End User License Agreement

1. The Agreement

1.1 Parties

This End User License Agreement (“Agreement”) is between FeatureFlow Pty. Ltd. (ACN 613 241 071) (“FeatureFlow”, “we”, “us”, or “our”), a company incorporated in Australia, and you, the individual or entity accessing or using our Service (“Customer” or “you”).

1.2 Entering the Agreement

This Agreement takes effect on the date you first access the Service or create an account (“Effective Date”). Each Order you place creates rights under this Agreement but does not become part of the Agreement itself.

1.3 Order of Precedence

In the event of conflict, precedence is: (i) any written amendment signed by both parties; (ii) any Order or additional terms specified at time of purchase; (iii) this Agreement.

2. The Service

2.1 Licence Grant

Subject to this Agreement and payment of applicable fees, FeatureFlow grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for your internal business purposes during the Subscription Term.

2.2 Users

You may permit your employees, contractors, and authorised representatives (“Users”) to access the Service on your behalf. You are responsible for all Users’ actions and their compliance with this Agreement. You will ensure Users keep login credentials confidential and will promptly notify us of any suspected compromise of User accounts.

3. Customer Data

3.1 Use of Customer Data

FeatureFlow will access and use Customer Data solely to provide, maintain, and improve the Service under this Agreement. We will not sell Customer Data or disclose it to third parties except as permitted in this Agreement or required by law.

3.2 Security

FeatureFlow will implement and maintain appropriate technical and organisational measures designed to prevent unauthorised access, use, alteration, or disclosure of Customer Data.

3.3 Privacy

FeatureFlow collects and processes personal information in accordance with our Privacy Policy and in compliance with the Australian Privacy Act 1988 (Cth) and the Australian Privacy Principles.

3.4 Usage Data

FeatureFlow may collect aggregated, de-identified usage data to operate, improve, and benchmark the Service. We will not disclose this data in a form that identifies you or your Users.

4. Compliance with Laws

Each party will comply with all applicable laws and regulations in connection with its performance under this Agreement.

5. Support and SLA

FeatureFlow will provide support as described in our Support Policy at featureflow.io/support. Any service level commitments will be as specified in your Order or plan documentation.

6. Warranties

6.1 Mutual Warranties

Each party represents and warrants that: (a) it has the legal authority to enter into this Agreement; and (b) it will use industry-standard measures to avoid introducing malicious code into the Service or each other’s systems.

6.2 Performance Warranty

FeatureFlow warrants that the Service will perform materially as described in the Documentation and that we will not materially reduce overall functionality during your Subscription Term. If you experience a breach of this warranty, notify us in reasonable detail within 30 days of discovery. We will use reasonable efforts to correct the issue or provide a workaround within 30 days. If we fail to do so, either party may terminate the affected Subscription and we will refund prepaid, unused fees for the terminated period. This is your exclusive remedy for breach of this warranty.

6.3 Disclaimers

EXCEPT AS EXPRESSLY SET OUT IN THIS AGREEMENT, FEATUREFLOW DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”. THESE DISCLAIMERS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW, INCLUDING THE AUSTRALIAN CONSUMER LAW. NOTHING IN THIS AGREEMENT EXCLUDES ANY GUARANTEE OR WARRANTY THAT CANNOT BE EXCLUDED UNDER THE AUSTRALIAN CONSUMER LAW.

7. Usage Rules

7.1 Acceptable Use

You represent and warrant that you have all rights necessary to use Customer Data with the Service and to grant FeatureFlow the rights set out in this Agreement, without violating third-party intellectual property, privacy, or other rights. You are responsible for the content and accuracy of Customer Data.

7.2 Restrictions

You will not and will not permit anyone else to: (a) sell, sublicense, distribute, or rent the Service or use it to provide a hosted service to third parties; (b) reverse engineer, decompile, or attempt to derive the source code of the Service; (c) copy, modify, or create derivative works of the Service; (d) remove any proprietary notices from the Service; (e) conduct security or vulnerability testing of the Service or interfere with its operation; (f) circumvent any access controls; (g) use the Service for High-Risk Activities; or (h) use the Service to develop a competing product or service.

7.3 Sensitive Data

You will not submit Sensitive Data to the Service unless explicitly agreed in writing by FeatureFlow. The Service is not designed for Sensitive Data and FeatureFlow has no liability for such use.

8. Third-Party Integrations

The Service may integrate with third-party platforms. Your use of any third-party platform is governed by that provider’s own agreement, not this Agreement. FeatureFlow is not responsible for third-party platforms or how their providers use your data.

9. Fees and Payment

Fees are as stated in your Order. Payment terms are as specified in the Order. All fees are non-refundable except as expressly stated in this Agreement or as required by the Australian Consumer Law. FeatureFlow may change pricing with at least 30 days’ notice prior to your next renewal.

10. Suspension

FeatureFlow may suspend your access to the Service due to a Suspension Event, with prior notice where practicable. We are not required to give prior notice in urgent circumstances or where suspension is necessary to prevent material harm or legal violation. Once the Suspension Event is resolved, we will promptly restore access. A “Suspension Event” means: (a) your account is 30 or more days overdue; (b) you are in breach of Section 7 (Usage Rules); or (c) your use of the Service risks material harm to the Service or others.

11. Term and Termination

11.1 Subscription Term

Each Subscription Term will last for the period specified in your Order, defaulting to 12 months if not stated.

11.2 Term of Agreement

This Agreement starts on the Effective Date and continues until the end of all Subscription Terms, unless sooner terminated. If no Subscription is active, either party may terminate this Agreement for any reason with written notice.

11.3 Termination for Cause

Either party may terminate this Agreement (including all Subscriptions) if the other party: (a) fails to cure a material breach within 30 days of written notice; (b) ceases operations without a successor; or (c) becomes insolvent, enters administration, receivership, or analogous process under applicable law.

11.4 Data Export and Deletion

During the Subscription Term, you may export Customer Data from the Service as described in our Documentation. After termination or expiry, upon request within 60 days, FeatureFlow will make Customer Data available for export and then delete it, subject to any legal retention obligations. Each party will also return or delete the other’s Confidential Information, subject to standard backup retention practices.

11.5 Effect of Termination

Upon termination or expiry, your right to use the Service ceases. The following sections survive termination: 3.4, 6.3, 7, 11.4, 11.5, 12, 13, 14, 15, and 16.

12. Intellectual Property

12.1 Reserved Rights

Neither party grants the other any rights not expressly set out in this Agreement. As between the parties, you retain all rights in Customer Data. FeatureFlow and its licensors retain all rights in the Service, its underlying technology, and all related intellectual property.

12.2 Feedback

If you provide feedback on the Service, FeatureFlow may use it without restriction or obligation. Feedback is provided “as is” and FeatureFlow will not identify you as the source without your permission.

13. Limitation of Liability

13.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FEATUREFLOW’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE FEES PAID BY YOU IN THE 12 MONTHS IMMEDIATELY PRECEDING THE CLAIM.

13.2 Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS INTERRUPTION, EVEN IF INFORMED OF THEIR POSSIBILITY IN ADVANCE.

13.3 Exceptions

The limits in Sections 13.1 and 13.2 do not apply to: (a) either party’s indemnification obligations under Section 14; (b) either party’s infringement of the other’s intellectual property rights; (c) breach of Section 15 (Confidentiality); or (d) liabilities that cannot be limited by applicable law, including the Australian Consumer Law.

14. Indemnification

14.1 By FeatureFlow

FeatureFlow will defend you against any third-party claim that the Service, when used by you as authorised under this Agreement, infringes or misappropriates a third party’s intellectual property rights, and will indemnify you for damages and reasonable legal costs awarded or agreed in settlement. This obligation does not apply to claims arising from your modification of the Service, use in combination with items not provided by FeatureFlow, or use outside the scope of this Agreement.

14.2 By Customer

You will defend FeatureFlow against any third-party claim arising from: (a) your breach of Section 7.1 (Acceptable Use) or 7.3 (Sensitive Data); or (b) Customer Data infringing or violating a third party’s rights. You will indemnify FeatureFlow for damages and reasonable legal costs awarded or agreed in settlement.

14.3 Procedure

The indemnifying party’s obligations require: (a) prompt written notice of the claim; (b) exclusive control of the defence and settlement (provided no settlement requires the indemnified party to admit fault without its consent); and (c) reasonable cooperation at the indemnifying party’s expense. This section sets out the exclusive remedy for covered third-party IP claims.

15. Confidentiality

15.1 Obligations

Each party will: (a) use the other’s Confidential Information only to fulfil its obligations and exercise its rights under this Agreement; (b) not disclose it to third parties without prior written approval; and (c) protect it with at least the same care used for its own confidential information, and no less than reasonable care.

15.2 Permitted Disclosures

A party may disclose Confidential Information to its employees, agents, and contractors who need to know and are bound by obligations at least as protective as this section. Either party may also disclose as required by law, provided they give the other reasonable advance notice and cooperate to seek confidential treatment where permitted.

15.3 Exclusions

Confidentiality obligations do not apply to information that: (a) is or becomes public through no fault of the recipient; (b) was already known to the recipient without restriction; (c) was lawfully received from a third party without restriction; or (d) was independently developed without using Confidential Information.

16. Trials and Betas

Access to the Service on a free trial basis or to features designated as “beta” or “early access” is permitted only for internal evaluation during the designated period. Either party may terminate trial access at any time. FEATUREFLOW OFFERS NO WARRANTY, SLA, OR INDEMNITY FOR TRIALS AND BETAS AND ITS LIABILITY FOR TRIALS AND BETAS WILL NOT EXCEED AUD $500.

17. General

17.1 Governing Law

This Agreement is governed by the laws of New South Wales, Australia. The parties submit to the non-exclusive jurisdiction of the courts of New South Wales. Nothing limits either party’s right to seek urgent injunctive or equitable relief in any jurisdiction.

17.2 Dispute Resolution

Before initiating formal proceedings (other than for urgent relief), the parties will attempt to resolve disputes through good-faith negotiation for at least 30 days. If unresolved, either party may refer the dispute to mediation under the rules of the Australian Disputes Centre before commencing litigation.

17.3 Notices

Notices under this Agreement must be in writing, sent to the addresses on file for each party, and are effective upon receipt. FeatureFlow may send operational notices through the Service or to your registered email address.

17.4 Assignment

Neither party may assign this Agreement without the other’s prior written consent, except that either party may assign this Agreement in connection with a merger, acquisition, or sale of all or substantially all of its assets or shares, with notice to the other party. Any non-permitted assignment is void.

17.5 Force Majeure

Neither party is liable for delays or failures caused by circumstances beyond its reasonable control, including natural disasters, pandemics, acts of government, or third-party infrastructure failures, provided the affected party takes reasonable steps to mitigate the impact. If such an event materially disrupts the Service for 15 or more consecutive days, either party may terminate the affected Subscription with a pro-rata refund of prepaid fees.

17.6 Entire Agreement and Amendments

This Agreement is the entire agreement between the parties regarding the Service and supersedes all prior agreements on the subject matter. Amendments must be in writing and signed by authorised representatives of both parties. Headings are for convenience only. Terms in Customer purchase orders do not amend this Agreement.

17.7 Severability and Waiver

If any provision is held invalid or unenforceable, it will be limited to the minimum extent necessary so the rest of this Agreement remains in effect. Failure to enforce any provision is not a waiver of future enforcement.

17.8 Subcontractors

FeatureFlow may engage subcontractors to help deliver the Service but remains responsible for their compliance with this Agreement.

17.9 Independent Contractors

The parties are independent contractors. Nothing in this Agreement creates a partnership, agency, joint venture, or employment relationship.

17.10 No Third-Party Beneficiaries

There are no third-party beneficiaries to this Agreement.

18. Definitions

“Confidential Information”

Information disclosed by one party to the other that is identified as confidential or that should reasonably be understood as confidential given the nature and circumstances of disclosure. FeatureFlow’s Confidential Information includes technical and product information. Customer’s Confidential Information includes Customer Data.

“Customer Data”

Data, content, or materials that you (or your Users) submit to the Service, including feature flag configurations, environment data, and any personal information included therein.

“Documentation”

FeatureFlow’s standard usage documentation for the Service, as updated from time to time at docs.featureflow.io.

“High-Risk Activities”

Activities where use or failure of the Service could lead to death, personal injury, or significant property or environmental damage, including life support, emergency services, nuclear facilities, or autonomous systems.

“Order”

A purchase order, subscription form, or other ordering document for a Subscription.

“Sensitive Data”

Health information, government identifiers, financial account numbers, biometric data, or other categories of personal information requiring heightened protection under applicable law.

“Service”

FeatureFlow’s software-as-a-service feature flag management platform, available at featureflow.io, including associated APIs, SDKs, and Documentation.

“Subscription Term”

The period during which you are authorised to access the Service, as specified in your Order.

“Suspension Event”

As defined in Section 10.

“Users”

Individuals whom you authorise to access the Service on your behalf.

19. Contact

For questions about this Agreement: support@featureflow.io