Software Terms and Conditions 2018

1. Free Trials

With our free trial, you can test Solodev CMS for 14 days. Simply sign up for the plan of your choice, validate your billing information and your Free Trial begins!

Please notethat if you have not cancelled your account before the end of your trial, your account will automatically renew and your card will be billed. You can cancel your subscription at any time by logging into your account.

• Free Trial Period:

  Free trial period will end at the same hour that it opens. For example, if you open your account at 10:00AM on Monday morning, your account will be processed for billing at 10:01AM, 14 days later.

• Are there any features of Solodev CMS not available with a free trial?

  No, all of the features in the plan that you choose will be available during the trial period.

• Authorization charge to ensure validity:

  We place a $1 hold to ensure your credit card is valid.  Your card won’t actually be charged until the end of the trial, and not at all if you cancel during the free trial. If cancelling, please do so at least 24 hours prior to the ending date and time of your free trial.

2. Subscriptions

• When am I charged?

  Plans are invoiced monthly and will renew automatically on the same day of each month. The first payment will be 14 days after sign up. Remember, you can cancel anytime.

• Cancellation of Subscription

  In the event that the Client would like to cancel their subscription they must inform Solodev of their intention to cancel their subscription at least seven (seven) days before the next scheduled payment in their billing cycle to avoid being charged for the following month. Your subscription can be cancelled anytime in the “My Account” section of your Solodev CMS account. Your account access will then terminate at the end of that billing period. If cancelling during the free trial period, please do so at least 48 hours prior to the ending date and time of your free trial.

• Changing Subscription

  You can change your subscription anytime in your Solodev CMS account.

• Monthly Invoicing

  Monthly invoices will be available and printable within your Solodev CMS account.

3. Refund Policy – 48 Hours

Refunds can be requested within 48 hours of the latest payment processing by emailing help@solodev.com for a full refund if you choose to cancel your subscription. It may take 72 hours for your refund to be reflected on your credit card statement and more time for international cards. After 48 hours of the latest payment processing, payments to are nonrefundable.

LICENSEE SPECIFICALLY ACKNOWLEDGES THAT LICENSEE HAS READ THE TERMS AND CONDITIONS ATTACHED HERETO AND AGREES TO BE BOUND BY THEM.

4. License

This license agreement governs your use of the Solodev software. By installing and using this software, whether installed by Solodev, you, other employees, contractors or service providers, you are accepting the terms of this agreement. Licensor grants to Licensee a nonexclusive, nontransferable license to use the Software, as defined on the face hereof, in hosting data at the number of CPUs licensed (the “License”). Unless specifically permitted by this Agreement, Licensee may not transfer, share, distribute, sub-license or copy the Software. Each license can only be installed on one server and cannot be transferred at any time. Licensee may not modify, prepare derivative works from, reverse engineer, disassemble or decompile the Software or transmit it electronically by any means. In addition, the Licensee may not use the Software in multiple computer or multiple user arrangements unless that use is covered explicitly by this license or an individual license for each computer or user. Licensee may make backup copies of the Software for archival purposes, and each backup copy shall include the copyright and other proprietary notices in or on the original. All right, title and interest in and to the Software remains with Licensor and, if applicable, its licensors. The Licensee and those of its employees and agents who need access to the Software agree to use and protect the Software in accordance with all of the terms of this Agreement, unless otherwise indicated on the face of this Agreement.

5. Fee and payment terms

• 5.1 Upon execution of this Agreement, Licensee shall pay to Licensor the fees specified on the face hereof or otherwise specified herein.
• 5.2 In addition to the fees specified in this Section, Licensee shall pay the amount of any applicable federal, state or local sales, use, excise or similar taxes not measured by the income of Licensor or, in lieu thereof, License shall furnish to Licensor a properly executed tax exemption certificate.
• 5.3 In order for Solodev to keep its rates low, payments must be made promptly.  Bills will be deemed delinquent and assessed a $75 charge if payment is not received within five (5) days after the due date. If an amount remains delinquent more than fifteen (15) days after its due date, an additional ten percent (10%), or the highest rate allowable by law, will be added for each month of delinquency and all plans, subscriptions or services shall be suspended.
• 5.4 For recurring billing, Services are billed one month in advance and payments are due fifteen (15) days of the date of invoice.
• 5.5 The Client will be responsible for any costs Solodev incurs in enforcing collection of any amounts due under this Agreement, including without limitation, reasonable attorney’s fees, court costs, or collection agency fees.
• 5.6 The Client will be responsible for costs due to insufficient funds and other charges that are incurred in connection with payment processing for the Client’s account. Non Sufficient Funds Fees (NSF) – Solodev has the right to charge the Client NSF fees if the Client’s payment method is check (cheque) and it was returned by the bank due to insufficient funds. The fee is Thirty dollars (USD $30) in the United States.
• 5.7 If the Client pays by credit card or ACH or EFT, then Solodev will charge the Client’s credit card or bank account (as applicable) to pay for any charges that may apply to the Client’s account.  The Client agrees to notify Solodev of any changes to the Client’s account, the Client’s billing address, or any information that Solodev may reasonably require in order to process the Client’s payments in a timely manner.

6. Obligations

• 6.1 Solodev Obligations. For all Orders accepted by Solodev and subject to this Agreement, Solodev agrees to provide Software License and the applicable support listed if chosen, subject to and in accordance with Solodev’s Service Level Agreement.
• 6.2 Client Obligations. The Client agrees to (a) pay when due the fees for the applicable charges; (b) use reasonable security precautions in light of Client use of the License; (c) cooperate with Solodev’s reasonable investigation of security problems and any suspected breach of the Agreement.

7. Security

The Software contains proprietary and confidential information of Licensor and, if applicable, its licensors, and is protected under United States copyright law and trade secret laws of general applicability. Licensee agrees to use its best efforts to prevent, and protect the contents of the Software from, use by or disclosure to any third parties. Licensee agrees to take no action which may infringe upon the copyright and other rights Licensor and, if applicable, its licensors have with respect to the Software. Licensee agrees not to use or attempt to use the Software for any illegal purpose or in any manner inconsistent with any applicable federal, state or other law, rule or regulation.

8. Warranty Disclaimer

• 8.1 Solodev warrants to Client that the software license will be delivered and all software deficiencies will be resolved in a timely and professional manner.
• 8.2 Except as set expressly provided in Solodev’s Agreement, Solodev is not liable for any delay or failure to perform its obligations under this Agreement, where the delay or failure results from any act of God or other cause beyond its reasonable control (including, without limitation, any mechanical, electronic, communications, or third-party supplier failure).
• 8.3 Security. Solodev is not responsible for any security breaches. If the Client’s server is responsible for or involved in an attack on or unauthorized access into another server or system, then the Client will notify Solodev immediately, and Solodev will have the right to respond accordingly, including without limitation the right to identify, isolate, and block the source of the attack.

9. Warranty Limitations

• 9.1 Licensor warrants that the Software will perform in all material respects in accordance with the description and that the Software will be free from defects in material and workmanship under normal, proper and intended usage for the duration of a SaaS subscription or for three (3) months for non SaaS licenses. Licensor warrants that the Software at the time of purchase will be free of malicious code and disabling code, including viruses and Trojans, and shall not infringe on the intellectual property rights of any third party. Except as provided in the preceding sentence, Licensor does not warrant the use of the Software will be uninterrupted or error free. For SaaS licenses, the Licensee’s sole and exclusive remedy and Licensor’s maximum liability shall be a refund of the fee collected from Licensee during thirty (30) days immediately preceding the date on which the claim accrued. This limited warranty shall not apply to any error or failure resulting from (i) machine error, (ii) Licensee's failure to follow operating instructions, (iii) negligence or accident, or (iv) unauthorized modifications to the Software by any person or entity other than Licensor, unless otherwise approved by Licensor (v) any attempt at reverse engineering by the Licensee or any employee or agent of Licensee, (vi) software or hardware not provided by Licensor, (vii) electrical malfunctions or (viii) any other cause external to the Software. Any repairs or corrections made by Licensor for such problems will be billed at Licensor's standard time and material charges, plus reasonable and necessary out-of-pocket expenses. Data integrity, storage and backup are the sole responsibility of the customer. In the event of a breach of warranty, Licensee’s remedy is repair of all or any portion of the Software, or replacement of the Software. If such remedy fails of its essential purpose, Licensee’s sole and exclusive remedy and Licensor’s maximum liability shall be a refund of the paid purchase price for the defective Software only and Licensee may terminate this Agreement with no additional liability to Licensor. This limited warranty is only valid if Licensor receives written notice of breach of warranty no later than thirty days after occurrence of the triggering event. Upon expiration of the warranty period, Licensee (and not Licensor or its licensors) assumes the entire cost of all necessary servicing, repairs or corrections pursuant to the terms and conditions of the Service Level Agreement.
• 9.2 Limitation of Warranties and Liability: EXCEPT AS SET FORTH IN SECTION 9.1 ABOVE, THE SOFTWARE IS SOLD “AS IS” AND WITHOUT ANY WARRANTIES AS TO THE PERFORMANCE, MERCHANTIBILITY, DESIGN, OR OPERATION OF THE SOFTWARE. NO WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE IS OFFERED. EXCEPT AS DESCRIBED IN SECTION 1, ALL WARRANTIES EXPRESS AND IMPLIED ARE HEREBY DISCLAIMED. NEITHER LICENSOR OR ITS SUPPLIERS, NOR LICENSEE, SHALL BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF BUSINESS OR GOODWILL, LOSS OF DATA OR USE OF DATA, LOSS OF DATAFILES, PROGRAMS OR OPERATING SYSTEMS, INTERRUPTION OF BUSINESS NOR FOR ANY OTHER INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND UNDER OR ARISING OUT OF, OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE SOFTWARE, HOWEVER, CAUSED, WHETHER FOR BREACH OF WARRANTY, TORT, NEGLIGENCE, OR OTHERWISE, EVEN IF LICENSOR OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS.

10. Software Maintenance

For non-SaaS license models, software maintenance is optional and subject to additional annual cost billable thirty (30) days prior to annual anniversary with net thirty (30) payment terms.

11. Data Retention Policy

Solodev makes no guarantees about retaining any data stored on Solodev’s systems or servers following expiration or termination of this Agreement. Solodev will typically delete such data seven days following termination of subscription by either the Client or Solodev. You will not have access to the Client’s data stored on Solodev’s systems or servers during a suspension or following a termination.