Terms and Conditions of the service.

PLEASE READ THIS TERMS OF SERVICE AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS.

These terms of service (“Terms”) are a legal agreement (“Agreement”) between you, either an individual or a single legal entity (“You” or “you”) and Opti-Might, a trading name of The Devel box LTD, a UK limited company that uses the ManageWP system for the services offered. These Terms outline the service and rights of all parties. By signing up for any of the services or using any Products, you signify that you have read, understand, acknowledge, and agree to be bound by the Terms. If you do not agree to these Terms, then do not indicate acceptance and do not use the Products. If you agree to these Terms on behalf of a legal entity, you represent that you have the authority to bind that legal entity to these Terms. If, after your electronic acceptance of this Agreement, we find that you do not have the legal authority to bind such corporate entity, you will be personally responsible for the obligations contained in this Agreement, including, but not limited to, the payment obligations. Opti-Might shall not be liable for any loss or damage resulting from our reliance on any instruction, notice, document, or communication reasonably believed to be genuine and originating from an authorized representative of your corporate entity. If there is reasonable doubt about the authenticity of any such instruction, notice, document, or communication, we reserve the right (but undertake no duty) to require additional authentication from you. You further agree to be bound by the terms of this Agreement for transactions entered into by you, anyone acting as your agent, and anyone who uses your account or the Services, whether or not authorized by you.

DESCRIPTION OF THE SERVICE

Opti-Might uses the ManageWP software as a WordPress management console, managing virtually any number of WordPress sites including, but not limited to, management, monitoring, backup, deployment, publishing, and security tools.

1. Account & Fees, Including Automatic Renewal Terms

1.1 You must register with Opti-Might to use the Services, and you agree to keep your registration information accurate, complete, and up to date as long as you continue to use the Services. If we have reason to believe that your registration information is untrue, inaccurate, out-of-date, or incomplete, we reserve the right, in our sole and absolute discretion, to suspend or terminate your account.
1.2 Our charges to provide the Services to customers are set out on the Pricing page. Fees applicable to any renewal Term will be at our then-current rates, provided that we have notified the customer that an adjustment will take effect at the time of renewal prior to the date by which the customer may opt out of the applicable renewal.
1.3 When you sign-up for a Paid Account, you agree to pay the fixed subscription fees, if any, for the account type you have selected and agree to any applicable restrictions and quotas, including the number of websites you are allowed to integrate with our Products. If you exceed any quota allocated to your account, you agree that Opti-Might may upgrade you to another type of account with a higher quota or may restrict your usage if you fail to upgrade. At sign-up, you authorize Opti-Might to automatically renew your subscription and charge the then-current renewal fees to the account associated with your account unless you notify Opti-Might in advance that you do not want your subscription renewed. You may cancel your subscription prior to the next billing date to avoid future charges. Service will continue until the end of the current billing period, but no service fees will be refunded.
1.4. IN ORDER TO ENSURE THAT YOU DO NOT EXPERIENCE AN INTERRUPTION OR LOSS OF SERVICES, ALL SERVICES ARE OFFERED ON AUTOMATIC RENEWAL. EXCEPT FOR REASONS DESCRIBED BELOW IN THIS SECTION, AUTOMATIC RENEWAL AUTOMATICALLY RENEWS THE APPLICABLE SERVICE UPON EXPIRATION OF THE THEN-CURRENT TERM FOR A RENEWAL PERIOD EQUAL IN TIME TO THE MOST RECENT SERVICE PERIOD. HOWEVER, IN THE EVENT RENEWAL WITH THE PAYMENT METHOD ON FILE FAILS, OPTI-MIGHT MAY ATTEMPT TO RENEW THE APPLICABLE SERVICE THROUGH OUR PAYMENT SYSTEM TO THE EXTENT NECESSARY FOR THE TRANSACTION TO SUCCEED. UNLESS YOU CANCEL THE SERVICE, OPTI-MIGHT WILL AUTOMATICALLY RENEW THE APPLICABLE SERVICE WHEN IT COMES UP FOR RENEWAL AND WILL TAKE PAYMENT FROM THE PAYMENT METHOD YOU HAVE ON FILE WITH US AT OUR THEN-CURRENT RATES, WHICH YOU ACKNOWLEDGE AND AGREE MAY BE HIGHER OR LOWER THAN THE RATES FOR THE ORIGINAL SERVICE PERIOD. IF YOU DO NOT WISH FOR ANY SERVICE TO AUTOMATICALLY RENEW, YOU MAY ELECT TO CANCEL RENEWAL, IN WHICH CASE, YOUR SERVICES WILL TERMINATE UPON EXPIRATION OF THE THEN-CURRENT TERM.

2. Refunds

2.1 Opti-Might refunds are issued if you request a refund before the end of your subscription period. Refunds will not be issued for Products already used. If you are interested in a refund, contact Opti-Might immediately to avoid additional fees.
2.2 The services offered are post-paid services, and as such are not eligible for refunds, since refunds are not issued for Products already used.

3. Term & Termination

3.1 These Terms, and any posted revisions, remain in effect as long as you continue to maintain an account or use the Services. You may terminate your account at any time, for any reason, by following the instructions on the Site and discontinuing the use of the Products.
3.2 Opti-Might may terminate your account and these Terms immediately and without notice if you fail to renew your subscription, fail to pay any fees or invoices after ten days when due, or otherwise fail to comply with these Terms. On termination or expiration of your account or these Terms, you will no longer have the right to continue to use the Software and the Services, and you will no longer be able to access and restore your backup data. Also, you specifically agree that Opti-Might has no obligation to provide you or anyone else with a copy of your backup data and may automatically purge your backup data from our systems.

4. Passwords & Security

4.1 You are responsible for keeping your online information secure, and you agree not to disclose your passwords to any third party. You must notify Opti-Might immediately of any unauthorized use of your accounts or any other security breach related to the Service.

5. External Links

Opti-Might may provide access to resources and links to other websites. When you access a non-Opti-Might website, even one that may contain the Opti-Might logos, you leave the Opti-Might Website and understand that it is independent of Opti-Might and that we have not reviewed nor are responsible for the content of any linked websites. Opti-Might makes no representations whatsoever about such resources or other websites. The inclusion of any link to a website does not imply endorsement by Opti-Might/ManageWP of the website or their entities, products, or services. All warranties, conditions, or other terms express or implied as to any such linked website, 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.

6. International Use

Opti-Might makes no representation that the Content on the Website is appropriate or available for use in locations outside of the United Kingdom. Access to the Website from countries or territories where such access is illegal is prohibited. Those who choose to access this Website outside the United Kingdom do so on their own initiative and are responsible for compliance with local laws.

7. Protection of your data

Opti-Might offers certain hosted Services available to you that may involve the processing of personal data about you, your customers, and/or web users (“Customer Data”) in the course of your use of these Services. Customer Data, for the purpose of this Section, excludes any User Content, Account information, and usage data.
Opti-Might’s Controller to Processor Data Processing Addendum (“DPA”), which is hereby incorporated by reference and applicable to Services, is meant to provide you the contractual assurance that we have robust mechanisms to ensure the processing of Customer Data, including cross-border transfers of Customer Data will meet compliance under applicable data protection laws.
For the purposes of the Controller to Processor DPA and the standard contractual clauses attached to the DPA, as applicable, you are considered the data controller/data exporter, and your acceptance of the Terms of Service governing Services at the time of purchase of any Services will also be treated as your acknowledgment and acceptance of the Controller to Processor DPA (including the standard contractual clauses and its appendices, as applicable). If you wish to print, sign and return a physical copy of the Controller to Processor DPA, please send an email request to privacy@opti-might.co.uk

8. Changes to the Service and Terms

Opti-Might reserves the right at any time to modify, suspend, or discontinue providing the Service, in whole or in part. In the event we anticipate that any such action will significantly affect your use of the Service in a negative way, we will endeavor to provide you with advance notice by email, an in-client message, or by posting relevant information on the Site.
Opti-Might reserves the right to modify these Terms at any time and each such modification will be effective upon posting on the Site. All material modifications will apply prospectively only. Your continued use of any Products following any such modification constitutes your agreement to be bound by the modified Terms. To stay informed of any changes, please review the most current version of these Terms posted on the Site. If you do not agree to be bound by these Terms, you must stop using the Products immediately. Opti-Might assumes no liability or responsibility for your failure to review the current version of these Terms.

9. User Indemnity

You agree to defend, indemnify, and hold Opti-Might, its suppliers, resellers, partners, and their respective affiliates harmless from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorney fees and costs, in connection with:

your use of the Products;
your violation of these Terms;
your violation of any third-party right, including any intellectual property right; or
any claim that the use of your data caused damage to a third party.

This indemnity obligation will survive the termination or expiration of your account and these Terms or your use of the services on your account.

10. Disclaimer

SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT, THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU. DO NOT RELY ON OPTI-MIGHT OR ITS AFFILIATES (AS DESIGNED BELOW), ANY INFORMATION THEREIN, OR ITS CONTINUATION. WE PROVIDE THE PLATFORM FOR OPTI-MIGHT AND ALL INFORMATION AND SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS. OPTI-MIGHT DOES NOT CONTROL OR VET USER-GENERATED CONTENT FOR ACCURACY. WE DO NOT PROVIDE ANY EXPRESS WARRANTIES OR REPRESENTATIONS. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, OPTI-MIGHT AND ITS SUPPLIERS DISCLAIM ANY AND ALL IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, AND NONINFRINGEMENT. IF YOU ARE DISSATISFIED OR HARMED BY OPTI MIGHT OR ANYTHING RELATED TO OPTI-MIGHT, YOU MAY CLOSE YOUR OPTI-MIGHT ACCOUNT AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH THIS AGREEMENT AND SUCH TERMINATION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY. OPTI-MIGHT IS NOT RESPONSIBLE AND MAKES NO REPRESENTATIONS OR WARRANTIES FOR THE DELIVERY OF ANY MESSAGES (SUCH AS EMAILS, POSTING OF ANSWERS, OR TRANSMISSION OF ANY OTHER USER-GENERATED CONTENT) SENT THROUGH OUR SYSTEM TO ANYONE. IN ADDITION, WE NEITHER WARRANT NOR REPRESENT THAT YOUR USE OF THE SERVICES WILL NOT INFRINGE ON THE RIGHTS OF THIRD PARTIES. ANY MATERIAL, SERVICE, OR TECHNOLOGY DESCRIBED OR USED ON OUR WEBSITES MAY BE SUBJECT TO INTELLECTUAL PROPERTY RIGHTS OWNED BY THIRD PARTIES WHO HAVE LICENSED SUCH MATERIAL, SERVICE, OR TECHNOLOGY TO US. OPTI-MIGHT DOES NOT HAVE ANY OBLIGATION TO VERIFY THE IDENTITY OF THE PERSONS SUBSCRIBING TO ITS SERVICES, NOR DOES IT HAVE ANY OBLIGATION TO MONITOR THE USE OF ITS SERVICES BY OTHER USERS OF THE COMMUNITY; THEREFORE, OPTI-MIGHT DISCLAIMS ALL LIABILITY FOR IDENTITY THEFT OR ANY OTHER MISUSE OF YOUR IDENTITY OR INFORMATION BY OTHERS. OPTI-MIGHT DOES NOT GUARANTEE THAT THE SERVICES IT PROVIDES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE OPERATION OF THE SERVICES MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. OPTI-MIGHT DISCLAIMS ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING. FURTHERMORE, OPTI-MIGHT DISCLAIMS ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE OPTI-MIGHT SITE DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.

11. Limitation of Liability

IN NO EVENT SHALL OPTI-MIGHT, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (V) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF SERVICES TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (VIII) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IX) ANY USER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, “X-RATED”, OBSCENE OR OTHERWISE OBJECTIONABLE, AND/OR (X) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT OPTI-MIGHT IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, You SPECIFICALLY ACKNOWLEDGE AND agree that any cause of action arising out of or related to this Site, or the Services found at this Site must be commenced within one (1) year after the cause of action accrues, otherwise such cause of action shall be permanently barred. IN ADDITION, You SPECIFICALLY ACKNOWLEDGE AND agree that in no event shall Opti-Might’s total aggregate liability exceed £2000 British Pounds. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

12. Miscellaneous

12.1 Severability
The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.

12.2 Entire Agreement
You agree that these Terms constitute the entire, complete, and exclusive agreement between you and Opti-Might regarding the Services and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy, or precedent, with respect to the subject matter of these Terms. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other Opti-Might services, third-party content, or third-party software.

12.3 Injunctive Relief
In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Services, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Services or any content or other material used or displayed through the Services.

12.4 Assignment
You may not assign or delegate any rights or obligations under these Terms. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under these Terms, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, Opti-Might for any third party that assumes our rights and obligations under these Terms.

12.5 Privacy Policy
You agree that Opti-Might’s collection, use, and disclosure of your personal information, backup data, or any other data will be governed by Opti-Might’s Privacy Policy, which is incorporated into these Terms by reference, and is available in its entirety here:

opti-might.co.uk/privacy

12.6 English Language Controls
This Agreement, along with all policies and the applicable product agreements identified above and incorporated herein by reference (collectively, the “Agreement”), is executed in the English language. To the extent any translation is provided to you, it is provided for convenience purposes only, and in the event of any conflict between the English and translated version, where permitted by law, the English version will control and prevail. Where the translated version is required to be provided to you and is to be considered binding by law (i) both language versions shall have equal validity, (ii) each party acknowledges that it has reviewed both language versions and that they are substantially the same in all material respects, and (iii) in the event of any discrepancy between these two versions, the translated version may prevail, provided that the intent of the Parties has been fully taken into consideration.