These terms and conditions govern the relationship between customers and Softonomika Limited, established and existing under the law of Cyprus, with its registered office at Afroditis, 25, Office 208, 1060, Nicosia, Cyprus (Clarion Business Centre), Company Identification Number: HE 427722 (hereinafter referred to as “Amasty”).
“Customer(s)” is a party who has purchased subscriptions for apps and/or integrations for Bigcommerce developed and distributed by Amasty (hereinafter referred to as “Software”) at bigcommerce.com following standard checkout procedures provided and governed by bigcommerce.com.
Licensing
The Software is provided on subscription basis with the following tariffs:
- Free (50 free content creation credits)
- $9.99/mo (200 content creation credits)
- $19.99/mo (1000 content creation credits)
- By request (custom credits quantity).
Amasty reserves the right to change the pricing policy at its discretion. All such changes will be further reflected at bigcommerce.com.
For the avoidance of doubt, all subscriptions are non-refundable.
The customer may at any time cancel the subscription. In such case, the subscription will be canceled starting from the next billing date.
No Warranties
The customer understands and agrees that any intellectual property objects provided to them are at their sole risk and that any intellectual property objects provided to them are provided “as is”.
The customer is solely responsible for any consequences of cooperation and use any intellectual property objects provided to them including any loss in profit or reputation, loss of data, cost of procurement or other intangible loss.
Ownership
Amasty retains all and any rights to any intellectual property objects, its components, any content and other intellectual property.
All trademarks, service marks and trade names are owned, registered and/or licensed by Amasty. The customer does not acquire a license or any ownership rights to any trademarks, service marks, or trade names according to these terms and conditions.
The customer understands that any comments, feedback, or ideas the customer sends Amasty are provided on a non-confidential basis and the customer grants to Amasty a perpetual, worldwide license to use all comments, feedback and ideas the customer may share with Amasty, without notice, compensation or acknowledgement to the customer, for any purposes whatsoever, including, but not limited to, developing, manufacturing and marketing products and services and creating, modifying or improving products and services.
Indemnification
The customer agrees to protect, defend, indemnify and hold harmless Amasty, Amasty’s affiliates, Contractors against any and all claims, fines, penalties, and expenses to the extent related to or resulting from: (a) the breach by the customer of these terms and conditions; (b) the negligent acts, errors, omissions or reckless or intentional wrongful misconduct of the customer; (c) the violation of applicable laws by the customer; and (d) to the extent arising from or relating to any death, personal injury, bodily injury to persons or damage to property caused by the customer, its personnel or the deliverables.
Amasty will give by the customer notice of any matters giving rise to a claim for indemnification. Immediately after receiving a correspondent notice from Amasty the customer shall cooperate with Amasty, take control of the defense and investigation of such matters. Particularly, within ten (10) business days after receipt of the notice with respect thereto at customer’s sole cost and expense the customer shall employ legal counsel approved by Amasty. Amasty shall not be liable for any settlements, litigation costs or expenses incurred by the customer. Amasty's failure to cooperate with the customer will not relieve the customer of its obligations under this section except to the extent that the customer can demonstrate that it has been materially prejudiced as a result of such failure. Amasty may participate in and observe the proceedings at Amasty’s own cost and expense with counsel of Amasty’s own choosing.
Confidentiality
Confidential Information means information of commercial value which is kept confidential by Amasty and which shall not come into the public in accordance with these terms and conditions. Confidential Information includes all information disclosed by Amasty or its directors, employees and, professional advisers to the customer, whether disclosed orally or in writing and, without prejudice to the generality of the foregoing, may include information relating to the Amasty’s technologies, Website, researches, products, software, services, development, creative projects, inventions, industrial patterns, drawings, design documentation, marketing or finances of Amasty.
The customer undertakes the obligations to keep the confidentiality of the Confidential Information received from Amasty.
The customer shall use all commercially reasonable efforts to protect the Confidential Information from any harm, tampering, unauthorized access, sabotage, exploitation, manipulation, modification, interference, misuse, misappropriation, copying or disclosure.
The rights and obligations of the customer shall not be applied to Confidential information to the extent that: (i) it becomes publicly known for reasons not connected with breach of this agreement; (ii) its disclosure has been approved by Amasty; (iii) it is disclosed on a confidential basis for the purposes of obtaining professional advice; (iv) it is required to be disclosed by law, by a competent court or a government body. The customer provides Amasty with a reasonable opportunity to review the disclosure and to interpose its own objection to the disclosure of the relevant Confidential information.
The obligations on keeping the Confidential Information will remain in force within five (5) years after the moment of its disclosure.
Restrictions Unless otherwise specified in these terms and conditions the customer must not:
Use information obtained from the cooperation with Amasty directly for making profit, use it in a manner contrary to law or these terms and conditions;
Copy and (or) distribute, modify and (or) otherwise use the Software in whole or in part in conflict with these terms and conditions;
Reverse engineer, disassemble, decompile, decode, adapt or otherwise attempt to derive or gain access to the source code of the in whole or in part;
Use access to the Software and any other information for the purpose of conduct of any activity that is competing to Amasty’s business;
Try to interfere with the operation of the Software, disrupt the process of providing any Amasty’s services to other customers, or otherwise try to harm the Amasty, its website(s), Software (DoS, DDoS attack, etc.);
The customer undertakes to comply with the terms set forth herein and agrees that Amasty may take all necessary measures to prevent and cease violations of the terms and conditions including removing the customer’s account without prior notice and any refunds.
Limitation of Liability
The customer expressly understands and agrees that, to the extent not prohibited by applicable law, Amasty shall not be liable to the customer for any direct, indirect, incidental, special consequential or exemplary damages incurred by customer, however caused and under any theory of liability, including, but not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, any loss of data suffered, cost of procurement of substitute goods or services, or other intangible loss arising out of the use or inability to use the Software, support services and/or customization, development services or any other services provided to customer under these terms and conditions.
The foregoing limitations on Amasty’s liability shall apply whether or not Amasty has been advised of or should have been aware of the possibility of any such losses arising.
If the customer claims damages associated with the use of the Software, and provided that Amasty is liable to the customer for such violation in accordance with these terms and conditions, Amasty at its sole discretion may (i) appropriately modify the Software so that it becomes non-infringing without a material loss of functionality, or substitute functionally equivalent services or Software; or (ii) if the option mentioned above is not commercially reasonable, terminate these terms and conditions on written notice to customer. The obligations set forth in this clause shall constitute Amasty’ entire liability and customer’s sole remedy for any actual or alleged infringement.
In any case the cumulative liability of Amasty to the customer for all claims arising from or relating to the Software shall be a maximum of the two thousand (2,000) USD.
In no event will Amasty be liable or responsible to the customer, or be deemed to have defaulted under or breached these terms and conditions, for any failure or delay in fulfilling or performing any term herein, (except for any payment obligation), when and to the extent such failure or delay is caused by any circumstances beyond Amasty’s reasonable control (“Force Majeure Event”), including acts of God, flood, fire, earthquake or explosion, war, terrorism, invasion, riot or other civil unrest, embargoes or blockades in effect on or after the effective date of these terms and conditions, national or regional emergency, strikes, labor stoppages or slowdowns or other industrial disturbances, passage of law or any action taken by a governmental or public authority, including imposing an embargo, export or import restriction, quota or other restriction or prohibition or any complete or partial government shutdown, or national or regional shortage of adequate power or telecommunications or transportation.
Applicable Law and Dispute Resolution
Any issue which is not agreed in these terms and conditions will be governed by the laws of Cyprus.
The parties will endeavor to resolve all disputes, controversies and claims that may arise in connection with the execution, termination or invalidation of these terms and conditions by negotiations. If dispute, disagreement or claim was not solved by negotiations, such dispute shall be resolved in the Cyprus Trade Inspection or use ODR platform.
Final Provisions
These terms and conditions have been valid and effective since 13 August 2020. These terms and conditions shall be effective for the new customer from the moment of customer’s purchasing and Software from Amasty and remain valid up to the termination in accordance with these terms.
Amasty is entitled to terminate these terms and conditions at any time by giving written notice to the customer.
These terms and conditions cancel any previous terms and conditions.
Amasty reserves the right to adopt any changes and amendment hereto.
Any relationships between the customer and Amasty may be further regulated by a corresponding document that may include these terms and conditions, Amasty.com End-User License Agreement, Amasty.com Support License Agreement, Consent with processing of personal data for marketing purposes, Privacy Policy and Data Protection Rules.