Solution Specific Terms

The applicable provisions of these Solution Specific Terms apply to the extent the applicable Solution is included in Customer's Order and if the version of that Solution includes relevant features or components as described in the applicable Solution Specific Terms. For purposes of Customer's use of the Solution, these terms supplement the Master Solutions Agreement and form a part of the Agreement between Customer and SmartBear.

All capitalized terms used and not defined herein shall have the meanings ascribed in the Agreement or as defined in these Solution Specific Terms.

SaaS Solutions Specific Terms

  1. License Types. Access to the SaaS Solutions is granted pursuant to one or more of the license types set forth below, as specified in the applicable Order:
    1. Fixed Access: is single access, meaning it can be accessed by only one User, with a unique username and password. Access to the SaaS Solution may not be reassigned other than for the permanent transfer of access to the SaaS to another User if the eligible User is no longer employed by Customer upon written notice to SmartBear. An eligible User may access the SaaS Solution with a unique username and password on only one device at a time.
    2. Floating (Concurrent) Access: The number of running instances of the SaaS Solution or the number of individuals simultaneously having access to the SaaS Solution may not exceed at any one time the number of floating seats.
    3. Usage-Based Access: is on a time-based, unit-based, or event-based basis during the Order Term as set forth in an Order.
    4. Agent Compute Units. Certain AI Enabled Features and standalone Agent offerings are licensed on a consumption basis measured in agent compute units ("Agent Compute Units" or "ACUs"), as specified in the applicable Order. ACUs represent a unit of metered usage associated with the operation of Agents, as determined by SmartBear. ACUs are consumed as Agents operate and perform actions. ACUs are valid only during the applicable Order Term, do not roll over between months and any unused ACUs expire at the end of each month.
    5. System Accounts: access provisioned solely for non-human, machine-to-machine use (e.g., API access by CI/CD tools) and are distinct from Fixed, which must be assigned to individual natural persons set up on Customer's account and are not to be shared. System Accounts may not be used, shared, or rotated among multiple human users to access the Solution or to circumvent seat licensing, and any human access must occur only through that individual's own User account.

Licensed Software Specific Terms

  1. License Types. Access to the Licensed Software is granted pursuant to one or more of the license types set forth below, as specified in the applicable Order:
    1. Fixed (Named) License: is single instance, meaning it can be activated by only one User, with a unique username and password, on a single computer, computing device and has a fixed license key. Customer must acquire and dedicate a license for each User that Customer wishes to access the Licensed Software. A separate license is required for each User and shall not be shared. The Licensed Software may not be reassigned other than for the permanent transfer of the license to another User if the eligible User is no longer employed by Customer upon written notice to SmartBear.
    2. Floating (Concurrent) License: can be activated for multiple Users, service accounts and machine combinations including virtual machines and containerized environments. The number of running instances of Licensed Software or the number of Users simultaneously having access to the Licensed Software may not exceed at any one time the number of floating seats licensed. In private networks, one computer or computing device shall be designated as the "license server", where the license is installed, and all other devices will require access to the license server to run the Licensed Software. Customer is solely responsible for configuring and maintaining the license server environment and ensuring access control mechanisms are in place.
    3. Server Application License: can be installed on one server machine and may be accessed by multiple Users. The license key is dedicated to the designated computer or computing device and will only function on this computer or computing device.
  2. Permitted Copies and License Usage. Customer may make copies of the Licensed Software and Documentation only as reasonably necessary to use the Licensed Software as licensed and for back-up and archival purposes; provided that, each copy of the Licensed Software and Documentation contains all titles, trademarks, and copyright and restricted rights notices as in the original, and Customer does not exceed the license quantities or other entitlements in the applicable Order. For the avoidance of doubt, SmartBear owns and reserves all right, title, and interest in and to such copies, including any intellectual property rights therein or thereto.
  3. Updates. SmartBear has no obligation to provide support for any version of the Licensed Software other than the most current and previous minor release. SmartBear shall have no liability for damages resulting from or in connection with Customer's failure to install an Update, including any breach of warranty claim.
  4. Number of Instances. Unless otherwise specified in the Order, Customer may install up to one (1) production instance of each Licensed Software Solution included in an Order on systems owned or operated by Customer or its Users.
  5. License Verification. Upon SmartBear's written request, Customer will promptly confirm in writing whether its use of the Licensed Software Solutions is in compliance with the applicable Order(s). SmartBear or its agents may audit Customer's use of the Licensed SmartBear Solutions no more than once every twelve (12) months to confirm compliance with this Agreement and all applicable Orders. If Customer has exceeded its use of the Licensed SmartBear Solutions, SmartBear may invoice Customer for the excess use and Customer shall pay SmartBear all amounts under such invoice within thirty (30) days from the invoice date.

AI Terms

  1. AI Enabled Features. These AI Terms apply to the generative artificial intelligence features SmartBear may make available as part of any Solution or as a standalone Solution ("AI Enabled Features"). Customer acknowledges that the use of AI Enabled Features is at its sole discretion.
    1. AI Content
      1. If Customer chooses to use an AI Enabled Feature, Customer acknowledges and agrees that SmartBear may transmit certain Customer Data ("Input Data") to the third-party artificial intelligence platforms as may be required for the AI Enabled Feature to operate (e.g., the html of Customer's website that Customer chooses to analyze with an AI Enabled Feature).
      2. The output insights generated and returned by the AI Enabled Features ("AI Output") are based on the Customer Data processed on and through the Solution. Customer is solely responsible for reviewing, evaluating, and determining whether and how to use the AI Output. AI Output shall be deemed Customer Data subject to the AI Provider's terms and conditions. Due to the nature of machine learning, AI Output may not be unique, and the AI Features may generate the same or similar output for other users.
    2. AI Providers. Customer acknowledges and understands that SmartBear's AI Enabled Features incorporate functionality driven by third-party large language models, including Llama, and third-party providers including OpenAI, Google (Gemini), and Anthropic (Claude) (collectively, "AI Providers"). Use of such AI Enabled Features is governed not only by this Agreement, but also by the applicable terms and conditions of the relevant AI Providers. A current list of AI providers is available upon request.
    3. Agents.
      1. Certain AI Enabled Features may include artificial intelligence capabilities that Customer may configure to take actions on Customer's behalf within a Solution or in connection with a standalone Solution ("Agents"). Actions taken by an Agent are Output. Agents may be configured by Customer and may rely on AI Providers or other third-party services. Use of Agents will consume Agent Compute Units as described in the License Types section of these Solution Specific Terms and the applicable Order. For clarity, "Agents" refers only to agent capabilities provided by SmartBear as part of the AI Enabled Features. Any third-party agent, automation, or AI-powered tool not provided by SmartBear that connects to or operates through the Solutions (including through MCP Servers) is a Third-Party Product governed by Section 7 of the Agreement and the MCP Servers section of these Solution Specific Terms, and not by this Section (c).
      2. Customer is solely responsible for configuring, enabling, and supervising its Agents, including defining all operational constraints applicable to each Agent. Customer determines what Customer Data, systems, environments, tools, or third-party services an Agent may access. Agents are intended to assist and augment Customer's operations, not to replace human judgment. Customer shall maintain appropriate human oversight of Agent actions and shall not use Agents to make automated decisions that may have a material adverse impact on individual rights without human review. Customer is responsible for all actions taken by its Agents and for ensuring such actions comply with the Agreement, applicable law, and third-party rights. For the avoidance of doubt, Customer's responsibility under this subsection applies to actions resulting from Customer's configuration decisions and instructions to the Agent and does not relieve SmartBear of its obligations under Sections (f) and (g) of these AI Terms with respect to Customer Data processed by Agents.
      3. SmartBear shall use commercially reasonable efforts to ensure the Agent framework functions substantially in accordance with the applicable Documentation. In the event an Agent takes an action that is not attributable to Customer's configuration or instructions but results from a defect in SmartBear's Agent framework, SmartBear's liability shall be subject to the limitations of liability set forth in the Agreement.
      4. Where an Agent interacts with third-party services, such interactions are subject to the applicable third-party provider's terms and conditions and Section 7 (Third-Party Products) of the Agreement. SmartBear shall have no liability for any actions, outcomes, or data processing performed by third-party services accessed by an Agent at Customer's direction. Customer is responsible for reviewing and accepting the terms of any third-party services it authorizes an Agent to access.
    4. Fees. Certain AI Enabled Features are made available as paid add-ons and are subject to Fees at the time of purchase. In addition, SmartBear reserves the right to introduce Fees for other AI Enabled Features, that are currently included in the Solutions, upon providing prior notice. If Customer does not agree to such Fees, or any of these AI Terms, Customer's sole remedy is to cease its use of the affected AI Enabled Features.
    5. Disclaimer. IN ADDITION TO ANY DISCLAIMERS SET FORTH IN THE AGREEMENT, THE AI ENABLED FEATURES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SMARTBEAR AND THE APPLICABLE THIRD-PARTY AI PROVIDER MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE AI ENABLED FEATURE, OR THE INFORMATION, TEXT, AND CONTENT INCLUDED IN THE AI OUTPUT, OR INPUT OF THE CUSTOMER DATA, INCLUDING WITHOUT LIMITATION, ACCURACY OF THE RESULTS, AVAILABILITY, SUITABILITY, RELIABILITY, OR ANY INFORMATION PROVIDED THROUGH THE AI ENABLED FEATURES. CUSTOMER UNDERSTANDS THAT AI OUTPUT MAY NOT BE UNIQUE AND MAY CONTAIN INACCURACIES. CUSTOMER SHOULD NOT RELY ON AI OUTPUT WITHOUT INDEPENDENT REVIEW. SMARTBEAR'S LIABILITY ARISING FROM OR RELATING TO THE AI ENABLED FEATURES OR AI OUTPUT SHALL BE SUBJECT TO THE LIMITATIONS OF LIABILITY SET FORTH THE AGREEMENT. NOTWITHSTANDING THE FOREGOING, SMARTBEAR DOES NOT WARRANT THAT AI OUTPUT WILL NOT INFRINGE THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS, AND SMARTBEAR SHALL HAVE NO LIABILITY FOR ANY INFRINGEMENT CLAIM TO THE EXTENT SUCH CLAIM RESULTS FROM CUSTOMER'S INPUT DATA OR CUSTOMER'S USE OF THE AI OUTPUT.
    6. Data Use Restrictions. SmartBear shall not use, and shall maintain contractual commitments with AI Providers that prohibit such providers from using, Customer Data, Input Data, or AI Output to train, fine-tune, improve, or develop any artificial intelligence or machine learning models. SmartBear shall process Input Data solely as necessary to provide the AI Enabled Features to Customer. For the avoidance of doubt, SmartBear's obligations under this Section and Section (g) do not extend to Customer Data transmitted to Third-Party Products through MCP Servers or other integrations configured by Customer, which are governed by Section 7 of the Agreement and the MCP Servers section of these Solution Specific Terms.
    7. SmartBear Safeguards. SmartBear shall use commercially reasonable efforts to implement and maintain safeguards designed to protect the security of Customer Data processed through the AI Enabled Features. SmartBear shall use commercially reasonable efforts to ensure that the AI Enabled Features do not, to SmartBear's knowledge, infringe or misappropriate any third-party intellectual property rights. For the avoidance of doubt, this obligation does not extend to AI Output generated based on Customer's Input Data.

BugSnag

  1. Customer Data. Notwithstanding Section 5(c) (Restricted Data) of the Agreement, Customer acknowledges and agrees that BugSnag requires the processing of certain production application data, including error logs, stack traces, and device or environment details, in order to provide the Solution. Such data may include personal information relating to end users. To the extent Customer Data processed through BugSnag includes personal information, SmartBear will act as a processor on behalf of Customer and the processing will be governed by the DPA. Customer remains responsible for ensuring that such data does not include Customer Data subject to heightened legal or regulatory protections as described in Section 5(c) of the Agreement (e.g., HIPAA, GLBA, PCI DSS, ITAR, EAR, or sensitive/special category personal data as defined under applicable privacy laws), except as expressly permitted in the DPA and the Agreement.

Free Version and Beta Access

  1. Free version, freeware, or free version license ("Free Trial") access is limited to the User who is specifically named in the Solution or Licensed Software registration and may only be used on one computer or computing device at a time. This access is (i) subject to the Trial Terms of Use; and (ii) not eligible for support services other than the materials and discussion groups that may be accessed generally via the SmartBear online community at https://community.smartbear.com. In the event of any conflict between the Trial Terms of Use and the Agreement, the Trial Terms of Use shall govern for Free Trial access only.
  2. SmartBear may, from time to time in its sole discretion, make available to Customer Beta Versions. Use of Beta Versions is optional and is at Customer's sole discretion and risk. Due to the unproven nature of Beta versions, they are provided "as is" and without warranty. Further, Beta Versions (i) are subject to the Trial Terms of Use; and (ii) not eligible for support services other than the materials and discussion groups that may be accessed generally via the SmartBear online community at https://community.smartbear.com. In the event of any conflict between the Trial Terms of Use and the Agreement, the Trial Terms of Use shall govern for Beta Version access only.

QMetry

  1. Onboarding Services. These QMetry "Onboarding Services Terms" apply only to the extent that onboarding services are included in Customer's Order.
    1. Scope and Segmentation. SmartBear will provide the Onboarding Services as described in the applicable Order. Onboarding Services are purchased separately from the Solutions and are provided on a time-and-materials basis against pre-purchased bundles of hours. SmartBear will perform Onboarding Services in a professional and workmanlike manner but does not guarantee any particular result.
    2. Bundled Hours and Scheduling. Bundled hours are consumed as Onboarding Services are performed and expire twelve (12) months after purchase, unless otherwise specified in the Order. Scheduling of Onboarding Services is subject to resource availability.
    3. SmartBear Materials. SmartBear will remain the sole owner of all reports, guides, workbooks, forms, templates, and any other materials it provides to the Customer while delivering the Services (the "Materials"). This ownership also applies to any updates, improvements, customizations, compilations, or new versions of those Materials created by either party. All related intellectual property rights, including patents, copyrights, trademarks, trade secrets, and similar rights, will belong exclusively to SmartBear. The only exception is any Customer Data that may be included in the Materials, of which Customer retains all rights. SmartBear grants Customer a non-exclusive, non-transferable license to use the Materials solely for Customer's internal business purposes.
    4. Fees and Payment. Fees for Onboarding Services are specified in the Order and are due in accordance with the payment terms set forth in the Order. Bundled hour fees are non-refundable. Hours beyond the purchased bundle require Customer's prior written approval and will be billed at SmartBear's then-current rates. Travel and other expenses, if applicable, are additional and will be billed as incurred.
    5. Customer Cooperation. Customer acknowledges that timely provision of access, information, cooperation from personnel, and suitable equipment may be essential to satisfactory performance. SmartBear is not responsible for delays due to Customer-requested scope or scheduling changes unless agreed in writing.
    6. Warranty and Remedies. SmartBear warrants it will perform Services in a professional and workmanlike manner. This warranty is exclusive of all other warranties, express or implied, including implied warranties of merchantability or fitness for a particular purpose. Customer must report deficiencies within thirty (30) days of performance in order to receive warranty remedies. SmartBear will use commercially reasonable efforts to cure deficiencies within ten (10) business days. Customer's sole remedy is re-performance of deficient services or, if SmartBear cannot re-perform, refund of prepaid fees for such services. All other warranties are disclaimed.
    7. Change Order. Any changes to an Onboarding Services Order will be documented in a Change Order. No Change Order will be effective unless it is in writing and signed by authorized representatives of both parties. Once executed, each Change Order will form part of, and be governed by, the terms of the Agreement and the underlying Onboarding Services Order.
    8. Term and General Provisions. These Terms apply while SmartBear performs Onboarding Services until the Onboarding Services are completed or bundled hours expire or are fully used. SmartBear may use subcontractors and remains responsible for their performance. Orders control over conflicting provisions in these Terms.

MCP Servers

  1. SmartBear may allow Customer to integrate, access, or use certain Third-Party Products with the Solutions through use of MCP Servers. Customer acknowledges that when using MCP servers, Third-Party Products may permit the exchange, processing, modification, or deletion of Customer Data, prompts, inputs, outputs, credentials, or other information, including through automated or agent-initiated interactions. Customer is solely responsible for its relationship with any Third-Party Product provider and for all interactions through the Solutions, whether initiated by Customer, Customer-authorized users, or any AI agent, workflow automation, or third-party MCP server configured by Customer, and for: (a) enabling or authorizing any Third-Party Products; (b) configuring access permissions; (c) obtaining all necessary rights, consents, and licenses; and (d) reviewing and monitoring any outputs, actions, or transactions initiated through Third-Party Products or AI-driven workflows.
  2. SmartBear has no responsibility or liability for any Third-Party Products or their providers, including without limitation: (i) their availability, security, accuracy, legality, or performance; (ii) any disclosure, modification, loss, or deletion of Customer Data; (iii) any unauthorized access to Customer Data, credentials, or systems; or (iv) any actions, decisions, or outcomes from automated, agentic, or AI-enabled use of Third-Party Products, or for any payment obligations arising from interactions with Third-Party Products.