General Contractual Conditions

(English language)

General Contractual Conditions

1. Parties

1.1 Shutapp
Shutapp Projects, S.L. (hereinafter, Shutapp), with Tax Identiication Numberg B66076829 and located in Cl. Provença 314, principal 2, 08037 – Barcelona, responsible of the website accesible through the URL https://thetool.io/ (hereinafter, TheTool), Internet platform related to the study of apps and its positioning on the principal app stores.

1.2 Contracting party
Contracting party means any physical person (of legal age according to Spanish law) or legal person that has accessed TheTool and registered in it, following all the steps included in the registration process, including acceptance of these General Contractual Conditions.

2. Object and acceptance

The aim of these Conditions is to regulate the contracting of any of plans of services offered in TheTool (hereinafter, the Plans), in exchange of an economic consideration. Many of the characteristics of the Plans, such as the price or its duration, may vary according to the Plan contracted and shall be displayed during the contracting process, depending on the Plan selected. These characteristics shall henceforth be referred to as Particular Terms of the Plan.

These General Contractual Conditions and the Particular Conditions of the Plan displayed during the contracting process shall be understood to be accepted without reservations when the user pays. The use of TheTool shall be governed by some specific terms and conditions that you may access by clicking here and that you shall accept the first timee you access TheTool.

3. Contracting process

The contracting process is as follows:
a. The Contracting party shall access TheTool and select the Plan of his interest.
b. The Contracting party shall then provide Shutapp with the necessary information in order to formalise the contract of the services, according to the selected Plan.
c. Finally, the Contracting party shall pay, notwithstanding the existence of a trial period. Currently, card payment (Stripe) is the only payment method available. The Contracting party authorises Shutapp to automatically charge the sums the Contracting party is obliged to pay to Shutapp by virtue of these Terms and the applicable Particular Terms.

4. The service

The service, without prejudice to what the Particular Terms of the Plan and the General Terms and Conditions of use state, consists in providing the user access to TheTool. TheTool is intendeed for analysing the impact of a certain positioning strategy within the main app stores, by studying relevant information; namely, the number of users of the app, the kind of downlowads, the ratings and opinions of its users or the conversion rate.

Certain features shall depend on the Plan selected by the Contracting party during the contracting process, which shall be understood as Particular Terms of the Plan for the purposes of these General Terms.

During the validity of these Terms, the Contracting party shall be entitled to modify the selected Plan, as described herein, depending on the Plans offered by Shutapp at the time. The Contracting Party hereby undertakes and accepts that selecting a more restrictive Plan may conclude in the loss of content, features or capacity regarding the services initially demanded, not being Shutapp responsible for it. Shutapp shall not reimburse any amount of money already payed by the Contracting party.

5. Price policy

The price for the services shall be displayed during the contracting process, depending on the Plan chosen by the Contracting party, and is considered a Particular Condition.

All the prices indicated in TheTool are set by Shutapp, expressed in EUROS and do not include VAT and/or any other taxes, as they depend on the location of the Contracting party.

Prices depend on the Plan selected by the Contracting Party and shall be payable in advance and periodically every thirty (30) days from the contracting date and until the resolution of the contract according to clause 10 of these Terms. Where appropriate, the first payment shall be charged after the trial period.

A change of Plan could involve a higher or lower price. Whenever the Plan selected involves a higher price, the proportional share for the remaining initial period or any of its extensions (according to clause 10 of these Terms) shall be immediately charged. If, by contrary, the Plan selected involves a lower price, Shutapp shall not reimburse any amount already payed by the Contracting Party.

Promotions or discounts may be offered in TheTool. Such circumstances shall duly informed to the Contracting party, as well as the eventual terms that may apply.

Shutapp may modify the prices of the Plans at any time. On such case, Shutapp shall observe the price the Contracting Party had already payed for the initial period or any payed extension, being applicable the new prices after the expiry of such initial period/extension. The contract shall be terminated, according to clause 10 of these Terms, in the event that the Contracting party does not agree with the new prices.

Notwithstanding the aforementioned, Shutapp offers a free trial period of fourteen (14) days for the free enjoyment of any Plan. However, the contracting party shall provide Shutapp with the pertinent payment data. Shutapp shall charge for the selected Plan according to these Terms, unless the Contracting Party indicates otherwise, which will lead to the termination of the Contract.

6. Obligations

6.1. Shutapp obligations:

Shutapp undertakes:

a. To employ its best efforts to develop the correct provision of services.

b. To provide the Contracting party with the necessary documentation for the enjoyment of the services.

c. To comply with any other obligations derived from these Conditions or from any other applicable terms or conditions.

6.2. Contracting party obligations:

The Contracting party undertakes:

a. To properly pay the corresponding amounts, including rates, fees, taxes and any other cost informed during the contracting process.

b. To grant the authenticity and correctfulness and accuracy of whatever information the Contracting party may have provided Shutapp during the contracting process.

c. To take responsibility for not fulfilling the requirements that Shutapp demands for being a Contracting party.

d. To comply with any other obligation included herein or in any other terms or conditions that may apply, and to assume any responsibility derived from its breach, indemnifying Shutapp where appropriate.

e. To act in good faith and in a fair way with regard to Shutapp.

7. Exclusion of liability

Shutapp employs its best efforts to ensure that the services provided smoothly. However, Shutapp does not guarantee the non existence of errors or incidents, particularly in the technical domain. Shutapp shall not be held responsible for the consequences derived from such errors when caused by third parties or when they could not have been foreseen.

Shutapp does not guarantee the user the usfulness of the service provided.

In no case will Shutapp take responsibility for the consequences derived from the Contracting party’s use of TheTool. Shutapp will not be held responsible for the information provided by the user when contracting any service, nor for the mistakes in that information, nor for any use contrary to these Conditions or the applicable law.

The user agrees to make use of the services provided by Shutapp under his own risk, being Shutapp’s activity limited to providing the app for the analysis of app positioning.

8. Compensation

Without prejudice to any other compensation included in these Conditions, any breach by you of these General Contractual Conditions may result in damages being payable to Shutapp. If this happens, you will be obliged to compensate us for any type of damage and costs that may result (such as lawyers’ or court representatives’ fees).

As will be the case if any third-party claims or proceedings against Shutapp.

9. Modifications

Shutapp reserves the right to modify TheTool, either on its apearence or interface, code, developments, etc.

Any amendment to these Terms shall be informed to the Contracting party, who shall accept it. Otherwise, it shall be understood that the Contractingi party intends to prevent the extension of the contract, in terms of the following Stipulation.

10. Duration and resolution

The present conditions will be implemented and have a legal effect from the moment the user accepts them, and will be valid until stated in the Particular Conditions. This period will automatically be renewed unless any of the parties communicates the contrary intention before the deadline established.

The user has the right to ask for the resoluteness of the the present Conditions, by communicating the decision to Shutapp, with no right of an economic compensation for the payments already made.

Shutapp has the right to resolute the present conditions unilaterally in case of company dissolution or liquidation, or any situation on which the economic viability of the company is in risk. The user will receive no compensation is these cases.

Shutapp has also the right to resolute the present conditions should the user act against the General Conditions or the Particular Conditions, the user receiving no compensation of any type for the payments already made.

Notwithstanding the foregoing, there are some obligations which, by nature, will prevail even once the contractual relationship ends (e.g. legal warranties).

11. General issues

11.1. Saving clause and interpretation

These General Contractual Conditions constitute a single agreement between both parties, with reciprocal obligations.

If a competent authority declares any of its provisions as illegal, invalid or non-enforceable, this provision must be interpreted in the way that is closest to the original intention of the provision. However, this will not affect the validity of the remaining clauses of these General Conditions.

If one or more of the clauses in these Conditions is declared void, the contracting parties shall negotiate a new clause to replace it, which will be as similar as possible to the original. If replacement is impossible and, in the opinion of the party negatively affected by its elimination, the clause is essential for the Conditions, this party may choose to terminate the contract.

If we do not demand strict compliance with any of the terms of these Conditions, this may not be interpreted as our waiving the right to demand compliance in the future.

11.2. Transfer and delegation

The Contracting party shall not transfer or delegate its rights according to these Conditions or the obligations undertaken hereby. Any transfer and/or delegation shall be considered void.

Shutapp may delegate or transfer, in whole or in part, without prior notice, its rights and obligations according to these Conditions. Shutapp may also be replaced by any third party by virtue of any kind of legal transaction.

11.3 Language

The language applicable to these Conditions is Spanish. If you have been provided with versions of these Conditions in other languages this has been for simple courtesy, to make them easier to read; however, you expressly accept that these Conditions shall be governed by the Spanish version.

If there is any contradiction between what the Spanish version of these Conditions and their translation says, the Spanish version shall prevail in all cases.

11.4 Governing law and venue

The relations between Shutapp and you shall be governed by Spanish law.

As a general rule, for the resolution of conflicts related to the General Contractual Conditions, Shutapp and the Contracting Party expressly renounce any other jurisdiction and submit themselves to the jurisdiction of the courts in the habitual residence of the Contracting Party. However, if the Contracting Party is domiciled outside Spain, Shutapp and the Contracting Party expressly renounce any other jurisdiction and subject themselves to the Courts of the city of Barcelona.

Date of last update:
This agreement was last updated on August 1, 2017.

Link to spanish version