to the standard Atlassian Marketplace Terms of Use.
6.2. Direct Billing (Alternative). To the extent that Parties mutually agree to direct invoicing outside the Atlassian Marketplace, Fees are invoiced monthly in advance and due within 30 days of the invoice date. Late amounts may accrue interest at the maximum rate permitted by applicable law.
6.3. Fees are exclusive of VAT, sales taxes, and other withholding duties, which are Licensee's sole responsibility, except for taxes on Licensor's net income.
6.4. Except as expressly stated by Atlassian's marketplace policies or in Section 14.2, all Fees are non-refundable. Because Fees are charged for a period paid in advance, if Licensee cancels or does not renew, Licensee retains access to and use of the Software until the end of the period for which it has already paid, and no refund is due for that already-paid period. This Section does not limit any non-waivable refund right Licensee may have under applicable mandatory law.
6.5. Fee and Edition Adjustments. Licensor may adjust Fees or modify feature availability within App Editions effective upon renewal, provided that Licensor gives at least 30 days' prior notice through the Atlassian Marketplace or direct communication.
7.1. Each Party may receive "Confidential Information" of the other. The receiving Party shall use it only to perform under this Agreement, protect it with at least reasonable care, and not disclose it except to personnel with a need to know who are bound by similar obligations.
7.2. Confidential Information excludes information that is public through no fault of the receiving Party, independently developed, or lawfully obtained from a third party.
7.3. For the purposes of this Section 7, Confidential Information includes the terms of this Agreement; the Software and its non-public features, architecture, and security parameters; the Licensor's non-public pricing (other than prices published on the Atlassian Marketplace), roadmap, and technical and business know-how; Licensee Data; and any other information disclosed by one Party to the other that is marked confidential or that a reasonable person would understand to be confidential given its nature or the circumstances of disclosure. If the receiving Party breaches this Section 7, it shall pay the disclosing Party a penalty of 8,000 EUR for each separate breach, without prejudice to the disclosing Party's right to claim compensation for any damage exceeding that amount and to seek injunctive relief.
8.1. This Agreement begins on the Effective Date and continues for the initial Subscription Term in Schedule B.
8.2. Unless either Party gives written notice of non-renewal at least 30 days before the end of the then-current term (or cancels the subscription via Atlassian Marketplace management interfaces), the Subscription Term automatically renews for successive periods of equal length.
9.1. App Evolution. Licensee acknowledges that the Software is provided as a cloud-based application and will evolve over time. Licensor reserves the right to introduce new App Editions, deprecate old editions, or re-allocate backlog features between App Editions to reflect cloud development investments and operational expenses.
9.2. Transition Protections. If Licensor introduces changes or new App Editions that materially reduce or otherwise affect the core features or benefits that the Licensee's current App Edition receives: (a) Licensor will provide Licensee with at least 30 days' advance notice of such material change; (b) Licensor will ensure the current features remain available to the Licensee under their current App Edition terms at least until the conclusion of their then-current paid Subscription Term; and (c) Licensor will arrange to provide ongoing support and maintenance for the existing App Edition configuration for the duration of the remaining paid Subscription Term.
9.3. App End-of-Life / Merges. In the event that Licensor consolidates or merges multiple app listings into a single App Edition listing, Licensor is solely responsible for implementing a transition plan, providing clear communication, and honoring current active pre-paid subscription periods without requiring sudden Licensee action.
10.1. Either Party may terminate this Agreement for material breach if the breach is not cured within 30 days of written notice.
10.2. Because Fees are payable in advance, if Licensee fails to pay any Fees when due, the license and Licensee's access automatically lapse at the end of the period already paid for, without any further notice to Licensee or any cure period being required. Licensor may also suspend or terminate the license for breach of Section 3 (Restrictions).
10.3. Licensor shall have the right to terminate this Agreement forthwith without notice if Licensee becomes insolvent, compounds with its creditors, files a petition in bankruptcy or goes bankrupt, enters into liquidation, has a receiver appointed or has any distress or execution levied against it.
10.4. Effect of termination. Upon termination, the license ends and Licensee shall stop using and uninstall the Software. Licensee may export its DNA Score data from Jira before uninstalling. Sections that by their nature should survive (including 3, 7, 11–14, and 16) survive termination.
11.1. During the Subscription Term, Licensor will provide support and maintenance as described in Schedule C, including bug fixes and compatibility updates for supported Atlassian Platform versions.
11.2. Support requests are submitted via the channels specified in Schedule C. Licensor will use commercially reasonable efforts to meet the response targets outlined for the specific App Edition purchased by Licensee.
12.1. Licensor owns all right, title, and interest in and to the Software, the Documentation, and all related intellectual property. This Agreement grants only the limited license in Section 2.
12.2. Licensee Data. As between the Parties, Licensee owns its Licensee Data. Licensee grants Licensor a limited license to process Licensee Data only as needed to provide and support the Software.
12.3. Feedback. Licensee grants Licensor a perpetual, royalty-free license to use any feedback or suggestions to improve the Software, without obligation.
13.1. Architecture. The Software runs natively within Licensee's Jira instance on the Atlassian Platform utilizing Atlassian Forge infrastructure. Configuration and DNA Score data are stored within that native tenant environment (Forge storage and/or Jira issue properties). Licensor does not transmit or store a separate persistent copy of Licensee Data on its own infrastructure, except (i) as strictly necessary for executing temporary customer support requests initiated by the Licensee, and (ii) transient, in-memory processing by the Default AI Model on Licensor's EU-based infrastructure for the AI analysis feature (Default Mode), which is not persistently stored.
13.2. Data Processing Addendum (DPA). The Parties agree to comply with applicable data-protection laws (including the GDPR where applicable). Where Licensor processes personal data on Licensee's behalf, the Data Processing Addendum ("DPA") attached hereto as Exhibit 1 (or available at citiesbubbles.com/legal/dpa) is hereby incorporated by reference and shall apply automatically.
13.3. Transparency, Audits, and In-App Feedback. Licensor shall maintain up-to-date documentation on data handling, security parameters, and compliance in the Privacy and Security tab of its Atlassian Marketplace listing. To drive product quality, track engagement, and inform the application roadmap, Licensor may utilize native in-app messaging or telemetry channels to collect aggregated, non-persistent usage metrics or customer survey input.
13.4. Enterprise Security Programs. For configurations running the Paid Edition, Licensor warrants active compliance and ongoing participation in Atlassian's formal marketplace security programs, including the Atlassian Bug Bounty and Cloud Fortified programs, to meet advanced enterprise trust criteria.
13.5. AI data flows. In the Default Mode, issue content and configuration are processed by the Licensor-managed Default AI Model hosted on Licensor's EU-based AWS infrastructure; Licensor acts as processor and AWS is Licensor's sub-processor, as further described in the DPA. In the Optional Mode, data is transmitted directly to the Licensee AI Provider chosen and configured by Licensee; Licensee acts as the sole controller of that specific transfer and transfer pathway, and is responsible for maintaining an appropriate lawful basis and checking the privacy configuration and terms of their designated Licensee AI Provider. See Section 5.
14.1. Each Party warrants it has the authority to enter into this Agreement.
14.2. Licensor warrants that, during the Subscription Term, the Software will perform substantially in accordance with the Documentation. As Licensee's sole remedy for breach, Licensor will use commercially reasonable efforts to correct the non-conformity or, failing that, refund the prepaid Fees for the affected remaining period.
15.1. Except as expressly stated in Section 14, the Software is provided "as is" and "as available", and Licensor disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.
15.2. Licensor does not warrant that the Software will be uninterrupted or error-free, that defects will be corrected, or that AI output will be accurate or fit for any purpose. The Software depends on the Atlassian Platform and, in the Optional Mode, on any Licensee AI Provider, which Licensor does not control.
16.1. To the maximum extent permitted by law, neither Party shall be liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or goodwill, arising out of or related to this Agreement, even if advised of the possibility.
16.2. Each Party's total aggregate liability arising out of or related to this Agreement shall not exceed the total Fees paid or payable by Licensee in the twelve (12) months preceding the event giving rise to the claim.
16.3. The limitations do not apply to: Licensee's payment obligations; either Party's indemnification obligations; breach of Section 3 or 7; or liability that cannot be excluded by law.
17.1. By Licensor. Licensor will defend Licensee against third-party claims that the Software, as provided and used in accordance with this Agreement, infringes that third party's intellectual-property rights, and will pay resulting damages finally awarded, subject to the limitations in Section 16.
17.2. By Licensee. Licensee will defend Licensor against third-party claims arising from (a) Licensee Data, (b) Licensee's use of the Software in breach of this Agreement, or (c) Licensee's use of a Licensee AI Provider.
17.3. Indemnity is conditioned on prompt notice, sole control of defense by the indemnifying Party, and reasonable cooperation.
18.1. The Software interoperates with the Atlassian Platform and, in the Optional Mode, any Licensee AI Provider, which are governed by their own terms. Licensor is not responsible for third-party services, their availability, changes, or fees.
19.1. This Agreement is governed by the laws of the Republic of Lithuania, excluding its conflict-of-laws rules and the UN Convention on Contracts for the International Sale of Goods.
19.2. The Parties shall attempt to resolve disputes amicably. Failing that, disputes shall be subject to the exclusive jurisdiction of the courts of Kaunas, Lithuania.
20.1. Entire Agreement. This Agreement, including its Schedules, is the entire agreement and supersedes all prior understandings on its subject matter.
20.2. Order of precedence. In conflict, the body of this Agreement prevails over the Schedules unless a Schedule expressly states otherwise; provided that the DPA (Exhibit 1) prevails over the body and Schedules regarding the processing of personal data.
20.3. Assignment. Neither Party may assign without the other's prior written consent, except to a successor in a merger or sale of substantially all assets, with prior notice of the other Party.
20.4. Force Majeure. Neither Party is liable for delays or failures due to events beyond its reasonable control. However, if force majeure occurs after the Party delays performance, the Party shall not be exempted from liability. If a force majeure event affects performance of this Agreement, the affected Party shall promptly notify the other Party and, within a reasonable period after the end of the event, provide sufficient and valid evidence of the force majeure; otherwise, the affected Party shall not be relieved of the corresponding liability.
20.5. Notices. Notices to Licensor must be in writing and sent to info@citiesbubbles.com. Notices to Licensee must be in writing and sent to the email address or contact details provided in the applicable Order Form or Atlassian Marketplace account. Notices are effective on receipt.
20.6. Severability; Waiver. If a provision is unenforceable, the rest remains in effect. No waiver is effective unless in writing.
20.7. Independent Contractors. The Parties are independent contractors; nothing creates a partnership or agency.
Features are segmented into distinct App Editions (Free, Trial, Paid). The Licensee has access exclusively to the tier purchased under Schedule B. All editions share the Core Analysis Capabilities (A.1). Editions differ by Evaluation volume, bulk processing, integrations, and support.
"Evaluation" means one AI analysis of one Jira issue that produces a DNA Score together with its per-dimension breakdown and recommendations. Re-running the analysis on the same issue counts as a new Evaluation.
| Capability | Free | Trial | Paid |
|---|---|---|---|
| Company-context configuration (strategy, vision, goals, KPIs, values, mission) | ✓ | ✓ | ✓ |
| Per-issue DNA Score (per-dimension + overall) | ✓ | ✓ | ✓ |
| Per-issue alignment / business impact / priority rec. / considerations | ✓ | ✓ | ✓ |
| Cross-project portfolio dashboard | ✓ | ✓ | ✓ |
| Priority-change suggestions | ✓ | ✓ | ✓ |
| Over-/under-valued flags | ✓ | ✓ | ✓ |
| Evaluation allowance | 80 | 2,000 | 15,000 |
| Bulk / mass evaluation (JQL) | — | ✓ | ✓ |
| Bring-your-own LLM integration (Optional Mode) | — | — | Available as a paid add-on (custom development) |
| KPI-system integration | — | — | Available as a paid add-on (custom development) |
| Priority support (SLA) | Email / Priority queue | ||
| Advanced admin & security audit logging | — | — | ✓ |
The specific commercial terms of a Licensee's subscription — selected App Edition, licensed Jira instance(s), user tier, subscription model, billing frequency, initial Subscription Term, Fees, and payment terms — are set out in the applicable Order Form or the Licensee's Atlassian Marketplace purchase, and are incorporated into this Agreement by reference.
Notes: For the Default Mode, the Default AI Model's hosting and infrastructure costs are borne by Licensor and reflected in the Software Fees for the applicable App Edition. For the Optional Mode (Bring-Your-Own LLM, Paid Edition), the Licensee AI Provider's usage costs, API connection rates, and endpoint charges are handled directly by the Licensee's own accounts with that provider and are completely independent from the Software Fees.
Support targets and operational capacities are structured around the specific App Edition tiers to assure enterprise security, consistency, and reliability:
| Severity / Priority Level | Free Edition Target | Trial Edition Target | Paid Edition Target |
|---|---|---|---|
| Critical (Software entirely down) | Best effort / None | Best effort / None | 4–8 business hours |
| High (Core feature blocked) | Best effort / None | Best effort / None | 24 business hours |
| Normal (General queries, minor bugs) | None | None | 2–3 business days |
Bug fixes and performance modifications are regularly distributed to ensure compliance with changing Atlassian Platform versions and underlying Forge storage updates.
Exclusions: Issues resulting from third-party Atlassian Platform downtimes, Licensee AI Provider connection errors (Optional Mode), API authorization key expirations, custom environment alterations, or uses violating the provided Documentation.