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Product Terms and Conditions

1. What this agreement is about

1.1. By using the services provided by Shopblocks Ltd (“Shopblocks”),you agree to be bound by these terms and conditions (“Terms”).

1.2. Shopblocks encompasses a range of products and services for managing online and physical shops. References to Shopblocks in these Terms include all related products and services, including free trials and demonstrations.

1.3. Any new features or modifications to Shopblocks are also subject to these Terms.

1.4. We may update these Terms at any time. While we will make reasonable efforts to notify you via email, it is your responsibility to regularly review the latest version of these Terms. Continued use of Shopblocks signifies your acceptance of any changes.

2. Who this agreement is between

2.1. This agreement is between you, the user, and Shopblocks Ltd (company number 07203628, VAT number GB 140360554, registered office: 1 St Peter's Square, Stockport, SK1 1NZ, United Kingdom).

2.2. By entering into this agreement, both parties agree to adhere to these Terms.

2.3. You must read, agree to, and accept all terms and conditions contained or referenced in these Terms, including Shopblocks’ [Website Terms and Conditions](www.shopblocks.com/pages/website-terms) and [Privacy Policy](www.shopblocks.com/pages/privacy-policy). If you accept this agreement on behalf of an entity, you confirm that you have the authority to bind that entity to these Terms.

2.4. If you do not agree with these Terms, you must not use Shopblocks.

2.5. This agreement starts from the earliest date you accept these Terms.

2.6. This agreement will continue until terminated in accordance with the Termination clauses in these Terms.

3. Who may use Shopblocks

3.1. You must be 18 years or older to use Shopblocks.

3.2. To use Shopblocks, you must create an account (“Account”) by providing an email address and any other required information. We reserve the right to reject or cancel your Account at our discretion.

3.3. You acknowledge that we will use your email address as the primary method of communication (“Primary Email Address”). Ensure this email address can send and receive messages and monitor it regularly.

3.4. You are responsible for all content created and activities conducted under your Account.

4. Your data

4.1. Regularly check your Primary Email Address. Notices sent to this address are considered effective, even if you do not access your email.

4.2. Ensure all contact and account details are accurate and up-to-date.

4.3. All data input into Shopblocks remains your property. Access to your data depends on compliance with these Terms and full payment of fees.

4.4. Keep copies of all data inputted into Shopblocks. While we strive to prevent data loss or damage, we cannot guarantee this.

4.5. At the end of a free trial or demo, if you do not subscribe to Shopblocks, your data may be deleted.

4.6. Upon termination of this agreement, your data may be deleted. To retain your data, request a copy by emailing support@shopblocks.com before the termination date.

4.7. We may use your data for our own analysis and service improvement but will never share it with third parties.

4.8. If you provide personal data, you authorise us to process it per the Data Protection Act 2018 (“Data Protection Laws”).

4.9. To opt-out of data use for research, marketing, or targeted advertising, email support@shopblocks.com.

4.10. We will use customer data to:

- Provide, manage, and administer your use of Shopblocks.
- Fulfill our contractual obligations.
- Undertake internal testing for security, performance, and improvement, using anonymised data.

4.11. You warrant that:

- You will comply with Data Protection Laws.
- You are authorised to disclose personal data to us.
- You have obtained necessary consents for processing personal data as required by law.

4.12. We warrant that we will:

- Comply with applicable Data Protection Laws.
- Implement appropriate technical and organisational measures against unauthorised processing or accidental loss of personal data.
- Ensure the reliability of employees who have access to personal data.

4.13. We may provide your data to:

- Our agents, service providers, and affiliates.
- Law enforcement agencies.
- Any entity required by law.

4.14. Your materials may be transferred unencrypted and modified to meet technical requirements.

5. Demos and Free Trials

5.1. Demo accounts are not secure. To secure your data, register for an Account.

6. Marketing

6.1. Without explicit permission, we may use your business name, online shop details, and images for our marketing materials.

6.2. We will not disclose your business performance data publicly without permission but may publish anonymised data about Shopblocks users.

7. Implementation, Subscriptions & Ongoing Fees

7.1. Implementation Fees:

- Opt for our implementation service upon sign-up. Fees are based on the agreed scope of work and any adjustments will be agreed upon before additional work begins.

7.2. Subscription Fees:

- Charged immediately for the remaining days of the current month upon plan sign-up or upgrade.
- Subscription payments are either monthly or annually.
- 30 days' notice for any price changes; changes take effect at the start of the next subscription period.
- No refunds for amounts paid in advance if you cancel your Subscription.

7.3. Shared Success Fee:

- A monthly fee based on the Gross Merchant Value (“GMV”) generated through our platform as long as your website is live. The GMV is calculated based on the total sales volume processed through Shopblocks. The website is considered “live” when it is fully capable of receiving and processing orders from customers.
- Aligns our interests with yours, supporting ongoing development and improvement.
- Fees are deducted directly from your account balance or charged to the payment method on file.

7.4. Domain:

- Domains purchased via Shopblocks will automatically renew annually unless deactivated.

7.5. Emails:

- Emails generated through Shopblocks must comply with all applicable laws and guidelines.
- Content scanning is employed to limit spam and other malicious content.
- You are responsible for ensuring email lists are permission-based and include a working unsubscribe link.

7.6. Billing:

- Invoices are available in the My Account section.
- A valid payment method must be kept on file for all incurred and recurring fees.
- Fees are charged in advance, with any additional fees billed monthly.
- You will have up to two weeks to bring up any issues with regards to billing.
- If we are unable to successfully process payments of fees within 28 days of our initial attempt, we may suspend and revoke access to your Account and Shopblocks. You may not be able to access your Account or storefront during any period of suspension. If the outstanding fees remain unpaid for 60 days following the date of suspension, we reserve the right to terminate your Account.

8. Your website

8.1. Store Owner:

- The person signing up for Shopblocks is the contracting party and responsible for the Account.
- Employers signing up must use an employer-issued email and confirm authority to bind the employer to these Terms.

8.2. Staff Accounts:

- Create Staff Accounts based on your pricing plan to allow others to access your Account with varying permission levels.

8.3. Dispute Resolution:

- We reserve the right to request documentation to determine Account ownership in the event of a dispute.

8.4. Account Information:

- You must provide public-facing contact information, a refund policy, and order fulfilment timelines.

8.5. Compliance:

- Comply with all applicable laws and ensure content does not cause harm or contain unlawful material.

8.6. Security:

- Use a secure password and notify us of any unauthorised access or use.

8.7. 8.7. Malware and Unauthorised Access:

- Do not introduce harmful technology or attempt unauthorised access to Shopblocks.

8.8. Bug Reporting

 - Report any issues or bugs to support@shopblocks.com immediately.

9. Security

9.1. Report security vulnerabilities to security@shopblocks.com.

9.2. You can use our GPG key to send us encrypted emails regarding security vulnerabilities to security@shopblocks.com.

Key ID: CADBA5DA
Key Type: RSA
Key Size: 4096
User ID: security@shopblocks.com
Fingerprint: EF8F D7F7 DFD0 61EF 3005 5B60 2EB3 E91F CADB A5DA
PGP Key: http://pgp.mit.edu/pks/lookup?op=get&search=0x2EB3E91FCADBA5DA

10. Payments from your customers

10.1. Create a Shopblocks Pay account as your default payment gateway.

10.2. Shopblocks Pay:

- Powered by Stripe or PayPal Commerce, subject to their terms and fees.
- Rate changes will be notified 30 days in advance.
- We reserve the right to power Shopblocks Pay by other third party supplier if we choose to do so.

10.3. Apple Pay and Google Pay:

- Use supported payment gateways and comply with their respective terms.

10.4. Payment Processor Availability:

- We cannot guarantee the continuous operation of any payment processor.

10.5. Third-Party Fees:

- We may charge a fee for transactions not made through Shopblocks Pay.

11. The Service

11.1. We do not guarantee business performance or search engine visibility.

11.2. Third-Party Services and Experts:

- Use third-party services at your own risk and discretion.
- We do not provide warranties for third-party services.
- Shopblocks Experts are independent third parties (“Experts”) who you might engage to help you build or operate your Shopblocks Store. We are not responsible for the advice provided by Experts to you.

11.3. Beta Services:

- Beta services are provided on a trial basis and may be discontinued at any time.

11.4. We reserve the right to modify, suspend, or discontinue any feature or functionality of Shopblocks, including but not limited to payment gateways, at any time depending on business strategies, or regulatory requirements.

12. Support

12.1. Technical support is provided to Shopblocks users. If you have an active paying subscription, we will aim to provide support from 0900 to 1700, Monday through Friday (excluding Bank Holidays or Closed Hours).

12.2. Scope of Support:

- In scope:
(i) Reporting issues where previously functional features or functionalities are no longer operational or exhibiting unexpected behaviour.
(ii) Assistance with interpreting and troubleshooting error messages generated by Shopblocks' platform.

- Out of scope:
(i) Requests that are readily achievable through self-service functionalities available within Shopblocks’ platform. This includes, but is not limited to, content creation, management, and customisation within the website, which remain the sole responsibility of the customer.
(ii) Technical support or other assistance for any hardware, third-party software, services or other equipment used with Shopblocks.

12.3. Service Level Agreement (SLA):

- Support response and resolution times are based on your subscription level and the SLAs set out in your contract.are targets. Whilst we will endeavour to solve any issue within these timeframes, we cannot guarantee a fixed resolution period due to a number of factors, including but not limited to:

- Issues reliant on either Shopblocks or customers’ partner or supplier responses/input.
- An escalation to Development Support which requires diagnosis, development time, testing and software updates etc.
- Delayed, incomplete or incorrect information provided by the customer.

12.4. Fair Usage:

- Subscription tiers have a fair usage policy, with additional charges for exceeding allowances. We reserve the right to adjust the API rate limit if necessary to protect platform stability.

Subscription Tier:

Enterprise*

Premium

Essential

Telephone Support

90 minutes PCM

60 minutes PCM

30 minutes PCM

Admin Users

Unlimited

Up to 10

Up to 3

API Rate Limit (per minute)

1,000

500

300

12.5. We reserve the right to access Shopblocks on your behalf to provide support.

13. Intellectual Property

13.1. You do not own any intellectual property rights in Shopblocks or its logos.

13.2. Do not reproduce, duplicate, or exploit any part of Shopblocks without permission.

13.3. Do not circumvent technical limitations of Shopblocks.

14. What happens if something goes wrong?

14.1. Our liability is limited to the total fees paid by you in the 12 months preceding the claim.

14.2. We are not responsible for:

- Loss of profit, business, or revenue.
- Loss of data or business interruption.
- Use of AI-generated content inaccuracies or errors.

14.3.Our liability is not excluded or limited for:

- Fraud.
- Death or personal injury due to our negligence.

15. Termination of this agreement

15.1. We may terminate this agreement for non-payment or by giving 30 days’ notice.

15.2. You may terminate this agreement by providing 30 days' written notice to support@shopblocks.com.

15.3. Termination due to a trial period end or breach of agreement results in immediate termination of access.

16. General Provisions

16.1. If any part of this agreement is unenforceable, the rest remains in effect.

16.2. Failure to enforce any rights does not waive those rights.

16.3. This agreement constitutes the entire agreement between us regarding Shopblocks.

16.4. This agreement is personal to you and cannot be transferred without our consent.

16.5. Only parties to this agreement have the right to enforce its terms.

17. Governing Law and Jurisdiction

17.1. This agreement is governed by the laws of England and Wales. Both parties agree that the courts of England and Wales have exclusive jurisdiction over any disputes arising from this agreement.