Refers to a customer who creates and publishes one or more themes or extensions on the October CMS marketplace either for a licence fee or free.
Refers to a user account registered on the website by a customer, including any parent managed account.
Means the individual who registers a user account on the website and/or the legal entity (a company/organisation) for which an individual registers a user account.
Means the October CMS marketplace located on the website, which enables customers to buy and sell plugins and themes for the platform.
Refers to a customer who registers for the Partner Program and is listed in the Partner Directory over an annual term.
Means a collection of extensions and themes, together with a single licence key.
Means the October CMS Platform.
Refers to any one or more plans (pay as you go, bronze, silver and gold) offered by the Company. Please note that apart from the ‘pay as you go’ plan which enables users to sign-up for a user account on the website for free, all remaining subscription plans are paid plans.
Refers to the amount a customer pays the Company for their selected paid subscription plan.
Means the initial term of your paid subscription plan and each subsequent renewal term (as applicable). Please note that if you are using the ‘pay as you go’ plan, your subscription term will remain active until your user account is terminated.
‘User’, ‘you’ or ‘your’
Means you (the individual), including the legal entity on whose behalf you are entering into this Agreement.
2.1You must be at least 18 years of age to sign-up for a user account on the website and use the services provided through the website.
2.2If you are under 18 years of age, you shall not sign up for a user account on the website, but you may ask your parent or legal guardian (“parent”) to register and operate an account for you.
2.4If you create an account on behalf of a corporation, organisation, or other legal entity (hereinafter ‘Corporate Customer’), you represent that you have the required authority to enter into a binding agreement on behalf of such Corporate Customer.
3. Additional Terms for Corporate Customers
This Section 3 only applies to Corporate Customers as specified in Section 2.4 above.
4. Account Registration
You are required to create an account to make use of the services provided by the Company, including without limitation for creating projects, participating in the marketplace and joining the Partner Program.
The Company currently offers multiple subscription plans to suit different customer requirements. You can either sign-up for one of our paid subscription plans or register with the default ‘pay as you go’ plan by providing your full name, email address, and selecting a password. You agree to provide us with current, complete and accurate information during your account registration and keep your information up to date. You further agree that we may terminate or suspend your account if any information you provide us becomes outdated, incomplete or inaccurate.
We issue all accounts at our sole discretion. We may refuse to accept any username/email address during account registration if such email address is already registered by another user.
You are solely responsible for maintaining the confidentiality of your account login credentials to prevent any unauthorised access to your account. You assume full responsibility for all activities that occur through your account. Please immediately report any unauthorised access to your account or other suspicious activity at firstname.lastname@example.org. You hereby release us from all liability arising out of or associated with the unauthorised use of your account login credentials. You agree that your decision to use the services offered by the Company is entirely at your own risk. If we suspect any unauthorised activity on your account, we may suspend access to the account without incurring any liability.
Please note that the use of the website requires access to the internet, and we will not be responsible for any data connectivity charges incurred by you during this Agreement. All such charges are solely your responsibility.
5. Subscription Plans
The Company currently offers multiple subscription plans to suit different customer requirements. Unless you subscribe to one of our paid subscription plans, your default subscription will be for the ‘Pay As You Go’ Plan.
5.1 Pay As You Go plan
5.2 Paid Subscription Plans
All our current subscription plans and accompanying subscription fees are listed on the website and quoted in US Dollars (excluding applicable taxes). Each paid plan includes a fixed number of project licences and other benefits. You can easily purchase additional licences in accordance with the provisions of Section 6 below.
Each paid subscription plan is for a fixed term of one year. We do not automatically renew any paid subscription plans, but you can easily do so at any time after the end of your current subscription term.
If you fail to renew your paid subscription plan, your account will be automatically downgraded to the ‘Pay As You Go’ Plan. Please note that the Company will not be liable for any inconvenience, loss, costs or damages suffered by you or any other person as a result of the downgrade of your subscription plan due to your failure to renew your paid subscription plan.
5.3 Free Trials and Promotional Offers
The Company may, at its sole discretion, offer any paid subscription plans to you on a free trial basis. Free trials are offered for a fixed period only. To continue using any paid subscription plan at the end of your free trial, you will be required to pay the subscription fee as specified on the website.
You acknowledge and agree that free trials can only be used once per customer.
6. Licence Purchase
7. Fees, Payments and Refunds Policy
7.1 Fees and Taxes
Except where required by law, our subscription fees and licence fees (collectively “Fees”) as listed on the website do not include any taxes such as value-added tax, goods and services tax, harmonized sales tax, etc. (collectively “Taxes”). Where we are required to collect and remit taxes on the sale of products and services to you, you agree to pay such taxes, and we may collect and remit them to relevant authorities.
Fee Changes: We reserve the right to modify our fees at any time. Any changes in our fees will only be effective from the next renewal date of your subscription plan or licence. If you disagree with the changes in our fees, your sole remedy is to refrain from renewing your subscription plan or licence (as applicable).
You are expressly prohibited from paying or attempting to pay your fees using another person’s payment card without their express authorisation. If your payment is not successful for any reason, including but not limited to your payment card issuer declining authorisation, we will not be under any obligation to provide you access to a paid subscription plan or licence.
Paid Subscription Plans
All paid subscription plans are billed annually in advance. If you wish to continue using your subscription plan after the end of your subscription term, you will be required to renew it by making the full payment for the new subscription term.
Each new or renewed licence includes one year of updates starting from the date the customer purchases/renews the licence. If you wish to continue receiving updates, you will be required to renew your licence by signing in to your account and making the full payment.
Your invoices will only be made available electronically. You can access all your past invoices at any time by logging into your account and selecting the “Invoices” tab.
8. October CMS Marketplace
9. Partner Directory
10. Website Maintenance
We may, in our sole discretion, deactivate or/and suspend your access to the website with or without prior notice to carry out: system maintenance, upgrading, testing, repairs or other related work. The Company shall not be liable to indemnify any user for any loss, damage, costs, or expense that such user or another person may suffer or incur due to such deactivation or/and suspension.
11. Platform Support
We provide technical support services to developers only to the extent that their support request relates to the platform. Our Premium Support Service Agreement governs all support requests.
For the avoidance of any doubt, we do not offer support with any other technologies, general coding issues or third party extensions or themes offered through the October CMS marketplace.
12. Information Errors, Inaccuracies and Disclaimer
12.1 Company Content
Although we make our best effort to ensure that all information available on the website is correct, complete and current, you understand and accept that there may be errors, omissions and outdated information on the website. We are unable to guarantee the accuracy or completeness of any information on the website, and we reserve the right to modify any information to rectify any errors, omissions or inaccuracies at any time without prior notice.
12.2 User Content
The website contains a vast amount of user-generated content, including content contributed by Authors in the Marketplace, Partner content in the Partner Directory, and other user submissions in forums and other public areas (collectively “User Content”). Subject to any Additional Terms governing the use of any user content available on the website, we do not offer any warranties regarding the correctness, completeness, safety or reliability of any user content. If you identify any errors, omissions or misleading information in any user content, please report it to us at email@example.com, and we will take appropriate action. You understand and accept that your decision to submit or use any user content is entirely at your own risk.
12.3 INFORMATION DISCLAIMER
WE HEREBY DISCLAIM ALL LIABILITY FOR ANY LOSS, COST OR DAMAGE ARISING FROM OR ASSOCIATED WITH ANY USER OR THIRD PARTY’S RELIANCE UPON ANY INFORMATION AVAILABLE ON THE WEBSITE (INCLUDING ANY USER CONTENT).
13. Intellectual Property
You understand and agree that the Company (or its licensors) retain all legal rights, titles and interests in and to the website (including text, graphics, audio-visual or other content) and services (collectively “Proprietary Material”).
You agree that you will not remove or otherwise tamper with any proprietary rights notices affixed on any Proprietary Material. Except where authorised by the Company in writing, any use of October CMS trademark, trade name, or logo for any product or service not owned or operated by the Company is strictly prohibited. Any trademarks, trade names, or logos displayed on our website but which are not owned by the Company are the intellectual property or such trademark owner.
Excluding the license you grant the Company in your user content under Section 14 below or other Additional Terms, the Company does not receive any right, title or interest from you in or to your user content. You agree that you shall be solely responsible for protecting your user content and enforcing your rights in your user content. The Company shall not have any obligation to enforce your rights on your behalf.
14. User Content
Subject to any Additional Terms governing your user content, by submitting your user content on the website, you grant the Company a non-exclusive, royalty-free, worldwide, irrevocable, perpetual, transferable and sublicensable license to use, copy (wholly or partially), modify, display and make derivative works of your user content, without any compensation to you.
You understand and agree that your user content will not be treated as confidential; therefore, you should remove any confidential information (either your own or belonging to another person) from your user content before submitting it. By submitting your user content on the website or other communication channels operated by the Company, you assume all risks associated with your user content.
15. Copyright and Trademark Infringement Policy
We take all claims of copyright and trademark infringement seriously. If you believe that any content on the website infringes your trademark or copyright, please contact us at firstname.lastname@example.org. You will be required to provide us with all requested information/evidence to support your claim, including without limitation all reasonable evidence to prove that you are the copyright/trademark owner, details of the page where the alleged infringing content is published, and your contact details. We reserve the right to request any additional information our legal department requests to assess your allegation. Upon receipt of all requested information, we will investigate the matter and take appropriate action, including removing the infringing content and terminating the account of such infringer.
16. User Conduct
16.1 You will not access or attempt to access the website or any products or services available through the website by any means other than the interface provided by the Company;
16.2 You will not damage or disrupt or attempt to damage or disrupt the service;
16.3 You will not circumvent any technological measures implemented by the Company to protect the website and services;
16.4 You will not engage in any activity that violates another person or entity’s intellectual property rights, including without limitation patents, trademark or copyright;
16.5 You will not remove, obscure or otherwise tamper with any proprietary rights notices on any Proprietary Materials;
16.6 You will not post any content that is unlawful, threatening, harassing, degrading, harmful, obscene, violent, defamatory, hateful or otherwise inappropriate;
16.7 You will not upload, transmit or share any malicious code or content that contains any viruses, malware or program that is harmful or that is intended to damage any software or hardware;
16.8 You will not modify, adapt, reverse engineer, or decompile any portion of the website;
16.9 You will not frame or mirror any part of the website without our express written consent;
16.10 You will not post any unsolicited or unauthorised advertisements in any public forums or other public areas of the website;
16.11 You will not impersonate any Company officials or misrepresent your affiliation with the Company, or imply that the Company endorses your actions;
16.12 You will not impersonate any other person/entity or misrepresent that you are affiliated with such other person/entity;
16.13 You will not disrupt or otherwise interfere with the proper working of the website and other users use of the services;
16.14 You will not attempt to harvest/collect any personal data about our users.
You understand and agree that the Company reserves the right to investigate any violations of this provision. You further acknowledge that the Company may also consult and cooperate with law enforcement authorities to prosecute any user who violates the law.
17. Account Termination
17.1 Termination by User
You may stop using the website and terminate your user account at any time by contacting us at email@example.com.
17.2 Termination by the Company
The Company may terminate your account and restrict your access to the website, products and services if:
17.2.1 You are in breach of these Terms;
17.2.2 Your conduct is harmful to the Company, its users or any third party;
17.2.3 We are required by law to terminate your account and access to our products or services;
17.2.4 We discontinue our website, any product or service, in whole or in part for any reason.
You agree that the Company shall not be liable to you or any third party for any termination or limitation of your access to, or use of, the website or any content, including content that you may have published.
17.3 Consequence of Termination
Once your user account is terminated, all existing projects under your account will also be terminated. You will not be able to install the platform using the licence key or update any existing installations after your account is terminated. Furthermore, any plugins and themes you may have published on the marketplace will become unpublished, and your partner profile will be removed from our Partner Directory (if any).
If you had a paid subscription plan at the time of your account termination, you will not be eligible for any refunds for the remaining period of your subscription term.
Please note that any termination of your account will not affect any other rights and remedies available to you and the Company under these Terms, by law or otherwise.
All provisions of this Agreement which by their nature are intended to survive any termination of these Terms shall so survive.
18. Links to Third-Party Sites
20. Consumer Rights
If the Company is in breach of any Consumer Guarantees, then the Company’s liability shall be limited (at the Company’s option) to:
20.1In case of products supplied to you, to resupplying, replacing or paying the cost of resupplying or replacing the product in respect of which the breach occurred;
20.2In case of services supplied to you, to resupply the service or to pay the cost of resupplying the service in respect of which the breach occurred.
CONSUMERS RESIDING OUTSIDE OF AUSTRALIAIf you are deemed a “consumer” by statutory law in your country of residence, you may enjoy some legal rights under your local law which prohibit our exclusions or limitations of certain liabilities from applying to you, and where such prohibition exists in your country of residence, any such limitations or exclusions will only apply to you to the extent it is permitted by your local law.
21. Disclaimer of Warranties and Limitation of Liability
Subject to the statutory Consumer Guarantees provided in Section 20 above:
21.1 The Company provides the services on an ‘as is’ and ‘as available’ basis and to the extent permitted by law, the Company disclaims all warranties, express or implied, including but not limited to any implied warranties of merchantability, quality, performance, fitness for a particular purpose, or as to the currency, accuracy, completeness, or reliability of any information available on the website;
21.2 The Company offers no warranties that the website will be uninterrupted, timely, secure or error-free;
21.3 The Company offers no warranties that any errors or defects in the website will be rectified;
21.4 The Company, its directors, officers, partners, employees and agents (collectively the “Company and its officers”) shall not be liable to you or any third party for any special, punitive, incidental, direct, indirect or consequential losses or damages of any kind (even if the Company has been advised of the possibility of such losses or damages) arising out of or in connection with:
21.4.1 your use or inability to use the website or any Proprietary Material made available through the website;
21.4.2 actions of any user on the website, or your reliance upon any user content available on the website;
21.4.3 any sale-purchase transaction between users in the marketplace;
21.4.4 any unauthorised access to your account, or alterations to your user content;
21.4.5 any transmission or failure in transmission of information through the website;
21.4.6 any interruption in our services.
You hereby agree to indemnify, defend and hold the Company and its licensors and their respective officers harmless, at your expense, against any third-party claims, actions, damages or proceedings brought against the Company and/or its officers by a third party to the extent that such third-party claim, action, damages or proceeding arises out of:
23.2 Your violation of any third party’s rights;
23.3 Your or your affiliates’ use of the website and/or any product or service provided through the website;
23.4 Your or your affiliates’ use of any third party products or services;
23.5 Any delays, interruptions or other malfunction of the website or any services offered by the Company.
24. Injunctive Relief
25. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the state of New South Wales, Australia, without giving effect to any principles of conflict of laws. The parties hereby agree to submit to the non-exclusive jurisdiction of the courts of New South Wales to decide any matter arising out of these Terms.
26. Your Privacy
27. No Waiver
Our failure to enforce any right shall not constitute a waiver of that right or any other right.
The use of the masculine, feminine, neuter gender and the use of the singular or plural number shall not be given the effect of any exclusions or limitation herein. All pronouns shall be deemed masculine, feminine, neuter, singular or plural, as the identity of the person or entity may require.
29. Controlling Language
You may not assign any rights and obligations under this Agreement, in whole or in part, without an authorised Company representative's written consent. Any attempt to assign any rights and obligations without the Company's consent shall be void. The Company reserves the right to assign any of its rights and obligations under this Agreement to a third party without requiring your consent.
31.1 Notice to the Company
All notices to be given to the Company shall be sent to: firstname.lastname@example.org.
31.2 Notice to you
We may send notice to you by email to the email address linked to your account at the time of such notice. It is solely your responsibility to keep your account information up to date to ensure you receive all notices.
32. Force Majeure
Neither Party will be liable to the other for any failure or delay in the performance of its obligations to the extent that such failure or delay is caused by any unforeseen events which are beyond the reasonable control of the obligated Party such as an act of God, blockade, strike, war, terrorism, epidemic, internet or telecommunication outage or other similar events, and the obligated Party is not able to avoid or remove the force measure by taking reasonable measures.
33. Contact us