(the "Terms and Conditions")
Last Modified: 11 July 2023
PLEASE READ THESE CUSTOMER TERMS AND CONDITIONS OF SERVICE CAREFULLY.
Our Customer Terms and Conditions of Service is a contract that governs our customers' use of the Wishlist King services. By using the Subscription Service or receiving the Subscription Services, you are agreeing to these Terms and Conditions. We update these Terms and Conditions from time to time. If you have an active Wishlist King Subscription, we will use reasonable endeavours to let you know when we update the Terms and Conditions by email (if you subscribe to receive email updates). Please review these Terms and Conditions each time you complete an Order with us. These Terms and Conditions are only in the English language.
"Affiliate" means any entity which directly or indirectly controls, is controlled by, or is under common control with a party to this Agreement. For purposes of this definition, control means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.
"Agreement" or “Customer Terms and Conditions of Service” means these Terms and Conditions and all materials referred or linked to in here, unless otherwise stated.
"Authorised Payment Method" means as at the date hereof, payment through your Shopify account or a current, valid, payment method accepted by us, as may be updated from time to time and which may include payment through your account with another third party.
"Confidential Information" means all confidential information disclosed by a party ("Disclosing Party") to the other party ("Receiving Party"), whether orally or in writing, that is designated as confidential or a reasonable person would consider confidential. Confidential Information includes all information concerning: the Disclosing Party's customers and potential customers, past, present or proposed products, marketing plans, engineering and other designs, technical data, business plans, business opportunities, finances, research, development, and the terms and conditions of this Agreement. Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party. Subject to the foregoing exclusions, Customer Data will be considered Confidential Information under this Agreement regardless of whether or not it is designated as confidential.
"Customer Data" means all information that you submit or collect via the Subscription Service, and data to which Wishlist King is granted access from time to time. Customer Data does not include Wishlist King Content.
"Customer Materials" means all materials that you provide or post, upload, input or submit for public display through the Subscription Service.
"Intellectual Property” means any and all patents, registered trademarks, registered designs, applications for any of the foregoing, trade and business names and registered trademarks, logos, know-how, trade secrets, copyrights, rights and designs, inventions, rights under licenses and consents in relation to any such rights and rights of the same or similar effect or nature together with all goodwill attaching or relating thereto in any part of the world (whether or not capable of protection by registration).
"Order" or "Order Form" means the online subscription process by which you agree to subscribe to the Subscription Service.
"Personal Data" means any information relating to an identified or identifiable individual where (i) such information is contained within Customer Data and (ii) is protected as personal data or personally identifiable information under applicable Data Protection Laws (as defined in the Privacy Policy).
"Privacy Policy" means the Wishlist King privacy policy.
"Sensitive Information" means credit or debit card numbers; financial account numbers or wire instructions; government issued identification numbers (such as Social Security numbers, passport numbers), biometric information, personal health information (or other information protected under any applicable health data protection laws), personal information of children protected under any child data protection laws, and any other information or combinations of information that falls within the definition of “special categories of data” under GDPR (as defined in the Privacy Policy) or any other applicable law relating to privacy and data protection.
"Subscription" means the type of Subscription Service you have opted into.
"Subscription Fee" means the amount you pay for the Subscription Service.
"Subscription Service"/"Services" means all of our web-based services that you have subscribed to under an Order Form or that we otherwise make available to you, and are developed, operated, and maintained by us.
"Subscription Term" means the initial term of your subscription to the applicable Subscription Service, as specified on your Order Form(s), and each subsequent renewal term (if any).
"Third-Party Products" means non-embedded products and professional services that are provided by third parties which interoperate with or are used in connection with the Subscription Service.
"Wishlist King", "we", "us" or “our” means Scope Digital Ventures Limited trading as Wishlist King.
"Wishlist King Content" means all information, data, text, messages, software, sound, music, video, photographs, graphics, images, and tags that we incorporate into the Subscription Service.
"You", "your" or “Customer” means the person or entity using the Subscription Service and identified in the applicable account record, billing statement, online subscription process, or Order Form as the customer and your Affiliates included in the scope of your purchase.
By installing Wishlist King, you are automatically deemed to accept the terms and conditions of this Agreement and agree that we may access certain data provided by you to Shopify.During the Subscription Term, we will provide you with access to use the Subscription Service as described in this Agreement and the applicable Order. You must ensure that all access, use and receipt by you is subject to, and in compliance with, this Agreement.
Wishlist King may introduce a new upgraded subscription service for future use. If and when available, you may amend your current Subscription for the purposes of subscribing to an upgraded Subscription Service by completing steps as may be described here at the time of introduction.
IF YOU ARE A CONSUMER
2.3.1 You must be 18 years of age or older to use the Subscription Service.
IF YOU ARE A BUSINESS
2.3.2 You confirm that you have authority to bind any business entity on whose behalf you use our Platform to purchase the Subscription.
We modify the Subscription Service from time to time, including by adding or deleting features and functions, in an effort to improve your experience.
You are entitled to a 14-day free trial of Wishlist King. To enable your free trial, simply:
Your free trial begins on the date you register your account and choose a Subscription and ends 13 days after that date. If you do not cancel your Subscription before the expiry of the 14-day period, you may be charged for the Subscription into which you opted.
Your free trial begins on the date you register your account and choose a Subscription and ends 13 days after that date. If you do not cancel your Subscription before the expiry of the 14-day period, you may be charged for the Subscription into which you opted.
You will not use the Subscription Service in any way that violates the terms of this Agreement or in any manner that is unlawful or prohibited by this Agreement. You will notify us promptly of any unauthorised use.
You acknowledge that the Subscription Service have not been designed to process or manage Sensitive Information and accordingly you agree not to use the Subscription Service to collect, manage or process Sensitive Information. We will not have and we specifically disclaim any liability that may result from your use of the Subscription Service to collect, process or manage Sensitive Information.
The Subscription Fees will remain at the amount outlined on your Order during the initial term of your Subscription.
The Subscription Fee is subject to adjustment from time to time. If the Subscription Fee increases, you will be required to activate a new Subscription.
You must pay the Subscription Fees to keep your Subscription current. The Authorised Payment Method chosen by you for all Subscription Fees payable during the Subscription Term is processed and deducted by third party entities and not Wishlist King. For the avoidance of doubt, Wishlist King does not have access to, and does not hold, any financial information relating to your Authorised Payment Method other than confirmation that payment has been made to enable access to the Subscription Service.
You will keep your Authorised Payment Method, contact information, billing information up to date for the payment of incurred and recurring fees, as applicable. You authorise the Authorised Payment Method to be deducted for as long as the Subscription is in place. All fees are due and payable in advance throughout the Subscription Term.
Your initial Subscription Term will be specified in your Order, and your subscription will automatically renew each month.
4.2.1 You may choose to cancel your Subscription early at your convenience provided that you will not receive any refunds of prepaid fees or unused Subscription Fees.
4.2.2 To cancel your Subscription, it is necessary to ‘Uninstall’ the app, which is done as follows:
Non-payment of any amount due may result in action by Shopify and/or suspension and/or freezing of your account and the Subscription Service.
You will continue to be subject to this Agreement for as long as you have access to a Wishlist King account.
You own and retain all rights to the Customer Materials and Customer Data. Please see our Privacy Policy for more information.
We will not use Customer Data to contact any individual or company except as you direct or otherwise permit. Please see our Privacy Policy for more information.
We will not use Customer Data to contact any individual or company except as you direct or otherwise permit. Please see our Privacy Policy for more information.
We may collect information about you when you interact with the Subscription Service as permitted by the Agreement. Please see our Privacy Policy for more information.
We may, as permitted by this Agreement, use Customer Data in an anonymized manner for machine learning to support certain product features and functionality within the Subscription Service. Please see our Privacy Policy for more information.
For more information on these practices, please see our Privacy Policy.
The terms of the Privacy Policy are hereby incorporated by reference and will apply to the extent any Customer Data includes Personal Data. The Privacy Policy sets out how we will process Personal Data on your behalf in connection with the Subscription Service provided to you under this Agreement. We will maintain commercially appropriate administrative, physical, and technical safeguards to protect Personal Data as described in the Privacy Policy.
We do not store your Customer Data and all Customer Data is stored by or on behalf of Shopify. Please see our Privacy Policy for more information.
In relation to Customer Data Transfers, please see our Privacy Policy for more information.
We retain Customer Data for the period of your Subscription Agreement and may retain this information for such longer periods as may be required by law. Please see our Privacy Policy for more information.
This is an Agreement for access to and use of the Subscription Service, and you are not granted a license to any Intellectual Property by this Agreement. We retain all Intellectual Property rights to the Wishlist King Content, the Subscription Service and any other products or services provided under this Agreement. You agree not to copy, rent, lease, sell, distribute, or create derivative works based on the Wishlist King Content, the Subscription Service, or in whole or in part, by any means.
THIS SECTION STATES OUR ENTIRE LIABILITY AND YOUR SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO ANY CLAIM PROVIDED FOR UNDER THIS SECTION.
WITHOUT LIMITING OUR OBLIGATIONS IN THE 'PROTECTION OF CUSTOMER DATA' SECTION OF THIS AGREEMENT, WE AND OUR AFFILIATES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY, ACCURACY OR COMPLETENESS OF THE SUBSCRIPTION SERVICE, DATA SYNCHED TO OR MADE AVAILABLE FROM THE SUBSCRIPTION SERVICE OR WISHLIST KING CONTENT FOR ANY PURPOSE. APPLICATION PROGRAMMING INTERFACES (APIs) MAY NOT BE AVAILABLE AT ALL TIMES. TO THE EXTENT PERMITTED BY LAW, THE SUBSCRIPTION SERVICE AND WISHLIST KING CONTENT ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH REGARD TO THE SUBSCRIPTION SERVICE, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR BUSINESS OPPORTUNITIES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY.
IF YOU ARE A BUSINESS
A: SUBJECT TO 7.3(D), WE WILL UNDER NO CIRCUMSTANCES WHATEVER BE LIABLE TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, ARISING UNDER OR IN CONNECTION WITH THE SUBSCRIPTION SERVICE FOR:
B: OUR TOTAL LIABILITY TO YOU IN RESPECT OF ALL LOSSES ARISING UNDER OR IN CONNECTION WITH THE SUBSCRIPTION SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, SHALL IN NO CIRCUMSTANCES EXCEED THE PRICE OF THE SUBSCRIPTION SERVICE TO WHICH ANY ISSUE APPLIES.
C: EXCEPT AS EXPRESSLY STATED IN THESE TERMS AND CONDITIONS, WE DO NOT GIVE ANY REPRESENTATION, WARRANTIES OR UNDERTAKINGS IN RELATION TO THE SUBSCRIPTION SERVICE. ANY REPRESENTATION, CONDITION OR WARRANTY WHICH MIGHT BE IMPLIED OR INCORPORATED INTO THESE TERMS AND CONDITIONS BY STATUTE, COMMON LAW OR OTHERWISE IS EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. IN PARTICULAR, WE WILL NOT BE RESPONSIBLE FOR ENSURING THAT THE SUBSCRIPTION SERVICE ARE SUITABLE FOR YOUR PURPOSES.
D: NOTHING IN THESE TERMS AND CONDITIONS LIMITS OR EXCLUDES OUR LIABILITY FOR:
IF YOU ARE A CONSUMER
E: WE HAVE NO LIABILITY TO YOU FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY BY YOUR USE OF THE SUBSCRIPTION SERVICE.
F: WE DO NOT IN ANY WAY EXCLUDE OR LIMIT OUR LIABILITY FOR:
We may modify any part or all of the Agreement by posting a revised version on the site. The revised version will become effective and binding the next business day after it is posted.
Wishlist King will not be responsible for failure or delay of performance if caused by: an act of war (including the war as between Russia and Ukraine as at the date hereof), hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions including prohibition or rationing of the use of gas or electricity; pandemic including COVID-19 and Monkeypox; or other event outside the reasonable control of Wishlist King.
You and we agree that no joint venture, partnership, employment, or agency relationship exists between us.
Where you engage the Subscription Service as a business (for the avoidance of doubt, not in a capacity as a consumer), you acknowledge and agree that any and all consumer legislation does not and shall not apply to this Agreement or to our relationship with you as Customer.
Where you engage the Subscription Service as a consumer (for the avoidance of doubt, not in a capacity as a business), applicable consumer legislation may apply in certain instances.
We will comply with all applicable laws in our provision of the Subscription Service and our processing of Customer Data. We reserve the right at all times to disclose any information as necessary to satisfy any law, regulation, legal process or governmental request.
If any part of this Agreement or an Order Form is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect.
The address for notices to us is as follows:
Wishlist King
FAO: Max Frigge
Contact: support@appmate.io
This Agreement (including each Order), along with our Privacy Policy is the entire agreement between us for the Subscription Service and supersedes all other proposals and agreements, whether electronic, oral or written, between us. We object to and reject any additional or different terms proposed by you, including those contained in your purchase order, acceptance or website. Our obligations are not contingent on the delivery of any future functionality or features of the Subscription Service or dependent on any oral or written comments made by us regarding future functionality or features of the Subscription Service. We might make versions of this Agreement available in languages other than English. If we do, the English version of this Agreement will govern our relationship and the translated version is provided for convenience only and will not be interpreted to modify the English version of this Agreement.
Nothing in this Agreement, express or implied, is intended to, or will, confer upon any third-party person or entity any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
This Agreement is a contract for the provision of services and not a contract for the sale of goods.
You represent and warrant that you have full power and authority to enter into this Agreement and that it is binding upon you and enforceable in accordance with its terms.
The following sections will survive the expiration or termination of this Agreement: 'Definitions’, ‘Fees’, 'Prohibited and Unauthorised Use', ‘Early Cancellation', ‘‘Suspension for Non-Payment’, ‘Effect of Termination or Expiration’, ‘Intellectual Property’, ‘Customer’s Proprietary Rights’, 'Confidentiality’, ‘Disclaimers; Limitations of Liability’, ‘Miscellaneous’ and ‘Contracting Entity and Applicable Law’.
In the event of a conflict between the terms of the Agreement and an Order, the terms of the Order will prevail, but only as to that Order.
8.13.1: We are committed to best-in-class customer service. In the event of a dispute or complaint, please contact us by email in the first instance to the address noted in Section 8.6 of this Agreement. Depending on the issue(s) complained of, we may need to liaise with, or direct you to, Shopify, in order to ascertain whether or not the complaint is one that Wishlist King is liable to resolve.
8.13.2: If you believe your complaint has not been dealt with to your satisfaction, the provisions of Section 8.14.1 shall apply.
8.14.1: The Irish courts will have jurisdiction over any claim arising from, or related to, any use of our Services and same shall be governed by and construed in accordance with the law of Ireland.
8.14.2: Notwithstanding 8.14.1, Wishlist King may at its sole discretion take proceedings in any other jurisdiction to recover any sums owed by a Customer.
