Design Directory Terms and Conditions

TERMS AND CONDITIONS FOR DESIGN DIRECTORY

Thank you for choosing to be a part of the design directory offered by The Finders Keepers Markets Pty Ltd (ACN 606 692 451) (we/us/our). By agreeing to be listed in our design directory, you agree to be bound by these Terms and Conditions (Terms).

1. Definitions
 “We/us/our” refers to The Finders Keepers Markets Pty Ltd.

“You/Your” refers to You personally and Your company and (if applicable) any staff, contractors, agents or representatives that have engaged with our markets to display and sell goods.

“Confidential information” means information that is by its nature confidential but does not include information in the public domain other than as a result of disclosure by a party in breach of its obligations of confidentiality under these terms and conditions.  

“Directory” means the directory of businesses and designers which we maintain on our website. 

“Intellectual Property Rights” means all present and future rights conferred by statute, common law or equity in or in relation to any copyright, trademarks (registered or unregistered), designs, patents, circuit layouts, business and domain names, inventions and other results of intellectual activity.

“Profile” means a profile for your business which we maintain on the Directory.

“Yearly Subscription Fee” means the amount of $AUD89 (inclusive of Goods and Services Tax (GST)).  

2. Agreement to be bound
Please read these Terms carefully before submitting a Profile for the Directory. If you do not agree to any Terms, you must not maintain a Profile on the Directory. 

We reserve the right to make changes to these Terms from time to time at our sole discretion. By continuing to maintain a Profile on the Directory, you agree to be bound by the changes.

3. Directory service
The Directory is an information service only for potential customers. We do not offer your products for sale through the Directory. Therefore, you are responsible for any sales and queries with your customers directly. 

You must be a previous or future Design stallholder at our markets (registered via our TFK stallholder portal from 2018) to qualify for a Profile. 

4. Fees
Payment of the Yearly Subscription Fee provides you with a Profile for a period of 12 months from 10 days after we receive your payment. 

If you want to extend your Profile beyond this time, you must renew and pay a further Yearly Subscription Fee following a reminder email from us. 

Please note that we may at our discretion update the amount of the Yearly Subscription Fee from time to time. 

5. Subscription via Stripe and User Security
When you sign up for a subscription for the Directory via Stripe your card details will be saved within the Stripe portal. Stripe uses best-in-class security practices to maintain a high level of security. 

Stripe has been audited by a PCI-certified auditor and is certified to PCI Service Provider Level 1. This is the most stringent level of certification available in the payments industry. This audit includes both Stripe's Card Data Vault (CDV) and the secure software development of our integration code.

Stripe provides our users with features to automate some aspects of PCI compliance. Stripe analyzes the user's integration method and dynamically informs them of which PCI validation form to use. If a user uses Stripe Elements, Checkout, Terminal SDKs, or our mobile libraries, we pre-fill the user's PCI validation form (Self-Assessment Questionnaire A) in their Dashboard. And to educate users on the subject of compliance, Stripe has a PCI Compliance Guide that describes how to maintain compliance and how Stripe can help.

6. Profile Guidelines 
You must submit the content for your Profile along with your application in accordance with this clause.

You must provide us with a summary of your business which must:
- Be no longer than 1000 words; 
- Not contain any URLs (we will provide you with the opportunity to have one link to your website, one to your Facebook account and one to your Instagram account); 
- Not contain links to any third parties; 
- Not contain any promotional codes or marketing promotions; and 
- Be in clear, plain English and must be adequately proofread for any spelling or grammatical errors. 

You must also provide us with images to use with your Profile which must:
- Be photographic images only (animated GIFs, logos, images with overlay or text, vector or 3D images are not allowed); 
- Be of a professional standard and of your own products or marketing;
- Be of high quality and adhere to the following specifications: 
- Be no smaller than 800px; and saved no lower than 72dpi (recommended 150dpi) and not be stock images (even if you have paid to use these images). 

Any written or image content that you provide to use for your Profile must not:
- Infringe any third-party Intellectual Property Rights; and
- Be derogatory, sexist, pornographic, racist, violent, or contain images or content that glorify violence, hatred or is of ill material.

You must ensure that your contact details and the accuracy of content in your Profile including, but not limited to, the link to your website and the products you offer, are up to date by editing your Profile in our Directory.

7. Non-Compliance with Profile Guidelines 
If any written or image content that you provide to use for your Profile does not comply with clause 6, we may at our sole discretion:
- Remove, hide or disable your Profile without a refund of your Yearly Subscription Fee (if applicable); 
- Refuse any particular images or written content and request that they be replaced before your Profile goes live on the Directory;  
- Fix images or written content by re-cropping to fit our Directory specifications, re-ordering images, editing any text that contains any incorrect spelling or grammar or links in the body copy; and/or
- Fix any incorrect links supplied for your website or social media accounts. 
- We agree to only edit your content only as necessary to improve, enhance or correct aspects of your Profile for your own benefit and for the success of the Profile. If substantial changes are made to your profile by us, we will send you the edited Profile for your review and final approval. 

If you have any concerns about the edits we have made to your profile, you can email us. We will then endeavor to come to a solution with you, however, if we cannot come to an agreement on the content, your only recourse will be to cancel your Profile in accordance with clause 8 below.

Please note that a refund will not be offered when you cancel your Profile. 

8. Cancellation by You
You may at any time contact us via email with a request to temporarily suspend or “hide” your Profile; or cancel your Profile. 

Please note that while we will endeavor to comply with your requests as soon as practically possible, we cannot be held liable for any loss due to any delays in suspending or cancelling a Profile. 

Further, we do not provide any refunds or credits for the Yearly Subscription Fee if you change your mind or request that your Profile is temporarily suspended or cancelled. 

9. Cancellation by Us
We may cancel your Profile at any time if you Fail to comply with these Terms.

If we cancel your Profile, we do not provide any refunds or credits for the Yearly Subscription Fee. 

10. The Finders Keepers marketing activities
In the course of marketing and promoting The Finders Keepers Market/s and/or Directory, we may wish to reproduce or refer to images of you and your Profile. 

You grant us a non-exclusive, royalty-free licence to use the content on your Profile for the purposes of marketing and promoting The Finders Keepers Market/s and/or Directory and warrant that the content on your Profile does not include or infringe any third-party Intellectual Property Rights.

11. Non-transferrable
The right to hold a Profile must not be transferred, sold, or assigned to any other person or company without our prior written consent. In other words, if you are planning to transfer your business to someone else, you must ask us whether we agree to maintain the Profile. 

The reason for this is that we maintain our commitment to independent designers and makers from across Australia.  

In the event that we consent to your rights to hold a Profile being transferred, sold, assigned, sublet or otherwise to any other party, You warrant that the party who is receiving these rights must agree to be bound by these Terms and You agree to assist The Finders Keepers in procuring such an agreement if required.

12. Limitation of liability
You agree that we are not liable for any direct, indirect or consequential damage, loss or harm suffered by you, your agents or your representatives that may result from your participation in our Directory.  This includes physical, psychological and economic harm.

We are not responsible for any claims, actions, demands or suits that you may face as a result of your conduct or any content contained on your Profile.

13. Indemnity
You agree to indemnify us (and our agents, contractors and employees) against any cost, expenses, loss, damage or harm suffered by us resulting from any claims, actions, demands or suits that may be made against us as a result of your conduct including but not limited to any third-party allegations of infringement of Intellectual Property Rights against you by any third party and public liability claims relating to your Profile. 

14. Privacy Policy
In order to create a Profile on the Directory, we will obtain personal information from you. We deal with your personal information in accordance with our Privacy Policy. 

15. General
a. Interpretation  

In these Terms:
1. Headings are for convenience only and do not affect interpretation. 
2. Defined terms have the meaning ascribed to them;
3. A word denoting the singular number includes the plural number and vice versa.

b. Relationship of the parties

The Finders Keepers and you are independent contracting parties, and nothing in in these Terms will make either party the employee, partner, agent or legal representative of the other for any purpose whatsoever. Nor does it grant either party any authority to assume or to create any obligation on behalf of or in the name of the other.

c. No implied waiver 

The failure of The Finders Keepers to require performance by you of any obligation arising under these Terms will in no way affect the right of The Finders Keepers to require such performance at any later time.  If The Finders Keepers waives a breach by You of any obligation arising under these terms, such waiver will not constitute a waiver of any later breach of the same or any other obligation under these Terms. 

d. Severability 

If any provision of these Terms is or becomes invalid or unenforceable under any statute, regulation, ordinance, executive order or other rule of law, the invalid provision will be severed from these Terms and the remaining Terms will remain in full force and effect.

e. Entire agreement 

These Terms constitute the entire agreement between the parties with respect to its subject matter and supersedes all prior oral or written representations and agreements and the parties expressly agree that neither has relied on pre-contractual conduct or representations of the other party in entering into these Terms.
 
f. Variation

No alteration, modification, change or variation of any of these Terms will be binding upon either party unless in writing and signed by a duly authorised representative of each party.

The parties agree that these Terms are governed by the State of Victoria, Australia and the parties submit to the exclusive jurisdiction of the courts of that State.  

Contact details:

If you have any further questions or feedback, you may Contact us at any time. 

Last updated 30th October 2023