Terms and Conditions

These Terms and Conditions , together with the Creator Terms  and our privacy policy (together, the Terms) set out the terms and conditions on which SquareKicker Ltd. (we, our or us) agrees to permit you to use the SquareKicker services, including our no-code design extension and plugin for Squarespace, our Squarespace website Template Creator Studio, and our Template Store for purchasing Template Websites (as defined below) (the Services), through our website, squarekicker.com, and any related websites or applications operated by us, (the Website).

By using the Services or the Website you and/or the entity you represent (you, your) agree to be bound by the Terms, as altered by us from time to time. If you do not wish to agree to the Terms, including any updated version of the Terms, you must stop using the Services and the Website. Where your use of the Services or the Website is on behalf of an entity you represent, you also confirm that you are authorised to, and do in fact, agree to the Terms on that entity’s behalf and that, by agreeing to the Terms on that entity's behalf, that entity is bound by the Terms.

INTRODUCTORY

1. Our Services

a. We provide the Services to facilitate people and businesses to:

i build their websites or build websites for their customers; and

ii build template websites to be made available to users of the Services in accordance with the Terms, 

in each case using the Squarespace website building service, without having to draft their own software code. 

b. The Services facilitate the creation of websites. We do not control or have any input into the content of those websites, and have no responsibility for their terms or liability for their performance. We also have no control over, and no responsibility for, the operation of the Squarespace service. 

2. Definitions and interpretation

a. Intellectual Property Rights includes copyright and all rights anywhere in the world conferred under statute, common law or equity relating to inventions (including patents), registered and unregistered trade marks and designs, circuit layouts, data and databases, confidential information, know-how, and all other rights resulting from intellectual activity. Intellectual Property has a consistent meaning, and includes any enhancement, modification or derivative work of the Intellectual Property.

b. In the Terms, words in the singular include the plural, and vice versa. 

c. In the Terms, a reference to:

i a person includes an individual, a body corporate, an association of persons (whether corporate or not), a trust, a government department, or any other entity;

ii including, e.g., and similar words do not imply any limit; and

iii a statute includes references to regulations, orders or notices made under or in connection with the statute or regulations and all amendments, replacements or other changes to any of them.

3. Eligibility

a. The Services are only available to, and may only be used by, persons who can form legally binding contracts under applicable law. The Services are not available to persons who are under the age of 18.

b. The Services may only be used in relation to websites that are being built and used for legal purposes and that do not infringe or misappropriate the rights of third parties (including privacy and Intellectual Property Rights).

c. If you register with us as a business entity or on behalf of a business entity, you represent that you have authority to bind that entity to the Terms.

d. We may decline to register you for any reason and we are not obliged to state such reason.

4. Your website

a. The website you build, whether for yourself or your customers and whether using a Template Website acquired via the Template Store (as defined below) or otherwise, (your website) and the visitors, customers and users of your website (End Users) are your sole responsibility. You understand and agree that you are solely responsible for:

i providing products, services and support to your End Users; and

ii compliance with any laws or regulations related to your website and/or your End Users. 

b. To the maximum extent permitted by law, we are not liable for, and you will have no claim against us in relation to, any claim from any of your End Users, even where such claim relates to, or results from, an error or defect in the Services or the Website. 

5. Squarespace

a. You acknowledge and agree that you are solely responsible for maintaining an active account with Squarespace for your website, and compliance with all Squarespace terms, conditions and policies (Squarespace Terms of Service). 

b. By using the Services, you agree that we are entitled to have access to, and exercise control over, aspects of your website and your Squarespace account, in accordance with your use of the Services. If you do not provide this consent and control we will not be able to provide the Services to you. 

c. We do not provide any warranties, and accept no responsibility or liability, in relation to the operation of Squarespace or any functionality provided by Squarespace. 

d. Changes to the Squarespace service may, from time to time, affect the operation of the Services or the Website. We will use our reasonable endeavours, as determined in our sole discretion, to resolve any issue with our Services or Website arising from changes to the Squarespace service, within a reasonable timeframe as determined by us in our sole discretion. 

6. Fees

a. You agree to pay us the fees for the Services and the purchase price for any Template Website you purchase via the Template Store (fees), in each case as amended by us from time to time and either published on the Website or provided to you in writing. 

b. We reserve the right to vary our fees at any time. Updated fees will apply to the next renewal of your registration with the Services or the next purchase by you of a Template Website (as applicable). We may correct pricing errors at any time. All fees are exclusive of any goods and services, value added or sales taxes, or other taxes, which you will pay in addition unless otherwise stipulated. 

c. You agree to pay the fees in the manner we prescribe from time to time. 

d. No refunds will be given for any fees paid by you under the Terms.

7. Information

a. You agree that you are responsible for keeping the information connected with your account up to date. 

b. You agree, and represent and warrant to us, that, when you register for our Services, and whenever you provide us with any information or materials, either through the Website or in any other way:

i all information that you provide to us will be accurate, complete and up to date, and you will provide us with all information requested; 

ii you have all the rights necessary to provide the information and materials to us and for us to make the information and materials available to others as part of our Services; and

iii for any personal information you provide to us about any person, you have obtained that person’s consent to provide us with that information and for us to use that information in accordance with the Terms and to provide the Services.

8. Indemnity

You agree to at all times indemnify us and our officers, servants and agents against any and all liability, claims, losses, damages, costs or other expenses of any nature whatsoever awarded against, incurred or suffered by us or our officers, servants and agents arising out of or in connection with your use of the Services or the use of the Services by any of your employees, contractors, customers or third parties to whom you grant access to, and use of, the Services in accordance with the Terms (permitted users), any claims against you from any of your customers or any user of your website, any claims relating to your website, and any information or materials provided by you or anyone else using your account and/or any breach of the Terms by you or your permitted users.

9. Ending the Services

a. You can terminate your registration with the Services at any time through the Website. No refund of fees will be payable. 

b. If you end your registration for the Services you will no longer be able to use the Services to make any changes or updates to your website. Except where your account has been terminated due to a breach of the Terms, as long as we continue to provide the Services to customers generally, you will be able to continue to use your website as built through the Services, and access any code or data used through the Services for that purpose. We will notify you if we intend to stop providing the Services generally. 

10. Details

a. You undertake and warrant that all information you provide to us is true, current and complete. You will promptly notify us of any changes to your contact details and provide such other information that we may reasonably require from you from time to time.

b. You agree not to: 

i impersonate another person; 

ii use a false name or a name you are not authorised to use; 

iii create a false identity or provide a false address or email address; 

iv be misleading as to the identity or origin of any communications; or

v use the Website or the Services for any illegal purpose or in a manner that infringes or misappropriates any third party rights (including privacy and Intellectual Property Rights).

11. Intellectual Property Rights

a. You acknowledge and agree that all Intellectual Property Rights in the Services, our software and our Website, all code that is used to provide the Services to you, including code that is implemented on your website, and all Template Websites acquired by you via the Template Store (together, SquareKicker IP), are owned by us or our licensors. Except as expressly permitted by the Terms, you may not (and may not cause or permit any person to) in any form or by any means:

i adapt, reproduce, store, perform, publish, create any derivative works from, translate, modify, vary, decompile or reverse engineer any SquareKicker IP (except to the extent expressly permitted by any law or treaty applicable to you that cannot be excluded, restricted or modified by the Terms), or otherwise attempt to derive any source code from SquareKicker IP object code ; or 

ii commercialise or on-sell any SquareKicker IP; or

iii sell, transfer, license, sublicense, display, lease, assign or otherwise deal with the SquareKicker IP.

b. You may not access and use the Website, any Service, or any other SquareKicker IP, to create, operate or support a product or service that is competitive with us (in our sole discretion). 

c. You agree to abide by the Terms and such other terms and conditions relating to use of our Website and any other SquareKicker IP as we or our licensors may specify from time to time.

d. We welcome your feedback, ideas or suggestions (Feedback), but you agree that we may use your Feedback without any restriction or obligation to you, even if you terminate your registration with the Services. If you provide us with Feedback, all Intellectual Property Rights in that Feedback, and anything created as a result of that Feedback (including new material, enhancements, modifications or derivative works), are owned solely by us.

12. Errors and Complaints

a. You must contact us immediately if there is an error or defect in the Services or the Website. 

b. We will use reasonable endeavours to correct any such error, but, to the maximum extent permitted by law, will not be liable for any losses of any kind (whether direct, indirect, or consequential) arising from an error or defect within the Website or our Services. 

13. Compliance with policies

By using the Services or the Website, you agree to comply with any policies or other requirements issued by us from time to time, and those policies and other requirements will form part of the Terms.

14. Privacy policy

Your privacy is important to us. We gather, process, use, store and disclose information about you in accordance with our privacy policy, which may be found here. Our privacy policy forms part of the Terms, and by using the Services or the Website you agree to our privacy policy. 

15. Security

a. We will use all reasonable endeavours to effect and maintain adequate security measures to safeguard the information you provide to us from access or use by unauthorised persons, but we provide no warranty or guarantee as to security.

b. You are responsible for keeping your login information, including your email address and password, secret and secure. You agree not to permit any other person to use your name or access your account and not to disclose (directly or indirectly) any information that may allow another person to gain access to your account. 

16. Your account 

We reserve the right to suspend or terminate your account with us if we suspect that you have breached the Terms or breached any applicable law or we otherwise consider that such suspension or termination is required. 

17. Website integrity

You must not attempt to damage, interfere with or harm our Website or our Services, or any network or system underlying or connected to them in any way whatsoever.

18. Amendments

a. We may amend the Terms from time to time. Notice of any such amendments will be announced on this Website and will be effective immediately, unless we state otherwise. You are responsible for reviewing the Terms regularly to obtain timely notice of any such changes.

b. Your continued use of the Services or our Website will constitute your acceptance of any changes or revisions to the Terms.

19. No Warranties

a. You understand and agree that your use of our Services is at your sole risk. 

b. The Website, the Services and all Template Websites are provided on an “as is” and “as available” basis. To the maximum extent permitted by law, we disclaim and exclude any implied conditions or warranties (including, without limitation, any warranties of merchantability and fitness for a particular purpose) and, to the extent that they cannot be excluded, liability for them is limited to NZ$100.

c. Without limiting the above, to the extent permitted by law, we do not warrant that the Services or the Website will be uninterrupted, timely, secure, error-free or that any information or materials provided through the Services or the Website are accurate, complete or up-to-date.

d. All statements, information and recommendations made by us about the Services are believed to be reliable, but do not constitute a guarantee or warranty. 

20. Beta/Evaluation Version

a. Where a Service which is designated as beta, pilot, limited release, Creator preview, non-production, evaluation, or similar (Beta Version) is provided to you under a free or discounted trial, then the Terms apply except to the extent varied in this section 20. 

b. Access to the Beta Version is provided to you for the period identified by us (Trial Period).

c. The Beta Version is provided on an as is basis, and, despite any other provision in the Terms, all conditions, warranties, guarantees and indemnities in relation to the Beta Version are excluded by us to the fullest extent permitted by law.

d. If we make available to you access and use of the Beta Version during the Trial Period on a free basis, or on a discounted basis compared to our standard fees, you must purchase access to the fully paid version of the relevant Service (if Fees apply to that Service) if you wish to access and use that Service following expiry of the Trial Period.

e. Despite any other provision in the Terms:

a. you acknowledge that the Beta Version is still under development; and

b. we, as part of that development, may change or remove any feature or part of the Service at any time and for any reason without liability of any kind. 

f. In consideration of us providing the Beta Version to you for free or on a discounted basis, you agree to inform us of all problems, defects, bugs, errors, issues and ideas for improvement, relating to the Beta Version of which you become aware. At our request, you agree to meet with us (including via remote means) to discuss the Beta Version and provide a written or verbal evaluation of the Beta Version.

g. Nothing in this section 20 imposes any obligation:

a. on you, at the termination or expiry of the Trial Period, to sign up to the paid or non-discounted version of the Service (if applicable); or.

b. on us to maintain any feature or part of the Service in any paid or non-discounted version of the relevant Service, or any other Service.

21. Template Creator Studio

a. Where you use our Squarespace template website design tool (Creator Studio and Template Engine) to create template websites, you agree that our Creator Terms apply to your access to, and use of, the Creator Studio and Template Engine and to the terms on which we will make any template website that you create available to third parties via the Template Store.

22. Template Store

a. We may from time to time make available for sale template websites designed by third party Creators (Template Websites) in the Template store section of the Website (Template Store).

b. We do not control or inspect the Template Websites, or the content of those Template Websites, and it is your responsibility to do so. Without limiting the previous sentence, we do not endorse, approve, or recommend, or have responsibility for, any Template Website. To the maximum extent permitted by law, we are not liable for any Template Website made available to you on the Template Store.

c. If you choose to purchase a Template Website from the Template Store, the following terms apply.

i Subject to payment by you in full of the relevant purchase price for the Template Website, and your compliance with the Terms, you may use, modify and adapt that Template Website to create your website in accordance with the Terms and the Squarespace Terms.

ii You acknowledge that:

A the Template Websites are only compatible with Squarespace products and hosting services; 

B the Template Websites are made available to you on a non-exclusive basis. We may sell the same Template Website to multiple users; and

C unless otherwise agreed between you and us in writing, we are not required to provide implementation, consulting or support services to you in connection with any Template Website you acquire.

iii You may not sell, sublicense, or otherwise deal in or commercialise the Template Website (including charging anyone to use the Template Website), or provide the Template Website to any person to do any of those things, except as expressly permitted by the Terms.

iv To avoid doubt, section 3 applies to any Website you build using a Template Website you acquire via the Template Store.

v For the purposes of section 10 (relating to Intellectual Property Rights), the designer of any Template Website made available to you via the Template Store is one of the licensors of the Intellectual Property in that template. You will not, without our prior written consent, remove from, or alter, any copyright or proprietary notice or other notice of proprietary right on any Template Website.

vi Subject always to our and our licensors’ rights under the Terms, and Squarespace’s rights under the Squarespace terms, as between you and us, you will own the modifications you make to the Template Website (other than modifications that are copies or adaptations of the Template Website itself, in whole or in part).

vii The provisions of the Terms that apply to your use of the relevant Template Website continue to apply after any:

A suspension or termination of your account, if you are permitted to continue to access and use your website built on the relevant Template Website after that suspension or termination; and/or

B termination of the Terms.

d. We may modify, terminate, or stop maintaining the Template Store at any time and without notice.

23. Maximum Liability

a. To the maximum extent permitted by law, and only to the extent the provisions of the Terms excluding or limiting our liability do not apply:

i the maximum aggregate amount of our liability arising out of all claims under the Terms or relating to the Services or the Website (whether in contract, tort (including negligence), breach of statutory duty or otherwise, will not in any circumstances exceed will not in any circumstances exceed the greater of (i) NZ$100; or (ii) the fees paid by you to us during the twelve month period preceding the event or occurrence giving rise to that liability. The cap in this section includes the cap set out in section 19b; and

ii we will not be liable to you under or in connection with the Terms, or under or in connection with your access and use of the Services or the Website, for any:

A loss of profit, revenue, savings, business, use, data (including content), and/or goodwill; or

B consequential, indirect, incidental or special damage or loss of any kind.

b. Nothing in the Terms applies to limit our liability under or in connection with the Terms:

i for fraud or wilful misconduct; or

ii any liability that cannot be excluded by law. 

c. Where you are accessing and using the Services and the Website for the purposes of a business, you agree and represent that you are doing so for the purpose of trade and, accordingly, you and we agree that:

i to the maximum extent permissible by law, no consumer protection laws (including the New Zealand Consumer Guarantees Act 1993) apply to your access and use of the Services and/or the Website, or the Terms; and

ii it is fair and reasonable that the parties are bound by the Terms, including this section.

24. Waiver

a. Our failure or delay to exercise any right or remedy we may have under the Terms will not be construed or operate as a waiver thereof, nor will any single or partial exercise of any right or remedy preclude the further exercise of such right or remedy.

25. Assignment

a. You may not assign, novate, subcontract or transfer any right or obligation under the Terms without our prior written consent, that consent not to be unreasonably withheld. You remain liable for your obligations under the Terms despite any approved assignment, subcontracting or transfer.

b. We may assign, subcontract or transfer any right or obligation under the Terms at any time.

26. Governing Law

a. The Terms will be governed by the law of New Zealand. You agree to submit to the non-exclusive jurisdiction of the courts of New Zealand.

Last updated April 2024

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