Last updated: March 15th, 2023
Terms of Service
Thank you for choosing EComposer, a page builder app for Shopify, and our related websites, networks, applications, and services (collectively, the "EComposer Service"). By using the EComposer Service, you agree to be bound by these Terms of Service, which create a legal agreement between you and [Company Name] ("EComposer," "we," or "us"). Please read these terms carefully and keep a copy for your records.
Throughout these Terms, "you," "your," and "User" refer to you as the user of the EComposer Service. If you are using the EComposer Service on behalf of an entity or organization, you represent and warrant that you have the authority to bind such entity or organization to these Terms. In such cases, the terms "you," "your," and "User" refer to that entity or organization.
Your Account
Limited Account
Subject to your ongoing compliance with these Terms, EComposer grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable account to access and use the EComposer Service solely for your personal and non-commercial use, and strictly in accordance with these Terms of Service.
Data Privacy
Privacy is of utmost importance to EComposer. In order to provide our users with the best possible service, we may collect, analyze, and share personal information, or data that may become personal information when combined with other data. However, we understand and respect our users' right to privacy and have established clear guidelines and protocols for safeguarding their information. Our Privacy Policy thoroughly outlines how we collect, process, and share user data.
Furthermore, under the following circumstances:
(a) Your establishment is within the European Economic Area (EEA);
(b) You offer goods or services to customers within the EEA; or
(c) You are otherwise obligated to adhere to the provisions of the EU General Data Protection Regulation,
EComposer's acquisition and utilization of personal data belonging to European residents are governed by our Data Processing Addendum.
Alternatively, if you are located in California, collect, share, or sell personal data of California consumers, or are subject to the requirements of the California Consumer Privacy Act, EComposer's collection and use of personal information is also subject to our California Consumer Privacy Act Addendum.
Feedback
If you choose to provide feedback to EComposer, including suggestions for modifications or improvements to the Service ("Feedback"), you hereby grant EComposer an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to use and exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.
General Payment Terms
Fees
Users of EComposer will be required to pay the fees as set forth in EComposer's standard pricing plan, which may be updated from time to time, or any other order forms for the EComposer Service that are accepted in writing by EComposer. EComposer reserves the right to change the terms of its pricing plan at any time, and any changes will be effective upon the next billing cycle. All fees are due and payable as part of EComposer's 30-day billing cycle. Payment obligations are non-cancelable and non-pro-ratable for partial months, and fees paid are non-refundable, except as expressly set forth herein. Users are solely responsible for collecting and paying any fees associated with transactions between the User's end-users and the User. EComposer, at its sole discretion, may make promotional offers with different features and pricing to any of EComposer's customers. These promotional offers, unless made to you, will not apply to the Service provided to you or these Terms as between EComposer and you.
Refund
Taxes
All amounts and fees stated or referred to in these Terms are exclusive of taxes, duties, levies, tariffs, and other governmental charges (collectively, "Taxes"). Users shall be responsible for payment of all Taxes and any related interest and/or penalties resulting from any payments made hereunder, other than any taxes based on EComposer's net income.
Our Rights
EComposer’s Intellectual Property
All materials on our Sites and in our Services are the intellectual property rights of EComposer or its licensors (Shopify). EComposer retains the rights to EComposer App and any of its updates.
Unless otherwise indicated, the Site and all source code, databases, functionality, software, Content, and Marks on our Sites and Services are owned or controlled by us or licensed to us. Our properties are protected by copyright and trademark laws, other intellectual property rights, and unfair competition laws of the United States, International Copyright laws, and international conventions. The Content and Marks provided on the Site, exactly as they are, are for your information and personal use only. No part of the Site and no Content or Marks may be copied, reproduced, modified, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever without our expressed permission, except as expressly provided in these Terms of Use.
If you are eligible to use our services, this Terms of Service authorizes your limited access and usage of our Service to copy and/or download content that you have properly requested access to for your personal and/or non-commercial uses. You or any third party are not granted licenses to use any of our App or registered properties. Materials contained in our Service should not be interpreted as granting licenses or rights, by implication or estoppel, to use any of our Marks without expressed consent. Refer to our Trademark Policy for details on the usage of our Marks and Intellectual Property.
Content License
By posting your Content to any part of the Site, you automatically grant, represent, and warrant that you have the right to grant to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right and license to host, use, copy, edit, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part), and distribute such Content (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, and to prepare derivative works of, or incorporate into other works, such Contributions and grant and authorize sub-licenses of the foregoing. The use and distribution may occur in any media format or technology now known or hereafter developed, through any media channels without prior notice.
This license will apply to any form of content, including our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and commercial images you provide. You waive all moral rights in your Content, and you warrant that moral rights have not otherwise been asserted in your Content.
We do not assert any ownership over your Content. You retain full ownership of all of your Content and any intellectual property rights or other proprietary rights associated with your Content. We are not liable for any statements or representations in your Content provided by you in any area on the Site. You are solely responsible for your Content to the Site and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Content.
We have the right to:
- Edit, redact, or otherwise change any Content.
- Re-categorize any Content to place them in more appropriate locations on the Site.
- Pre-screen or delete any Content at any time and for any reason, without notice.
- We have no obligation to monitor your Content.
Submissions
Customers may voluntarily provide EComposer with submissions for the improvement of our products, features, and related services. Upon submission, these become our sole property, and you acknowledge that your feedback is not subject to confidentiality or obligation for execution.
We shall own all exclusive rights, including intellectual property rights, and may modify, use, and disseminate these submissions at our sole discretion for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. By submitting your feedback, you agree that there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your submissions.
Review Content
We may periodically review, copy, and internally distribute content from user pages to improve our services.
There may be information on the Site and Service that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Site at any time without prior notice.
Marketing and Improvements
We reserve the right to collect and analyze data/information regarding the usage and performance of the EComposer App and related services. Our Privacy Policy outlines the purpose, usage, and sharing of customer data.
Termination
We reserve the right to provide our services to your competitors and make no promise of exclusivity in any particular market segment. You acknowledge and agree that Shopify employees and contractors may become our customers/merchants and may compete with you, though they may not use your Confidential Information in doing so.
In the event of account ownership disputes, you must report to us immediately. If you are unable to reasonably determine the rightful store owner, we reserve the right to disable an account until notification of a final resolution is made between the disputing parties.
We may terminate under other clauses as specified in our Acceptable Use Policy, Privacy Policy, and Cookies Policy, as well as Shopify's Terms of Service.
Third-Party Services
The Service may include features and functionalities that allow you and your customers to interface or interact with compatible Third-Party Services. These Third-Party Services are not provided by EComposer and we are not liable for any issues that may arise from their use, including compatibility issues, errors, or bugs. It is your responsibility to review the legal and financial terms that govern these Third-Party Services before using them.
Any use of Third-Party Services is done at your own risk, and you must comply with their terms of use while using our Services. For instance, if you use YouTube while using our Services, you must abide by the applicable YouTube terms and privacy policy.
Linked Websites
The Service may contain links to third-party websites that are not under EComposer's control, and we are not responsible for their content.
Forbidden Actions
When using the Service, you agree not to:
- Use the Service for any illegal purpose or in violation of any local, state, national, or international law.
- Violate any right of a third party, including by infringing or misappropriating any third-party intellectual property right, or encouraging others to do so.
- Interfere with security-related features of the Service, including disabling or circumventing features that prevent or limit use or copying of any Content, or reverse engineering or attempting to discover the source code of any portion of the Service, except as expressly permitted by applicable law.
- Interfere with the operation of the Service or any user's enjoyment of the Service, including uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; making any unsolicited offer or advertisement to another user of the Service; collecting personal information about another user or third party without consent; or interfering with or disrupting any network, equipment, or server connected to or used to provide the Service.
- Perform any fraudulent activity, including impersonating any person or entity, claiming a false affiliation, or accessing any other Service account without permission.
- Sell or otherwise transfer the access or other rights granted under these Terms or any Materials, or any right or ability to view, access, or use any Materials.
- Attempt to do any of the acts described in this Section, or permit any person to engage or assist any person in engaging in any of the acts described in this Section.
Responsibility to Indemnify
You agree to indemnify, defend, and hold harmless the app, its officers, directors, employees, agents, and third parties from any losses, costs, liabilities, and expenses (including reasonable attorney's fees) arising from:
(i) Your Content, Campaigns, or Sites;
(ii) Your use of the Service;
(iii) Your violation of any laws or regulations;
(iv) Your violation of any third-party rights, including intellectual property rights, publicity rights, confidentiality rights, other property rights, or privacy rights;
(v) Any disputes or issues between You and any third party in connection with these Terms or the Service;
(vi) Any misrepresentations made by You; or
(vii) Your breach of any representations or warranties made to us.
EComposer reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You. In such a case, You agree to cooperate with EComposer in asserting any available defenses.
Liability
Limitations of Liability
We and our affiliates, partners, directors, employees, and shareholders will not be responsible or liable for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, loss of data, or other damages arising from your use of our Services or violation of these Terms of Service, to the maximum extent permitted by law. This includes damages resulting from any errors, negligence, inaccuracies, omissions, defects, security breaches, or any other failure to perform by us, even if we have been advised of the possibility of such damages. You agree that any liability relating to your use of our Services is your sole responsibility and you shall ensure to disclaim any liability in connection with us, including any claim relating to damages arising from our non-adherence to any system or lack of updates.
Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Therefore, some of the above limitations may not apply to you.
Warranty
You acknowledge and agree that your use of our Services and provided content is entirely at your own discretion and risk. All materials available via our Service, including those provided by links to third-party websites, are provided ‘as is’ without warranty of any kind. We make no representations and disclaim all warranties, express or implied, including but not limited to warranties of non-infringement of intellectual property or other proprietary rights, merchantability, fitness for a particular purpose, or regarding the suitability of the information or content. We also do not guarantee the accuracy, reliability, completeness, or timeliness of the content, services, products, text, graphics, links, or other items contained within the website, or the results obtained from accessing and using this website and/or the content contained herein. We do not warrant that the website and its content, including the server(s) that makes them available, are free of viruses, malware, or other harmful components.
These disclaimers of implied warranties may not be permitted in some jurisdictions and, therefore, may not apply to you.
Disclaimer
We are not liable for the behavior of any Third-Party Integration used in connection with the Service. We practice our own standard method to ensure the protection of our customer data. We are not responsible for the privacy, security, or integrity of any Third-Party Integration regardless of status. We make no warranties and assume no liability of any manner for your use of any Third-Party Integration.
Miscellaneous
Electronic Communications
Third-Party Integration. When you visit our main website (http://www.EComposer.io), our Help Center (http://help.EComposer.io), or send emails to the EComposer team, it constitutes electronic communication. By using our service, you consent to receive electronic communications from us. You also agree that any agreements, notices, disclosures, and other communications we provide to you electronically, via email or on the Site, satisfy all legal requirements that such communications be in writing.
International Users
We, EComposer, control, operate, and administer the EComposer Service from our office located in Vietnam. If you access our service from a location outside of Vietnam, you are responsible for complying with all local laws. You agree not to use our app Content in any country or in any manner prohibited by applicable laws, restrictions, or regulations.
Relationship
The EComposer Terms and your use of our service do not create or imply any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between EComposer and you.
Assignment
You and EComposer may not assign, transfer, or sublicense this Agreement or any of its rights or obligations without the other party's prior written consent, except that EComposer may assign the Agreement to an Affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.
Dispute Resolution
The EComposer Terms, including any rights and remedies provided hereunder, any and all claims and disputes related to the EComposer Service, their interpretation, breach, termination or validity, and the relationships which result from or pursuant to the EComposer Terms, or any related transaction or purchase, shall be governed by, construed under and enforced in all respects solely and exclusively in accordance with the internal substantive laws of Vietnam, without respect to its conflict of laws principles.
All such claims and disputes shall be brought in a court of competent jurisdiction located in Vietnam, and you hereby consent to such exclusive jurisdiction. Subject to applicable law, all disputes between you and EComposer shall be resolved on an individual basis, and you shall not have the right to bring any claim against EComposer as a plaintiff or a member of a class, consolidated, or representative actions, or any other legal proceedings conducted by a group or by representatives on behalf of others.
Governing Law
To the maximum extent permitted by law, this agreement is governed by the laws of Vietnam, and you hereby consent to the exclusive jurisdiction and venue of courts in Vietnam in all disputes arising out of or relating to the use of the EComposer Service.
No Waiver
If we do not immediately take action on a violation of these Terms, we are not giving up any rights under the Terms, and we may still take action at some point.
Entire Agreement
The Agreement represents the entire agreement between you and us with respect to the subject matter addressed herein and supersedes all prior or contemporaneous agreements or understandings, written or oral. The Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and lawful assigns.
Revised Terms
We retain the exclusive right to amend, supplement, or modify these Terms of Use at any time and without prior notice at our sole discretion. It is your responsibility to stay informed of any updates by periodically reviewing these Terms of Use. Your continued use of the Site after the posting of any revised Terms of Use signifies your acknowledgment, acceptance, and agreement with the most recent changes. The date at the top of this policy denotes the last time it was updated. Please review this policy periodically as changes become effective upon their posting on this page.
Contact Us
If you have any questions about our Terms of Service, please email us at contact@ecomposer.io or via https://ecomposer.io/pages/contact-us
