Squarespace Terms of Service

DATED 2013-04-25 · VERSION 20130509_rev01 · COMPARED WITH 20130306_rev01 · ARCHIVE SNAPSHOT

Full text changes — 20130306_rev01 to 20130509_rev01

COLOUR MARKS THE SEVERITY OF A FLAGGED CLAUSE · + AND − MARK ADDED AND REMOVED

+_Last updated February 2013._
+_Last updated: April 25, 2013_
+This Terms of Service Agreement (the "Agreement") is an agreement between you (the "User") and Squarespace, Inc. ("Squarespace", "we", or "us"). We provide Users with access to certain Materials (as defined below) to help our customers create and manage websites by providing general and personalized content, website hosting services, communication tools and forums, mobile applications, and ecommerce tools and services (collectively, the "Services") directly and through the website and associated domains of http://www.squarespace.com (the "Site"). We've tried really hard to keep this Agreement as readable and straightforward as possible. If you have suggestions that can help us improve it or any questions about this Agreement, please [email us](http://www.squarespace.com/contact) and let us know. This Agreement explains our obligations to you, and your obligations to us. This Agreement is the entire Agreement between us. By using the Site in any way you are agreeing to comply with these terms, our [Privacy Policy](http://www.squarespace.com/privacy-policy) and any other legal notices or conditions or guidelines posted on the Site which we may update without notice and encourage you to check out here at any time.
+This Terms of Service Agreement (the "Agreement") is an agreement between you (the "User") and Squarespace, Inc. ("Squarespace", "we", or "us"). We provide Users with access to certain Materials (as defined below) to help our customers create and manage websites by providing general and personalized content, website hosting services, communication tools and forums, mobile applications, and ecommerce tools and services (collectively, the "Services") directly and through the website and associated domains of http://www.squarespace.com (the "Site"). We've tried really hard to keep this Agreement as readable and straightforward as possible. If you have suggestions that can help us improve it or any questions about this Agreement, please [email us](http://www.squarespace.com/contact) and let us know. This Agreement explains our obligations to you, and your obligations to us. This Agreement is the entire Agreement between us. By using the Site in any way you are agreeing to comply with these terms, our [Privacy Policy](https://www.squarespace.com/privacy) and any other legal notices or conditions or guidelines posted on the Site which we may update without notice and encourage you to check out here at any time.
+**1. Stuff We Own**
+**1. What We Own**
 All material and services available on the Site, and all material and services provided by or through Squarespace, its affiliates, subsidiaries, employees, agents, licensors or other commercial partners including, but not limited to, software, all informational text, software documentation, design of and "look and feel," layout, photographs, graphics, audio, video, messages, interactive and instant messaging, design and functions, files, documents, images, or other materials, whether publicly posted or privately transmitted as well as all derivative works thereof (collectively, the "Materials"), are owned by us or other parties that have licensed their material or provided services to us, and are protected by copyright, trademark, trade secret and other intellectual property laws. All Squarespace trademarks and service marks, logos, slogans and taglines are the property of Squarespace. All other trademarks, service marks, logos, slogans and taglines are the property of their respective owners. Except as otherwise specifically provided herein, nothing should be construed as granting any license or right to use any trademarks, service marks, logos, slogans or taglines displayed on Squarespace without our express written permission, or the express written permission of such third-party that may own the trademark, service mark, logo, slogan or tagline.
+**2. Rights to Use our Stuff**
+**2. Rights to Use What We Own**
 Subject to this Agreement, Squarespace hereby grants you a limited, revocable, non-transferable and non-exclusive license to use the Materials through a user identification reference provided by Squarespace ("User ID") to the extent, and only to the extent, necessary to access and use the Services in accordance with the terms of this Agreement. This license does not permit you, and you agree not to: store, copy, reproduce, republish, modify, upload, post, translate, scrape, rent, lease, loan, sell, distribute, transfer, transmit, display, decompile, reverse engineer, reverse assemble, decipher or otherwise attempt to discover any programming code or any source code used in or with the Materials or otherwise distribute in any way the Materials other than as specifically permitted in this Agreement. You may not sell, assign, sublicense, grant a security interest in or otherwise attempt to transfer any right in the Materials, create derivative works based on or in any manner commercially exploit the Materials, in whole or in part, other than as expressly permitted in this Agreement. Any use of the Materials for any purpose other than as specifically permitted herein or without our prior consent or the prior written consent of our licensors, as applicable, is expressly prohibited. We reserve all rights not expressly granted in this Agreement.
 We will provide you one User ID for each account held by you, thereby permitting you access to the Materials on one computer at a time through the Site. You agree to fully and accurately provide the information requested by us when setting up your accounts and to regularly update such information. Your failure to do so may result in the cancellation of your account and loss of Services. You further agree (a) not to provide User IDs to anyone who is not your employee, and (b) to ensure all individuals permitted to use the User IDs are aware of and have agreed in writing to comply with the terms of this Agreement.
+**3. Stuff You Provide to Us**
+As part of the Services, we may provide you a sample website which may be populated with sample content provided by us to illustrate how your final site might look ("Sample Content"). You agree that you will not make this Sample Content publicly available and that you will remove all Sample Content from your site before permitting any third party users to access or view your site.
+**3. What You Provide to Us**
 You are legally responsible for all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials uploaded, posted or stored in connection with your use of the Services ("Content"). Squarespace is not responsible for your Content. You hereby grant Squarespace a worldwide, royalty-free, non-exclusive license to host and use the Content in order to provide you with the Services and hereby represent and warrant that you have all the rights necessary to grant us such license. You are responsible for any Content that may be lost or unrecoverable through your use of the Services. You are encouraged to archive your Content regularly and frequently.
 **4. Giving Us Access to Other Accounts and Services**
+Some of our Services may require you to give us access to or require you to provide login information and password information for accounts or services you may have with third party providers. When you provide this information to us or give us access to these third party accounts you agree that you have read all contracts and written agreements governing such access, login information and passwords and that you have all the necessary contractual and legal rights to give us such access, login information and passwords.
+Some of our Services may require you to give us access to or require you to provide login information and password information for accounts or services you may have with third party providers. When you provide this information to us or give us access to these third party accounts you agree that you have read all contracts and written agreements governing such access, login information and
+passwords and that you have all the necessary contractual and legal rights to give us such access, login information and passwords.
 **5. Comments and Feedback**
 Any questions, comments, suggestions, ideas, feedback, or other information provided by you to us ("Comments") are not confidential and you hereby grant us a worldwide, perpetual, irrevocable, royalty-free license to reproduce, display, perform, distribute, publish, modify, edit or otherwise use such Comments as we deem appropriate, for any and all commercial and/or non-commercial purposes, in our sole discretion.
+**6. Monitoring Your Stuff**
+**6. Monitoring What You Provide Us**
 Squarespace may, but has no obligation to, monitor Content on the Site or websites created using our Services. We may disclose any information necessary or appropriate to satisfy our legal obligations, protect Squarespace or its customers, or operate the Services properly. Squarespace, in its sole discretion, may refuse to post, remove, or require you to remove, any Content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of this Agreement. Squarespace may, in its discretion, also require you to place all or any portion of the Content behind password protection. If Squarespace has requested Content be placed or has placed Content behind password protection, you may not publish the password or similar information in any way that limits the effectiveness of the password. If Squarespace requests that you place any Content behind password protection and you fail to do so promptly, Squarespace may (a) place such Content behind password protection itself, or (b) immediately terminate this Agreement.
 **7. Copyright Complaint Policy**
  If you believe any Materials infringe your copyrighted works, you may provide a notification of claimed copyright infringement to our Designated Agent for copyright complaints. Please see our Copyright Complaint Policy for further information.
 **21. Disputes**
 The formation, interpretation and performance of this Agreement and any disputes arising out of it shall be governed by the substantive and procedural laws of the state of New York without regard to its rules on conflicts or choice of law and, to the extent applicable, the laws of the United States of America. The exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the state and federal courts located in New York, New York, and you hereby submit to the personal jurisdiction of such courts. You hereby waive any right to a jury trial in any proceeding arising out of or related to this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
 **22. Privacy**
+We encourage you to read the [Privacy Policy](http://www.squarespace.com/privacy), and to use the information it contains to help you make informed decisions. Please also note that certain information, statements, data and content (such as photographs) which you post to the Site are likely to reveal your gender, ethnic origin, nationality, age, and/or other personal information about you. You acknowledge and agree that your submission of such information is voluntary on your part. Further, you acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary in our opinion Disclosures of user information to third parties are further addressed in the [Privacy Policy](http://www.squarespace.com/privacy).
+We encourage you to read the [Privacy Policy](https://www.squarespace.com/privacy), and to use the information it contains to help you make informed decisions. Please also note that certain information, statements, data and content (such as photographs) which you post to the Site are likely to reveal your gender, ethnic origin, nationality, age, and/or other personal information about you. You acknowledge and agree that your submission of such information is voluntary on your part. Further, you acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary in our opinion Disclosures of user information to third parties are further addressed in the [Privacy Policy](https://www.squarespace.com/privacy).
 **23. Other**
 You acknowledge that a violation or attempted violation of any of this Agreement will cause such damage to Squarespace as will be irreparable, the exact amount of which would be impossible to ascertain and for which there will be no adequate remedy at law. Accordingly, you agree that Squarespace shall be entitled as a matter of right to an injunction issued by any court of competent jurisdiction, restraining such violation or attempted violation of these terms and conditions by you, or your affiliates, partners, or agents, as well as to recover from you any and all costs and expenses sustained or incurred by Squarespace in obtaining such an injunction, including, without limitation, reasonable attorney's fees. You agree that no bond or other security shall be required in connection with such injunction.
 In no event shall you be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of Squarespace, the exploitation of any advertising or other materials issued in connection therewith, or the exploitation of the Site or any content used or displayed through the Site.