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Parties

Joubel AS, a company incorporated in Norway (registration number 912 282 910) having its registered office at Strandgata 9, 9008 Tromsø (the "Provider");

and

The entity or person agreeing to these terms (the "Supporter").
The Provider and the Supporter are collectively called the Parties


This Agreement is effective as of the date the Supporter clicks to accept the Agreement. If you are accepting on behalf of the Supporter, you represent and warrant that: (i) you have full legal authority to bind the Supporter to this Agreement; (ii) you have read and understand this Agreement; and (iii) you agree, on behalf of the Supporter, to this Agreement. If you do not have the legal authority to bind the Supporter, please do not click to accept this Agreement.

You may contact [email protected] to request an offline variant of this agreement.

Influencing the roadmap

Supporter is allowed to vote electronically on new features for H5P. As a silver member you get 10 votes, gold members get 50 votes and platinum members get 300 votes. You may create feature requests to cast your votes on, or cast votes on existing feature requests. Votes from different H5P Supporters on feature request are accumulated. The most popular feature will normally be included in the next release, with the following policy;

1. When the feature with the most votes is selected for implementation it is closed on H5P.org and can't receive more votes. All votes on that feature are given back to the Supporter to be used on new feature requests.
2. The Provider will estimate each feature requests and will start implementing the highest votes feature request when the Supporter Network has generated sufficient funding for it.
3. The Provider will make its best effort to implement the most popular feature, but cannot guarantee the implementation. If a feature is impossible to implement, or the Provider does not want to implement it for whatever reason, it will be removed from the pipeline, and its status will be updated to state why it is exempted from the feature pipeline. Any votes spent on that feature request will automatically be possible to spend on other feature requests.
4. 50 % of the funds generated by the Supporter Network will fund the top voted features and 50 % will cover the general maintenance and support of the H5P open source project. The Provider will prioritize the plugins that are most used by the members of the H5P Supporter Network.
5. The Provider will publish a report at least twice per year showing how much funds are generated by the Supporter Network and what features are implemented using these funds and their status. As costs per working hour Joubel will use 0.0012 % of the involved engineers annual salary
6. Because votes from all H5P supporters are aggregated there is no guarantee that the Supporter's most wanted feature will ever be selected for implementation.

Use of the H5P Supporter logo

The H5P trademark — i.e. the word "H5P" and the "H5P logo" — is owned and controlled by the Provider, who cooperates with the H5P Supporter Network and the customers of H5P.com to develop the H5P software. As a member of the H5P Supporter network, the Supporter is not licensed to use the H5P trademark. As a member of the H5P Supporter network the Supporter is given a license to use the "H5P Supporter logo" with the following policy.

1. The "H5P Supporter logo" includes the H5P Trademark, and cannot be edited, cut, modified or changed in any way, but must be used in its full form.
2. The Supporter exclusively use the "H5P Supporter logo" to projects related to the H5P software, or projects that encourage the use of the H5P software or an H5P related product or service.
3. The "H5P Supporter logo" cannot be used for a purpose that may negatively impact the H5P software, H5P community or the Provider.
4. The Supporter's name (company or organization name) must be used in combination with the "H5P Supporter logo" so that there is no confusion about the true source of the Supporter's product or service. The combination of the "H5P Supporter logo" and the name of the Supporter's product or service must be unique and identifiable. The H5P Supporter logo must not be used in a way that implies any endorsement from H5P or the Provider, or make it seem as if the Supporter's product or services are official H5P products or services.
5. The Supporter's right to use the H5P Supporter logo lasts for one year at a time and requires that the Supporter as paid for the yearly H5P Supporter Network membership associated with the H5P Supporter logo.
6. This policy may change over time. The Supporter accept that all licenses accorded under this policy are non- exclusive, non-transferable, non-sub- licensable, revocable at any time, and subject to changes in policy. Any change to the policy, published on H5P.org, will take effect after 40 days.
7. Any license granted under this policy can be terminated upon 40 days’ prior written notice if you breach any provision of this policy. If the Supporter's breach can be cured (and you have not previously breached this policy), the Supporter may be granted 40 days from the date of notice to cure the breach.
8. All disputes with regards to this policy or any permission granted by it must be solved by jurisdictions of the local court of Nord-Troms Tingrett in Tromsø, Norway.

Financial provisions

The Provider will contact the Supporter for invoice details and invoice the Supporter without undue delay for the first year of support and yearly at the anniversary of the date of execution as long as this agreement remains in effect.

The amount of funding per year is based on the supporter program chosen decided by the Supporter during the purchase process.

Term

This agreement shall come into force upon the date it is accepted by the Supporter.

This agreement shall be for an initial one year, and shall renew automatically for another year once the previous term has expired, subject to termination.

The Supporter may terminate this agreement with effect from the next term at any time before paying for the next term. The Provider will not refund a term after payment for that term has been received unless the Provider is in material breach of the terms of this agreement.

Intellectual Property Rights

Nothing in this agreement shall operate to assign or transfer any intellectual property rights from the Provider to the Supporter, or from the Supporter to the Provider except for the rights to use the H5P Supporter logo.

All features funded by the H5P Supporter Program shall be licensed with an MIT, GPL or similar open source license.

Charges

All amounts stated in or in relation to this Agreement are, unless the context requires otherwise, stated exclusive of any applicable value added taxes. Supporter is responsible for any taxes, and Supporter will pay the Provider without any reduction for taxes. If the Provider is obligated to collect or pay taxes the Supporter is not to accept these terms.

If required under applicable law, Supporter will provide the Provider with applicable tax identification information that the Provider may require to ensure its compliance with applicable tax regulations and authorities in applicable jurisdictions. Supporter will be liable to pay (or reimburse the Provider for) any taxes, interest, penalties or fines arising out of any mis-declaration by the Supporter.

Payments The Provider shall issue an electronic bill for the charges to the Supporter on or after the invoicing dates set out in “Financial provisions”.

The Supporter will pay by wire-transfer, credit card or debit card and the Provider will charge all charges without undue delay at the invoicing dates. The Supporter's obligation to pay all charges for the first year is non-cancellable. The Supporter may cancel the following years at any time before paying the invoice.

If the Supporter does not pay any amount properly due to the Provider under this agreement, the Provider may suspend their account and membership in the H5P Supporter Network and terminate the Agreement for breach.

Warranties

The Provider warrants to the Supporter that:

(a) the Provider has the legal right and authority to enter into this Agreement and to perform its obligations under this Agreement;

(b) the Provider has or has access to all necessary know-how, expertise and experience to perform its obligations under this Agreement.


The Supporter warrants to the Provider that it has the legal right and authority to enter into this Agreement and to perform its obligations under this Agreement.

All of the parties' warranties and representations in respect of the subject matter of this Agreement are expressly set out in this Agreement. To the maximum extent permitted by applicable law, no other warranties or representations concerning the subject matter of this Agreement will be implied into this Agreement or any related contract.

Acknowledgements and warranty limitations

The Supporter acknowledges that complex software is never wholly free from defects, errors and bugs; and subject to the other provisions of this Agreement, the Provider gives no warranty or representation that the features developed as part of this Agreement will be wholly free from defects, errors and bugs.

The Supporter acknowledges that complex software is never entirely free from security vulnerabilities; and subject to the other provisions of this Agreement, the Provider gives no warranty or representation that the H5P open source software will be entirely secure.

The Supporter acknowledges that the Service is designed to be compatible only with that software and those systems specified as compatible on the H5P.org documentation and the Provider does not warrant or represent that the Service will be compatible with any other software or systems.

The Supporter acknowledges that the Provider will not provide any legal, financial, accountancy or taxation advice under this Agreement or in relation to the H5P open source software and, except to the extent expressly provided otherwise in this Agreement, the Provider does not warrant or represent that the H5P software or the use of H5P software by the Supporter will not give rise to any legal liability on the part of the Supporter or any other person.

Limitations and exclusions of liability

Nothing in this Agreement will:

(a) limit or exclude any liability for death or personal injury resulting from negligence;

(b) limit or exclude any liability for fraud or fraudulent misrepresentation;

(c) limit any liabilities in any way that is not permitted under applicable law; or

(d) exclude any liabilities that may not be excluded under applicable law.

The limitations and exclusions of liability set out in this clause and elsewhere in this Agreement:

(a) govern all liabilities arising under this Agreement or relating to the subject matter of this Agreement, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in this Agreement.

Neither party shall be liable to the other party in respect of any losses arising out of a Force Majeure Event.

The Provider shall not be liable to the Supporter in respect of any loss of profits or anticipated savings.

The Provider shall not be liable to the Supporter in respect of any loss of revenue or income.

The Provider shall not be liable to the Supporter in respect of any loss of use or production.

The Provider shall not be liable to the Supporter in respect of any loss of business, contracts or opportunities.

The Provider shall not be liable to the Supporter in respect of any special, indirect or consequential loss or damage.

The liability of the Provider to the Supporter under this Agreement in respect of any event or series of related events shall not exceed the greater of:

(a) 500 USD; and

(b) the total amount paid and payable by the Supporter to the Provider under this Agreement in the 12 month period preceding the commencement of the event or events.

Variation

The Provider may make changes to this Agreement, including pricing (and any linked documents) from time to time. A change will never affect the charges the Supporter is to pay for their active term allowing the Supporter to cancel their agreement before any price changes comes into effect.