Terms of Service
This End User License Agreement is a binding legal agreement between you and Vesped, Inc, d/b/a Headway Themes, LLC (Company). Purchase, installation or use of Headway Themes (Service) provided on HeadwayThemes.com signifies that you have read, understood, and agreed to be bound by the terms outlined below.
1. HEADWAY THEMES LICENSING
HEADWAY THEMES GPL LICENSING
All WordPress themes produced by Headway Themes, LLC (Company) are released under the GPL version 2.0 license (http://www.gnu.org/licenses/gpl-2.0.html GNU/GPLv2).
After your payment has been successfully received, you will receive download links and support forum registration information to the email address you provided during purchase. If you do not receive an email after this time period, contact at firstname.lastname@example.org
2. TERMS OF SERVICE FOR MEMBERSHIP
A. SIMPLE VERSION
As a paid customer of the Service, you are a member of the HeadwayThemes.com website community. This allows you to get upgraded versions of Headway Themes, support in the forums, quick access to new products, and other benefits of membership, all subject to the terms and conditions contained in this document.
The Headway Base Plan entitles you access to Headway Members only support and product updates for a period of one (1) year. You may use Headway Base on an unlimited number of domains. You may remove the footer attribution linking to headwaythemes.com if you want.
The Headway Developer Plan entitles you access to Headway Members only support and product updates for a period of one (1) year. You may use Headway Standard on an unlimited number of domains. You may remove the footer attribution linking to headwaythemes.com if you want. You also get access to 3 Headway Child Themes during your year of membership.
The Headway All-Access Plan entitles you access to Headway Members only support and product updates for a period of one (1) year. You may use Headway All-Access on an unlimited number of domains. You may remove the footer attribution linking to headwaythemes.com if you want. You also get access to all Headway Child Themes during your year of membership. With the All-Access plan you also have access to early beta releases and exclusive developer webinars.
* For the above plans, you get access to updates and support for a period of one (1) year. At that time you will be required to renew your membership to receive product updates and support for another year.
HEADWAY LIFETIME PASS (This plan is no longer available):
The Headway Lifetime Pass Plan entitles you access to Headway Members only support and product updates for life. You may use Headway Lifetime Pass Plan on an unlimited number of domains. You may remove the footer attribution linking to headwaythemes.com if you want. You also get access to all Headway Child Themes released. With the All-Access plan you also have access to early beta releases and exclusive developer webinars.
* Access to product updates and support is for lifetime.
Use or distribution of Headway Themes in violation of the terms and conditions of membership contained in this document will result in termination of your membership, without refund. Also, please be civil and considerate when making use of the support forums, as bad behavior is also grounds for termination of your membership.
While this plan is no longer available for purchase. Those who already own the Lifetime pass still fall under these Terms of Service.
B. LEGAL STUFF
Use and enjoyment of services (“Service”) from Headway Themes, LLC (“Headway Themes, LLC”), owned and operated by Vesped, Inc, d/b/a Headway Themes, LLC, is provided to you (“you” or “Member”) under the Headway Themes Membership Terms and Conditions of Service (“Terms and Conditions of Service” or “Agreement”).
Headway Themes, LLC reserves the right to update and change the Terms and Conditions of Service from time to time without notice. Any new features that augment or enhance the current Service, including the release of new features and resources, shall be subject to the Terms and Conditions of Service. Continued use of the Service after any such changes shall constitute your consent to such changes. Members can review the most current version of the Terms and Conditions of Service at any time at this URL: http://headwaythemes.com/terms_of_service.txt
Violation of any of the terms below will result in the termination of your Membership. You agree to use the Service at your own risk.
MEMBERSHIP AND ACCOUNT TERMS
HeadwayThemes.com is a membership website. Use of enjoyment of Membership benefits, such as product access, updates, support, training and other benefits of Membership are provided to paid Members in good standing only. You are responsible for updating your information, including contact names, addresses, telephone numbers and credit card information (as applicable) in a timely manner.
* Members must be 18 years or older to use this Service.
* Members are responsible for maintaining the security of accounts and passwords. Headway Themes, LLC cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
* Members are responsible for all Content posted and activity that occurs under your account.
* Members may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright and trademark laws).
LICENSE, ACKNOWLEDGMENTS AND WARRANTIES
Headway Themes (Service) Members submitting content in forums grant Headway Themes, LLC the rights to distribute, display, reproduce, reformat, translate, archive, license, edit, modify and create derivative works and/or excerpts of any such material for purposes of distributing the material as part of Company’s products and services (and the promotion of same).
No Member Content submitted by Member shall contain any content that is obscene, libelous, slanderous or otherwise defamatory, false or misleading or which violates any copyright, right of privacy or publicity or other right of any person, and the Member Content will not contain any viruses, scripts, macros, or programs or links to macros, scripts, programs, or any code that alters, destroys or inhibits the operation of, or infiltrates, computer systems or data run through such computer systems. Member shall indemnify and hold harmless Headway Themes, LLC, its affiliates and agents, and those licensed or otherwise authorized by Headway Themes, LLC to process, transmit or distribute Member Content from and against any and all claims, losses, damages, liabilities, costs and expenses (including reasonable attorney’s fees) arising out of or relating to any breach by Member of the foregoing representations and warranties or otherwise arising out of or relating to the contents or nature of the Member Content.
MODIFICATION TO THE SERVICE AND PRICES
Headway Themes, LLC reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice.
Prices of all Services, including but not limited to upgrade packages and membership fees, are subject to change at anytime.
Headway Themes, LLC shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
PAYMENTS AND REFUNDS
Payment – A valid credit card or debit card is required for purchasing upgrades or additional products or services. We also accept payment via PayPal.
Refunds – Since Headway Themes is offering non-tangible irrevocable, digital goods we do not generally issue refunds after the purchase is made, which you are responsible for understanding upon registering at our site. You may also demo Headway before purchasing.
We may consider a refund for the Headway Themes, provided that all the following criteria have been met:
- You have purchased Headway Themes in the last fourteen (14) days
- You have attempted to resolve the issue with our support staff through the support portal
- Our support staff has determined that Headway Themes cannot be installed in your environment
No refunds will be issued more than fourteen (14) days after purchase of Headway Themes. No refunds will be issued at any time for Headway Themes Extend Add-ons.
Please realize, we want you to be 100% satisfied with your purchase. If for any reason you do run into an issue, we will do whatever we can to resolve the problem.
If you ever need assistance or have a question, please visit our support forums at any time.
Term of membership, with the exception of the Headway Lifetime Pass, is for a period of one year from date of purchase as long as Member continues to use Headway Themes, LLC services, or until such time as either party notifies the other to terminate with or without cause. These Terms and Conditions, including any revisions, remain in effect for the duration of membership.
Term of membership for Headway Lifetime Pass is perpetual from date of purchase as long as Member continues to use Headway Themes, LLC services, or until such time as either party notifies the other to terminate with or without cause. These Terms and Conditions, including any revisions, remain in effect for the duration of membership.
During the Term, you are authorized to access the Service solely to manage your Headway Themes member account(s) or as otherwise authorized by Headway Themes, LLC in writing. You agree that you will not use the Service or any content therein or data obtained there from for any other purpose and that you will not disseminate any of this information. Your right to access your account with the Service (including, without limitation, any login or other access information) is personal to you, non-transferable and non-assignable, and is subject to any limits established by Headway Themes, LLC. You agree that you will not use any automated means, including, without limitation, agents, robots, scripts, or spiders, to access or manage your account with the Service or to monitor or copy the Service websites or the content contained therein except those automated means expressly made available by Headway Themes, LLC, if any, or authorized in advance and in writing by Headway Themes, LLC (for example, Headway Themes-approved third party tools and services). Without limitation to the foregoing, you further agree that you will not take any action that imposes an unreasonable or disproportionately large load on the Service as determined by Headway Themes, LLC.
INDEMNITY AND LIMITATION OF LIABILITY
Member will indemnify and hold harmless Headway Themes, LLC and its, affiliate and subsidiary companies, officers, directors, employees, licensees, successors and assigns, including those licensed or authorized by Headway Themes, LLC to transmit and distribute materials, from any and all liabilities, damages, judgments, claims, costs, losses, and expenses (including reasonable legal fees and costs) arising out of or related to any and all claims alleging conduct that would amount to a breach of any of Company’s representations and warranties in the Membership Agreement, including these Terms and Conditions.
HEADWAY THEMES, LLC SHALL NOT BE LIABLE TO MEMBER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF HEADWAY THEMES, LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATED IN ANY WAY TO ANY PROVISION OF THIS AGREEMENT (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS. IN NO EVENT SHALL HEADWAY THEMES BE LIABLE TO MEMBER FOR AN AMOUNT GREATER THAN THE PAYMENTS MADE BY MEMBER TO HEADWAY THEMES, LLC FOR PRODUCTS AND SERVICES PROVIDED PURSUANT TO THE TERMS OF THIS AGREEMENT. Some jurisdictions do not allow the exclusion of liability for incidental or consequential damages, so some or all of the above exclusions or limitations may not apply.
CANCELLATION AND TERMINATION
Headway Themes, LLC, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service, or any other Headway Themes, LLC service, for violation of these Member Terms of Service. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all content in your account. Headway Themes, LLC reserves the right to refuse service to anyone for any reason at any time, and to refund your payment and terminate your account in the sole discretion of Headway Themes, LLC.
If Member is dissatisfied with any aspect of the Service(s), your sole and exclusive remedy is to terminate the Agreement and/or the Service(s) Terms by requesting your account be closed.
Reasons for Headway Themes, LLC’s determination to so terminate, suspend or discontinue your account or participation may include, but is not limited to, if Headway Themes, LLC believes that you violated the Agreement or other policies or guidelines of the Service, a Third Party Product, or if Headway Themes, LLC believes Member conduct may be harmful to other consumers, members or licensees who participate in (or offer to its users) the Service Web Sites (and/or any part thereof).
All decisions made by Headway Themes, LLC in this matter will be final and neither Headway Themes, LLC nor any of the Headway Themes, LLC Entities shall have any liability regarding such decisions.
If Service is prevented or delayed in or from performing any of its obligations under the Agreement due to circumstances beyond its control, including but not limited to governmental acts, war, riots, strikes or trade disputes (including by and with our own employees), technical failure, general availability of the internet, power failure, communications failure, weather, flood, fire or explosion, natural or local emergency, Headway Themes, LLC shall not be liable for any resulting failure to provide services hereunder.
Any notices or communications under the agreement shall be by electronic mail or in writing and shall be deemed delivered upon receipt to the party to whom such communication is directed, at the addresses specified below. If to Headway Themes, LLC, such notices shall be addressed to email@example.com or to Grant Griffiths, Headway Themes, LLC, 513 Prospect Street, Clay Center, Kansas 67432 , USA. If to Member, such notices shall be addressed to the electronic or mailing address specified in Members’s service registration form, or such other address as either party may give the other by notice as provided in this section. It is the applicant’s responsibility to provide an accurate address and to ensure that the Service is notified of any changes to applicant’s address as specified in this section.
GOVERNING LAW, VENUE AND ATTORNEYS FEES
The Membership Agreement, including these Terms and Conditions, shall be governed by and construed in accordance with the laws of the United States and the State of Kansas. Any dispute arising under or related in any way to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Clay, Kansas. In the event of litigation to enforce any provision of the Membership Agreement, including these Terms and Conditions, the prevailing party will be entitled to recover from the other party its costs and fees, including reasonable legal fees.
ELECTRONIC SIGNATURES EFFECTIVE
The Agreement is an electronic contract that sets out the legally binding terms of your use of the Service’s products and services, including, without limitation, the Service Web Sites. You indicate your acceptance of the Agreement and all of the terms and conditions contained or referenced in the Agreement and these Member Terms of Service and in any Programs Terms by clicking on the “I Accept” button in connection with your enrollment. This action creates an electronic signature that has the same legal force and effect as a handwritten signature. By clicking on the “I Accept” button, you accept the Agreement, including, without limitation, the Programs Terms and agree to the terms, conditions and notices contained or referenced therein. When you click on the “I Accept” button during enrollment, you also consent to have the Agreement provided to you in electronic form. You have the right to receive the Agreement in non-electronic form.
In order to access and retain this electronic Agreement, you must have access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must use all equipment necessary to make such connection to the World Wide Web, including, without limitation, a computer and modem or other access device. Please print a copy of the Agreement for your records. To retain an electronic copy of the Agreement, you may save it into any word processing program. We will notify you of any changes in the hardware or software requirements needed to access and/or retain the Agreement that create a material risk that you will not be able to continue to access and/or retain the electronic Agreement.
All logos, product, and service name related to these TOS are trademarks of Headway Themes, LLC. Without Headway Themes, LLC’s prior permission, you agree not to display or use in any manner the Headway Themes Trademarks.
3. GENERAL CONDITIONS
* Each Member uses the Service at Member’s sole risk. The Service is provided on an “as is” and “as available” basis.
Technical support is only available via the support forum
* Member must not use any Headway Themes, LLC digital products in a manner not permitted by the terms of Member’s membership level, and must not distribute any Headway Themes, LLC digital products to third parties by any means, including but not limited to posting download links at public or private forums, websites, peer-to-peer networks, torrents, or email lists. With the exception to those as authorized by the GPL version 2.0 license (http://www.gnu.org/licenses/gpl-2.0.html GNU/GPLv2). Headway Themes, LLC reserves all rights with respect to its intellectual property, and all remedies, in law and in equity.
* Member must not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with the Service, Headway Themes, LLC, or any other Headway Themes, LLC service.
* Member agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by Headway Themes, LLC. With the exception to those as authorized by the GPL version 2.0 license (http://www.gnu.org/licenses/gpl-2.0.html GNU/GPLv2).
Headway Themes, LLC may, but has no obligation to, remove Content and Accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
* Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Headway Themes, LLC customer, employee, member, or officer will result in immediate account termination.
* Headway Themes, LLC does not warrant that (i) the service will meet your specific requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the Service will be corrected.
* Member expressly understands and agrees that Headway Themes, LLC shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Headway Themes, LLC has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service. Headway Themes, LLCâ€™s liability to you shall not, for any reason, exceed the amount actually paid by you to Headway Themes, LLC.
* The failure of Headway Themes, LLC to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and Headway Themes, LLC and govern your use of the Service, superseding any prior agreements between you and Headway Themes, LLC (including, but not limited to, any prior versions of the Terms of Service).
Effective Date June 25th, 2012