Syarat Penggunaan

Subject to your compliance with the Terms of Use, we grant you a limited, non-exclusive, non-transferable licence to access and use the Service strictly in accordance with these Terms of Use.

If you wish to access and use the Service, you must become a registered user and activate an Account.

Only your Authorised User may access the Service on your behalf. You may authorise any of your employees, contractors or representatives to be your Authorised User.

You must notify each Authorised User of the terms of the Terms of Use and ensure that each of them strictly comply with such terms. You shall be responsible (and liable) for any failure of any Authorised User to comply with the Terms of Use (as if it were a breach by you of the Terms of Use).

If you use the Service, you must pay the associated Fees and any transaction fees referred to in clause 2.3. You will be prompted, within the Service to make payment of the relevant Fees, and any applicable transaction fees will be deducted automatically by Stripe from End Customer Transaction payments. All Fees are as detailed on the Website, unless otherwise expressly agreed in writing between you and us.

Credit card transactions (including credit card payments from End Customers Transactions) are securely processed by Stripe, a third party payment processor, and are subject to Stripe’s Terms of Service (available at stripe.com/us/legal). Stripe is solely responsible for such transactions and we exclude all liability for such transactions to the extent not restricted by law. Stripe maintains administrative, technical, and physical procedures to protect information stored on its servers, as outlined within its privacy policy (available at stripe.com/us/privacy). You must provide notice of such matters to your End Customers in your Customer Website Terms.

In addition to the Fees, transaction fees will apply and be payable by you, including, a payment processing fee, equal to 5% of the value of each End Customer Transaction processed through your Customer Website. The transaction fees will be deducted automatically by Stripe from End Customer Transaction payments.

The Service may contain links to third-party websites which are operated and owned by independent providers or retailers. Such third-parties may charge for use of certain content or services provided on their website. Therefore, you should make appropriate inquiries before proceeding with any transaction with any third party to determine whether a charge will be incurred.

You agree:

You may not access the Service if you are a direct competitor of ours, except with our prior written consent. In addition, you may not access the Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.

We may offer you a free trial of the Service. Any free trial offered by us will commence on the day that we make the trial service available to you and will end on the last day of the trial period specified on the Website.

Within 14 days of the end of a trial period, we will automatically disable your access to the Service and your trial Customer Website (and, subject to clause 4.3, will delete your Customer Data), unless you become a registered user of the Service on a paid basis.

We may retain your name and email address for the purposes of contacting you regarding our products and services, but only if you have previously consented to receiving marketing messages from us. You may unsubscribe to any email marketing message at any time by following the unsubscribe instructions contained in the message.

Services provided during any trial period are supplied on an “as is – where is” basis, and as such any warranties given by us in these Terms of Use do not apply.

You accept that the Service and Website may evolve and change over time. We reserve the right at any time to modify, adapt, suspend or discontinue, whether temporarily or permanently, the Service (or any part of it) and/or the Website with or without notice to you. To the extent permissible at law, we will not be liable to you or to any third party for any modification, adaptation, suspension or discontinuance of the Website or Service.

We will take all reasonable steps to ensure that the Service functions as intended. However, you acknowledge that your access to the Service and your Customer Website may be disrupted as a result of a malfunction, updating, maintenance or repair of the Website or Service or for any other reason within or outside our control.

To the extent permissible at law, we shall not be liable for any loss or damage caused or suffered (by you, your Authorised User or any End Customer) as a result of any partial or total breakdown of, or inability to use, the Website, the Service or your Customer Website. Subject to our Fair Use Policy, we will use reasonable endeavours to promptly address (during normal business hours in New Zealand) technical issues that arise in relation to the Website or the Service.

You agree that use of the Service is at your own risk and that we do not warrant that the Service or your Customer Website will meet your specific requirements, or that use of the Service or your Customer Website will be uninterrupted, timely, secure, or error-free. Our obligation in clause 6.1 is in lieu of all other warranties in respect of the Website, the Service and your Customer Website. To the maximum extent permitted under applicable law, all other warranties, condition and representations, whether express, implied or verbal, statutory or otherwise, and whether arising under these Terms of Use or otherwise, are excluded (including, without limitation, the implied warranties of merchantability, non-infringement and fitness for a particular purpose).

We cannot guarantee that the Service or your Customer Website will be free from viruses, trojan horses, worms, time bombs, or similar harmful programming routines.

You agree the Service is acquired for the purposes of a business, and as such, the guarantees provided under the New Zealand Consumer Guarantees Act 1993 (and/or any other applicable consumer legislation in the jurisdiction in which the Service is being accessed) do not apply

You acknowledge and agree that we take no part in and have no responsibility for, or liability in respect of, any End Customer Transaction (including any products or services sold or purchased via your Customer Website), and you agree (and shall ensure that your End Customers agree, via your Customer Website Terms) that:

You agree to act reasonably and in good faith and in accordance with all applicable laws in connection with all End Customer Transactions you enter into.

Your Customer Website must contain legally binding (and compliant) website terms of use, including a privacy policy (Customer Website Terms) that, without limitation:

You must ensure that each End Customer accepts your Customer Website Terms before sharing any Personnel Information with you or the Customer Website or otherwise undertaking any Customer Transaction.

As between you and us, all Customer Data will be (and will remain) owned by you. However, you grant to us a licence to access, use and disclose all Customer Data for the purposes of providing the Service and otherwise exercising our rights under these Terms of Use, enhancing and developing the Website, the Service, your Customer Website and communicating with you about the Service and any other matters that may be of interest. We may also disclose Customer Data (including Personal Information) in connection with a proposed purchase or acquisition of our business or assets, where required by an applicable law or any court, or in response to a request by a legitimate law enforcement agency.

You also grant to us a non-exclusive irrevocable license to copy, anonymize, aggregate, process and display Customer Data to derive anonymous statistical and usage data, and data about the functionality of the Service and your Customer Website, provided such data cannot be used to identify you, your Authorised User or End Customers (Anonymous Data), for the purposes of combining or incorporating such Anonymous Data with or into other similar data and information available, derived or obtained from other clients, licensees, users, or otherwise (when so combined or incorporated, referred to as Aggregate Data). We will own all right, title and interest in Aggregate Data.

You warrant and represent that:

You are solely responsible for maintaining a copy of all of your Customer Data. We have in place for our own purposes policies and procedures to prevent data loss (and recovery), but do not make any guarantee around loss or corruption of Customer Data and, as such, we expressly exclude any liability (to you, your Authorised User and your End Customers) for any loss or corruption of Customer Data. You acknowledge and agree that the internet is inherently insecure and that, in particular, technical issues and system maintenance issues may result in the loss or corruption of Customer Data.

You acknowledge that the operation of the Service and your Customer Website depends on the entry by you, Authorised User and End Customers of accurate and up to date Customer Data.

Title, copyright and all other proprietary rights in the Website, the Service, the Content any software or intellectual property used by us to develop and provide the Service, and any associated updates or documentation (and all parts and copies thereof) will remain with us.

If you provide us with ideas, comments or suggestions relating to the Website, the Service and/or your Customer Website (together feedback):

We will make every reasonable effort to keep your Customer Data secure. We will not disclose your confidential information except:

Nevertheless, because internet transmissions cannot be guaranteed to be 100% secure in all aspects (including in relation to unauthorised use and disclosure of Customer Data) and accidental disclosure of data can occur as a consequence of system maintenance and/or other technical issues outside our reasonable control, you acknowledge and agree that you use the Website, the Service and your Customer Website at your own risk, and you should only proceed to use the Website, the Service and/or your Customer Website if you accept this condition.

You shall be liable for all action taken by any person that has obtained access to your Account or Customer Website (whether they have authorised such access or otherwise) and agree to notify us immediately of any unauthorised use of your Account or Customer Website, or other breach of privacy or security.

We collect and process your personal information and the personal information of your Authorised User and End Customers when you (or your Authorised User or End Customers, as applicable) access or use the Website, the Subscription Service and/or your Customer Website. In order to provide you with the Services (and improve on them), we may also collect certain information about the performance of the Services, your Customer Website, and your (and your Authorised User’s and End Customers’) use of the Services and Customer Website.

By agreeing to these Terms of Use, you also agree to the way we handle your (and your Authorised User’s and End Customers’) Personal Information under our Privacy Policy. Our Privacy Policy forms part of these Terms of Use.

You must:

You agree to indemnify, and keep indemnified, us, our affiliated companies and our respective directors, officers, employees, agents, representatives, contractors, licensees and successors against any and all liabilities, costs (including legal fees), claims, demands or damages incurred or suffered as a result of or in connection with any:

In no event or circumstances shall we be liable to any person, whether under contract, tort, strict liability, negligence or otherwise at law for any special, indirect, incidental, punitive, or consequential damages of any kind whatsoever, or for any loss of profit, use, content, data, opportunity, revenue or business, whether caused by us, our employees, agents or any other persons acting on our behalf.

To the extent permissible at law our total liability for any loss arising from or in connection with these Terms of Use, the Website, the Service, Content and/or your Customer Website, will not in any circumstances exceed (in aggregate) the Fees paid by you under these Terms of Use in the first 12 months of the term of your agreement with us.

You may cancel your Account (and your Customer Website) at any time by following the prompts within the Website or the Service.

We may (but shall not be obliged to) suspend or terminate your Account (and access to your Customer Website) at any time if we reasonably suspect you have breached these Terms of Use (including, for the avoidance of doubt, the Privacy Policy) or we consider it necessary or desirable to do so to protect our interests or reputation or the interests of any other person.

Subject to clause 14.5, upon termination of your Account (for any reason):

Any termination will be without prejudice to any prior breaches by you of these Terms of Use; and, any provision of these Terms of Use intended to survive termination shall survive.

You must ensure that there are no active End Customer Transactions at the date of termination.

We may suspend access to the Website and the Service (including your Customer Website) at any time:

You agree that we may use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Website, the Service and/or your Customer Website, and store and manage Content.

The Website and Service may provide links to other sites or resources. Because we have no control over such sites and resources, you acknowledges and agree that we:

These Terms of Use may be amended or replaced from time to time, with or without prior notice to you, by posting updated Terms of Use on the Website. Any updated Terms of Use become effective as soon as they are posted.

If updated Terms of Use constitute a material change to these Terms of Use, we will endeavour to post an announcement on the Website. Your continued use of the Website Service and/or Customer Website following any amendment constitutes your acceptance of the updated Terms of Use.

If you do not agree to the updated Terms of Use you must cease to use the Service and cancel your Account (and Customer Website).

You will not commence any court or arbitration proceedings relating to a question, difference or dispute relating to these Terms of Use or the Services (Dispute) unless you have first complied with this section.

Where any Dispute arises, you (or your representative) and Dazzly will negotiate in good faith in an attempt to resolve the Dispute amicably.

Where the Dispute cannot be resolved by way of good faith negotiations within 14 days (or such longer period agreed by you and us) of negotiations commencing, either you or we can elect to mediate any dispute in terms of the New Zealand Resolution Institute standard mediation agreement.

If the Dispute cannot be resolved by way of mediation then either party may initiate arbitration or litigation in New Zealand.

Nothing in this section will preclude a party from taking immediate steps to seek urgent injunctive relief before an appropriate court.

These Terms of Use shall be governed by and construed in accordance with the laws of New Zealand, and the parties submit to the exclusive jurisdiction of the New Zealand courts for any matter arising under or relating to these Terms of Use. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

We may transfer, assign or sub-license our obligations under these Terms of Use and our rights and obligations without your consent.

If any provision of these Terms of Use is found to be unenforceable or invalid, that provision shall be limited or removed to the minimum extent necessary so that these Terms of Use shall otherwise remain in full effect.

In these Terms of Use, the following terms have the following meanings:

Account means an account within the Service registered by a Customer and enabling the Customer to use the Service.

Authorised User means the member of your personnel that you have authorised to access the Website and Services on your behalf.

Content means content, materials, data or other information made available to you (or your Authorised Users or End Customers) via the Service, but excludes any Customer Data.

Customer Data means any data or information that you (or any of your Authorised User or End Customers) upload into (or otherwise make available via) the Service, the Website, your Customer Website, or any other interactions that you or any such person has with us or you.

Data Privacy Laws means the data protection and privacy laws applicable to the processing of Personal Information that we are committed to comply with, including:

(a) the Privacy Act 2020 (New Zealand);

(b) where we are dealing with persons based in the European Union, Switzerland and the United Kingdom, the European Union General Data Protection Regulation (GDPR); and

(c) any other applicable privacy laws.

End Customer means any person who accesses your Customer Website (whether or not that person undertakes an End Customer Transaction via your Customer Website).

End Customer Transaction means any transaction undertaken by an End Customer on your Customer Website. For example, the purchase of a good or service from your e-commerce Customer Website by an End Customer.

Fair Use Policy means that the use of the Services must be fair, reasonable and not excessive as determined by us (acting reasonably) and by reference to usage by other users, and usage will be considered excessive and unreasonable where it materially exceeds the average and/or estimated use patterns over all of our users.

Fees means the fees payable by you to access and use the Service, as detailed on the Website.

Customer Website means the personalised end customer-facing website (including any e-commerce website) you create (and subsequently operate) using the Service and which will be hosted by us as part of the Service.

Personal Information means information about an identifiable individual, or an individual whose identity can be reasonably ascertained, from that information.

Privacy Policy means our privacy policy as updated from time to time and published on the Website.

Service means the online website creation service made available to you via the Website, and includes any associated implementation, hosting, maintenance and support services provided by Dazzly (to Customers and End Customers) as part of the service, as detailed on the Website and otherwise agreed in writing by Dazzly with you.

Terms of Use means these terms of use and the Privacy Policy.

Website means the website at www.dazzly.co and app.dazzly.co through which the Service may be accessed by you (or in the case of the trial services, https://username.dazzlysite.co), including parts or features of that website that can be used or accessed without requiring registration or logging into.