Last Update: May 18, 2018.
Nelio Software, S.L. (“Nelio”) will provide the services it offers (the “Services”) in accordance with (i) the general terms and conditions described below (the “Common T&C”) and (ii) the specific terms and conditions applicable to each Service (see Nelio Legal Information) (the “Specific T&C”). Those who contract (the “Client“) any Services agree to be bound to the Common T&C and to the applicable Specific T&C. Both the Common T&C and the Specific T&C are referred to as the “T&C”. The Client should review the applicable T&C prior to contracting Services from us.
Nelio may revise the T&C from time to time. The most current version of the T&C will be published on Nelio’s website. Any new T&C will apply from the date of their publication in this website. For subscriptions to services ordered on or before the last update of the T&C, the new T&C will apply from the date of the renewal of the current subscription period (as elected by the Client), if renewed.
All the Services will be subject to the following Common T&C.
1. Contracting Form & Payment Method
The Services may be contracted subject to the applicable Specific T&C described in the websites they are offered, respectively (see Nelio Legal Information for further details).
FastSpring (a platform specialized in safe and secure internet sales, compliant with PCI and that employs Verisign SSL Certificates), which accepts Paypal and all major credit cards, operates as reseller of Nelios’s products and services. Therefore, all payments for the Services will be effected through FastSpring.
2. Scope of Services
The Services do not include services not described in the respective Specific T&C, and in particular the following support:
– Fixing compatibility issues with the Client’s server. The Client may run WordPress® in many different types of servers and, even though Nelio tries that the Services work with any environment, some compatibility problems may remain.
– Fixing compatibility with other plugins and themes.
– Fixing custom themes.
– Adding features to the Services. Nelio will take seriously all suggestions but does not undertake their implementation not specifically provided for the relevant Service.
Nelio may send the Client email notifications related to the Services. These notifications may relate to licensing changes, changes to the T&C, expiration notices or other matters.
4. Price Changes
Nelio may change the Services’ prices at any time. A change of a price in respect of the Services performed for the Client’s benefit will automatically take effect only at the end of the Client then contracted term and provided that the Client has not cancelled the Services. Nelio will provide the Client with reasonable notice of any such pricing changes by posting the new prices on Nelio’s Sites and/or by sending the Client an email notification. If the Client does not wish to pay the new price for the new term, the Client may cancel the Services with effect as of the end of the Client then contracted term.
The plugins offered in some of the Services will function on a clean installation of the last current version of WordPress® with the standard theme. Nelio has tested the plugins with a large range of browsers. However, Nelio does not guarantee it will function with each and all of them available in the market or with 3rd party plugins. Nelio is not responsible for any plugin compatibility conflicts that may occur.
It is Nelio’s policy however to (i) provide commercially reasonable support in relation to the plugins and in relation to third party plugin conflicts, at Nelio’s discretion and with no guarantee and (ii) make commercially reasonable efforts to future-proof the plugins in the manner Nelio deems appropriate, in a variety of ways, so that they remain compatible with future versions of WordPress®. Nelio does not guarantee that the plugins will remain functional in all future versions of WordPress®, since this is beyond Nelio’s control.
6. Limitation of Liability
Under no circumstances, and even if informed thereof by the Client or any third party, will Nelio or FastSpring (as distributor) be liable for (i) loss of, or damage to, data; (ii) special, punitive, incidental, consequential or indirect damages, or (iii) lost profits, business, revenue, goodwill or anticipated savings.
Nelio’s aggregate liability amount for any reason for any Service, including for a breach under the relevant contract (except in case of bad faith or wilful misconduct) will be limited to an amount equivalent to the price payable by the Client for the relevant license and/or Service for the contracted term.
By contracting a Service, the Client represents and warrants (i) to be entitled to use and publish the content of the Client’s site(s) and social networks and that said use and publication do not infringe any rights of third parties, including industrial and intellectual property rights, and (ii) that the Client and its website(s) and social networks fully comply with public order and applicable laws, including without limitation, regulations on advertising (including electronically and online advertising), telecommunications, data protection/privacy and protection of consumer and user rights and that the Client’s website(s) and social networks does not have any content that promotes illegal activities.
The Client will held harmless and indemnify Nelio, FastSpring (as distributor) and their respective affiliated companies, directors, employees, agents and representatives from any indirect and direct damages, losses and penalties of any type (including legal costs) resulting from (i) the breach of the above representation or breach of law; (ii) any content the Client submits, posts, transmits or otherwise makes available through the use of the plugins offered in the relevant contracted Service or otherwise; (iii) the Client violation of any third party rights; and (iv) the breach of the T&C.
8. Free Services
If Nelio gives the Client the right, directly or indirectly, to one of Nelio’s free Services (the “Free Access Service”), then the Client may benefit from the Service but said benefit will also be subject to these T&C for the specific period the Client is entitled to have said access. Nelio may terminate or immediately suspend the Client’s Free Access Service at any time, at Nelio’s full discretion and for any reason without liability or any obligation to pay any compensation or make any payment to the Client. The Free Access Service may not be complete or fully functional and may contain bugs, errors, omissions and other problems. Notwithstanding any provision of the T&C to the contrary, with respect to the Free Access Service, Nelio (i) gives no warranty; (ii) will not be obliged to pay any indemnity or compensation of any type or for any reason, and (iii) will not be obliged to provide any support, service nor be subject to any obligation related thereto.
Any notice between Nelio and the Client will be sent by electronic means to the following email addresses:
– Nelio: email@example.com
– The Client: the email address provided by the Client when registering its data as contractor of any of the Services.
10. Legal Regime
This contract will be deemed for all purposes as a commercial agreement between two business entities for the granting of a license t and/or the provision of a Service or Services; and will not constitute any labor relationship, shareholders agreement or joint venture between Nelio and the Client.
11. Applicable Law
This contract and its performance will be governed by Spanish law (without application of conflict of law rules).
Any dispute between Nelio and the Client arising from the interpretation or performance of this contract will be subject to the jurisdiction of the Courts and Tribunals of the City of Barcelona (Spain).