Introduction
This Subscription Agreement (the "Agreement") is entered into between you ("you," "your," or "Subscriber") and Shodofy ("we," "us," "our," or "Shodofy"), a company providing SaaS/eCommerce services through Shodofy.com (the "Platform"). By subscribing to our Services (as defined below), you agree to be bound by this Agreement. If you are entering this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these terms.
Term of the Agreement
The term of this Agreement (the "Term") begins on the date you first subscribe and continues for the period specified in your subscription plan (e.g., monthly or annually). The Term will automatically renew for successive periods of equal length unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the current Term. This automatic renewal ensures uninterrupted service but allows flexibility for changes in your needs.
Definitions
- Services: The subscription-based software, tools, and features provided by Shodofy for eCommerce management, including but not limited to store setup, payment processing, and analytics.
- User: Any individual authorized by you to access the Services under your subscription, excluding deactivated accounts.
- Subscription Plan: The specific set of features, user limits, and pricing selected by you at signup or upgrade.
- Intellectual Property: All copyrights, trademarks, patents, trade secrets, and other proprietary rights related to the Services. These definitions are crafted for clarity, similar to Odoo's precise terminology, to avoid ambiguity in application.
Eligibility and Accounts
To be eligible for the Services, you must: (a) be at least 18 years of age or the legal age of majority in your jurisdiction; (b) provide accurate, current, and complete information during registration; and (c) use the Services solely for lawful business purposes. We reserve the right to refuse or terminate any subscription if these criteria are not met. You must create and maintain an account ("Account") with a valid email and secure password. You are solely responsible for all activities occurring under your Account, including those by your Users, and must promptly notify us of any suspected unauthorized access. Inspired by Shopify's account terms, this section emphasizes user responsibility while providing clear steps for security.
Subscription Rules and Access to Services
Upon subscription, we grant you a non-exclusive, non-transferable, revocable license to access and use the Services in accordance with your Subscription Plan during the Term. You may not: (a) modify, reverse engineer, or attempt to derive source code from the Services; (b) use the Services to violate any laws or third-party rights; or (c) exceed user limits without upgrading. We may monitor usage to ensure compliance and collect anonymized statistics to improve the Services, handled in line with our Privacy Policy. Breach of these rules may result in suspension or termination, with potential fees equivalent to 300% of the applicable subscription rate for the violation period, drawing from Odoo's penalty structures for deterrence while remaining proportionate.
Orders, Payments, and Fees
Subscriptions are activated upon successful payment. You authorize us to charge your provided payment method recurring fees based on your Subscription Plan, plus applicable taxes. Fees are non-refundable except as expressly stated. We may adjust fees with at least thirty (30) days' notice; continued use after adjustment constitutes acceptance. Late payments accrue interest at 1.5% per month or the maximum allowed by law. This mirrors Shopify's payment terms for transparency and Odoo's focus on clear billing.
Cancellations and Refunds
You may cancel your subscription at any time, but cancellation takes effect at the end of the current Term, with no prorated refunds for partial periods. We may cancel for non-payment, breach, or at our discretion with notice. Refunds are available only in cases of our material failure to provide Services, limited to the prorated unused portion. No refunds for user-initiated cancellations mid-Term. This policy balances business stability with customer flexibility, akin to Odoo's 30-day notice requirement.
Intellectual Property
Shodofy retains all Intellectual Property rights in the Services, including software, designs, and content. You grant us a worldwide, royalty-free license to use, host, and modify any data or content you upload solely for providing and improving the Services. You may not use our trademarks without permission. Upon termination, all licenses cease, and you must delete any downloaded materials. This section protects our assets while respecting yours, following Shopify's IP clauses.
Data Collection and Usage
We collect and use data as described in our Privacy Policy, incorporated herein. Usage data helps us enhance features and prevent abuse.
Liability Limits
The Services are provided "as is" without warranties of any kind. To the fullest extent permitted by law, Shodofy shall not be liable for indirect, consequential, incidental, or punitive damages, even if advised of their possibility. Our total liability is limited to the amount you paid us in the twelve (12) months preceding the claim. This limitation is standard in SaaS agreements, as seen in both Shopify and Odoo, to manage risk appropriately.
Governing Law and Dispute Resolution
This Agreement is governed by the laws of Indian Law, without regard to conflict of laws principles. Any disputes shall be resolved exclusively in the courts of Indian Law. We encourage informal resolution first via support@shodofy.com.
Modification of Terms
We may modify this Agreement at any time by posting updates on the Platform or notifying you via email. Changes take effect thirty (30) days after notice, except for legal requirements. Your continued use constitutes acceptance. If you disagree, you may cancel before changes apply.
Miscellaneous
This Agreement constitutes the entire understanding between the parties. If any provision is invalid, the remainder remains enforceable. No waiver of any breach is a waiver of future breaches. For questions, contact us at support@shodofy.com .