Terms of Service for Freshdesk Upsales Integrator

Introduction

This Terms of Service agreement (“Terms”) governs your access to and use of the Freshdesk Upsales Integrator application (the “App”), published by Scaly AB (“Company,” “we,” or “us”). By installing, accessing, or using the App, you (“User” or “you”) acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree with these Terms, you must not install or use the App. This Agreement is a legally binding contract between you and Scaly AB, and not with Freshworks, Freshdesk, or Upsales. The App is offered free of charge as a third-party integration to facilitate data exchange between your Freshdesk and Upsales accounts.

Eligibility

You may use the App only if you meet the following eligibility criteria: (a) you are at least 18 years old (or the age of majority in your jurisdiction) and capable of entering into a legally binding agreement; (b) you have a valid Freshdesk account and a valid Upsales account, since the App’s functionality requires active accounts on both services; and (c) you are not barred from using such integrations under applicable law. By using the App, you represent and warrant that you meet all the foregoing eligibility requirements. If you are using the App on behalf of an organization, you further represent that you have the authority to bind that organization to these Terms, in which case “you” will refer to the organization.

License Grant and Restrictions

License: Subject to your compliance with these Terms, Scaly AB hereby grants you a limited, non-exclusive, non-transferable, revocable license to use the Freshdesk Upsales Integrator App within your Freshdesk account solely for your internal business purposes. This license is provided free of charge and solely for use in connecting Freshdesk with Upsales as intended by the App’s documented features.

Restrictions: You agree to use the App only as permitted in these Terms and in accordance with all applicable laws and regulations. You shall not:

• Reverse Engineering: Copy, modify, decompile, decrypt, extract, disassemble, or reverse engineer the App or any component of it, except to the limited extent allowed by law for interoperability (and then only with prior notice to us).

• Unauthorized Access: Bypass or attempt to bypass any technical limitations, security measures, or access controls of the App, Freshdesk, or Upsales. You must not use the App in any manner that could damage, disable, or impair the services or interfere with any other party’s use of Freshdesk or Upsales.

• Unlawful or Prohibited Use: Use the App for any unlawful purposes or in violation of any applicable laws. This includes (but is not limited to) refraining from using the App to transmit unlawful, defamatory, infringing, or otherwise unauthorized content. You are solely responsible for ensuring that your use of the App (including transfer of any data between Freshdesk and Upsales) complies with all privacy, data protection, intellectual property, and other applicable laws.

• Misrepresentation and Resale: Rent, lease, sell, sublicense, or redistribute the App, or falsely imply any partnership or affiliation with Scaly AB, Freshworks (Freshdesk), or Upsales. The App is for your use only; you may not exploit it for anyone else’s benefit, such as offering it as part of a service you provide to others.

Any use of the App outside the scope of the license grant or in violation of these restrictions is strictly prohibited and may result in termination of your rights to use the App without notice.

User Responsibilities

By using the App, you agree to the following user responsibilities:

• Account Security: You are responsible for maintaining the security of your Freshdesk and Upsales account credentials. Do not share your API keys, authentication tokens, or login information with unauthorized persons. Scaly AB is not liable for any unauthorized access to your data that results from your failure to secure your accounts.

• Required Accounts and Permissions: You understand that the App operates by connecting to third-party services (Freshdesk and Upsales). It is your responsibility to ensure you have the necessary permissions and valid subscriptions for those services. Any fees, terms, or limitations associated with your Freshdesk or Upsales accounts remain solely between you and those service providers; this App does not alter or override any Freshdesk or Upsales terms of service you have agreed to.

• Compliance with Third-Party Terms: You will comply with all relevant user agreements and policies of Freshdesk and Upsales when using the App. For example, if Freshdesk or Upsales imposes API usage limits or privacy requirements, you will abide by them during your use of the App. You acknowledge that violation of Freshdesk’s or Upsales’ terms could result in your accounts being suspended or the integration being disabled by those providers, for which Scaly AB has no responsibility.

• Proper Use of Data: You are solely responsible for the data you choose to transfer or synchronize using the App. You must ensure that you have the legal right (and any necessary consents) to share or transfer any personal data or other information between Freshdesk and Upsales via the App. Scaly AB does not review or verify the data you exchange; therefore, you must not use the App to transfer any data that you know or reasonably should know is sensitive or prohibited (for example, exporting data that violates privacy laws or third-party rights).

• Feedback and Support: If you encounter issues or have questions about the App, you are encouraged to contact us at support@scaly.se. While not obligated to provide support or updates, Scaly AB may, at its discretion, address bug reports or provide updates to improve the App. Providing feedback is optional, but if you do provide suggestions or feedback, you grant Scaly AB a non-exclusive, royalty-free, perpetual license to use and incorporate that feedback into the App or other products.

Data Access and Privacy Disclaimer

Real-Time Data Processing: The Freshdesk Upsales Integrator App operates by accessing and transferring data between your Freshdesk and Upsales accounts in real time via their respective APIs. No personal data or customer information is stored by Scaly AB on its own servers or any permanent storage. All data access and processing is ephemeral: the App retrieves data from one platform (e.g., Freshdesk) and transmits it to the other (e.g., Upsales) instantaneously, without retaining that data after the immediate transfer is complete.

No Third-Party Storage: The App does not send your data to any third-party services beyond the Freshdesk and Upsales systems you connect. We do not use external analytics or cloud storage for any information processed through the App. Because the App acts only as a conduit between Freshdesk and Upsales, any personal data processed is handled within the environments of those two services under their security protocols. You should review Freshworks’ (Freshdesk’s) and Upsales’ privacy policies to understand how they handle and protect your data. Scaly AB has no control over, and assumes no responsibility for, the privacy practices or data handling by Freshdesk or Upsales.

User Consent to Data Access: By using the App, you grant Scaly AB (via the App) permission to access and process your Freshdesk data and your Upsales data as necessary to provide the integration’s functionality. This may include reading, creating, or updating contact information, tickets, or other relevant data types as described in the App’s documentation or listing. You acknowledge that such access is initiated by your installation and use of the App, and you can revoke the App’s access at any time by uninstalling or removing the integration from your Freshdesk account.

Data Security Measures: Scaly AB is committed to following industry best practices for security within the App’s operations. While the App itself does not store data, it communicates with Freshdesk and Upsales over encrypted connections (as provided by their APIs) to safeguard data in transit. However, you understand that no data transmission can be guaranteed 100% secure, and you use the App at your own risk. Scaly AB will not be liable for any data breaches or unauthorized access that may occur on Freshdesk or Upsales platforms or during data transit via the APIs, especially if such incidents are due to factors beyond our control (such as vulnerabilities in the third-party services or your own account security).

Privacy Disclaimer: Because Scaly AB does not collect or store personal data through the App, we act merely as a processor of data between Freshdesk and Upsales on your behalf. As a result, Scaly AB is not acting as a data controller for any personal information processed by the App. It is your responsibility to ensure that your use of the App complies with your own privacy policies and any regulatory obligations (for example, GDPR if applicable). We recommend that you do not use the App to transfer personal data if you do not have the right to do so. If you believe the App requires deletion of any residual data or revocation of access, simply uninstalling the App will suffice (as no personal data is stored by us, there is nothing further to delete on Scaly AB’s side once the App is removed).

Disclaimer of Warranties

Use at Your Own Risk: The App is provided “AS IS” and “AS AVAILABLE,” without warranty of any kind. Scaly AB disclaims all warranties and representations, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not guarantee that the App will meet your requirements, achieve any intended results, be compatible with all systems, or operate without interruption or errors.

No Guarantee of Availability or Accuracy: Scaly AB does not warrant that the App’s connectivity or integration with Freshdesk or Upsales will always be available, timely, secure, or error-free. The functionality of the App is dependent on the availability and correct functioning of the Freshdesk and Upsales APIs and services. We make no guarantee regarding the accuracy or completeness of data transferred through the App; you are responsible for verifying the results of any data synchronization.

Third-Party Services: You acknowledge that the App’s performance may be affected by third-party services (Freshdesk and Upsales). Scaly AB is not responsible for any errors, downtime, or changes in those third-party services that may interrupt or alter the App’s functioning. We provide no warranty or assurance that Freshdesk or Upsales will continue to permit the App’s access or that they will not make changes that impact how the App works.

No Other Warranties: No advice or information, whether oral or written, obtained by you from Scaly AB or through the App shall create any warranty not expressly stated in these Terms. Because the App is provided to you free of charge, you bear the entire risk as to its quality and performance. Some jurisdictions do not allow the exclusion of certain warranties, so to the extent such law applies to you, some of the above exclusions may not apply. In such cases, any implied warranties are limited to the minimum scope and duration permitted by applicable law.

Limitation of Liability

Limitation on Types of Damages: To the fullest extent permitted by law, in no event will Scaly AB or its directors, officers, employees, agents, or affiliates be liable to you or any third party for any indirect, incidental, special, consequential, or exemplary damages whatsoever arising out of or in connection with your use of or inability to use the App, or the accuracy or loss of any data, even if Scaly AB has been advised of the possibility of such damages. This limitation includes, without limitation, any lost profits, lost savings, loss or corruption of data, business interruption, or costs of procuring substitute services.

Cap on Liability Amount: To the fullest extent permitted by law, Scaly AB’s total cumulative liability arising out of or relating to these Terms or the App shall not exceed the amount of fifty (50) Euros (EUR) (or the equivalent in local currency) or the total fees paid by you to Scaly AB for use of the App in the 12 months preceding the claim, whichever is greater. For clarity, since the App is provided for free, Scaly AB’s liability will be effectively capped at fifty Euros. This limitation is cumulative and not per-incident.

Independent Remedies: You agree that the limitations of liability and disclaimers in these Terms are a fundamental basis of the bargain between you and Scaly AB, and that Scaly AB would not be able to provide the App on an economically feasible basis without such limitations. You acknowledge that the App is offered for free and that the limited liability is part of the pricing consideration.

Exceptions: Nothing in these Terms is intended to exclude or limit liability that cannot be excluded or limited under applicable law (for example, certain liabilities under product liability law or for gross negligence, willful misconduct, or personal injury). To the extent that any liability cannot be legally disclaimed or limited, it is not disclaimed or limited by this Agreement; however, all other liabilities are disclaimed and limited as provided herein.

Third-Party Liability: You acknowledge that Freshworks (including its Freshdesk service) and Upsales, as independent platforms, bear no liability for any issues arising from your use of the App. Scaly AB is solely responsible for the App. Under no circumstances will Freshworks, Freshdesk, Upsales, or any of their affiliates or partners be held liable to you for damages of any kind arising from the performance or failure of the App.

Termination

User Termination: You have the right to terminate your use of the App at any time. You may do so by uninstalling or removing the Freshdesk Upsales Integrator from your Freshdesk account (typically via the Freshworks Marketplace or your Freshdesk admin settings). Termination through this method is immediate and will revoke the App’s access to your Freshdesk and Upsales accounts. You may also discontinue use of the Upsales integration features at any time. No further steps are required from you to cancel your use of the App, and no fees or penalties apply for uninstallation.

Company Termination or Suspension: Scaly AB reserves the right to suspend or terminate your access to the App (or discontinue the App entirely) at any time, with or without notice, if: (a) you are found to be in breach of any provision of these Terms; (b) we are required to do so by law or at the request of Freshworks (e.g., if the App is found to violate Freshworks Marketplace policies); or (c) we decide, in our sole discretion, to discontinue offering the App. Scaly AB shall not be liable to you for any losses or damages resulting from any termination or suspension of your access to the App in accordance with these Terms.

Effect of Termination: Upon termination (by you or by us), the rights and licenses granted to you under these Terms will immediately end. You must cease all use of the App and delete any components of the App from your systems. However, any provisions of these Terms that by their nature should survive termination (such as Disclaimers of Warranty, Limitation of Liability, Governing Law, and Dispute Resolution) shall continue to remain in effect after termination. Since the App does not store your personal data, terminating the App will simply cease the data exchange; there is no data held by Scaly AB to delete post-termination.

Governing Law and Dispute Resolution

These Terms and any dispute arising out of or in connection with them or the use of the App shall be governed by and construed in accordance with the laws of Sweden, without regard to its conflict of law principles. If you are a consumer in the European Union or another jurisdiction with laws that provide for consumer protections, nothing in this Governing Law section will deprive you of the protections afforded to you by such laws.

In the event of any controversy or claim arising out of or relating to this Agreement or your use of the App, the parties shall first attempt to resolve the matter amicably through good-faith negotiations. If we cannot reach an amicable resolution, any litigation shall be subject to the exclusive jurisdiction of the courts of Sweden, and you consent to jurisdiction and venue in such courts. Notwithstanding the foregoing, Scaly AB may seek injunctive or other equitable relief in any jurisdiction to protect its intellectual property or confidential information.

Miscellaneous

No Waiver: The failure of Scaly AB to enforce any right or provision of these Terms shall not constitute a waiver of future enforcement of that right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by an authorized representative of Scaly AB.

Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be deemed modified to the minimum extent necessary to make it enforceable (if permissible) or severed from these Terms if not permissible, and the remaining provisions of these Terms shall remain in full force and effect.

Assignment: You may not assign or transfer any of your rights or obligations under these Terms without prior written consent from Scaly AB. We may assign or transfer our rights and obligations under these Terms to an affiliate or in connection with a merger, acquisition, sale of assets, or by operation of law. These Terms shall bind and inure to the benefit of the parties and their respective successors and permitted assigns.

Entire Agreement: These Terms (together with any documents or policies expressly referenced herein, such as our Privacy Disclaimer above) constitute the entire agreement between you and Scaly AB regarding the App and supersede all prior and contemporaneous agreements, proposals, or representations, whether written or oral, concerning its subject matter. In entering into these Terms, neither party has relied on any representation or warranty not expressly set forth herein.

No Third-Party Rights: Except as expressly stated, nothing in these Terms shall be deemed to confer any rights or benefits to any third party. This Agreement is between you and Scaly AB solely; Freshworks (Freshdesk) and Upsales are not parties to this Agreement and have no obligations or liability under it.

Language: These Terms are drafted in English. If these Terms are translated into any other language, the English-language version will prevail in the event of any conflict or discrepancy in interpretation.

Contact Information

If you have any questions, concerns, or feedback about these Terms or the Freshdesk Upsales Integrator App, please contact Scaly AB:

• Email: support@scaly.se

• Address: Scaly AB, Strandvägen 5A, 114 51 Stockholm, Sweden

We will endeavor to respond to inquiries in a timely manner. Your correspondence with us will be handled in accordance with our privacy commitments stated above (notably, since we do not store personal data through the App, any contact information you provide for support will only be used to assist you and not stored longer than necessary). By using the App, you acknowledge that you have read and understood these Terms of Service and agree to be bound by them. Thank you for trusting Scaly AB’s Freshdesk Upsales Integrator for your integration needs.