Terms of service

These terms are an agreement between PIXELMART LIMITED (NZBN [NZBN]), trading as Warmbell ("Warmbell", "we", "us"), and the business that signs up to use Warmbell ("you").

Warmbell is built for businesses. By creating an account, or by ticking that you agree at signup, you confirm that you are signing up on behalf of a business and that you have the authority to bind that business to these terms. If you don't agree, don't use Warmbell.

These terms work alongside our Privacy Policy and our Terms of use. If they conflict, these terms win.

• Services means the Warmbell platform: the staff admin, your branded customer portal, booking widget, payments tools, AI features and anything else we provide under your plan.
• Your customers means the people who book, buy from or contact your business through Warmbell.
• Your data means information you or your customers put into Warmbell, including customer records, bookings, messages, files and settings.
• Plan means the subscription tier you choose, as described on our pricing page.
• AI credits means the units that measure your use of AI features.

We provide the services that come with your plan. What each plan includes is shown on our pricing page and in your admin. Some features are marked as coming soon; those aren't part of your plan until we release them.

We keep improving Warmbell, so features can change. If we remove something that is a significant part of your paid plan, we'll give you reasonable notice and you can cancel before the change takes effect.

• Keep your account details accurate, and keep logins secure. Tell us straight away if you think an account has been compromised.
• Each plan includes a number of staff seats, and you can buy more. You decide who on your team has access and what role they have.
• You are responsible for everything done under your account, including by your staff.

New businesses can try Warmbell free for 14 days without a card. Some features, such as AI and anything that costs us money to send, may stay off during the trial. At the end of the trial you choose a plan to keep going. If you don't, we may pause or close the account.

• Prices. Plan prices, seat prices and AI credit rates are shown on our pricing page in New Zealand dollars, excluding GST. We add GST at the applicable rate.
• Billing. Plans are billed monthly or annually in advance, starting when you choose a plan. Extra seats are added to your bill.
• AI credits. Your plan includes a monthly allowance of AI credits. Included credits reset each billing period and don't roll over. Credits you buy as top-ups stay until you use them. You can set automatic top-ups and a monthly spending cap; at the cap, AI features scale back rather than charging more.
• Late payment. If a payment fails, we'll tell you and retry. If it stays unpaid, we may suspend the account until it's paid. Your data is kept while the account is suspended.
• Refunds. Fees already paid are not refundable, except where these terms or the law say otherwise.
• Price changes. We'll give you at least 30 days' notice of a price increase. It applies from your next billing period after the notice ends.

Payments your customers make to you, such as deposits, memberships and shop orders, are processed through your own Stripe account. Stripe's own terms apply to that account. Money from your customers goes to you, not to Warmbell.

You are the seller. Refunds, chargebacks, disputes and any tax on your sales are your responsibility. We provide the tools; we are not a party to your sale.

• You are responsible for the services you provide to your customers and for your own terms and policies with them.
• You must have a lawful basis, and any consent the law requires, to collect your customers' information and to contact them, including by email, text or phone.
• You must comply with the laws that apply to your business, including the Privacy Act 2020, the Unsolicited Electronic Messages Act 2007 and the Fair Trading Act 1986.
• Content you publish through Warmbell, such as your portal, services and prices, must be accurate.

Warmbell includes AI features that can answer enquiries, take bookings and draft messages on your behalf. They use AI credits as described in section 6.

• AI can make mistakes. Check important information, and set up your services, prices and policies accurately so the AI has the right facts.
• You are responsible for what the AI says on your behalf once you have switched it on, in the same way as for messages your staff send.
• Where the voice receptionist records or transcribes calls, you must tell callers where the law requires it.
• We use service providers to run AI features. Our Privacy Policy explains who they are and how data is shared with them.

• You own your data. You give us permission to host, copy, process and display it only as needed to provide and support the services.
• We act for you. For your customers' personal information, we hold and process it on your behalf and follow your instructions. Our Privacy Policy explains how.
• Export. You can export your key records from the admin at any time while your account is open.
• After you leave. When your account closes we keep your data for 90 days so you can export it or come back, then delete it, except where we need to keep some of it by law.
• Aggregated data. We may use data that has been combined and stripped of anything that identifies you or your customers, to run and improve Warmbell.

Each of us will keep the other's confidential information confidential and use it only for this agreement. That doesn't cover information that is public, that the other already had, or that the law requires to be disclosed.

Warmbell, including its software, design and brand, belongs to us and our licensors. You get a right to use it under your plan while these terms apply; nothing transfers ownership to you. If you send us ideas or feedback, we can use them without owing you anything.

You must use Warmbell in line with our Terms of use, which set out what you must not do, such as sending spam, breaking the law, or trying to break into or overload the platform.

We work to keep Warmbell running and secure, and we schedule maintenance to limit disruption. We don't promise it will always be available or free of errors. Support is available by email; Enterprise plans can agree a service level separately.

You are acquiring Warmbell for the purposes of a business. To the extent the law allows, the Consumer Guarantees Act 1993 does not apply, and we both agree that sections 9, 12A, 13 and 14(1) of the Fair Trading Act 1986 do not apply, and that it is fair and reasonable for us to agree this.

• Neither of us is liable for indirect or consequential loss, or for loss of profit, revenue, data or goodwill.
• Our total liability under or in connection with these terms is limited to the fees you paid us in the 12 months before the event that caused the claim.
• These limits don't apply to liability that can't be limited by law, or to fraud.

You will cover our reasonable losses and costs from a claim by a third party (including your customers) that arises from your services, your data, or your breach of these terms or the law.

• You can cancel at any time from your billing settings. Your plan runs to the end of the period you've paid for and isn't renewed.
• We can suspend or close an account if fees stay unpaid, if you seriously or repeatedly breach these terms, or if we need to protect Warmbell, other users or the public. Where it's reasonable, we'll warn you first and give you time to fix the problem.
• After a plan is cancelled or unpaid, there is a 14-day grace period before the account is suspended. Section 10 explains what happens to your data.

We may update these terms. For changes that materially affect you, we'll give at least 30 days' notice by email or in your admin. If you keep using Warmbell after the change takes effect, the new terms apply. If you don't agree, you can cancel before then.

• These terms are governed by New Zealand law, and the New Zealand courts have exclusive jurisdiction.
• You can't transfer this agreement without our consent. We may transfer it to a business that takes over Warmbell.
• We send notices by email to the account owner or in your admin. You can send notices to [privacy@warmbell.co].
• Neither of us is liable for delays caused by events outside our reasonable control.
• If part of these terms can't be enforced, the rest still applies.
• These terms, with the documents they refer to, are the whole agreement between us about Warmbell.

PIXELMART LIMITED, trading as Warmbell

[registered address]

[privacy@warmbell.co]