Effective date: October 19, 2016
1. Description of Service and Acceptance of Terms
2. Changes to these terms
We may need to make changes to these Terms from time to time for different reasons. For example, we may need to reflect updates in how the services work or changes in the law. You should look at these Terms regularly, which are posted at sooperthemes.com/terms. If we make a material change to these Terms, we will notify you by posting a notice on the SooperThemes website. If you are a registered user, we will also send an email to the email address you most recently provided to us prior to the material change taking effect. Therefore, it is important that you keep your account information, including email address, updated. Any material change to these Terms will be effective automatically 30 days after the revised Terms are first posted or, for users who register or otherwise provide opt-in consent during this 30-day period, at the time of registration or consent, as applicable.
3. Subscriptions, Billing and Automatic Renewal
3.1 Membership and Subscription SooperThemes offers various subscriptions that provide access to our products and services. Different subscriptions may include different offerings and service levels. You can find the specific details regarding your subscription at any time by logging in on the SooperThemes website and clicking on My Account in the menu.
3.2 Billing By providing a credit card or other payment method accepted by SooperThemes ("Payment Method") for your subscription, you are expressly agreeing that we are authorized to charge you a periodic subscription fee on a recurring basis corresponding to the term of your subscription, any other fees for additional services you may purchase, and any applicable taxes in connection with your use of your subscription to the Payment Method. If you want to use a different Payment Method than the one you signed up to use during registration, or if there is a change in your credit card validity or expiration date, you may edit your Payment Method information by logging in on the SooperThemes website and clicking on My Account in the menu and then on the link "Update billing information" in the tabs.
As used in these Terms, "billing" shall indicate either a charge or debit, as applicable, against your Payment Method. The subscription fee will be billed at the beginning of your subscription, and on each periodic renewal date thereafter unless and until you cancel your subscription or the account or service is otherwise suspended or discontinued pursuant to these Terms. To see the commencement date for your next renewal period, log in on the SooperThemes website and click on My Account in the menu.
SooperThemes reserves the right to change the terms of your subscription, including price, from time to time, effective as of the beginning of your next Billing Period following the date of the change. If SooperThemes changes the subscription fee or other charges for your subscription, we will give you 30 days advance notice of these changes. However, we will not be able to notify you of changes in any applicable taxes.
3.3 Discount Codes Discount codes (coupon codes) are subject to specific terms of the promotion, which may be disclosed in materials provided to you describing the particular promotion. Unless otherwise stated, a discount amount or percentage applies specifically to the initial billing cycle only and not to subsequent billings for periodic renewals.
3.4 Automatic Renewal and Cancellation Your subscription will continue in effect on a recurring basis corresponding to the term of your subscription unless and until you cancel your subscription or the account or service is otherwise suspended or discontinued pursuant to these Terms. You must cancel your subscription before your next renewal date in order to avoid the next billing. We will bill the periodic subscription fee plus any applicable taxes to the Payment Method you provide to us during registration (or to a different Payment Method if you change your account information). If you cancel your subscription, cancellation will be effective immediately and access to our products and parts of our website may be discontinued. You can cancel your subscription at any time by logging in on the SooperThemes website and clicking on My Account in the menu and clicking the "Cancel" link in the box with the name and details of the subscription.
3.5 Unpaid Amounts It is important that each subscriber honor the payment obligations to which the subscriber agreed. Accordingly, we reserve the right to retry billing your Payment Method after failed attempts (e.g., if your Payment Method is rejected). We also reserve the right to pursue any amounts you fail to pay in connection with your subscription. You will remain liable for all such amounts and all costs incurred in connection with the collection of these amounts, including, without limitation, bank overdraft fees, collection agency fees, reasonable attorneys' fees, and arbitration or court costs.
3.6 Refund Policy If you are not happy with the products and/or services from SooperThemes you may request a refund within 20 days of the start of your subscription. If you ask for a refund beyond 20 days after commencement of the subscription then you will not be granted a refund. Recurring payments are not refundable as they fall outside of the 20 day guarantee period (e.g. if you purchase an annual subscription, you can get a refund within 20 days of the initial purchase, but you can’t get a refund 12 months later, when the subscription is automatically renewed). Subscriptions need to be cancelled before the end of the current Billing Period to avoid automatic renewal (See 3.4 Automatic Renewal and Cancellation). By asking for a refund you are agreeing to remove the SooperThemes products associated with the purchase from all web sites and test installations that you own. We reserve the right to refuse a refund if you continue to use SooperThemes products on your site after requesting the refund.
4. Passwords and Account Access
The person who created the SooperThemes account and whose Payment Method is charged (the "Account Owner") has access and control over the SooperThemes account. To maintain control over the account and to prevent anyone from accessing the account (which would include information on viewing history for the account), the Account Owner should not reveal the password nor the Payment Method details (e.g., last four digits of their credit or debit card, or their email address if they use PayPal) associated with the account to anyone. You are responsible for updating and maintaining the accuracy of the information you provide to us relating to your account.
5. Governing Law
6. Third-Party Software
7. Governing Law
SooperThemes, the SooperThemes logo, and other SooperThemes marks, graphics, logos, videos and sounds are trademarks of SooperThemes. None of the SooperThemes trademarks may be copied, downloaded, or otherwise exploited. "Drupal" is a registered trademark of Dries Buytaert and SooperThemes does not claim ownership of the Drupal name and logos.
9. Disclaimer of Warranties, Limitation of Liability and Indemnity
WHILE WE DO OUR BEST TO PROVIDE THE OPTIMAL PERFORMANCE OF THE PRODUCTS AND SERVICES, YOU AGREE THAT USE OF THE PRODUCTS AND SERVICES IS AT YOUR OWN RISK. THE PRODUCTS AND SERVICES, INCLUDING THE SOOPERTHEMES SITE, THE CONTENT, THE VIDEO PLAYER, USER MATERIAL, AND ANY OTHER MATERIALS CONTAINED ON OR PROVIDED THROUGH ANY ACCESS POINT, ARE PROVIDED "AS IS" AND, TO THE FULLEST EXTENT PERMITTED BY LAW, ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, SOOPERTHEMES DOES NOT MAKE ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, COMPLETENESS, AVAILABILITY, SECURITY, COMPATIBILITY OR NONINFRINGEMENT; OR THAT THE PRODUCTS AND SERVICES WILL BE UNINTERRUPTED, FREE OF VIRUSES AND OTHER HARMFUL COMPONENTS, ACCURATE, ERROR FREE, OR RELIABLE.
IN NO EVENT SHALL SOOPERTHEMES OR ITS AFFILIATES, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE INVESTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND SUPPLIERS (INCLUDING DISTRIBUTORS AND CONTENT LICENSORS) (COLLECTIVELY, THE "SOOPERTHEMES PARTIES"), BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR OTHER DAMAGES, INCLUDING LOSS OF PROFITS, ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF THE PRODUCTS AND SERVICES (INCLUDING ANY INFORMATION, PRODUCTS, OR PRODUCTS AND SERVICES ADVERTISED IN, OBTAINED ON, OR PROVIDED THROUGH ANY ACCESS POINT), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHER THEORY, EVEN IF THE SOOPERTHEMES PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU TO US, IF ANY, FOR ACCESSING OR PARTICIPATING IN ANY ACTIVITY RELATED TO USE OF THE SERVICE OR $50 (WHICHEVER IS LESS).
YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS THE SOOPERTHEMES PARTIES FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, DAMAGES, EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND COSTS), AND OTHER LOSSES ARISING OUT OF OR IN ANY WAY RELATED TO YOUR BREACH OR ALLEGED BREACH OF THESE TERMS OR YOUR USE OF THE PRODUCTS AND SERVICES (INCLUDING YOUR USE OF THE CONTENT). SOOPERTHEMES RESERVES THE RIGHT, AT OUR OWN EXPENSE, TO EMPLOY SEPARATE COUNSEL AND ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU.
10. General Information
10.2 Transference Neither party may assign or transfer its rights or obligations under this Agreement without the other party’s prior written consent; provided that either party may assign or transfer all of its rights and obligations under this Agreement without such consent to a successor-in-interest to all or substantially all of such party’s assets, business or equity interests relating to this Agreement (whether effected by merger, acquisition, sale of assets, change of control, or otherwise). SooperThemes may subcontract its obligations hereunder (provided that SooperThemes shall at all times remain fully responsible for the performance of any subcontractor).
10.3 Provision The provisions of this Agreement are intended for the benefit of, and are enforceable solely by, the parties hereto, and nothing in this Agreement shall be construed as giving any other person any right, remedy or claim under or in respect of this Agreement or any provision hereof.
10.4 No Waiver Any failure of SooperThemes to enforce or exercise a right provided in these terms is not a waiver of that right.
Should any provision of these terms be found invalid or unenforceable, such provision shall be limited or deleted to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.