TERMS OF SERVICE
Last Updated: March 2023
Terms of Our Applications and Services
Welcome to Softify OÜ! By signing up for one of the applications created by Softify OÜ or by using any of the services offered by Softify OÜ, you are agreeing to be bound by the following conditions.
Softify OÜ provides a complete invoicing platform that enables Shopify merchants to unify their invoicing activities. Among other features, this platform includes a range of tools for merchants to create and customize various document types like invoices, packing slips, credit notes, return labels, and shipping labels. Drag & Drop designer can also be used to create any kind of document type. Any new features or tools which are added to the current Services will also be subject to this document.
Softify OÜ also provides an AI-powered personalization platform that marketers and e-commerce professionals use to deliver personalized shopping experiences across the web, and mobile without any technical knowledge. Any new features or tools which are added to the current Services will also be subject to this document.
We reserve the right, from time to time, to modify, amend or restate this document or any other terms, rules, or conditions that are published on this website or on our applications. We will take reasonable steps to attempt to notify you of such amendments but you agree that such notice is not required and waive any right to dispute any term of the Agreement due to a prior amendment and/or failure to receive adequate notice. If you do not agree to, or cannot comply with, the terms as amended, you are not authorized to use our applications. You will be deemed to have accepted the terms as amended if you continue to use our applications after any amendments are posted on our applications and/or the company website. We reserve the right to refuse to provide services or products, to anyone at any time.
These terms are a legally binding contract between you and Softify OÜ (collectively, “Softify”, "Softify Apps", "Easy Invoice+", "Easy Suggestions+" “we,” or “us”) regarding your use of our applications and services. Please read these terms carefully, and keep a copy of them for your reference if possible. In this Agreement, "you," "your", "merchant", "store owner", "Shopify user" and "Customer" will refer to you. If you are visiting, using, or registering for any Softify OÜ application or service on behalf of an entity or other organization, you are agreeing to these Terms for that entity or organization and representing to Softify OÜ that you have the authority to bind that entity or organization to these Terms (and, in which case, the terms "you," "your", "merchant", "store owner", "Shopify user" and "Customer" will refer to that entity or organization).
Access and Use
Softify allows Merchants, subject to payment of all relevant fees mentioned in the Order or subscription payment as per the Authorized Payment provider and the terms of this Agreement, to access and use the Application and its relevant documentation for their internal business requirements. This non-transferable and non-exclusive right is valid during the Subscription Term and limited to the quantity specified in the applicable Order. Softify may update the Application at its discretion but will provide prior notice to Merchant before removing a primary function of the Application.
Description of Services and Applications
Softify provides software applications, such as online invoicing and product recommendations, for businesses and Shopify store Merchants. The Softify app can be installed via the Shopify App Store. Softify Applications are connected to the Merchant store through the Shopify API.
Access and Restrictions
Merchant can not directly or indirectly take the stated actions below.
- Merchants are not allowed to copy or reproduce any content, texts, or wording from the Softify Application or this agreement, except as explicitly permitted under the terms of this Agreement.
- The User is prohibited from removing or destroying any copyright, trademark, or other proprietary markings or legends that appear on or within the Applications, its terms, or any other Softify intellectual property, except as expressly permitted by Softify, for example: demo content.
- Merchant is not permitted to transfer or sublicense the rights granted under this Agreement to any third party, except as specifically outlined in this Agreement. This includes the prohibition of assigning, selling, reselling, renting, leasing, time-sharing, distributing, or otherwise transferring the rights to any third party.
- The Merchant is not permitted to modify, reverse engineer or disassemble the Applications, except to the extent that such restrictions are expressly prohibited by applicable law.
- Merchant is prohibited from decompiling or attempting to derive the source code of any part of the Applications, except to the extent that applicable laws specifically prohibit such a restriction. Furthermore, Merchant may not use the Application for any competitive or benchmark purposes, nor attempt to recreate the Application.
- Merchant may not create, translate, or prepare derivative works based upon the Applications, terms, or Softify Intellectual Property, except as expressly authorized in writing by Softify or as permitted under applicable law.
- This clause prohibits the Merchant from interfering with or disrupting the integrity or performance of the Applications. In other words, the Merchant is not allowed to engage in any activity that may compromise the proper functioning or reliability of the Application. Examples of such activities include but are not limited to hacking, introducing viruses or malware, spamming, or overloading the system with excessive requests.
- The Merchant must not attempt to gain unauthorized access to the Applications or its related systems or networks, or perform any unauthorized actions on the Application that could interfere with its proper functioning.
- The Merchant is prohibited from using the Application in a manner that violates the Intellectual Property rights, publicity rights, or privacy rights of any third party. Additionally, the Merchant may not use the Applications to store or transfer data that is defamatory, trade libelous, or otherwise unlawful.
If the Merchant uses the Applications in a way that is not in compliance with the terms of this agreement, the Merchant will work with Softify to resolve any resulting burden on the Application or will pay an additional fee that is agreed upon by both parties.
Softify will provide the Merchant access to its Applications by creating an account and providing login details after the installation date. The Merchant is granted a non-exclusive license to use the Applications through standard web browsers or mobile devices, subject to the limitations and prohibitions outlined in this agreement, and for the Permitted Purpose during the Term.
Merchant is responsible for ensuring that no unauthorized third party has access to the Application. It is also their responsibility to have sufficient knowledge of how to use the Application and to use appropriate access procedures and passwords when logging in. Softify reserves the right to refuse registration or cancel login IDs that it believes violate the terms of this Agreement. Softify may also suspend Merchant's access to the Application if it suspects or knows that fraudulent or excessive use is negatively impacting the Application's performance. Softify will provide notice prior to such suspension unless it poses a security risk. Once the issue is resolved, Softify will reinstate Merchant's access.
Softify provides a subscription agreement that is tailored to the specific needs of each Merchant Account. The cost of the application is determined on a monthly basis, and Softify allows the Merchant account administrator to use it for the entire month. However, if the Merchant fails to pay any additional fees that may be required, Softify reserves the right to suspend the subscription and the account.
If you require assistance with our app or your subscription, please contact our support team by sending an email to firstname.lastname@example.org. Our team will be happy to assist you with any issues or questions you may have.
Softify will provide the Support Services to the Merchant during the Term of the Agreement. Softify may also apply Upgrades to the Application during this time, with notice given to the Merchant. However, Softify reserves the right to subcontract the provision of any Support Services without obtaining the consent of the Merchant.
The license limitations:
- The Applications provided by Softify are only intended to be used by the specific Merchant identified in the Statement of Services. However, the Merchant has the option to change their subscription to accommodate their changing needs, in accordance with the procedures outlined by Softify.
The license granted by Softify to the Merchant under this Agreement is subject to the following prohibitions, except to the extent mandated by applicable law or expressly permitted in the Agreement:
- Copying or reproducing the Application content, texts, and wording of this agreement except as permitted under this Agreement.
- Removing or destroying any copyright, trademark, or other proprietary marking or legends placed on or contained in the Application, terms, or Softify Intellectual Property.
- Assigning, selling, reselling, sublicensing, renting, leasing, time-sharing, distributing, or otherwise transferring the rights granted to the Merchant under this Agreement to any third party except as expressly set forth herein.
- Modifying, reverse engineering, or disassembling the Application, or attempting to derive the source code or underlying ideas or algorithms of any part of the Application, attempting to recreate the Application, or using the Application for any competitive or benchmark purposes.
- Creating, translating, or otherwise preparing derivative works based upon the Application, terms, or Softify Intellectual Property.
- Interfering with or disrupting the integrity or performance of the Application.
- Attempting to gain unauthorized access to the Application or its related systems or networks, or performing unauthorized actions on the Application.
- Using the Application in a manner that infringes on the Intellectual Property rights, publicity rights, or privacy rights of any third party, or to store or transfer defamatory, trade libelous, or otherwise unlawful data.
- Merchant must not frame or otherwise re-publish or re-distribute the Application.
- Merchant must not alter or adapt or edit the Application save as expressly permitted by this terms.
- For the avoidance of doubt, the Merchant has no right to access the object code or source code of the Application, either during or after the Term.
- Merchant shall use all reasonable endeavors to ensure that no unauthorized person will or could access the Application using the Merchant's account.
- Merchant must not use the Application in any way that causes, or may cause, damage to the Application or impairment of the availability or accessibility of the Application, or any of the areas of, or services on, the Application.
The Merchant warrants and represents to Softify that the Merchant Materials, and their use by Softify in accordance with the terms of the Agreement, do not and will not infringe or violate any Intellectual Property Rights, publicity rights, privacy rights, or other rights of any third party. The Merchant will indemnify and hold harmless Softify, its affiliates, and its and their respective directors, officers, employees, and agents from and against any and all losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) incurred by any of them arising out of or related to any claim, suit, action, or proceeding brought by a third party alleging that the Merchant Materials, or their use by Softify in accordance with the terms of the Agreement, infringes or violates any Intellectual Property Rights, publicity rights, privacy rights, or other rights of any third party. Merchants can not:
- Breach any laws, statutes, regulations, or legally-binding codes while using the Applications and the Services provided by Softify.
- Use the Applications or any materials or content provided by Softify in a way that violates the Intellectual Property Rights or other legal rights of any third party. For example, the Merchant must not use any trademarks, copyrights, or other proprietary information without proper authorization or permission from the owner of such rights.
- Give rise to any cause of action against Softify, the Merchant, or any third party. This includes but is not limited to avoiding infringement of Intellectual Property Rights, breach of laws or regulations, and any other legal rights.
Where Softify suspects that the Merchant has breached this section, Softify may:
- Amend or delete any Merchant Materials that violate this agreement.
- Suspending any or all of the Services and/or access to the Application for investigation is a way to deal with issues that arise.
Softify shall ensure that the Merchant Materials are stored and processed separately from, and not co-mingled with, materials of other Softify merchants.
The Merchant agrees to indemnify and hold Softify harmless from and against any and all liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to any breach of this Agreement by the Merchant, including but not limited to any violation of the representations, warranties, or covenants made by the Merchant under this Agreement.
The Merchant assures that it possesses the lawful authority to reveal any Personal Data that it discloses to Softify within the scope of the Agreement.
Softify warrants that it has implemented suitable security measures, both technical and organizational, to prevent any illegal or unauthorized processing of Personal Data and to protect against the loss or corruption of Personal Data processed by Softify on the Merchant's behalf.
Data Protection Laws
The Merchant acknowledges and agrees to adhere to all obligations imposed by the relevant Data Protection Laws. This includes complying with the Data Processing Addendum if the Merchant is located in the EEA, UK, California, or if they provide Softify with personal data relating to an individual in those regions.
Softify agrees to maintain the confidentiality of the Merchant's confidential information and not to disclose it to any third party, except as expressly authorized by the agreement. Softify will take reasonable steps to protect the Merchant's confidential information from unauthorized disclosure, using the same degree of care as it uses to safeguard its own confidential information of a similar nature.
Softify may disclose Merchant Confidential Information to certain parties, such as its officers, employees, agents, insurers, and professional advisers, as long as they are obligated in writing to keep the information confidential.
The obligations shall not apply to the cases below.
- Merchant Confidential Information that is already publicly known, or becomes publicly known through no fault of Softify, shall not be considered confidential and will not be subject to the confidentiality obligations set forth in the Agreement.
- If Softify already had the Merchant Confidential Information in its possession prior to its disclosure by the Merchant, or if the information was independently developed by Softify without reference to the Merchant Confidential Information, then Softify is not bound by the confidentiality obligations with respect to that information.
- Softify is not bound by confidentiality obligations with respect to Merchant Confidential Information that it receives from an independent third party who has the right to disclose such information.
- Softify may disclose Merchant Confidential Information if required by law or a governmental authority, stock exchange, or regulatory body. However, Softify must provide prompt written notice to the Merchant where permitted by law of the disclosure requirement.
Security of Merchant Data
Softify is responsible for implementing appropriate administrative, physical, and technical measures to ensure the security and confidentiality of Merchant Data. These measures should prevent any accidental or unlawful destruction, alteration, or unauthorized access or disclosure of Merchant Data to third parties. Softify must have measures in place to protect the security and confidentiality of Merchant Data, and should only access and use the Merchant Data to fulfill its obligations under the Agreement or as expressly permitted. During the Application term, Softify cannot materially reduce its security controls related to Merchant Data. These obligations are in addition to any confidentiality, privacy, security, or other requirements stated in the Agreement or DPA, if applicable.
The Agreement will become effective when the Merchant first accesses the Application and will remain in force for the Subscription Term of the Application or for as long as the Merchant continues to use the Application, whichever is applicable.
Either party has the right to terminate this Agreement upon notice to the other party if there is a material breach of this Agreement by the other party and such breach remains unremedied for a period of thirty (30) days after receiving written notice of the breach. If a party commences bankruptcy or dissolution proceedings, has a receiver appointed for a substantial part of its assets or ceases to operate in the ordinary course of business, the other party may terminate this Agreement immediately upon notice. Furthermore, a party may terminate this Agreement, in whole or in part, or cease provision of the Application if required to comply with applicable law or regulation, and such termination will not be considered a breach of this Agreement by the terminating party. In the event of an uncured material breach of this Agreement by the Merchant, Softify may suspend the Merchant's access to the Application. Once the issue has been resolved, Softify will promptly reinstate the Merchant's access and use of the Application. Upon expiration or termination of the Agreement, any accrued rights and obligations will survive, and all outstanding fees and charges under the Agreement will become immediately due and payable.
Any notice sent under the terms of this agreement should be delivered through email, addressed to the appropriate person at their specified email address.
If the Merchant has any concerns or disputes regarding the provision of the Application and services by Softify, the parties agree to first attempt to resolve such disputes through good faith negotiations. If the parties are unable to resolve the dispute through negotiation, any legal action arising out of or relating to this Agreement or the use of the Application shall be brought to the appropriate tribunal of commerce.
This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction where the governing law is specified. Any dispute, claim, or controversy arising out of or in connection with this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in accordance with the rules of the arbitration institution specified in this Agreement, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitration shall be conducted in the language specified in this Agreement.