Terms and Conditions
Last updated: January 01, 2026
1. Definitions
For the purposes of these Terms, the following definitions apply:
- “Account” means the Shopney account registered by or on behalf of you to access the Services.
- “Authorized Users” means your employees, contractors, or agents who are authorized by you to access and use the Services under your Account. You are responsible for their actions and omissions.
- “Plan” means the subscription tier selected by you, including its features, limitations, and associated fees.
- “Billing Cycle” means the recurring billing period for your subscription (e.g., monthly or annually) as specified at sign-up or in your Order.
- “Plan Allowance” means the quantity of included Usage under your Plan during a Billing Cycle, such as push notifications, monthly active devices or users, in-app chat messages, campaigns, API calls, or storage capacity.
- “Usage” means the measurable consumption of the Services as recorded by Shopney’s technical systems.
- “Usage Meters” means Shopney’s logs, dashboards, and related systems that record and report Usage. Except in the case of manifest error, Usage Meters are conclusive for billing purposes.
- “Overage Fees” means charges incurred when your Usage exceeds the Plan Allowance and is billed on a per-unit or per-threshold basis.
- “Upgrade” means a change to a higher Plan tier. “Downgrade” means a change to a lower Plan tier.
2. Eligibility
The Services are intended for business and commercial use only. By using the Services, you represent and warrant that you are at least 18 years of age, capable of entering into binding contracts, and, if using on behalf of an entity, authorized to bind that entity. You agree to provide accurate, current, and complete information during registration and maintain the security of your account credentials. You are responsible for all activities under your Account.
3. Services Provided
Shopney provides a SaaS platform enabling merchants to design, build, and manage native mobile applications for their Shopify stores (“Merchant Apps”). Features include app design customization, real-time synchronization, push notifications, analytics, and integrations with approved third-party applications. Optional professional services such as design support or consultancy may also be offered and are subject to these Terms.
4. Subscriptions, Fees & Payment Terms
Automatic Renewal: Unless canceled, your subscription automatically renews at the end of each Billing Cycle and applicable fees will be charged to your designated payment method.
Fees and Taxes: You authorize Shopney (or its billing provider) to charge all subscription fees, Overage Fees, Upgrade charges, and applicable taxes. Fees are exclusive of taxes; you are responsible for all except Shopney’s income taxes.
Usage-Based Billing: Each Plan includes a defined Plan Allowance. If Usage exceeds the allowance: (a) where overages are permitted, you will be charged Overage Fees; or (b) where overages are not permitted, your Plan will automatically upgrade to the appropriate tier and charges will apply on a pro-rated basis. Shopney’s Usage Meters are the official record of Usage, absent manifest error.
Plan Changes: You may request an Upgrade at any time. Additional charges are pro-rated. Downgrades take effect at the next renewal.
Late Payments: Unpaid amounts may accrue interest at the maximum rate permitted by law. If payment is not received within fourteen (14) days after the due date, Shopney may suspend access to the Services. If payment remains outstanding for more than twenty-eight (28) days after the due date, Shopney may terminate your Account and all associated Merchant Apps without further notice.
Fee Changes: Shopney may adjust its fees. Material increases to base subscription fees will take effect upon renewal, with at least thirty (30) days’ prior notice.
Refunds: Except as required by law, all fees — including Overage Fees and Upgrade charges — are non-refundable.
4.1 Plan Changes
Upgrades: You may request an Upgrade at any time. Charges apply pro-rata for the remainder of the Billing Cycle.
Automatic Upgrades: If your Usage consistently exceeds the Plan Allowance, Shopney may automatically upgrade your Account. You will be notified, and if Usage continues, the Upgrade will take effect with corresponding charges.
Overages: Where permitted, over-limit Usage may result in Overage Fees instead of automatic Upgrades.
Downgrades: Downgrades take effect at the start of the next Billing Cycle. No refunds are issued for mid-cycle Downgrades unless required by law.
Throttling: Shopney may temporarily throttle, cap, or queue Usage if your Plan Allowance is materially exceeded without Upgrade or Overage arrangements.
4.2 Refunds and Disputed Charges
Refunds: Except as required by law or app store policy, all fees — including subscription, Overage, and Upgrade charges — are non-refundable.
Disputed Charges: You must notify Shopney in writing within thirty (30) days of a charge to dispute it. Undisputed charges remain payable. Shopney will review disputes in good faith. For Usage-based charges, Shopney’s Usage Meters are authoritative.
5. App Store & Third-Party Services
App Store Compliance: You must comply with Apple, Google, and Shopify App Store rules. Shopney is not responsible for rejection, removal, or limitations imposed by app stores.
Billing Through App Stores: If you subscribe through the Shopify App Store or another app store, billing, prorations, and refunds are governed by that provider’s policies. Shopney cannot override them.
Third-Party Services: Integrations with third-party applications are at your risk and subject to their terms. Shopney does not control or endorse third-party services.
Merchant Responsibility: You are responsible for fees and obligations related to third-party platforms. Shopney is not liable for damages arising from third-party services or app store billing policies.
6. Content Ownership & Licenses
You retain ownership of Your Content. By providing it, you grant Shopney a worldwide, non-exclusive, royalty-free license to host and display it as necessary to provide the Services. You represent and warrant that you have all rights to grant such licenses. Feedback provided to Shopney may be used freely without obligation.
7. Intellectual Property Rights
All rights, title, and interest in and to the Services, including all software, technology, text, graphics, logos, designs, and other materials provided by Shopney, are owned by Shopney or its licensors and are protected by applicable intellectual property laws.
You acknowledge that Shopney’s name, logo, product names, and other trademarks (“Shopney Marks”) are the exclusive property of Shopney. You may not use Shopney Marks without Shopney’s prior written consent, except as expressly permitted under Shopney’s published brand guidelines. Any authorized use must: (a) be limited to the scope of permission granted, (b) not be altered, distorted, or modified in any way, and (c) not create confusion regarding the origin of your services or imply sponsorship, endorsement, or affiliation with Shopney.
You may not register or use any domain names, social media handles, advertising keywords, or other identifiers that incorporate or are confusingly similar to Shopney Marks. Shopney may revoke any permission to use Shopney Marks at its sole discretion.
Except for the limited rights expressly granted under these Terms, no license or rights are granted to you in relation to the Services, Shopney Marks, or other intellectual property of Shopney.
8. Professional Services
Professional Services such as design support or consultancy may be offered separately. Fees are non-refundable unless otherwise agreed. Delivery is on a commercially reasonable efforts basis and outcomes are not guaranteed.
9. Termination & Suspension
You may terminate your subscription at any time. Termination takes effect at the end of the current Billing Cycle.
Shopney may suspend or terminate your access to the Services immediately if you fail to pay fees when due, subject to the grace periods outlined in Section 4 (Late Payments). Suspension will remain in effect until all outstanding amounts are paid in full. If payment is not received within twenty-eight (28) days of the due date, Shopney may permanently terminate your Account and all associated Merchant Apps.
Upon termination, your right to use the Services ceases, fees become due, and Shopney may retain or delete Content per its practices. Certain provisions survive termination.
10. Disclaimers & Limitation of Liability
Disclaimers: The Services are provided on an “as is” and “as available” basis. Shopney disclaims all warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
Limitation of Liability: To the maximum extent permitted by law: (a) Shopney shall not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to lost profits, lost revenue, loss of goodwill, loss of anticipated savings, loss of data, or business interruption; (b) Shopney’s total liability for any claim shall not exceed the total amount of fees actually paid by you to Shopney for the Services during the twelve (12) months immediately preceding the event giving rise to the claim; (c) multiple claims shall not expand this limit.
Jurisdictional Exceptions: Certain jurisdictions do not allow the exclusion of certain damages or limitations on liability for death, personal injury, or fraud. In such cases, Shopney’s liability will be limited only to the extent permitted by applicable law.
11. Legal Addendum – Risk Limitation & Force Majeure
Risk Allocation: The fees charged reflect the allocation of risk set forth herein. The Services are not designed for use in hazardous environments where failure could cause death or serious injury. You assume all risks from any prohibited use.
Force Majeure: Shopney shall not be liable for failure or delay caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, embargoes, labor disputes, pandemics, governmental actions, or failures of telecommunications or hosting providers. Obligations are suspended for the duration of the event and resume when conditions permit. If such event continues for more than sixty (60) days, either party may terminate the affected Services by written notice. Fees paid are non-refundable but no additional charges accrue during suspension.
Business Continuity: Shopney maintains commercially reasonable disaster-recovery and data-backup procedures to mitigate the impact of Force Majeure events but does not guarantee uninterrupted operation or full data restoration.
Limitation Survival: All limitations and risk allocations in this Section and Section 10 survive termination or expiration of these Terms.
12. Indemnification
You agree to defend, indemnify, and hold harmless Shopney, its affiliates, and their respective officers, directors, employees, agents, and contractors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (1) your access to or use of the Services, including any Merchant App; (2) any violation of these Terms or applicable law by you or your Authorized Users; (3) your Content or Customer Data, including any claim that such data infringes or misappropriates third-party rights or violates privacy, data protection, or other laws; (4) any use or misuse of the Services by your Authorized Users, employees, contractors, or agents; (5) any disputes between you and your end-users, or between you and any third-party service providers integrated with the Services.
Shopney reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification. In such case, you agree to cooperate fully with Shopney’s defense. You shall not settle any claim without Shopney’s prior written consent.
13. Governing Law & Dispute Resolution
Governing Law: These Terms shall be governed by the laws of the State of Delaware, United States, without regard to conflict of laws principles.
Informal Resolution: Before initiating arbitration, you agree to attempt to resolve any dispute with Shopney through good-faith negotiations for at least thirty (30) days after written notice of the dispute.
Binding Arbitration: Any dispute, claim, or controversy shall be resolved by binding arbitration administered by the AAA in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in English and take place in Delaware, unless otherwise agreed. The arbitrator’s decision will be final and binding.
Filing Period: Any claim or cause of action must be filed within one (1) year after it arose; otherwise, the claim is permanently barred.
Class Action Waiver: You and Shopney agree that disputes may only be brought on an individual basis, and not as a plaintiff or class member in any class, consolidated, or representative action.
Exceptions: Shopney may seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property rights, confidential information, or data security.
Costs: Each party will bear its own attorneys’ fees; administrative costs of arbitration will be allocated as determined by the arbitrator in accordance with AAA rules.
14. Changes to Terms
Non-Material Changes: Effective upon posting with updated date.
Material Changes: If material changes affect your rights, we will provide at least thirty (30) days’ prior notice by email, through the Services, or by other reasonable means.
Consent: For changes requiring consent, Shopney may seek your affirmative approval. Continued use after the effective date constitutes acceptance.
14. Contact Us
If you have any questions about this Privacy Policy, please contact us by email: [email protected]