Shopylinker General Terms and Conditions

For the user of an open source online store, Shopylinker is a superstructure that, through its own backoffice, redefines, for the store administrator, the presentation of the elements that the native store has to carry out its management, in such a way that a more intuitive handling of them is favored and incorporates some elements and procedures that increase the operational efficiency of the different processes of the store. All this together with the additional contribution of the functional blocks that include elements not included in the native store, through which Shopylinker allows to increase the control over the whole business.

With the ordinary or trial period contracting of any Plan, as with the use of any of its benefits or services, the user accepts these “General Conditions”, to which these plans, benefits and services will be subject, as well as the different functionalities, variants of use or tools that are incorporated later, without prejudice that the user, before starting the use of Shopylinker, must declare that he/she knows and accepts both these “General Conditions” and Shopylinker’s “Privacy Conditions”.

Considering that the use of a global complement of online stores created from open source platforms only makes sense if it provides more advantages than disadvantages and that it is desirable that the advantages it provides are substantial, while the disadvantages are nonexistent, Optyum, S.A. reserves the right to update or, if necessary, introduce, at any time, updates or modifications, both of these “General Conditions” and of the characteristics of all those Shopylinker Plans, services or benefits contracted or object of contracting that, at its discretion, favor the achievement of these purposes or consolidate the viability of the service.

Shopylinker may also proceed to unilaterally terminate the subscription contract of a given store, to the extent that Shopylinker considers that the performance of the store is contrary to the achievement of Shopylinker ‘s priority business purposes or contrary to the consolidation of the viability of the service.

All of the above, without prejudice to the user’s commitment to respect the legislation in force, the rules of morality and good customs, to comply with governmental or judicial orders and with these General Conditions, the non-compliance with which would also be cause for termination of the service subscription contract.

The “General Conditions” of Shopylinker in force at any time will be permanently accessible to all visitors, on the site, advising their periodic consultation to those who may be affected by changes in them, making it possible that, if they do not accept them, they can stop using the service.

Shopylinker ‘s ease of use and high performance are two great advantages that are permanently perceptible to the user, who can use Shopylinker to perform the part of the store management determined by the manager, who is free to return to the dashboard of his native platform and use it as many times as he wants, although the advantages of Shopylinker will quickly lead to a preference for its exclusive use in the managements in which it provides an alternative.

The transition between one Plan and a higher Plan can be made at any time, immediately, as well as the availability of its full potential of use, being perfectly indicated the procedure to follow to carry out the Upgrade’s foreseen, as well as the necessary previous economic adjustment.

Conversely, the transition from one Plan to a lower Plan may only take place, in order to be effective, after the end of the contracted period of the current contracted Plan, with the reduction in the use of the information necessarily associated with the active higher Plan.

Optyum, S.A. does not guarantee the uninterrupted nature, nor the absolute security, nor the impossibility of errors in the provision of the Shopylinker service.

The use or inability to use Shopylinker does not imply any responsibility on the part of Optyum, S.A. in relation to possible direct or indirect damages or to the economic or other consequences caused by any of these causes.

Optyum, S.A. is not responsible for its customer’s infringement of the Law, for not respecting the content of these “General Conditions”, the “Privacy Conditions” of Shopylinker, the content of the agreements contained in its Shopylinker contract, for the possible illegality of the products that the user offers through its store managed with Shopylinker, nor for the legality of its acquisition, nor for the possible claims of third parties for any reason, in case of lawsuit.

Any incorporation of materials or products by the user to the store managed with Shopylinker will be the sole responsibility of the user, Shopylinker assumes the right of the user to offer the products offered for sale through the store, as well as compliance with the legislation or regulations that may apply.

Likewise, by offering products for sale through the store managed by Shopylinker, the user accepts that they are known to visitors and, of course, is responsible for the consequences that may arise from this knowledge.

The use of Shopylinker allows the user to retain direct control of its databases, since these are kept on the store’s server and Shopylinker’s quantitative processing is carried out without the need for identification, exclusively on the numerical data contained in these databases.

The specific execution of each of these processes responds to commercial motivations, that is, the adaptation of the offer of each product to the most significant commercial data of each moment, with the store manager being responsible for the adoption of the most convenient variables, as a conjunctural adjustment of each algorithm to each situation.

Both the direct control of the store’s databases and the adoption of the commercial criteria that determine the corresponding data processing make the store manager ultimately responsible for the results obtained by the store, Shopylinker remaining outside of them and released from any liability arising from the processes carried out therein, Shopylinker being exclusively a management tool of the Administrator.

In cases where, for the provision of specific services, Shopylinker needs access to specific identified data, it will necessarily have the user’s express authorization for such access and the use of the identified data will be limited to that required by the service being provided.

To use Shopylinker, the user, whether an individual or a legal entity, must enter the e-mail address and password.

The contracting of the provision of any of the Plans and, if applicable, of other Shopylinker services or benefits, in addition to the completion of the corresponding forms, shall require the discretionary approval of Optyum, S.A., which likewise, at its discretion, may be revoked by the latter at any time, with the consequent immediate cessation of the provision of the Service.

Shopylinker ‘s rates are expressed in Euros, excluding VAT, the amount and payment procedure of which will depend on the country where the user is located. The prices to be applied to each subscriber will be those appearing on the Shopylinker website on the day on which the contract is signed. Optyum, S.A. reserves the right to modify prices at any time.

Each Shopylinker user will have an open account corresponding to his or her Wallet, where he or she will be able to make deposits in order to be charged for the payment of services, when contracting payment services.

The Portfolio may only have a zero or positive balance, and therefore no payment will be made for charges whose posting would result in a negative balance.

The payment, from the Portfolio, of the recurring payment for the service contracted on a renewable basis, will be made as long as the service is not cancelled and the portfolio has sufficient funds for the payment of the service.

The continuity of the Shopylinker service and, in general, the continuity of paid services, will be conditioned to the availability, in the Portfolio, of sufficient funds to cover the charges corresponding to the pending payments, of which the user will be notified in advance when they are due.

The temporary suspension of the service due to lack of payment will not prevent the user, from the administration of the “suspended store”, to proceed to the reinstatement of the service, following the instructions received for that purpose and as soon as Shopylinker receives the communication of the payment.

This method of reactivation of the “suspended store” will be applied not only in cases of non-payment, but also in cases where, for any other reason, the service is temporarily suspended.

The Portfolio account will be managed by Shopylinker in an automated manner, with the possibility of direct intervention by authorized personnel, if necessary. The account, apart from Shopylinker’s administrative staff, will be accessible exclusively to the user.

The ideas, suggestions or procedures related to possible improvements of the Shopylinker service or any of its associated services will not be subject to any confidentiality nor will the communicators of such ideas, suggestions or procedures have any claim for compensation.

The communicator of ideas, suggestions or procedures waives any right whatsoever with respect to them and Shopylinker may use them freely, without requesting any authorization or license.

Dispute Resolution – In case of discrepancy related to the contracting and use of Shopylinker, as well as with the application of these General Conditions, the contracting party of the Shopylinker service in any of its modalities or of its complementary services, commits, once dialogue has been exhausted, to resolve it before the Courts of Justice of Montevideo, to whose resolution both the contracting party and Optyum, S.A. expressly submit themselves, both solemnly committing themselves to its acceptance and compliance.