© 2021 TheTool. All rights reserved.
General Contract Conditions
As of 23.02.2021, TheTool has been acquired by App Radar. Therefore as of that date, when signing up, the App Radar terms apply. For any questions please contact [email protected].
PLEASE NOTE: The below terms have been kept here for your attention but are obsolescent since 23.02.2021.
Shutapp Projects, S.L. (Hereinafter Shutapp), with company ID (NIF) B66076829 and domicile at Calle Córcega, 329, 7ºB, 08037, Barcelona, Spain. It is responsible for the website accessible through the URL https://thetool.onzeitgeist.com/ (hereinafter, “TheTool”), an internet platform related to the analysis and positioning of apps in the main mobile app stores (ASO).
1.2. Contracting Party
The Contracting Party is understood to be the individual (of legal age under Spanish law) or corporate entity that accesses TheTool. Being interested in contracting one of the services offered on TheTool, it follows all the steps described in Clause 3 of these General Contract Conditions, including accepting them.
2. Purpose and acceptance
The purpose of these Conditions is to regulate the procurement by the Contracting Party of one of the service plans offered on TheTool (hereinafter, the “Plans”), in exchange for a monetary consideration. The characteristics of each Plan, its price and duration, vary according to the Plan selected, and are displayed on the screen during the contracting process, depending on the Plan contracted by the Contracting Party. For the purpose of these Conditions, these characteristics shall hereinafter be referred to as the Special Conditions of the Plan.
On making the payment the Contracting Party is deemed to accept these General Contract Conditions and Special Conditions of the Plan displayed on the screen to the Contracting Party during the contracting process. The use of TheTool is regulated by specific terms and conditions which you can access by clicking here, and which you must access the first time you access TheTool.
3. Contracting process
The contracting process is as follows:
a. The Contracting Party must access TheTool and select the service that is of interest to it.
b. At this point the Contracting Party will be required to provide the information necessary to complete the contractual process for the service corresponding to the Plan selected.
c. Finally, the Contracting Party must make the payment, although there is a trial period. Currently, the only means of payment accepted is by credit card through a virtual POS (Stripe). Shutapp will automatically charge the amounts payable to it under these Conditions and the Special Conditions applicable with the consent of the Contracting Party.
4. The service
In general, and without prejudice to the provisions of the Special Conditions of the Plan and the Terms and Conditions regulating the use of TheTool, the service consists of Shutapp providing TheTool to the Contracting Party, in order to allow its use to analyse the impact of a specific strategy for positioning an app in the main mobile app stores, through study and analysis of relevant information: e.g. the keywords rankings, the top charts rankings, the number and types of downloads of an app, the ratings received, user opinions and the conversion rate.
Certain matters will depend on the Plan selected by the Contracting Party during the contracting process, and will be considered Special Conditions of the Plan for the purpose of these General Conditions.
The Contracting Party may, while these Conditions are in force, modify the selected Plan, in accordance with these Conditions, and according to the Plans offered by Shutapp at any time in TheTool. The Contracting Party assumes and accepts that the selection of a more restrictive Plan that that originally contracted may involve the loss of content, functionalities or capacity in the services contracted. In this case, Shutapp does not assume any liability and will not return any amount already paid.
5. Pricing Policy
The price for the services shall be as displayed on the screen during the contracting process, depending on the Plan selected by the Contracting Party, and constitutes a Special Condition for the purpose of these General Contractual Conditions.
All the prices are set by Shutapp and shown in EUROS. They do not include VAT or any other taxes that may be applicable, to the extent that they will depend on the location of the Contracting Party.
The prices will depend on the Plan selected by the Contracting Party and must be paid in advance and periodically every thirty (30) days from the conclusion of the contract, or where applicable, after the trial period, until the termination of the contract in accordance with the provisions of Clause 10 of these Conditions.
A change in the Plan selected by the Contracting Party, provided it is allowed, may mean that the price is higher or lower. If it is higher, the proportional part remaining for the duration of the initial period or any of its extensions will be charged in accordance with Clause 10 below. If it is lower, Shutapp will not reimburse any amount to the Contracting Party.
If any promotions, discounts, etc. are offered, the Contracting Party will be duly informed of this, as well as the conditions applicable in each case.
Shutapp may change the price of the Plans at any time. In this case, Shutapp will respect the price that the Contracting Party has already paid during the initial validity period or extension already paid for. The new prices will be applicable to renewals, following agreement by the Contracting Party. If the Contracting Party does not accept the new prices, it shall be understood to wish to terminate the contract, in accordance with Clause 10 below.
Without prejudice to the above, Shutapp offers a trial period of fourteen (14) days during which the Contracting Party may try free any Plan offered.
However, the Contracting Party must enter its payment data first, and the amounts due to Shutapp will be paid unless the Contracting Party expressly states its wish not to contract the services.
6.1. Obligations of Shutapp:
Shutapp agrees to:
a. Do everything it can to take the steps necessary to provide the Contracting Party with the services.
b. Provide the Contracting Party with the documentation needed to use the services.
c. Comply with any other obligations included in these Conditions or in any other conditions that may be applicable.
6.2. Obligations of the Contracting Party:
The Contracting Party agrees to:
a. Pay on time and in the proper way the corresponding amounts, including taxes, fees and any other costs specified during the contracting process.
b. Answer for the truth and accuracy of any data that may have been provided to conclude the contract.
c. Assume any liability derived from not complying with the requirements demanded by Shutapp from the Contracting Party.
d. Comply with any other obligations included in these Conditions, or in any other conditions applicable; and assume any liability derived from not complying with them, holding Shutapp fully harmless.
e. Act in good faith and loyally to Shutapp.
7. Exclusion of Liability
Shutapp makes the greatest efforts possible to ensure the services are provided without any incidents, although it cannot guarantee that there will be no errors or incidents, above all of a technical nature. Shutapp shall not be responsible for the consequences derived from these errors or incidents when they result from the actions or omissions of third parties, or when they could not have been foreseen by it.
Shutapp does not guarantee that the services will be of use to the Contracting Party.
In no case shall Shutapp assume any liability for the consequences derived from any action by the Contracting Party in TheTool. In particular, but not exclusively, Shutapp will not be liable for any information provided by the Contracting Party for the provision of services or any errors in such information, for infringements of exclusive rights, or for breach of current law or these Conditions by the Contracting Party.
The Contracting Party agrees that it uses the services provided by Shutapp at its own risk, and that Shutapp’s activity is limited to providing a tool for the analysis of app positioning.
In any event, the liability assumed by Shutapp does not in any case include loss of earnings, and will in all cases be limited as a maximum, and for any one item, to the total amount received by Shutapp in consideration for its services.
Breach by the Purchaser of these Conditions or any others that are applicable may result in damage to Shutapp. The Contracting Party is therefore obliged to compensate Shutapp for any damage, harm, loss or cost (such as lawyers’ or court representatives’ fees).
If any kind of claims or proceedings are initiated against Shutapp due to non-compliance by the Contracting Party, the Contracting Party must hold Shutapp harmless from them, and Shutapp may claim any expense, cost, damages or detriment derived from them.
Shutapp reserves the right to make any changes of any type to TheTool, including appearance, the interface, the code, development, etc.
Any change in these Conditions shall be notified by Shutapp to the Contracting Party, which must accept it. If it does not, it shall be understood to wish to prevent the extension of the contract under the terms provided for in the following Clause.
10. Duration and termination
These Conditions enter into force on their acceptance by the Contracting Party. Their duration will be as stipulated in the Special Conditions, and may be extended automatically for the equal periods, unless either of the parties notifies the other of its intension to not to continue before any of the extensions.
The Contracting Party may request the termination of these Conditions, without the right to recover any amount paid, notifying Shutapp of this at any time.
Shutapp may terminate these conditions unilaterally in the case of liquidation, either by court order, adoption of a corporate resolution, or any other way, when the business relating to the service provision becomes no longer economically viable. This will not give the right to financial compensation of any kind.
Shutapp may also terminate these Conditions in the case of serious or repeated breach by the Contracting Party of these Conditions or the Special Conditions applicable, without the right to financial compensation of any kind, and without the repayment of any amount paid by the Contracting Party.
Without prejudice to the above, there are obligations that by their nature continue even after the expiry of the contract (e.g. some legal guarantees).
11. General matters
11.1. Safeguard and interpretation
Acceptance of these General Contractual Conditions and the Special Conditions constitutes a single agreement between the Contracting Party and Shutapp.
If there is any conflict between the provisions of these Conditions and any other conditions entered into by the parties, the terms and conditions of these Conditions shall prevail over the others, unless the stipulations included in these Conditions expressly establish otherwise.
If one of the parties does not require strict compliance with any of the terms of these Conditions at any time, for reasons of impossibility or inconvenience, this does not constitute, and may not be interpreted as, a total or partial modification of these Conditions, nor as a waiver by the party in question of the requirement for strict compliance with them in the future.
The declaration of one or more of the Clauses in these Conditions as null and void by a competent authority shall not render invalid any of the other Conditions. In this case, the parties to the contract undertake to negotiate a new clause that is as similar as possible to the void one to replace it. If it is impossible to replace the clause and it was an essential part of these Conditions, in the opinion of the party harmed by its removal, the latter may choose to terminate the Conditions.
Any reference made in these Conditions to an article or regulations that have been repealed shall be understood to refer to the equivalent provision replacing it.
11.2. Assignment and delegation
The Contracting Party may not assign or delegate the rights granted under these Conditions, or the obligations assumed herein. Any assignment and/or delegation shall therefore be void.
Shutapp may assign or delegate in full or in part and freely its rights and obligations under these Conditions without any prior notice. Shutapp may also replace the party to this legal relationship by any other legal business.
11.3. Legislation and jurisdiction
The relations between Shutapp and the Contracting Party arising as a result of the acceptance of these Conditions shall be subject to Spanish law and jurisdiction.
To the extent that the Contracting Party is not considered a consumer and user under applicable law, the parties shall submit to the courts of the city of Barcelona, expressly waiving any other jurisdiction they may be entitled to, unless another jurisdiction is expressly stipulated by law.
Date of last update:
This agreement was last updated on October 10, 2018.