1.1 These GTC govern all contracts for the temporary provision (rental/SaaS) of Shopware 6 extensions (plugins and themes) concluded via the online platform “Coderizo Extension Store” at coderizo.com (the “Platform”).
1.2 The operator of the Platform and contracting party is Coderizo LLC, 7901 4th Street North, STE 300, St. Petersburg, Florida 33702, USA; contact: contact@coderizo.com (“Coderizo”).
1.3 Independent third-party providers (“Coderizo Extension Partners” or “Partners”) develop extensions offered on the Platform. Coderizo offers the extensions to customers in its own name and for its own account. The customer’s contract is concluded exclusively with Coderizo; Partners are not parties to that contract. Note: An extension may include additional licence terms from the Partner (e.g., OSS notices or a Partner EULA) which will apply to that extension component in addition to these GTC.
1.4 These GTC apply only to entrepreneurs/business customers; contracts with consumers are excluded (B2B-only).
2.1 Orders require registration as a business customer and provision of valid business details (e.g., company name, address and VAT/tax ID or comparable registration number, where applicable).
2.2 The customer must provide accurate and complete information and keep it up to date. Coderizo may verify VAT/tax IDs (e.g., via VIES) or use comparable checks. Access credentials must be kept confidential.
2.3 Coderizo may suspend accounts where misuse, fraud or policy violations are suspected.
2.4 B2B eligibility. The Platform is available to business customers only; by registering and/or placing an order you represent that you are acting for business purposes. Coderizo may verify business status (e.g., VAT/tax number, company details, public registers, domain-based business email) and may refuse, suspend, or cancel orders and accounts if business status cannot be established or is reasonably disputed.
2.5 The customer is responsible for actions taken through its account and for ensuring that only authorised personnel access the account.
3.1 Displaying extensions on the Platform is not a binding offer.
3.2 By clicking the “rent with obligation to pay” (or equivalent) button, the customer submits a binding order; Coderizo accepts by provisioning access and/or sending an order confirmation, at which point the contract is formed.
3.3 Coderizo sends an electronic order confirmation promptly. Invoicing occurs per §5 on the first calendar day of the following month if billable rentals exist.
3.4 Contract language. The binding contract language is English. A German translation may be provided for convenience; in case of discrepancies, the English version controls.
3.5 No consumer withdrawal rights. The Platform contracts exclusively with business customers; consumer cancellation/withdrawal rights do not apply.
4.1 Upon payment (or temporarily during any trial), the Customer receives access to the Service enabling the deployment and execution of the Extension within the Customer’s environment on one (1) Production Instance registered in the Customer Account and on up to two (5) Non-Production Instances (e.g., development and staging) for the same project. Non-Production Instances must be used solely for testing/integration and not for live commerce.
4.2 Title and all intellectual property rights remain with the respective Partner or Coderizo. For included open-source components, the relevant open-source licences prevail for those components; this does not transfer any broader rights in the Extension.
4.3 Copies are only permitted to the extent technically necessary for deployment, loading, backup and CI/CD caching on the authorised instances. No copyright exploitation rights (including reproduction beyond the above, distribution, public communication, transfer, sublicensing, modification or creation of derivative works) are granted, unless mandatorily allowed by applicable law or required by the relevant open-source licence for the open-source part in question.
4.4 The Extension is delivered as PHP source code (the “Source Materials”). Access to the Source Materials is read-only and solely for installation, configuration, security inspection and deployment to the authorised instances. The Customer must not publish, distribute, sub-license, or make derivative works from the Source Materials, nor use them on additional instances. Configuration files and environment variables may be adapted as necessary for the authorised instances; any code-level changes are not permitted (except where mandatory law or an applicable open-source licence requires otherwise).
4.5 The Customer must protect the Source Materials using industry-standard measures (need-to-know access, no public repositories, no disclosure to third parties). Intermediate build/deployment artefacts must be protected and deleted within a reasonable time after deployment.
4.6. Coderizo may implement proportionate eligibility checks to verify an active Service term, instance eligibility and compliance with these Terms; such checks are limited to what is necessary to enforce these Terms.
5.1 All prices are exclusive of taxes and public charges. If a purchase is subject to any local tax (e.g., VAT/GST/sales tax/digital services tax), that local tax may be added to the invoice and charged to the Customer.
5.2 The Customer is solely responsible for any self-assessed taxes and withholding/backup withholding that may apply in its jurisdiction. Payments to Coderizo must not be reduced by any withholding or similar deduction. If withholding is required by law, the Customer shall gross-up the payment so that Coderizo receives the same amount it would have received if no withholding had applied.
5.3 Upon reasonable request, Coderizo will provide status/residency certificates (e.g., W-8BEN, EIN confirmation, tax residency) to help prevent unwarranted withholding.
5.4 Each Extension includes a one-time 7-day trial from contract conclusion. No rental fees accrue during the trial; the Customer may cancel in the member area at any time during the trial.
5.5 After the trial, rental fees are payable monthly or annually in advance. Invoices are issued on the first calendar day of each month for all active rentals. Coderizo is the sole issuer of invoices.
5.6 Accepted payment methods are shown at checkout. Payments are processed via Stripe, Inc. (USA) and/or its European affiliates, as applicable. Payment to Coderizo (via Stripe) discharges the Customer’s payment obligation.
5.7 If the Customer is more than 30 days in arrears, Coderizo may suspend the affected rentals until full payment is made. Statutory or contractually allowed late-payment interest and collection costs may apply.
5.8 The Customer may only set off or assert a right of retention with claims that are undisputed or finally adjudicated.
6.1 The minimum term equals the selected billing period per extension.
6.2 Each rental renews automatically for the same period unless cancelled in the customer account at least one (1) calendar day before the end of the current term.
6.3 Either party may terminate for cause without notice if the other party materially breaches these GTC (including payment default > 30 days or serious licence violations).
6.4 Upon termination/expiry of a rental, the right of use ends and the customer shall uninstall the affected extension; functionality may be disabled automatically.
7.1 Coderizo warrants that, during the rental term, each extension will substantially conform to the features described on its extension page.
7.2 As an initial remedy, Coderizo may (a) instruct the Partner to fix the issue, or (b) assign to the customer Coderizo’s warranty/indemnity claims against the Partner. If remediation fails twice or is unreasonably delayed, the customer may proportionally reduce fees or, for material defects, terminate the affected rental. Any damages are subject to §8.
7.3 Defects should be reported in text form without undue delay; obvious defects within 14 days of first occurrence, latent defects within 14 days of discovery. Where open-source components are involved, customers are encouraged to report issues via the relevant project channels (e.g., GitHub); statutory rights remain unaffected.
7.4 To the extent permitted by law, all other warranties are disclaimed. No guarantee is given that extensions will be error-free or fit for a particular purpose. Compatibility depends on the customer’s Shopware version, environment and third-party components; upgrading/downgrading Shopware may require updates not covered by legacy versions.
7.5 Support: Response times/channels are defined in the Partner’s SLA as shown on the extension page.
8.1 No indirect damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL OR DATA, EVEN IF ADVISED OF THE POSSIBILITY.
8.2 Cap. EXCEPT FOR AMOUNTS DUE AND PAYABLE, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE AGREEMENT SHALL NOT EXCEED THE FEES PAID OR PAYABLE BY THE CUSTOMER TO CODERIZO FOR THE AFFECTED EXTENSION(S) IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.
8.3 Carve-outs. The limitations above do not apply to liability for a party’s willful misconduct or fraud, or for infringement/misappropriation of the other party’s intellectual property rights.
9.1 The customer shall not use the Platform or extensions to violate applicable law, infringe third-party rights, or distribute malware/spam.
9.2 Coderizo operates a notice-and-takedown process (including a DMCA policy and a repeat-infringer policy). Details and the Designated Agent are available in the Imprint/Legal Notice. Coderizo may remove or disable content and suspend accounts in accordance with those policies.
9.3 The customer shall comply with applicable export control and sanctions laws (including U.S. and EU/UK regimes) and shall not resell or enable access in prohibited jurisdictions or to restricted parties.
10.1 Coderizo processes personal data for contract execution, account administration and payment handling in accordance with applicable data-protection laws; details are set out in the Privacy Policy.
10.2 Payments are processed via Stripe (including Stripe, Inc., USA) as described in the Privacy Policy; Stripe may act as processor and/or as an independent controller for compliance and risk purposes.
10.3 To the extent an extension processes data in the customer’s own Shopware environment or connects to Partner services, the customer and/or the Partner act as independent controllers for such processing.
11.1 Coderizo may make reasonable changes to the Platform or extensions (including deprecation of non-security-relevant features) that do not materially reduce core functionality of an active rental term; material changes will be announced in advance where practicable.
11.2 Neither party is liable for failure or delay caused by events beyond its reasonable control (force majeure), including but not limited to acts of God, natural disasters, war, terrorism, labour disputes, governmental action, Internet/hosting outages not caused by a party, or third-party service failures.
12.1 Coderizo may amend these GTC for good cause, provided the changes are reasonable for the customer.
12.2 Amendments will be notified by email at least 30 days before taking effect. If the customer does not object within 14 days, the amendments are deemed accepted. The right to terminate for cause remains unaffected.
13.1 Governing law. These GTC and any non-contractual obligations arising out of or in connection with them are governed by the laws of the State of Florida, USA, without regard to conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.
13.2 Venue. The exclusive jurisdiction and venue for all disputes arising out of or in connection with these GTC shall be the state and federal courts located in Pinellas County, Florida, USA. Each party consents to personal jurisdiction and waives objections to venue and forum non conveniens.
13.3 Mandatory laws unaffected. This choice of law and venue does not limit the application of any mandatory non-waivable laws that apply irrespective of contract (e.g., GDPR, the EU Digital Services Act), to the extent they are applicable to the parties’ activities.
13.4 Assignment and subcontracting: Coderizo may use subcontractors (including Partners) and may assign these GTC in connection with a merger, acquisition or sale of assets; this will not release Coderizo from its contractual obligations. The customer may not assign without Coderizo’s prior written consent, except to an affiliate or in connection with a permitted corporate reorganisation.
13.5 If any provision is or becomes invalid, the remaining provisions remain in full force and effect.
13.6 The binding contract language is English; any translations are for convenience only.