bespoke spots

Terms and Conditions – Service Provider

Updated: 01 March 2021

Table of contents

Glossary of terms
Listings
When you submit a Listing
Special Listings / Vouchers
Payment
Customer Data Restrictions
Promotional Programs
Terms of Termination
Marketing
Confidentiality
Other

1. Glossary

“LISTINGS” refers to the listing loaded onto the website under “listings”.

“CLAIM LISTING” refers to the button and form located on the website for owners to take ownership of their listing that has been loaded onto the website on their behalf.

“SERVICE PROVIDER OFFERING” means the goods and/or services to be provided by the Service Provider, stated on the Voucher as presented by Bespoke Spots. Values determined by Service Provider.

“MAXIMUM NUMBER OF Vouchers” means the maximum number of Vouchers Bespoke Spots is authorised to administer the sale on behalf of the Service Provider.

“MONTHLY MAXIMUM NUMBER OF Vouchers” means the maximum number of Vouchers Bespoke Spots is authorised to administer the sale on behalf of the Service Provider each month after the Maximum Number of Vouchers has been sold.

“FULL VOUCHER VALUE” means the Amount Paid..

“AMOUNT PAID” means the amount a purchaser pays for each Voucher.

“VOUCHER VALUE EXPIRATION DATE” means the date stated on the Voucher when the Promotional Value expires.

“REMITTANCE AMOUNT” means the amount Bespoke Spots shall remit to Service Providers for each Voucher, subject to the payment terms.

“FINE PRINT” means the conditions and restrictions concerning Voucher redemption and the Service Provider Offering stated on the Website and Voucher.

“SPECIAL LIST” refers to the website page where all the Vouchers/offers are listed.

“SERVICE PROVIDER BANK ACCOUNT” refers to the merchant (the Service Provider) chosen bank account for deposits.

“MERCHANT” also refers to the “SERVICE PROVIDER”

“CUSTOMER DATA” refers to all identifiable information about purchasers generated or collected by Bespoke Spots or Merchant, including, but not limited to, purchasers’ name, shipping addresses, email addresses, phone numbers, purchaser preferences and tendencies, and financial transaction data.

“TERM” refers to the time the contract is in place between two parties.

Listings

Definitions:

“ACCOUNT”: means collectively the personal/identifying information, payment information and credentials used by Users to access parts of the Website and to create Listings;

“CONTENT”: means any text, graphics, images, audio, video, software, data complications and any other form of information capable of being stored in a computer that appears on or forms part of this Website.

“LISTING”: Means a directory listing posted on our website by a user or one of our staff members which shall provide details of the Service Providers business details, including and not limited to contact details.

“LISTED BUSINESS”: means any listing that features a business.

“SUBSCRIPTION”: means the fee paid to post a listing.

“USER / USERS”: means any Service Providers or Members that access the website and is not employed by Bespoke Spots.

“WEBSITE”: means the website that you are currently using www.bespokespots.com

Listing on the Website

All new listings will be checked by administration at Bespoke Spots before the listing goes live on the Website. This is so we can check that all links are working, images are visible, and proof-read all content. If the address provided is not a physical address, we will contact you to verify.
We aim to approve all listings within 72 hours of receipt, and often much sooner. If there are any problems with the listing we will contact you on the email address provided.
It is your responsibility to update your Listings should any information change. If you no longer sell or manage the service or product listed or any details change it is your responsibility to inform us immediately in writing to info@bespokespots.com
In the event that a listing has been loaded onto the Bespoke Spots website as a recommendation from one of our staff or a member you are able to view and claim your listing from the website at the “CLAIM LISTING” button. This will be verified by administration and approved within 48 hours.
We reserve the right to reject any Listings that we do not deem appropriate for the site. In this case any money paid as part of the Subscription will may be refunded.
If you wish to cancel your membership at any time you must notify us in writing at info@bespokespots.com no later than 7 days before the renewal period. Should you not make payment by renewal date your listing/s will be removed or hidden until we receive payment from you.
If you cancel your listing/membership half way through a membership period you will not be entitled to a refund or the time remaining.

When submitting your listing

When submitting a Listing to the Website you should do so in accordance with the following rules:
Your Listing must be placed into the appropriate category. Bespoke Spots reserves the right to change this category should they deem another category to be more appropriate
You acknowledge that Bespoke Spots or any of its editors shall screen, approve (or reject), edit and/or remove any Listing submitted to the Website.
Bespoke Spots may edit your Listing without prior consultation. In cases of severe breaches of the provisions of sub-Clause (your Listing may be removed and your Account may be suspended or terminated. You will be informed in writing of the reasons for any such alterations or removals)
In order to submit a Listing, you are required to submit certain personal details and/or business details. By continuing to use this Website you represent and warrant that: any information you submit is accurate and truthful and you will keep this information accurate and up-to-date.
By submitting a Listing you warrant and represent that you are the author of that Listing or that you have acquired all of the appropriate rights and / or permissions to submit it. Bespoke Spots accepts no responsibility or liability for any infringement of third party rights by such Listings or Content.
Bespoke Spots will not be liable in any way or under any circumstances for any loss or damage that you may incur as a result of such Listings, nor for any errors or omissions in Listings. Use of and reliance upon Listings is entirely at your own risk.
In order to post a Listing on this Website you must create an Account which will contain certain personal details. By creating an Account you represent and warrant that: all information you submit is accurate and truthful and you will keep this information and up-to-date.
A Listing Fee will be charged for each Listing you post on this Website. Current listing fees are available on the website at “Add Listing” button
Subscription will be processed at time of submitting the listing.
Should an increase in price be necessary you will be notified 30 days prior to your renewal date of such an increase and have the option to cancel your Listing.
If you terminate a Listing and/or your Account, your Listing(s) will be removed at the end of the paid term unless you request them to be removed sooner.

Special Listings / Vouchers

All Vouchers available on our website must have a minimum validity or expiration date from date of purchase of 12 months.
Bespoke Spots is authorised to promote and sell Vouchers on the Service Providers behalf subject to the terms of this Agreement and the “Terms & Conditions” of the Website. The Voucher will be evidence of the Service Provider Offering and will be sent to the purchaser electronically once payment is received. The purchaser will then redeem the voucher with the Service Provider by presenting the voucher in paper or electronic form. The Service Provider is the issuer of the Vouchers and seller of the service providing offering. If there is a conflict between this Agreement and the Terms of Sale, the Agreement controls.
Bespoke Spots is authorised to promote and sell Vouchers on the Service Providers behalf through any platform, including its feature deal-of-the-day, affiliates, business partner network, marketplace, or referral network. The Vouchers may be offered to all or part of Bespoke Spots subscriber base or its affiliate subscriber base or referral network and segmented by various variables including gender, age, location, and consumer preferences. The features may be offered through a variety of distribution channels, including, the Internet, the Website, affiliate websites, business partner network, email, mobile applications, other types of electronic offerings and other platforms or distribution channels owned, controlled, or operated by Bespoke Spots, its affiliates or business partners. In addition, in connection with Bespoke Spots promotion of a Service Provider Offering, Service Provider authorises Bespoke Spots to shorten or extend the Promotional Value Expiration Date.
Any Service Provider who provides a Service Provider Offering that includes massage services shall: (i) conduct social media searches for all of its employees, agents and/or independent contractors performing any massage service to ensure that they maintain a good reputation; and (ii) confirm that its employees, agents and/or independent contractors providing massage services have the required licenses and/or certifications, as well as meet other applicable state law requirements, for performing the services. Further, Service Providers shall certify to Bespoke Spots annually that it is in compliance with (i) and (ii) above.
Service Provider shall promptly notify Bespoke Spots any time it receives a complaint related to potentially criminal conduct, including allegations of sexual assault, allegedly engaged in by any of its employees, agents or independent contractors, regardless of whether a Bespoke Spots customer makes the complaint.
Bespoke Spots is authorised to promote and sell up to the maximum number of Vouchers in multiple markets at its discretion. If a Service Provider elects to offer recurring month-to-month features, then Bespoke Spots will promote and sell up to the maximum number of Vouchers for the initial feature, then promote and sell up to the monthly maximum number of Vouchers for subsequent features. Bespoke Spots shall specify the maximum number of Vouchers and, if applicable, specify the monthly maximum number of Vouchers, and may increase either number in its discretion.
Bespoke Spots reserves the continuing right to reject, revise, or discontinue any Service Provider Offering, at any time and for any reason in Bespoke Spots sole discretion, and to terminate the Service Provider Offering and to remove all references to the Service Provider Offering and voucher from the Website; and redirect or delete any URL used in connection with the Service Provider Offering.
Service Provider agrees that in providing the Service Provider Offering, Service Provider will not inflate prices or impose any additional fees, charges, conditions or restrictions that contradict or are inconsistent with the terms stated on the voucher, including the fine print. Unless disclosed in the fine print, the Service Provider further agrees not to impose different terms or a different cancellation policy than what is imposed on its non-Bespoke Spots customers.
Service Provider agrees that so long as an appointment or reservation is made to redeem a voucher, or purchaser has made an attempt to make an appointment, before the voucher’s expiration date, the voucher will be honored for the full offer value without restriction, even though the services may be provided after the voucher value expiration date.
For any seasonal Service Provider Offering(s), following the initial voucher expiration date specified in the Bespoke Spots Merchant Agreement the: (i) voucher expiration date will reset to be the end of the immediately following season specified by the Service Provider; and (ii) Maximum Number of Vouchers will reset for the immediately following season. Throughout the Term (as defined herein), the voucher expiration date and the maximum number of Vouchers for the seasonal Service Provider(s) will continue to reset after each season.
Service Provider is responsible for all customer service in connection with the Service Provider Offering and for supplying all goods and services stated in the Service Provider Offering. Service Provider is also responsible for any customer loyalty programs associated with the Service Provider Offering.
If applicable, the Service Provider will hold the Service Provider Offering for pick-up by each purchaser at the Redemption Site. The “Redemption Site” is the complete and accurate address provided by Merchant to Bespoke Spots where purchasers are able to redeem the voucher to pick-up the Service Provider Offering. Service Provider also agrees to provide Bespoke Spots with the hours and dates of operation, complete with any exceptions, and a valid phone number for the Redemption Site. If any of the information related to a Redemption Site changes, the Service Provider agrees to notify Bespoke Spots immediately of such change
Service Provider agrees to accept returns of the Service Provider Offering in compliance with applicable laws and the Fine Print, but in any event: (i) will accept returns of a defective Service Provider Offering or nonconforming items in or a part of any Service Provider Offering at all times and pay (or reimburse a purchaser for) any and all costs associated with the return of such Service Provider Offering; and (ii) will not impose a more restrictive return policy on purchasers than Service Providers regular return policy as applied to Service Provider purchaser in the ordinary course of Service Providers business.

Payment

Amounts retained by Bespoke Spots from the proceeds of the Service Provider Offering are compensation to Bespoke Spots for marketing, promoting, and advertising the Service Provider Offering and distributing the Vouchers on behalf of the Service Provider. The Service Provider shall retain the Remittance Amount in trust for the benefit of purchasers holding unredeemed Vouchers until the Service Provider delivers the Service Provider Offering.
Bespoke Spots is authorised to initiate a credit transaction entries to the Service Providers depository account at the financial institution of their choice and named in the signed agreement or otherwise provided to Bespoke Spots by the Service Provider in writing (“Merchant Bank Account”). Only in the event of an error is Bespoke Spots authorised to make an adjustment to the Merchant Bank Account to correct any error. Payments of Vouchers can take up to 14 days to appear in the relevant, authorised bank account of the Merchant Bank Account after processing.
The Service Provider (“Merchant”) will not attempt to bill or collect reimbursement from any third-party payor, including but not limited to any insurer, health insurance plan, Medicare, Medicaid or any other federal, stage, provincial, territorial or local government program or entity of Merchant Services. The Service Provider will accept the amounts received from Bespoke Spots as payment in full for all services provided by the Service provider pursuant to the Service Provider offering. The Service Provider {“Merchant”), is solely responsible for complying with contractual requirements imposed by its contracts with third-Party payers, including but not limited to requirements related to offering discounted services.
It is the Service Provider’s responsibility to determine what, if any, taxes apply to the payments the Service Provider makes or receives, and it is the Service Providers responsibility to collect, report and remit the correct tax to the appropriate tax authority. Bespoke Spots is not responsible for determining whether taxes apply to the Service Providers Transactions. All Vouchers/Offering must include the relevant tax and to the tax amount is to be determined by the Service Provider.
The Service Provider bears sole financial responsibility for any and all sales, use, excise, general, GST, VAT or any other taxes including interest penalties and additional related taxes imposed on or arising from the transitions contemplated by this Agreement between Bespoke Spots and the Service Provider (“Merchant”). Tax rates are subject to change, if applied, will be calculated at the time of each payment using the rates in effect under current law.
Bespoke Spots will have no obligation to advance amounts that have been paid to Bespoke Spots by the purchaser until the Service Provider has complied with the Service Provider obligations under this Agreement. If Bespoke Spots reasonably believes that the Service Provider (“Merchant”), has breached any provision of this Agreement, Bespoke Spots may offset delay, withhold or suspend future payments to the Service Provider, in Bespoke Spots sole discretion. Bespoke Spots is authorised to offset, delay, withhold, or suspend future payments to Service Provider in addition to such other remedies as may be available under this Agreement or at law, to secure payment from Merchant for any refund

Customer Data Restrictions

The Service Provider (“Merchant”) shall use Customer Data only to fulfill its redemption obligations in connection with the Service Provider Offering as authorised by this Agreement. The Service Provider expressly agrees that any Customer Data shall be used only for this purpose (including, but not limited to, the redemption of Vouchers and provision of goods and services to purchasers), and not to enhance a file or list owned by Service Provider, or any third party. The Service Provider represents, warrants and covenants that it will not resell, broker or otherwise disclose any Customer Data to any third party, in whole or in part, for any purpose, unless required by applicable law.
If the Service Provider engages any third-party to facilitate its redemption obligations hereunder, Service Provider shall ensure that such third-party implements and complies with reasonable security measures in handling any Customer Data. If any Customer Data is collected directly by Service Provider or a third-party engaged by Service Provider to facilitate its redemption obligations hereunder, the Service Provider shall ensure that it or such third party adopts, posts and processes the Customer Data in conformity with its posted privacy policy and all applicable laws.
As long as the Service Provider uses Customer Data in compliance with applicable law and the Service Providers posted privacy policy, restrictions stated in this Agreement on the Service Providers use of Customer Data do not apply to: (i) data from any purchaser who is already a customer of Service Provider (“Merchant”) before the Effective Date, if such data was provided to Service Provider by such purchaser independent of this Agreement or any transaction hereunder; or (ii) data supplied by a purchaser directly to the Service Provider who becomes a customer of Service Provider in connection with such purchaser explicitly opting in to receive communications from the Service Provider.

Promotional Programs

In an effort to incentivise Voucher Sales, the Service Provider (“Merchant”) authorises Bespoke Spots, at any time and in Bespoke Spots sole discretion, to increase or decrease the Amount Paid for the Service Provider Offering. Bespoke Spots will make an effort to contact the Service Provider before the publication of any promotion programs.

(01) – Promotional Codes – A “Promotional Code” is a code that purchasers may use, in Groupon’s sole discretion, to receive a discount on the Amount Paid for a Merchant Offering.

(02) – Price Optimisation – “Price Optimisation” is any change (excluding Promotional Codes) to the Amount Paid for a Merchant Offering.

8. Term and Termination

This agreement will continue in effect until terminated by either party in accordance with this secio (“Term”). Bespoke Spots is authorised to terminate this Agreement, at any time for any reason, upon written notice to the Service Provider (“Merchant”). The Service Provider is authorised to terminate this Agreement upon seven (7) business days prior written notice to Bespoke Spots. Termination of this Agreement will not in any way affect the Service Provider’s (“Merchant”) obligation to redeem any Voucher according to the terms of this Agreement, including the obligation to honor the Voucher for the Amount Paid after the Expiration Date. Provisions in this Agreement that are intended to survive termination will continue in full force and effect after the Term.

Marketing

Bespoke Spots and its business partners may communicate with the Service Provider (“Merchant”) with regard to products, promotions, and other services that may be of interest to the Service Provider (“Merchant”). This may include email or other communications. Bespoke Spots may also solicit the Service Providers opinion for market research purposes.

Confidentiality

The terms for the Service Provider Offering described in this Agreement are confidential, and Service Provider agrees not to disclose the terms described in this Agreement to any party (other than to its employees, parent companies, shareholders, lawyers and accountants on a strict need-to-know basis or as required by applicable public records and other law, if the Service Provider has taken the necessary precautions of the kind generally taken with confidential information to preserve the confidentiality of the information made available to such parties). In the event of a breach, Bespoke Spots is entitled to injunctive relief and a decree for specific performance, and any other relief allowed under applicable law (including monetary damages if appropriate).

Other

The parties are independent contractors. Nothing in this Agreement is to be construed to create a joint venture, partnership, franchise, or an agency relationship between the parties. Neither party has the authority, without the other party’s prior written approval, to bind or commit the other in any way.

This Agreement constitutes the entire agreement between the parties relating to its subject matter and supersedes all prior or contemporaneous oral or written agreements concerning such subject matter.

The Service Provider is not authorised to transfer or assign its rights or obligations under this Agreement, whether by operation of law or otherwise, without Bespoke Sots prior written consent. Any waiver must be in writing and signed by an authorised signatory of Bespoke Spots. Bespoke Spots is authorised to transfer or assign this Agreement to a present or future affiliate or pursuant to a merger, consolidation, reorganisation or sale of all or substantially all of the assets or business, or by operation of law, without notice to the Service Provider.

If any provision of this Agreement should be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement are not affected.
Except as expressly stated in this agreement, neither party makes any representations or warranties, express nor implied, including but not limited to any implied warranty of merchantability, fitness for a particular purpose or non-infringement. Bespoke Spots does not warrant or guarantee that the services offered on or through the website will be uninterrupted or error-free, that the vouchers are error-free, or that any merchant offering will result in any revenue or profit for the service provider.