Terms Of Service

Terms of Service

These Terms of Service your use of Fuze Engine – a customer acquisition application and website, owned by Meliora Group Ltd., UIC 205795985, with seat and registered address in the City of Sofia, Bulgaria, 1000, 46 William Gladstone Str., fl. 4 (“Meliora Group”, “We”, “Us”, “Our”).

By signing up and using Fuze Engine, you, the user of Fuze Engine, declare that

• you are a representative of an organization (the “User”, “You”, ”Your”),

• you are duly authorized to enter into these Terms of Service, which constitute a contractual agreement (the “Agreement”),

• you have the authority to bind such entity to this agreement, and the terms “User”, “You”, and “Your” also include such entity,

• you and the entity you represent do hereby agree to this agreement, the Privacy Policy and the Data Processing Agreement, which are incorporated into this agreement.

It is necessary to read carefully these terms of use as they are a condition for the usage of our services. If you do not agree with them or part of them, you should immediately stop using Fuze Engine.

By clicking the “I accept” button, completing the registration process, or using the service, you acknowledge that you have reviewed and accept this agreement.

Definition

The following terms are used in these Terms of Service, the Privacy Policy and the Data Processing Agreement:

• The App – our customer acquisition application Fuze Engine, which can be found on the Shopify App Store;

• The Website – the website https://www.fuzeengine.com/, which describes the services offered on the App;

• Fuze Engine – a concept that unites the App and the Website;

• Fuze Engine Services – all or part of the service options offered by the App;

• Users – online stores powered by Shopify that use Fuze Engine

Service options

You can find a description of our service options on our website and app. Our services require installation of the application and payment before you can access them.

We reserve the right to modify, terminate or otherwise amend our service options and plans at any time. The changes to the fees or payment policies are effective upon your acceptance of those changes which will be posted at https://www.fuzeengine.com/.

Installation of the App

Upon installing the App, you declare and agree that we shall have the following rights in order to provide you with our services:

• we will be to access personally identifiable information about your Shopify account, including your account email addresses, phone numbers, and locations;

• we will be able to edit products and collections, offered in your online store;

• we will be able to view order details for the last sixty days;

• edit your online store, including script tags in your online store.

We may terminate or suspend your access to use any and all services, without prior notice or liability, for any reason or no reason, including but not limited to if you breach any of the terms in this Agreement. In particular, we may terminate or suspend Accounts that have been flagged for suspected fraudulent activities.

Price and method of payment

The Fuze Engine Services can be used against payment in accordance with our fee policy. Meliora Group works with Shopify that processes payments, and does not store any data, including bank, for payments made by You.

Statement of ownership

The Fuze Engine Services, Software and their Content are the property of Meliora Group. We grant you limited, non-exclusive, revocable permission to make use of our App only for your internal business purposes. This permission shall remain in effect until and unless terminated by you or Meliora Group.

The content displayed on our App and Website is our copyrighted property. The name Fuze Engine and its original content, features and functionalities are owned by Meliora Group and are protected by copyright, trademark, patent and other intellectual property rights. You do not have the right to use in any way these intellectual property and/or industrial property rights.

For any unregulated use under the preceding clause, you are obliged to compensate Meliora Group and/or the respective person whose rights have been infringed.

As between Meliora Group and the User, the email addresses and other information about the User’s clients collected by the User or made available through the Fuze Engine Services and any content created by the User and/or made available through the Fuze Engine Services (collectively, the “User Materials”) will be owned by the User. The User grants to Meliora Group a non-exclusive and worldwide ongoing license to copy, modify, display and use Customer Materials solely in connection with performing the Fuze Engine Services.

External Links

Fuze Engine may provide access to resources and links to other websites. These non-Fuze Engine websites/apps are independent from us and we are not responsible for their content.

All warranties, conditions or other terms express or implied as to any such linked website/app, including without limitation as to accuracy, ownership, validity or legality of any content of a linked website, are hereby excluded. It is up to you to take precautions to ensure that whatever you select for your use is free of such items as viruses, worms, trojan horses and other items of a destructive nature.

Non-permitted use

Except as provided in these Terms of Service, you are not permitted for any reason whatsoever, to:

• copy, modify, adapt, translate or otherwise create derivative works of the Fuze Engine Services and Software;

• redistribute, reproduce, transfer, record, make available to the public, or make any non-implicitly permitted use, of the Fuze Engine Services, Software, Content, or any part of them;

• reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of our Software;

• rent, lease, sell, assign or otherwise transfer rights you have under this Agreement;

• remove any proprietary notices or labels on our Software or placed on the App and its features;

• use, post, transmit or introduce any device, software or routine which intervenes or attempts to interfere with the operation of the Fuze Engine Services and/or Software;

• infringe any intellectual property rights owned by us or any other party, including removing any copyright, trademark, or other proprietary notices from the Services and/or the Content;

• use meta tags, hidden text or metadata with our trademark, logo, URL or product or service name without our written consent;

• transmit viruses, Trojan viruses, worms, malicious code, or other harmful or destructive content;

• circumvent or attempt to circumvent any technology used by Meliora Group to protect the Content, Software and Services, and shall not probe, scan, test, re-engineer or violate any security features of the Services;

• attempt to obtain unauthorized access to materials or other information stored with us.

In case of non-compliance with any of the rules under these Terms of Service, Meliora Group has the right to exclude you from the Fuze Engine Services, to restrict you access to them, to delete your account, to terminate this Agreement unilaterally and without notice. The decision on which action it will undertake depends on Meliora Group.

In case of valuation of any of the rules under these Terms of Service, you agree to be liable to us for all damages and losses related to this violation.

Representations, warranties and responsibilities

You represent and warrant to Fuze Engine that you:

• are validly existing and in good standing under the laws of the place of its establishment or incorporation;

• have full corporate power and authority to execute, deliver and perform its obligations under this Agreement;

• you have been duly authorized and empowered to enter into this Agreement;

• have obtained all necessary consents from clients of your own store powered by Shopify or any other third parties, required to enable Fuze Engine’s services, including sending email messages on the User’s behalf to natural persons;

• collect, process and transfer personal data of your clients on a legitimate legal basis.

The User will be solely responsible for:

• its compliance with this Agreement and the use of Fuze Engine’s Services;

• the accuracy, quality, integrity and legality of the User Materials;

• using commercially reasonable efforts to prevent unauthorized access to or use of the Fuze Engine Services and shall notify Meliora Group promptly of any such unauthorized access or use.

Confidentiality

Confidential Information includes any proprietary data and any other information related to Fuze Engine, as well as information that commercial value of either party disclosed by one party to the other in writing and marked “confidential” or disclosed orally and stated to be confidential. However, confidential information will not include any information that is or becomes known to the general public, which is already in the receiving party’s possession prior to disclosure by a party or which is independently developed by the receiving party without the use of Confidential Information.

Neither party will use or disclose other party’s Confidential Information without the other’s prior written consent except for the purpose of performing its obligations under this Agreement or if required by law, regulation or court order.

Limitation of liability

You agree that the entire risk arising out of your use of the services, and any service requested in connection therewith, remains solely with you, to the maximum extent permitted under applicable law. Meliora Group will not be liable for your lost revenues or indirect, special, incidental, consequential, exemplary, or punitive damages, even if Meliora Group or its subsidiaries and affiliates have been advised of, knew or should have known that such damages were possible and even if direct damages do not satisfy a remedy.

Meliora Group does not take responsibility for non-receipt of payment. Meliora Group will cooperate with you to clarify the problem, but is not obliged to compensate You for a problem outside its system.

Your exclusive remedy and Meliora Group’s entire liability, if any, for any claims arising out of the services shall be limited to the amount You paid for the Services, if any, during the three-month period before the act giving rise to the liability.

Service limitations and modifications

The Services, Content and Software of the Fuze Engine App and Website are provided “as is” and “as available” without warranty, express or implied, including but not limited to success, merchantability, fitness for a particular purpose or other warranty. Meliora Group does not guarantee that the Services, Content and Software will meet your needs or that they are free from defects or errors, fault-tolerant or fail-safe or that all non-conformities can or will be eliminated, and their use will be uninterrupted. Meliora Group does not guarantee the reliability of the Service, Content and Software of the Fuze Engine Website and App. The Service, Content and Software of the Fuze Engine Website and App are not designed, manufactured or intended for use in conditions or applications that could cause death, personal injury, property damage or environmental damage. Any such use is at your own risk and at your own expense.

The entire liability of Meliora Group will be limited, entirely at the discretion of Meliora Group to the repair, correction or processing of the Services, Content and Software of the Fuze Engine Website and App. The repair, correction or processing are performed by Meliora Group within the scope, volume and term at its discretion. The assessment of Meliora Group under this clause cannot serve as a basis for claims.

Meliora Group reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Services, with advance notice where possible, all without liability to you, except where prohibited by law, for any interruption, modification, or discontinuation of the Fuze Engine Services or any function thereof.

Meliora Group is not liable to you for failure to provide the Services in case of circumstances beyond its control – in cases of force majeure, accidental events, problems in the Internet, as well as in case of unauthorized access or intervention of third parties.

Indemnification

You agree to indemnify and hold Meliora Group harmless from and against all damages, losses, and expenses of any kind arising out of or related to: (1) your breach of these Terms of Services; (2) any User Content; (3) your wrongful or improper use of the Services; (4) your violation of any third-party rights, including without limitation to any rights to privacy and intellectual property rights; (5) your violation of any applicable laws, rules and regulations.

Personal Data

For more information on how we process your personal data, check our Privacy Policy.

The terms of the Data Processing Agreement shall apply to the processing of personal data by Meliora Group on behalf of the User.

Contact

In case of questions and/or comments, you may contact us using the Contact form on the Website.

Correspondence initiated by us will be performed electronically to the respective e-mail address.

General provisions

We reserve the right to make changes to these Terms of Service at any time by promptly publishing these changes to this Website, together with a notice of such changes in the Terms of Service. You will be considered notified from the date of publication of the notice.

We reserve the right to introduce additional restrictions in the provided Terms of Service related to the use of the Fuze Engine Services, when the lack of such restrictions may lead to infringements of intellectual property.

Should any provision of the Agreement be held invalid or unenforceable for any reason or to any extent, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of the Agreement, and the application of that provision shall be enforced to the extent permitted by law.

Meliora Group may assign the Agreement, and any of its rights under the Agreement, in whole or in part, and may delegate any of its obligations under the Agreement.

You may not assign the Agreement, in whole or in part, nor transfer or sub-license his rights under the Agreement, to any third party.

Choice of law and jurisdiction

All disputes between You and Meliora Group are resolved in a spirit of understanding and goodwill. In the event that no agreement is reached, all unresolved disputes arising out of the Agreement between the parties or relating to it, including disputes, arising out of or relating to its interpretation, invalidity, performance or termination, and disputes to fill gaps in the Agreement or its adaption to new circumstances, will be resolved under the current Bulgarian legislation by the competent courts of Bulgaria.

These Terms of Service are in force from (…)