Terms

1 Definitions

Agreement: the online order confirmed by the Customer, setting out the items ordered, features, prices, bank or SEPA payment details where applicable and these General Terms and Conditions of Sale.

Customer(s): any individual or legal entity wishing to benefit from the services provided by ZOLTIQ.

Parties: ZOLTIQ and the Customer.

Plugin: the Zoltiq ChatBot plugin for the WORDPRESS content management system.

Products: the Products as presented in clause 6 hereof.

Service: Support and Updates.

Support: the support, assistance and/or maintenance services provided by ZOLTIQ, including support, maintenance and upgrading services under the License, on the condition that such modifications or upgrades would not require rewriting of a substantial part of the existing Plugin.

Technical Requirements: the latest version of the list of hardware and system specifications recommended by ZOLTIQ and appropriate for the use of the plugins, which the Customer must implement and maintain in compliance. The Customer shall be responsible for managing their use of WordPress and for upgrading their hardware and systems in accordance with changes made to the Technical Requirements.

Update: the improvements made to the existing standard application services accessible via the Service and decided upon unilaterally by ZOLTIQ, in terms of feature upgrades and on the condition that such modifications or upgrades do not require rewriting of a substantial part of the existing standard application services. Updates include corrections to any anomalies in the Service. Updates are provided as part of the Support service.

2 Scope of application of the General Terms and Conditions of Sale

These General Terms and Conditions of Sale set out the technical, legal and financial terms and conditions subject to which ZOLTIQ provides its Customers with a plugin to the WORDPRESS Content Management System via its website at www.zoltiq.com.

3 Acceptance and enforceability of the General Terms and Conditions

The Customer represents that it has read, understood and accepted these General Terms and Conditions.

The Customer represents that it has the capacity to contract and that it holds the necessary authorization and powers to do so.

The Customer is regularly reminded of these General Terms and Conditions of Sale at the bottom of each page of each order. They are enforceable against all Customers.

Accordingly, every order placed via zoltiq.com entails the Customer’s unconditional acceptance of the General Terms and Conditions of Sale.

The Customer is advised to save a copy of and/or print out these General Terms and Conditions of Sale. ZOLTIQ may also send a copy of these General Terms and Conditions of Sale to any person so requesting.

ZOLTIQ reserves the right to revise these General Terms and Conditions of Sale at any time. As far as possible, ZOLTIQ shall notify revisions made to the General Terms and Conditions of Sale via an announcement on wp-rocket.me. Notwithstanding, ZOLTIQ advises the Customer to consult the General Terms and Conditions of Sale regularly and before placing any further order.

Acceptance of these revised General Terms and Conditions of Sale is carried out via the process defined in the clause entitled “Acceptance and enforceability of the General Terms and Conditions of Sale”.

Use of the Application after the effective date of the revised General Terms and Conditions of Sale shall imply acceptance of the revised General Terms and Conditions of Sale. The revised General Terms and Conditions of Sale shall come into force as of their publication, unless it is specified that their effectiveness is deferred until a later date.

The version applicable to a given order shall be the version applicable on the date on which payment is confirmed.

Unless otherwise stated, the revised General Terms and Conditions of Sale shall cancel and supersede all interactions occurring between the Parties prior to the order.

Exceptions to these General Terms and Conditions of Sale shall only be enforceable against ZOLTIQ if they have been duly agreed and recorded in a written document signed by ZOLTIQ.

4 Ordering

The Customer is solely liable for all use that is made of their login and password. The Customer is solely liable for keeping their login and password confidential. Accordingly, ZOLTIQ shall on no account be held liable for any loss or damage arising from use by an unauthorized third party.

4.1 Placing an order

To place an order, the Customer must follow the steps described below:

1. Go to the Website;
2. Follow the instructions on the Website;
3. Select the required Product;
4. Check the order summary and correct any errors;
5. Enter the promotional code, if any;
6. Select the required payment method;
7. Accept these General Terms and Conditions;
8. Confirm the order
9. Complete the payment procedure.

ZOLTIQ reserves the right to cancel the order in the event of error or omission in entering the required fields.

4.2 Order confirmation

The Customer receives an order confirmation email including a summary of the order. The order is not firm and final until ZOLTIQ sends this email confirmation. ZOLTIQ advises the Customer to save a copy of or print out the email confirmation of the order.

5 Products and Services

5.1 Product and Service Factsheets

The basic features of each Product offered via the Website are set out in a corresponding factsheet, which may be viewed on said Website.

5.2 Specific features of Products and Services

5.2.1 License for use of the plugin

The product granted by ZOLTIQ is a license for use of the Zoltiq plugin.

There is a range of licenses offered:

• Free: use of the plugin on an unlimited number of websites
• Single: use of plugin for one website;

5.2.2 Support and update service

Purchase of a Zoltiq ChatBot plugin license comes with a one-year support and update service effective from the order date.

The IT support service applies only to use of the License it is sold with.

Updates are installed on ZOLTIQ recommendation. ZOLTIQ is not responsible for the actual installation of updates on the Customer’s hardware or for any technical consequences arising.

6 Receipt of Products – Non-receipt – Complaints

6.1 Receipt of Products

Receipt of the Products is complete once the Customer activates the download link.

6.2 Complaints

The customer will be asked to provide a valid email address to receive a link to download the plug-in.

Before making a complaint, Customers are advised to check their Spam folder for the email containing the activation key.

In the event that, after the required checks have been performed, the delivery email was not received, the Customer is advised to send their comments by email to: support@zoltiq.com with their order number as stated in the confirmation email.

7 Customer’s cooperation and obligations

The Customer shall see that its hardware and systems comply with the Technical Requirements for use of the Product. The Customer shall install the updates recommended by ZOLTIQ for the use of the Zoltiq ChatBot plugin.

The Customer shall provide all items and information necessary or useful for the purpose of making improvements to the plugin, in particular by submitting a support ticket whenever a malfunction is identified in the plugin.

The Customer agrees to cooperate with ZOLTIQ for the provision of the support service. In this respect, the Customer agrees to provide ZOLTIQ with their login or access code to the WORDPRESS Content Management System or to perform the operations recommended by ZOLTIQ in order to deal with any malfunctions identified by the Customer.

8 ZOLTIQ obligations

ZOLTIQ is only subject to a best efforts obligation.

ZOLTIQ agrees to use its best efforts to ensure the proper delivery of the license for use of the Zoltiq ChatBot plugin.

ZOLTIQ agrees to exercise all due care and diligence necessary in order to provide a quality IT support service in accordance with industry practice and the current state of science and technology.

ZOLTIQ agrees to employ all means to ensure the ongoing availability, continuity and quality of the services provided for by the Agreement.

The Customer hereby acknowledges that fluctuations in bandwidth and contingencies related to Internet service providers and domain name registrars may interrupt access to the service offered by Zoltiq ChatBot, beyond ZOLTIQ control.

9 Price and payment

9.1 Price

9.1.1 Pricing

The prices and technical specifications of the Products and Services offered by ZOLTIQ may be viewed at www.zoltiq.com.

The pricing communicated to the Customer is the pricing in force as of the date of payment of a Product or Service.

ZOLTIQ reserves the right to revise its pricing at any time.

9.1.2 Promotional code

The Customer may use a promotional code to be entered when the order is placed. NB: only one promotional code is allowed per order.

9.2 Payment

Products remain the property of ZOLTIQ until full payment is received.

Payment is due and payable upon placement of an order.

Customers may pay by PayPal, a payment system that uses the Secure Socket Layer protocol, or by credit/debit card.

10 Cancellation

Customers that have stated their intention of downloading the Product before expiry of the 14-day cooling-off period and that have expressly waived the right to cancel their order shall not be entitled to cancel.

In this case, the following message appears before the Customer starts downloading:

“By downloading, I wish to have immediate access to the downloaded content and, accordingly, I waive my right to cancel my order.”

11 Termination

If either Party breaches any of its contractual obligations, the other Party may automatically terminate the Agreement, without any liability arising therefrom, fifteen (15) business days after delivery of formal notice by email.

12 Liability

ZOLTIQ assumes an overall best-efforts obligation vis-à-vis the Customer, whereby it agrees to use its best efforts in performing the Service provided for herein.

ZOLTIQ shall not be held liable for damage resulting from use of the plugin by the Customer after the end of a period of 365 (three hundred sixty-five) calendar days following the order.

ZOLTIQ shall not be held liable for repairing damage arising from the use of Internet such as data loss, intrusion, viral attack, loss of connection and any other incidents unrelated to the subject matter of the Service.

ZOLTIQ shall not be held liable for any incidental damage, including financial loss, in particular loss of profits, unless such damage results from negligence or willful misconduct on the part of ZOLTIQ.

ZOLTIQ shall not be held liable for malfunctions identified by the Customer during the use of the plugin license, if the Customer has not executed the updates recommended by ZOLTIQ or has not performed the operations recommended by ZOLTIQ following identification of a malfunction by the Customer during the performance of the Agreement.

ZOLTIQ shall not be held liable for business interruption caused by the performance of its support and update service, unless such damage results from negligence or willful misconduct on the part of ZOLTIQ.

In any event, ZOLTIQ’s liability shall be limited to payment of damages not exceeding the amount paid by the Customer when placing the order.

13 Force majeure

Neither of the Parties shall be held liable for delay, non-performance or any other breach of its obligations relating to the Order and/or the warranty where such occurrence is due to force majeure or unforeseeable circumstances.

Initially, the force majeure event or unforeseeable circumstance shall have the effect of suspending performance hereof.

If the force majeure event or unforeseeable circumstance lasts for more than three (3) months and unless the Parties agree otherwise, these General Terms and Conditions of Sale shall be terminated automatically, without the need to seek a court ruling, serve formal notice or provide prior notice.

In such event, the Parties shall not be held liable for the total or partial non-performance of their obligations hereunder.

14 Severability

If any provision of the General Terms and Conditions of Sale is declared to be invalid on grounds of nullity, voidness, lack of binding effect or unenforceability in application of a law, regulation or final ruling handed down by a court with jurisdiction, this shall not entail the nullity, voidness, lack of binding effect or unenforceability of the remaining provisions of said General Terms and Conditions of Sale and shall have no effect on the remaining contractual provisions, which shall retain their full effect, force and scope with regard to all of the contracting Parties.

In such event, the Parties may agree to replace or amend the invalid provision(s).

15 Probative documents

The online entering of a credit/debit card number and confirmation of the order by the Customer shall constitute proof of the order and shall render the corresponding payment due and payable.

The following may also constitute legal proof of communications: the order, the Customer’s payment and all documents generated from records of purchase orders and invoices in ZOLTIQ’s computer systems.

16 Personal Data

16.1 Purpose of processing

The Data provided when a Customer logs in or purchases a Product is processed for the following purposes:

• Access to Products;
• Preparation of invoices;
• Circulation of newsletter, if applicable;
• Compilation of statistics on the use of the Website;
• Improvement of marketing and promotion initiatives, as well as Website content and offers;
• Receipt of customized offers.

ZOLTIQ agrees to take all useful precautions and implement all appropriate organizational and technical measures to maintain the security, integrity and confidentiality of Personal Data and, in particular, to prevent such data from being altered, damaged or accessed by unauthorized third parties.

16.2 Personal Data provided to government agencies and bodies

Pursuant to applicable regulations, Personal Data may be provided to the relevant authorities on request, including government bodies, solely in order to comply with legal obligations, court officers, ministerial officials and debt collection agencies.

16.3 Personal Data provided to third parties

WP MEDIA agrees not to sell or transfer Personal Data that has been collected to third parties, except as provided for by clause 17.3 hereof.

17 Cookies

Information on the Customer’s browsing on the Website is stored by cookies.

Pursuant to applicable regulations, this information may be stored for a period of up to 13 months.

Cookies do not allow the Customer to be identified.

The Customer may oppose the recording of cookies and disable them in its web browser settings, on the understanding that this may restrict their use of the Website.

18 Intellectual property

The content of the website created by ZOLTIQ is the exclusive property of ZOLTIQ, which is the holder of all the related intellectual property rights.

The Customer agrees not to copy, reproduce or download all or part of its content, without written and express prior authorization from ZOLTIQ.

Any full or partial copy, reproduction or download of website content created by ZOLTIQ is liable to constitute an infringement.

The Customer agrees not to copy, reproduce or attempt to reproduce the plugin offered by ZOLTIQ.

Zoltiq ChatBot’s granting of a License for use shall not entail the transfer of intellectual property rights in the Product.

Any Product for which a License is granted remains the property of Zoltiq ChatBot. Accordingly, pursuant to the Agreement, the Customer only acquires from Zoltiq ChatBot a non-exclusive, non-transferable personal right to use the Products featured in the online order.