Terms of Service
Thanks for using our software and services. At Joomlatools we’re passionate about Free and Open Source Software and we work to create simple yet powerful Joomla extensions.
Our software and services are provided by Joomlatools (“Joomlatools”), a commercial brand of Timble CVBA, located at Valleilaan 57, 3290 Diest, Belgium, registered in the Belgian Crossroads Bank of Enterprises under VAT number BE0823.589.881.
By using our software and services, you are agreeing to the below terms. Please read them carefully.
Note: We’ve made the below terms available under a Creative Commons Sharealike license, which means you’re more than welcome to repurpose it for your own use. Just make sure to replace references to us with ones to you, and if you don’t mind we’d appreciate a link to Joomlatools.com somewhere on your website. We spent a lot of money and time on the below, and other people shouldn’t need to do the same.
Joomlatools Subscription Agreement
The effective date of this Agreement (“Effective Date”) is the earlier of the date that you sign or accept this Agreement or the date that you first use Joomlatools software or services.
This Agreement establishes the terms and conditions under which Joomlatools will provide software and services to you.
- “Software” means Joomla Extensions branded by Joomlatools as set forward in https://joomlatools.com/extensions including additional plugins, all modifications, additions or further developments thereto delivered by Joomlatools.
- “Installed System” means a dedicated Joomla installation on which you install or execute all or a portion of the Software.
- "Services" mean any services offered to you through fee-bearing subscriptions (generally for a period of 6 months or one year) for a certain scope of support and update services for the Software.
- Joomlatools Support Center (“JSC”) means the Joomlatools hosted web site (located at http://support.joomlatools.com) that contains the Software images, updates, upgrades, enhancements, additions, corrections and modifications that are made available to subscribers.
- “Joomlatools Connect” means additional Web Services that are made available to you for the duration of your subscription and are not part of the Software.
Any use of products or services as described above will be considered a part of the Services under the terms of this Agreement. The parties agree that the terms of this Agreement will also govern any and all future purchases by you of Software and Services from Joomlatools unless otherwise agreed by the parties in writing.
You will provide Joomlatools access to the Installed Systems (as defined below) and other information, systems, and software (“System Information”) as reasonably requested by Joomlatools to enable Joomlatools to provide the Services. You understand and agree that the completeness and accuracy of and extent of access to the System Information provided to Joomlatools may affect Joomlatools' ability to provide Services and/or the quality of the provided Services. Joomlatools cannot accept any responsibility or liability in relation to its Services if you do not provide such access to System Information as may be required or requested by Joomlatools.
You will obtain any third party consents necessary to grant Joomlatools access to the System Information that is subject to proprietary rights of, or controlled by, any third party. You may, for legitimate security concerns, deny Joomlatools certain access to System Information and the Installed Systems, provided, however, that Joomlatools shall be relieved from performing Services which reasonably require such access.
3.1 Applicable fees.
Fees for the Services (the “Fees”) are stated in United States dollars or Euros, must be paid in the stated currency. For Subscription Services, you agree to pay Joomlatools for each Installed System.
3.2 Automatic renewal.
Unless you notify Joomlatools before the end of the applicable subscription period that you want to cancel it, your subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee for such renewal (as well as any taxes) using any credit card or other payment mechanism we have on record for you. Renewals can be canceled at any time in the ‘ My Account’ section of the Joomlatools Support Center.
Any and all payments made by you pursuant to this Agreement are non-refundable, as they relate to definitive purchases of products, Services, and subscriptions for specific durations, except if otherwise agreed between Joomlatools and yourself. Joomlatools reserves the right to suspend or cancel performance of all or part of the Services if you breach the terms of this Agreement.
All Fees are exclusive of any Taxes. You will pay to Joomlatools an amount equal to any Taxes arising from or relating to this Agreement, including without limitation, sales, service, use, withholding or value added taxes, which are paid by or are payable by Joomlatools.
“Taxes” means any form of taxation, levy, duty, customs fee, charge, contribution or impost of whatever nature and by whatever authority imposed (including without limitation any fine, penalty, surcharge or interest), excluding, however, any taxes based solely on the net income of Joomlatools.
If you are required under any applicable law or regulation, domestic or foreign, to withhold or deduct any portion of the payments due to Joomlatools, then the sum payable to Joomlatools will be increased by the amount necessary so that Joomlatools receives an amount equal to the sum it would have received had you made no withholdings or deductions.
4. License and Ownership
No right or license, express or implied, is granted hereunder for the use of any of Joomlatools, Joomlatools affiliate, or your own trade names, service marks or trademarks, including, without limitation, the distribution of the Software utilizing any Joomlatools or Joomlatools affiliate trademarks, except insofar as strictly required for the usage of the Software or Services as described under this Agreement.
Joomla! is the trademark of Open Source Matters, Inc in the United States and other countries. The Joomla! name is used under a limited license granted by Open Source Matters. Joomlatools is not affiliated with or endorsed by Open Source Matters or the Joomla! Project.
4.3. Third Party Copyrights
Joomlatools respects the intellectual property rights of individuals and companies, and expect the users of the applications we power to similarly respect intellectual property rights and all applicable laws and regulations. Joomlatools is not responsible for infringing content - if you are a copyright owner and believe your copyright has been infringed, please send us a notice to email@example.com.
5. Reporting and Review
You will promptly notify Joomlatools if the number of Installed Systems exceeds the number of Installed Systems for which you have paid the applicable fee. In its notice, you will include both the number of additional Installed Systems, the URL of the installation and the date(s) on which such Installed Systems were put into use.
Joomlatools will invoice you for the applicable Services for such Installed Systems on a pro-rata basis and you will pay for such Services in accordance with this Agreement.
During the term of this Agreement, Joomlatools will check and review your Installed Systems in order to verify your compliance with this Agreement.
Joomlatools will give you email notice of any non-compliance, including the number of underreported Installed Systems and a proposal for a correction to be applied to the Fees. You will have fifteen (15) days from the date of such notice to respond to the proposal or to modify your subscription for the Services to the match underreported Installed Systems.
If you do not respond to a proposal within this period of time, you will be deemed to have accepted the proposal from Joomlatools to correct the Fees.
6. Term and Termination
The term of this Agreement and the provision of Services hereunder begins on the Effective Date and continues for a period of one (1) year unless a different term is specified by the parties at the time of purchase. Thereafter, the term for Subscription Services (defined in Appendix 1) will automatically renew for successive terms of one (1) year each.
Joomlatools may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement, you may simply discontinue using our Services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
6.3 Effect of Termination.
If this Agreement is terminated for any reason, Sections 3, 4, 5.2, 6.3, 8, 9, 10.2, 12 and 13 of this Agreement will survive such termination.
7. Limitation of Liability and Disclaimer of Damages
7.1 Limitation of Liability.
For all events and circumstances, Joomlatools and its affiliates’ aggregate and cumulative liability arising out of or relating to this agreement, including without limitation on account of performance or non-performance of obligations, regardless of the form of the cause of action, whether in contract, tort (including without limitation negligence), statute or otherwise will be limited to direct damages and will not exceed the amount that you paid (or is payable) to Joomlatools under this agreement.
7.2 Disclaimer of Indirect Damages.
Notwithstanding anything to the contrary contained in this agreement, in no event will Joomlatools or its affiliates be liable to you or its affiliates for: any claim based upon a third party claim; any incidental, consequential, special, indirect, exemplary or punitive damages, whether arising in tort, contract, or otherwise; or for any damages arising out of or in connection with this agreement falling within the following categories: (a) loss of data; (b) loss of profits; (c) loss of savings; (d) loss or interruption of service; (e) loss of business or anticipatory profits; (f) loss of use or downtime; and (g) loss of or corruption to data or other information or loss or damage to software even if Joomlatools or its affiliates have been advised of the possibility of such loss and/or damage.
7.3 Disclaimer of Direct Damages.
For the avoidance of doubt, the types of loss and/or damage specified in section 7.2(a) to (g) inclusive shall not constitute direct loss for the purposes of this agreement.
7.4 No Exclusion or Limitation of Liability.
Notwithstanding any other provision of this agreement, Joomlatools does not exclude or limit liability for (a) personal injury or death to the extent that such injury or death results from the negligence or willful default of joomlatools, its agents, servants, affiliates, or subcontractors; and/or (b) any acts of fraud or intentional misconduct on behalf of Joomlatools.
You and Joomlatools agree to maintain the confidentiality of Joomlatools’ pricing and product roadmap as well as other proprietary information received by the other party that is marked confidential, including non-public technical and business information for a period of two (2) years after the termination of this Agreement. This section shall not apply to any publicly available or independently developed information.
9. Representations and Warranties
9.1 General Representations and Warranties.
Joomlatools represents and warrants that: (a) the Services will be performed in a professional and workmanlike manner by qualified personnel; (b) it has the authority to enter into this Agreement with you; and (c) to Joomlatools’ knowledge, the Software does not intentionally include malicious or hidden mechanisms or code for the purpose of damaging or corrupting the Software. You represent and warrant that you will only use the Software and Services for strictly lawful purposes and in accordance with applicable law, and agrees that no responsibility or liability in relation to the Software and Services will be incumbent on Joomlatools if you acts contrary to this representation.
9.2 Disclaimer of Warranty.
Except as expressly provided in this section 10, the services and the software are provided “as is” and without additional warranties or conditions of any kind (express or implied), including but not limited to the implied warranties of satisfactory quality, and fitness for a particular purpose, and all other conditions, terms, undertakings and representations of any kind whatsoever, express or implied, whether by statute, common law or otherwise, are hereby excluded to the fullest extent permitted by law. no oral or written information or advice given by Joomlatools, its affiliates, dealers, distributors, agents or employees will create a warranty or in any way increase the scope of any warranty provided herein. Joomlatools does not guarantee or warrant that the use of the services or software will be uninterrupted or error free.
10. Open Source Assurance Program
If any portion of the Software is found to infringe any third party intellectual property rights and You have complied with all of the terms of this Agreement, then for each Installed System for which you are current in your subscription fees, Joomlatools will, at its expense and option: (i) obtain the rights necessary for you to continue to use the Software consistent with this Agreement; or (ii) modify the Software so that it is non-infringing; or (iii) replace the infringing portion of the Software with non-infringing code. In such cases, Joomlatools and you agree that such remedies provided by Joomlatools will be sufficient compensation to you and that no further damages will be due. The foregoing will not apply to claims arising from: the combination of the Software with products or services not provided by Joomlatools; the modification of the Software pursuant to specifications of you; the modification of the Software other than as directed by Joomlatools; or use of the Software in a manner not permitted or contemplated hereunder.
11. Governing Law/Consent to Jurisdiction
The validity, interpretation and enforcement of this Agreement will be governed by and construed in accordance with the laws of Belgium without giving effect to the conflicts of laws provisions thereof or the United Nations Convention on Contracts for the International Sale of Goods. You hereby consent to the exclusive jurisdiction of the Dutch language courts of Belgium in Brussels.
This Agreement is binding on the parties to this Agreement, and nothing in this Agreement confers upon any other person or entity any right, benefit or remedy of any nature whatsoever, save for the parties’ affiliates as expressly provided in this Agreement. This Agreement is assignable by either party only with the other party’s prior written consent, which will not be unreasonably withheld. Notwithstanding the foregoing, Joomlatools may assign this Agreement to its affiliate, subsidiary or pursuant to a merger or a sale of all or substantially all of such party’s assets or stock upon written notice and without the prior approval of yourself.
12.2 Relationship of Parties
Joomlatools and yourself are independent parties and this Agreement will not establish any relationship of partnership, joint venture, employment, franchise or agency between Joomlatools and yourself. Neither Joomlatools nor you will have the power to bind the other or incur obligations on the other’s behalf without the other’s prior written consent, except as otherwise expressly provided herein.
12.3 Force Majeure.
Except with respect to the payment of Fees owing under this Agreement,neither party will be liable for nonperformance or delays caused by acts of God, wars, riots, strikes, fires, floods, earthquakes, government restrictions, terrorist acts or other causes beyond its reasonable control.
You agree not to solicit or hire any personnel of Joomlatools with whom you have had contact in connection with this Agreement; provided that you may hire an individual employed by Joomlatools who, without other solicitation, respond to advertisements or solicitations aimed at the general public.
12.5 Dispute Resolution.
If you are not satisfied with the Services provided by Joomlatools, you agree to give Joomlatools a written description of the problem(s) and to make a good faith effort to amicably resolve the problem with Joomlatools before commencing any proceeding. Joomlatools also agrees to make a good faith effort to amicably resolve any problem with you before commencing any proceeding.
No claim or action, regardless of form, arising out of this Agreement may be brought by either party more than the later of one (1) year after the cause of action has accrued, or one (1) year from the date when the claimant first became aware (or ought reasonably to have become aware) that the cause of action had accrued.
All headings contained in this Agreement are inserted for identification and convenience, and will not be deemed part of this Agreement for purposes of interpretation.
If any provision of this Agreement is held invalid or unenforceable for any reason but would be valid and enforceable if appropriately modified, then such provision will apply with the modification necessary to make it valid and enforceable. If such provision cannot be so modified, the parties agree that such invalidity will not affect the validity of the remaining provisions of the Agreement; provided, however, if Sections 3, 8 and 10 cannot be modified to be valid and enforceable, this Agreement will be deemed invalid in its entirety.
The delay or failure of either party to exercise any rights hereunder will not constitute or be deemed a waiver or forfeiture of such rights. No waiver will be valid unless in writing and signed by an authorized representative of the party against whom such waiver is sought to be enforced.
12.10 Complete Agreement.
This Agreement constitutes the exclusive terms and conditions with respect to the subject matter hereof, notwithstanding any different or additional terms that may be contained in the form of purchase order or other document used by you to place orders or otherwise effect transactions hereunder. This Agreement represents the final, complete and exclusive statement of the agreement between the parties with respect to subject matter hereof and all prior written agreements and all prior and contemporaneous oral agreements with respect to the subject matter hereof are merged therein. Any claim relating to the provision of the Services by Joomlatools, its affiliates and their personnel will be made against Joomlatools alone.
12.11 Updates and revisions of the Agreement
This Agreement (including its annexes) may be amended, revised or updated from time to time, including when new versions of the Software or Services are made available. You accept that your use of the Software or Services is governed by the Agreement that applies at the time of your use. Changes to the Agreement will be announced via the Joomlatools website.
12.12 Data Protection.
You hereby warrant and represent that your use of the Software and Services is lawful under applicable data protection law, and that you have determined to your satisfaction that the Services are fit for your purposes, taking into account any security and confidentiality duties that may be incumbent on you.
Personal data we collect
No personal data will be collected by Joomlatools as a result of your use of the Software and the Services, with the exception of automatically assigned installation identifiers and technical installation metadata that links your copy of the Software to you, in combination with your e-mail address and other identification data as provided by you to us.
You warrant and represent that this e-mail address and other identification information was accurate and up to date when you provided it to us, and that you will keep it accurate and up to date for as long as you wish to use the Services. If Joomlatools determines to its own satisfaction that the information you have provided was not accurate or that it is no longer up to date (e.g. by observing that you do not respond to Joomlatools communications within a reasonable timeframe), it may terminate your use of the Services.
Use of your personal data
This personal data will be processed by us in order to provide the Services, including to analyse or improve the Software and Services and upon your further direct request, and in order to comply with any binding law and/or legal and administrative rulings and judgments, or to address any suspected instances of fraud or other unlawful activities.
More specifically, the automatically assigned installation identifiers and technical installation metadata will be transmitted to us periodically, and will be used exclusively by Joomlatools to register the number of installations of individual downloads of our Software and to track usage rights to our Services, in particular for the purposes of providing support services and to automate updates to our Software. We may use this information to contact you if your usage of automated update rights to the Software exceeds the limitation of your subscription.
Note that, if you object to this processing of personal data by us, you can easily disable the communication of personal data for the purposes of enabling automated update Services via the Software itself. Furthermore, please note that your right to use the Software is not dependent on your consent to the processing of your personal data; a refusal to provide your personal data to us will only result in the termination of specific Services, including the right to automated updates. You can still use our Software and install updates manually if you prefer.
Beyond the cases described above, we will only process personal data that you provide to us directly for the purposes of providing Services to you, including for administrative purposes such as invoicing and in order to respond to any questions that you choose to direct to us.
The personal data will not be provided to third parties (including those outside the EU) without having procured appropriate obligations of confidentiality from such third parties in accordance with applicable law.
If you do not consent to this use of your personal data, please refrain from using the Software and Services or disable the sending of personal data during the installation process. For any questions in this respect, please contact us using the available support services. Through these services, Joomlatools will provide any assistance reasonably required to permit you to fulfil your legal obligations in relation to data protection compliance including data subject rights. Joomlatools will delete any personal data within a reasonable period of time after the termination of this Agreement.
Joomlatools Subscription Services
This Appendix describes Services for Joomlatools software, technical and developer support services and Joomlatools Support Center services.
1. Joomlatools Subscription Services
This Section 1 describes Services offered by Joomlatools. Joomlatools will provide only those Services purchased by you. The Services are intended for use only by you (including through its contractors and agents) and for the benefit of the you and only for the Installed Systems for which you have purchased Services. Any unauthorized use of the Services will be deemed to be a material breach of this Agreement.
1.1 Joomlatools Software
For each Installed System, you will receive access to (a) the applicable Software via the Joomlatools Support Center (b) the applicable Software updates and upgrades, when and if available, via Joomlatools Support Center as described in Section 1.2.2, and (c) the applicable level of production support services described in Section 3.2 herein.
The use of Joomlatools Software is subject to the end user license agreement set forth in Appendix 2. The parties agree that Section 7 of Appendix 2 will take precedence over any conflicting terms in this Agreement.
1.2 Service Subscriptions
1.2.1 Joomlatools Support Center
Services include access to JSC and (if purchased by you) additional modules or plugins (e.g., management , provisioning, monitoring, … ) and the Optional JSC Services described below.
Any unauthorized use of the JSC services will be deemed to be a material breach of this Agreement. You will identify a technical contact for JSC related communications.
1.2.2 Optional Joomlatools Connect Web Services
Joomlatools may provide certain software “Joomlatools Connect” (that is not included with the Software) for use by you in connection with the Joomlatools Connect Web Services.
The use of the Joomlatools Connect is subject to the end user license agreement set forth in Appendix 2. The parties agree that Section 7 of Appendix 2 will take precedence over any conflicting terms in this Agreement.
2. Service Level Information for the Subscription Services
2.1 Scope of Coverage
The scope of coverage for the Subscription Services described in Sections 1.1 and 1.2 is set forth at https://www.joomlatools.com/pricing
2.2 Response Guidelines
|Subscription Type||Term||Max Installed Systems||Initial Response time||Level of Effort||Production Support||Developer Support||Third party support|
|Agency||1 year||Unlimited||24h||Continuous effort 24/7||Yes||Yes||Yes|
|Business||1 year||5||48h||Continuous effort Business Days||Yes||Yes, only on template overrides||No|
|Personal||1 year||1||72h||Office hours only||Yes||No||No|
|Extension (*)||6 months||1||72h||Office hours only||Yes||No||No|
Scope of Coverage for Production Support
Support for an unlimited number of incidents arising from the production use of the Software for each Installed System with an active subscription.
Scope of Coverage for Developer Support
Support for an unlimited number of incidents arising from the development use of the Software for each Installed System with an active subscription.
- In case of Business Subscriptions developer support is limited to template overrides.
- Core changes and modification of the Software are only supported for Agency subscribers.
Joomlatools reserves the right to refuse service and suspend the subscription if the patterns are a typical. Examples of this behavior include, but are not limited to, serving content in violation of copyright or other laws; abnormal and abusive use of the support center and support assistance, and/or failure to report the total Installed Systems.
Joomlatools will refund the payments for pending services as outlined in the following section named "Term and Termination".
License Agreement and Limited Product Warranty
This agreement governs the use of the Software and any updates to the Software, regardless of the delivery mechanism. The Software is a collective work under Belgian copyright law. Subject to the following terms, Joomlatools. (“Joomlatools”) grants you a license to this collective work pursuant to the GNU General Public License v3
1. The Software.
Joomlatools Software (the “Software”) are an application consisting of hundreds of software components. The end user license agreement for each component is located in the component's source code. With the exception of certain image files identified in Section 2 below, the license terms for the components permit you to copy, modify, and redistribute the component, in source code form. This agreement does not limit your rights under, or grant you rights that supersede, the license terms of any particular component.
2. Intellectual Property Rights.
The Software and each of its components, including the source code, documentation, appearance, structure and organization are owned by Joomlatools and others and are protected under copyright and other laws. Title to the Software and any component, or to any copy, modification, or merged portion shall remain with the aforementioned, subject to the applicable license.
3. Limited Warranty.
Except as specifically stated in this Paragraph 3 or a license for a particular component, to the maximum extent permitted under applicable law, the Software and the components are provided and licensed “as is” without warranty of any kind, expressed or implied, including the implied warranties of merchantability, non-infringement or fitness for a particular purpose. Joomlatools does not warrant that the functions contained in the Software will meet your requirements or that the operation of the Software will be entirely error free or appear precisely as described in the accompanying documentation. This warranty extends only to the party that purchases the Services pertaining to the Software from Joomlatools or a Joomlatools authorized distributor.
4. Limitation of Remedies and Liability.
To the maximum extent permitted by applicable law, the remedies described below are accepted by you as its only remedies. Joomlatools’ entire liability, and your exclusive remedies, shall be: If the Software is defective, you may request a refund within 30 days of delivery along with a copy of your payment receipt and Joomlatools, at its option, will replace it or refund the money you paid for the Software.
To the maximum extent permitted by applicable law, Joomlatools or any Joomlatools authorized dealer will not be liable to you for any incidental or consequential damages, including lost profits or lost savings arising out of the use or inability to use the Software, even if Joomlatools or such dealer has been advised of the possibility of such damages. In no event shall Joomlatools' liability under this agreement exceed the amount that you paid to Joomlatools under this Agreement during the twelve months preceding the action.
If any provision of this agreement is held to be unenforceable, that shall not affect the enforceability of the remaining provisions. This agreement shall be governed by the laws of the Belgium, without regard to any conflict of laws provisions, except that the United Nations Convention on the International Sale of Goods shall not apply.
Copyright © 2017 Timble CVBA. All rights reserved. "Joomlatools" and the Joomlatools logo are trade names and © of Timble CVBA. "Joomla" is a registered trademark of Open Source Matters, Inc. All other trademarks are the property of their respective owners.