Terms of Sale

1. Scope

These terms of sale (the "Terms") govern the sale of licences to use extensions and themes for Magento 2 and Hyvä (the "Products"), and of update renewals, concluded on the Mokadev store website between the Seller and its customers (the "Customer").

Placing an order implies unreserved acceptance of the Terms in force on the day of the order, which the Customer accepts by ticking the dedicated box before payment. They prevail over any other document of the Customer, including its general terms of purchase, unless the Seller agrees otherwise in writing beforehand. The licence agreement is an integral part of the Terms.

2. Seller

The Products are sold by:

• Mokadev, SASU (French simplified joint-stock company with a sole shareholder) with a share capital of €3,000
• Registered office: 116 route d'Espagne, 31100 Toulouse, France
• SIRET: 752 384 651 00051 — Toulouse Trade and Companies Register (RCS) 752 384 651
• EU VAT number: FR49752384651
• Email: [email protected] — form: contact page

Hereinafter the "Seller" or "Mokadev".

3. Sales to businesses only

The store is exclusively intended for businesses: merchants, agencies, system integrators, freelancers and anyone acting for purposes relating to their trade, business, craft or profession. No sale is concluded with a consumer within the meaning of French consumer law.

By placing an order, the Customer declares that it acts as a business and provides its company name and, for businesses established in the European Union outside France, a valid EU VAT number. The Seller may refuse or cancel an order that does not meet these conditions.

4. Products and licences

Each Product is described on its product page: features, compatible versions of Magento, Hyvä and PHP, changelog. The Customer should check this compatibility with its installation before ordering, and may ask the Seller any question beforehand.

For each unit ordered, the purchase of a Product grants a licence that includes:

• the right to use the Product on one production domain, and on the staging and development environments of that domain;
• the complete source code of the Product, installed with Composer from the Customer's private repository;
• 12 months of updates and support from payment.

After this period, the Product keeps working and the Customer keeps access to every version released during its covered period. The detailed terms of use are set out in the licence agreement.

5. Customer account and orders

As licences are attached to a customer account, an account is required to order. The Customer guarantees that the information provided is accurate and remains responsible for the confidentiality of its credentials and Composer access keys; it can revoke a key at any time from its account.

An order is placed as follows: Products added to the cart, sign-in or account creation, billing address and, where applicable, VAT number, acceptance of the Terms and of the immediate supply of the digital content (see section 10), payment. The order is final once the payment is confirmed; a summary email is then sent to the Customer.

The Seller reserves the right to refuse an order in the event of a previous dispute, suspected fraud or use contrary to the licence agreement.

6. Prices

Prices are shown in euros, excluding VAT. The applicable VAT is calculated when ordering according to the rules of section 7 and is shown before payment, with the total including taxes.

The prices that apply are those displayed when the order is placed. The Seller may change them at any time, without effect on orders already paid.

7. VAT and invoices

VAT is determined from the Customer's billing address:

• Customer established in France: French VAT at 20%.
• Customer established in another EU member state with a valid EU VAT number, checked with the VIES system when ordering: invoiced excluding VAT, VAT accounted for by the Customer under the reverse charge mechanism (article 196 of Directive 2006/112/EC). The invoice bears the mention "Reverse charge". Without a valid number, the order cannot be completed.
• Customer established outside the European Union: invoiced excluding VAT, French VAT not applicable (article 259-1 of the French General Tax Code).

An invoice is issued when the payment is confirmed. It is sent by email and remains available in the customer account, under "My orders". The Customer is responsible for the billing information it provides; an invoice cannot be changed once issued, unless the error is attributable to the Seller.

8. Payment

The price is payable in full when ordering, by card, Apple Pay, Google Pay or any other method offered on the payment page. Payments are processed by Stripe, a licensed payment service provider; card details are entered in Stripe's secure form and are never sent to or stored by the Seller.

The order is only confirmed once Stripe confirms the payment. A declined or abandoned payment cancels the order. Should the payment of a business order be deferred, any amount unpaid on the due date bears interest at the European Central Bank rate plus 10 points and gives rise to the fixed recovery fee of €40 (articles L441-10 and D441-5 of the French Commercial Code).

9. Delivery and access to the Products

The Products are digital content delivered immediately after the payment is confirmed, without any physical medium:

• the licence appears in the customer account, under "My licences", with the download of the Product archive;
• the Product is available in the Customer's private Composer repository, accessed with the keys created under "Composer access" (see the installation guide).

Installing, configuring and adapting the Product to the Customer's environment remain the Customer's responsibility, unless an additional service is agreed in writing.

10. No right of withdrawal

As sales are concluded between businesses, the right of withdrawal provided for by consumer law does not apply. In any event, the Products are digital content supplied without a physical medium whose supply begins immediately after payment: when ordering, the Customer expressly requests this immediate supply and acknowledges that it waives any right of withdrawal (article L221-28, 13° of the French Consumer Code).

11. Licence

Each licence is non-exclusive and non-transferable, and valid for one production domain and its staging and development environments. The source code is provided so that the Customer can adapt the Product to its needs on the licensed domain. Any redistribution, resale, sub-licensing, publication of the code (public repository, marketplace, distributed theme or module) or use on another production domain without an additional licence is prohibited.

An agency may purchase a licence on behalf of its end client, for the client's domain. The detailed rights and restrictions are set out in the licence agreement.

12. Updates, support and renewal

For 12 months after the purchase, the Customer receives every new version of the Product (fixes, compatibility with new versions of Magento, Hyvä and PHP, improvements) and gets email support, as described on the Support page.

The update period can be renewed for 12 months from "My licences":

• at 50% of the Product price when the last purchase or renewal was paid less than a year ago;
• at the full price otherwise.

The new period starts at the end of the current one (no days are lost), or on the payment date when the period has expired. Renewal is optional: without it, the Product keeps working in the versions already obtained.

Support covers help with installation and configuration, questions about how the Product works and the correction of Product defects. It does not cover custom development, changes made to the code by the Customer or fixes to third-party modules or themes; these services can be quoted.

13. Warranty and limitation of liability

The Seller warrants that the Product conforms to its description on the versions of Magento, Hyvä and PHP listed on its page, and fixes, as part of support, the reproducible defects reported during the update period. The Seller does not warrant that the Product works in combination with third-party modules, themes or customisations, nor that it is entirely free of defects.

The Customer must install and test each Product and each update on a staging environment before deploying it to production, and back up its data and code regularly.

The Seller's liability, for all causes combined, is limited to direct and proven damage, up to the amounts paid by the Customer for the Product concerned during the 12 months preceding the event giving rise to the claim. The Seller is not liable for indirect damage such as loss of revenue, data, customers or reputation, nor for the consequences of a use that does not comply with the documentation or the licence agreement.

14. Intellectual property

The Products, their source code and documentation, and the texts, images and trademarks of the website remain the exclusive property of the Seller. The sale of a licence does not transfer any ownership right to the Customer, who only receives the right of use defined by the licence agreement.

Magento and Adobe Commerce are trademarks of Adobe Inc.; Hyvä is a trademark of Hyvä Themes B.V. Mokadev is an independent vendor, not affiliated with these companies.

15. Personal data

The data collected when ordering is required to process the order, manage licences and issue invoices. How it is processed and the Customer's rights are described in the privacy policy.

16. Force majeure

Neither party is liable for a failure to perform its obligations caused by a force majeure event within the meaning of article 1218 of the French Civil Code, including a major outage of networks, of the host or of the payment provider. The obligations concerned are suspended for the duration of the event; if it lasts more than 30 days, either party may terminate the order concerned in writing.

17. Changes to these Terms

The Seller may change these Terms at any time. The Terms that apply are those in force on the date of the order; renewals are subject to the Terms in force on the date of the renewal.

18. Governing law and jurisdiction

These Terms and the sales they govern are subject to French law. In the event of a dispute, the parties first seek an amicable solution; the Customer can write to [email protected].

Failing an agreement within 30 days, any dispute relating to the formation, performance or interpretation of the sales falls under the exclusive jurisdiction of the Commercial Court of Toulouse, France, including in the case of multiple defendants or third-party claims.