Platform Terms of Business

1. ABOUT SQUINTED AND THESE TERMS

1.1 Who we are: Squinted is operated by Squinted Ltd, a company registered in England and Wales under company number 16937508, whose registered office is at 82A James Carter Road, Mildenhall, Suffolk IP28 7DE (“Squinted”, “we”, “us” or “our”). You can contact us at [email protected].

1.2 These Terms: These Terms, together with our Privacy Notice, Cookie Policy, Raising Issues Policy, and the Prescription & Eyewear Suitability Disclaimer set out at Schedule 1, form the complete agreement between you and us. Where any additional policy, guideline, or notice is published on Squinted, it forms part of these Terms by reference.

1.3 Consumers and businesses: Some provisions apply differently depending on whether you are a consumer (an individual acting wholly or mainly outside your trade, business, craft, or profession) or a business. Nothing in these Terms affects the statutory rights that you have as a consumer and that cannot lawfully be excluded or restricted.

2. DEFINITIONS AND INTERPRETATION

2.1 In these Terms, the following definitions apply:

• (a)“Buyer”: A user who buys or offers to buy an Item.
• (b)“Buyer Protection”: The buyer protection scheme operated by us under Clause 14.
• (c)“Buyer Protection Fee”: The fee charged to Buyers to fund Buyer Protection under Clause 15.
• (d)“Item”: Any item of pre-owned eyewear or related goods listed for sale on Squinted.
• (e)“Listing”: A listing of an Item published on Squinted by a Seller.
• (f)“Private Seller”: A Seller who is a consumer selling in a personal capacity and not in the course of a trade or business.
• (g)“Sale Contract”: The contract for the sale of an Item formed directly between a Buyer and a Seller.
• (h)“Seller”: A user who lists or sells an Item.
• (i)“Trader”: A Seller acting for purposes relating to that Seller’s trade, business, craft, or profession.
• (j)"you": and “your” mean the user of Squinted to whom these Terms apply.

3. YOUR ACCOUNT AND ELIGIBILITY

3.1 To buy or sell on Squinted, you must register an account and be at least 18 years old. By registering, you confirm that you are 18 or over and legally capable of entering into binding contracts.

3.2 You must provide accurate, current and complete information when registering and keep it up to date. You are responsible for keeping your login credentials confidential and for all activity under your account. You must notify us promptly at [email protected] if you suspect any unauthorised use of your account.

3.3 You may hold only one account unless we agree otherwise in writing. We may refuse, suspend or terminate an account in accordance with clause 22.

4. OUR ROLE: MARKETPLACE ONLY

4.1 We provide a venue: Squinted is an online marketplace that enables Sellers to list, and Buyers to buy, Items. We provide the platform, tools and payment facilitation only. We enable transactions between users; we do not ourselves buy or sell Items.

4.2 We are not a party to Sale Contracts: Every Sale Contract is formed directly between the Buyer and the Seller. We are not a party to it. We do not own, acquire title to, inspect, test, store, handle or take possession of any Item (except, where applicable, in connection with a Buyer Protection claim under clause 14). We give no warranty as to any Item or any Seller.

4.3 Limited Payment Collection only: We are not the agent of the Buyer or the Seller for the purpose of negotiating or concluding any Sale Contract. We act as the Seller’s limited commercial agent for the sole and limited purpose of collecting payment from the Buyer and remitting the proceeds (less any amounts due to us) to the Seller through our third-party payment processor. Receipt of the price by us on the Seller’s behalf discharges the Buyer’s payment obligation under the Sale Contract.

4.4 User-generated content: Listings, descriptions, images, prices, prescription information and communications between users are created by users, not by us. We do not verify and are not responsible for their accuracy, completeness, legality or quality, except as expressly stated in these Terms. If you consider that any content on Squinted is unlawful or infringing, please notify us at [email protected] and we will act in accordance with clause 18 and applicable law.

5. HOW A SALE IS MADE

5.1 A Listing is an invitation to treat and not an offer. When you place an order for an Item as a Buyer, you make an offer to buy it from the Seller on these Terms and on any lawful terms specific to that Listing.

5.2 Before you place your order, we show you a summary of your order, including the Item price, the Buyer Protection Fee and the delivery cost. You may review this full cost breakdown, correct any input errors, and cancel at that point without the order being completed. When you place your order we will acknowledge it, and the Sale Contract is then formed as set out below.

5.3 The Sale Contract is formed, and the Seller accepts your offer, when we confirm your order on the Seller’s behalf (for example by sending an order confirmation). At that point a binding Sale Contract exists between you and the Seller and payment is taken in accordance with clause 10.

5.4 Each Item is generally unique and offered in a single quantity. If an Item is unavailable after you order (for example because it has already sold), the Sale Contract will not proceed and we will arrange a refund of the amounts you have paid for that Item.

6. ACCEPTABLE USE AND PROHIBITED ITEMS

6.1 You must use Squinted only for lawful purposes and in accordance with these Terms. You must not:

• (a) use Squinted for any unlawful, fraudulent, misleading or harmful purpose, or to deal in any counterfeit, stolen or unlawfully obtained goods;
• (b) list, sell or attempt to buy any item that is prohibited or restricted under Schedule 2 or under any applicable law;
• (c) post any content that is false, misleading, offensive, defamatory, infringing or in breach of any third party’s rights, or that you do not have the right to post;
• (d) circumvent, or attempt to circumvent, Squinted’s payment, messaging or Buyer Protection systems, including by arranging or completing a sale off-platform to avoid fees or Buyer Protection;
• (e) use any automated means to access, scrape or extract data from Squinted, or interfere with its security, integrity or performance;
• (f) impersonate any person, misrepresent your identity or Seller status, or create accounts by automated means; or
• (g) post or manipulate reviews or ratings, including by posting reviews that are not based on a genuine transaction or experience.

6.2 We may investigate suspected breaches and take the action set out in clause 22, including removing content, restricting features, and suspending or terminating accounts.

7. CONTENT AND MATERIALS YOU PROVIDE

7.1 You retain ownership of the content you submit to Squinted, including Listing text and images (“Your Content”). You grant us a non-exclusive, royalty-free, worldwide licence to host, store, use, reproduce, adapt (for formatting and display), publish and distribute Your Content for the purposes of operating, promoting and improving Squinted. This licence continues in respect of any Your Content that remains on Squinted after your account closes, and for our reasonable internal record-keeping.

7.2 You represent and warrant that you own or are licensed to use Your Content, that it is accurate and not misleading, and that it does not infringe any third party’s rights or breach any law. You are solely responsible for Your Content.

7.3 Any feedback or suggestions you give us are voluntary and we may use them without restriction or payment.

8. INTELLECTUAL PROPERTY

8.1 Squinted, and all software, design, text, graphics, trade marks and other materials that we or our licensors provide (excluding Your Content), are owned by or licensed to us and are protected by intellectual property laws. We grant you a limited, personal, non-exclusive, non-transferable and revocable licence to use Squinted for its intended purpose in accordance with these Terms. All rights not expressly granted are reserved.

9. THIRD-PARTY SERVICES

9.1 Payments – Stripe. Payments on Squinted are processed by Stripe. By transacting on Squinted you agree to Stripe’s applicable terms, and Sellers who receive payouts agree to complete Stripe’s onboarding and verification (including identity and, where required, tax information). Stripe may act as an independent controller of the personal data it processes for these purposes, as described in our Privacy Notice. Sellers must review and accept the Stripe Connected Account Agreement before any funds are transferred to them

9.2 Shipping – SendCloud. We use SendCloud to generate shipping labels and to support tracking. Carriage is provided by third-party carriers and is subject to their terms. We are not the carrier and are not responsible for the acts or omissions of any carrier, subject to Buyer Protection under clause 14.

9.3 Your use of any third-party service is subject to that third party’s terms. We are not responsible for the availability, accuracy or acts or omissions of any third-party service, except as expressly stated in these Terms.

10. PLACING AN ORDER AND PRICE

10.1 Total Price The price you pay for an Item is the total price shown to you before you place your order. That price shows the Item price and the Buyer Protection Fee (clause 15) as a single combined figure. Because delivery is chosen by you and varies, the delivery charge is shown as a "from" price on the Listing and then confirmed in full, with the complete order total, before you commit to buy. We will not add any mandatory charge that is not shown in that order total. Prices are in pounds sterling.

10.2 Payment You authorise us and our payment processor to charge your chosen payment method for the total price when the Sale Contract is formed. We hold the proceeds and release them to the Seller in accordance with clause 19 and, where relevant, clause 14.

10.3 You are responsible for the accuracy of your order and delivery details. You must not complete a purchase using a payment method you are not authorised to use.

11. YOUR RIGHTS AS A BUYER: TRADER OR PRIVATE SELLER

11.1 Your rights depend on who you are buying from. Each Listing indicates whether the Seller is a Trader or a Private Seller. This affects the legal rights you have in relation to the Item, because your Sale Contract is with the Seller and not with us.

11.2 Buying from a Trader: Where the Seller is a Trader, you buy as a consumer and you have the full protection of consumer law against that Trader, including under the Consumer Rights Act 2015 (the Item must be of satisfactory quality, as described and fit for purpose, with a short-term right to reject) and, for distance sales, the right to cancel within 14 days under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. The Trader is also required to give you certain pre-contract information. These rights are owed to you by the Trader.

11.3 Buying from a Private Seller: Where the Seller is a Private Seller, this is a private sale between individuals and consumer law does not apply to it. Your rights are more limited: under the Sale of Goods Act 1979 the Seller must have the right to sell the Item (title) and the Item must correspond with its description, but there is no legal requirement that it be of satisfactory quality or fit for purpose, and there is no statutory right to cancel or to a “change of mind” refund. You should therefore read the Listing, examine the photographs and description carefully, and ask the Seller any questions before you buy.

11.4 Buyer Protection. Separately from your statutory rights, Buyer Protection under clause 14 may give you additional contractual cover against us if an Item does not arrive or is significantly not as described, whether you buy from a Trader or a Private Seller.

11.5 Our position. We are not the Seller and do not give you the rights described in this clause 11 ourselves; those rights lie against the Seller. Our role is to facilitate the transaction and to operate Buyer Protection.

12. SHIPPING AND DELIVERY

12.1 Sellers are responsible for dispatching Items promptly using the shipping method made available on Squinted, and for packaging Items adequately. Any estimated dispatch and delivery times shown on Squinted are estimates only.

12.2 Risk in an Item passes to the Buyer on delivery. Where the Seller is a Trader selling to a consumer, risk passes on delivery in accordance with the Consumer Rights Act 2015. Title to an Item passes to the Buyer once the Buyer has paid the total price in full and the Item has been dispatched, subject to the Seller having good title to pass.

12.3 If an Item is not received within the expected time, you should raise it through Squinted so that it can be addressed, including (where applicable) under Buyer Protection.

13. RETURNS, CANCELLATION AND REFUNDS

13.1 Traders. Where you buy from a Trader, the Trader’s returns and cancellation terms apply, together with your statutory cancellation and refund rights (clause 11). We facilitate refunds due from a Trader through our payment systems, but the underlying obligation to refund is the Trader’s.

13.2 Private Sellers. Where you buy from a Private Seller, there is no automatic right of return or “change of mind” refund. A refund may nonetheless be due if the Item is not as described or the Seller did not have the right to sell it, or where Buyer Protection applies under clause 14.

13.3 Where a refund is due, we will process it to your original payment method within 5 business days of the refund being agreed or determined.

13.4 The steps and timeframes that apply when you raise a problem with an order are set out in our Raising Issues policy.

14. BUYER PROTECTION

14.1 What Buyer Protection is. Buyer Protection is a contractual scheme operated by us, and funded by the Buyer Protection Fee, that gives Buyers additional cover in the circumstances set out below. It is offered by us; it is not insurance and it is not a substitute for your statutory rights against the Seller. The operational process and the timeframes for raising and resolving issues are set out in our Raising Issues policy, which forms part of these Terms

14.2 What is covered. Subject to this clause 14, Buyer Protection covers you where, in respect of an eligible order paid for through Squinted:

• (a) the Item does not arrive within the applicable timeframe and the Seller cannot show that it was delivered; or
• (b) the Item you receive is significantly not as described in the Listing (for example, materially different in condition, model or specification, or counterfeit).

14.3 How to claim. To use Buyer Protection you must not confirm receipt or acceptance of the Item, and you must report the issue to us through Squinted within 72 hours of delivery (or, where the Item has not arrived, within a reasonable time after the latest estimated delivery date), in accordance with our Raising Issues policy. You must provide the information and evidence we reasonably request and co-operate with the resolution process, which may include returning the Item to the Seller (with the cost of return dealt with as set out on Squinted).

14.4 How we hold funds. To support Buyer Protection, we hold the proceeds of sale and do not release them to the Seller until the Buyer Protection window has closed without an eligible claim, or until an eligible claim has been resolved.

14.5 Outcome. Where an eligible claim is upheld under this clause 14, we will refund you the Item price and the Buyer Protection Fee, and (where applicable) reasonable return postage, up to the amount you paid for the order. Buyer Protection does not cover consequential loss, and our total liability under Buyer Protection for any order does not exceed the total price you paid for that order.

14.6 Recovery from the Seller. Where we refund you under Buyer Protection, you assign to us, to the extent of that refund, your rights against the Seller in respect of the order, and we may recover the amount from the Seller, including by set-off against sums we hold for the Seller under clause 19.

14.7 What is not covered. Buyer Protection does not apply to: minor differences consistent with the described condition of a pre-owned Item; issues you were told about, or that were reasonably apparent from the Listing, before you bought; damage caused after delivery; transactions completed or arranged off-platform; or claims made after the applicable window. Buyer Protection does not extend your statutory rights, which you remain free to pursue against the Seller.

15. BUYER PROTECTION FEE

15.1 The Fee The Buyer Protection Fee is a charge payable by the Buyer that funds and gives access to Buyer Protection. The Buyer Protection Fee is 5% of the Item price plus £0.70. It is shown to you before you place your order and is included in the total price under clause 10.

15.2 When it is charged. The Buyer Protection Fee is charged when the Sale Contract is formed. If the sale does not proceed (for example, the Item is unavailable) the Buyer Protection Fee is refunded with the Item price. Where an eligible Buyer Protection claim is upheld, the Buyer Protection Fee is refunded as part of the outcome under clause 14. The Buyer Protection Fee is otherwise non-refundable, because the Buyer Protection cover is provided for the duration of the order.

15.3 Squinted is not currently registered for VAT and no VAT is charged on the Buyer Protection Fee. If Squinted becomes registered for VAT, the Buyer Protection Fee will be treated as inclusive of VAT where applicable.

16. LISTING AND SELLING: YOUR OBLIGATIONS

16.1 If you list or sell an Item, you contract directly with the Buyer and you are solely responsible for the Item and its sale. You warrant that:

• (a) you own the Item or are authorised to sell it, and you have and will pass good title to it, free from third-party rights;
• (b) the Item is genuine, is not counterfeit, and may lawfully be sold and sent to the Buyer;
• (c) your Listing is accurate, complete and not misleading as to the Item’s condition, provenance, specification and (where relevant) prescription; and
• (d) you will dispatch the Item promptly, packaged adequately, using the shipping method provided on Squinted, and will comply with these Terms and all applicable law.

16.2 You must respond to Buyer queries and to any Buyer Protection process in good time. You must not encourage or accept off-platform payment or completion.

17. YOUR STATUS AS A SELLER: TRADER OR PRIVATE SELLER

17.1 You must tell us your status. When you list an Item you must correctly identify whether you are selling as a Private Seller or as a Trader. You are a Trader if you are selling for purposes relating to your trade, business, craft or profession (for example, if you buy to resell, sell in volume, or sell as part of a business), even if you also sell some personal items. You are a Private Seller if you are selling your own personal items outside any trade or business.

17.2 If you are a Trader. You must comply with all consumer law that applies to your sales, including the Consumer Rights Act 2015 and the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, and you must provide Buyers with the pre-contract information the law requires, including your business identity and a geographic address, and must honour consumers’ cancellation, return and refund rights. You are responsible for your own VAT and other tax obligations. You must display any information required by the Companies Act 2006 and the Electronic Commerce (EC Directive) Regulations 2002 where those apply to you.

17.3 If you are a Private Seller. You must still describe your Items accurately and have the right to sell them, but the consumer-law obligations described above do not apply to your sales.

17.4 We may re-classify. We may treat you as a Trader, and ask you to provide the information a Trader must give, if your selling activity indicates that you are acting in the course of a business. We may suspend Listings or your account if you do not provide required information or if you mis-declare your status.

17.5 Tax information and reporting. You agree to provide the identity and tax information we are required to collect, and you acknowledge that we may be required to report information about you and your sales to HM Revenue & Customs or other authorities under applicable law.

18. COUNTERFEIT AND AUTHENTICITY

18.1 Counterfeit, replica and unlawfully branded goods are strictly prohibited. By listing an Item you warrant that it is genuine and that its sale and your use of any brand name or image do not infringe any third party’s intellectual property or other rights.

18.2 We operate a notice-and-takedown process. Where we are notified of, or otherwise identify, a Listing that we reasonably believe is counterfeit, infringing or otherwise unlawful, we may remove or disable access to it, withhold or reverse related payouts, and suspend or terminate the Seller’s account. We may share information with rights holders and authorities where lawful and appropriate, and we will act to preserve any protection available to us as a hosting intermediary under applicable law.

18.3 If you believe an Item infringes your rights, please contact us at [email protected] with the information we need to assess and act on your notice.

18.4 The process and timeframes for reporting and resolving authenticity issues are set out in our Raising Issues policy.

19. SELLING FEES AND PAYOUTS

19.1 Fees. Squinted does not currently charge Sellers a selling fee or commission. Squinted's only charge in connection with a sale is the Buyer Protection Fee, which is paid by the Buyer under clause 15. The Seller receives the Item price, subject to any refund, chargeback, set-off or Buyer Protection outcome under these Terms [and to any payment-processing charges applied by Stripe].

19.2 Payouts. Payouts are made to Sellers through Stripe once the Buyer Protection window for the order has closed without an eligible claim, or once any claim has been resolved in a way that entitles the Seller to payment. You must complete Stripe onboarding and verification to receive payouts.

19.3 Holds and set-off. We may withhold, delay, reverse or set off payouts where reasonably necessary, including in connection with a Buyer Protection claim, a chargeback, suspected fraud or breach of these Terms, or a refund due to a Buyer. Sellers are responsible for their own taxes on sales and payouts.

20. EYEWEAR: ADDITIONAL SELLER REQUIREMENTS

20.1 The Prescription & Eyewear Suitability Disclaimer at Schedule 1 applies to all use of Squinted and is incorporated into these Terms. If you sell eyewear, you additionally agree that:

• (a) you will not describe or promote any Item as having been tested, verified, dispensed or fitted by a registered optician unless that is true and can be evidenced;
• (b) you will not knowingly sell any optical appliance to a person under 16, or to a person registered as sight-impaired or severely sight-impaired, otherwise than through a registered optician; and
• (c) you will comply with all laws applicable to your sale of optical appliances, including the Opticians Act 1989 and the Sale of Optical Appliances Order of Council 1984 where they apply to you, and you accept that you are responsible for your own compliance.

21. COMPLAINTS

21.1 If you have a complaint about Squinted, please contact us at [email protected]. We aim to acknowledge complaints within 5 business days and to resolve them within 20 business days, keeping you informed if we need longer.

21.2 Complaints about an Item or a sale are, in the first instance, between the Buyer and the Seller, and Buyer Protection under clause 14 may apply. Where a dispute between users cannot be resolved, we will consider the available evidence and reach a reasonable decision within Buyer Protection, without becoming a party to the Sale Contract.

22. SUSPENSION AND TERMINATION

22.1 You may close your account at any time. Closing your account does not affect any Sale Contract already formed, any payment already due, or any live Buyer Protection claim.

22.2 We may suspend or restrict your access to, or remove content from, Squinted, and may suspend or terminate your account, where we reasonably consider that you have breached these Terms or applicable law, that your conduct harms or risks harm to us, other users or third parties, or that suspension is necessary to protect Squinted or to comply with law. Where practicable and lawful we will give you notice and reasons.

22.3 Provisions that by their nature should survive termination will continue to apply, including clauses 4, 7, 8, 14 to 19, and 23 to 29, and Schedule 1.

23. DISCLAIMERS

23.1 Squinted is provided on an “as is” and “as available” basis. We do not warrant that Squinted will be uninterrupted, error-free or secure, or that Listings, Items or Sellers meet your requirements. To the fullest extent permitted by law, we exclude all warranties, representations and terms not expressly set out in these Terms.

23.2 Because we are a marketplace and not the Seller, we do not warrant the existence, quality, safety, legality, authenticity or description of any Item, or the conduct, identity or Trader/Private status of any user, except as expressly stated in these Terms and in Buyer Protection.

23.3 Nothing in these Terms excludes or limits any liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, under section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 (title), nor any liability that cannot lawfully be excluded or limited under the Consumer Rights Act 2015 (where you deal with us as a consumer) or the Unfair Contract Terms Act 1977 (where you deal with us as a business).

24. LIMITATION OF LIABILITY

24.1 Reasonableness and severability. You acknowledge that the exclusions and limitations in these Terms are reasonable, having regard to the fact that we are a marketplace and not the seller of any Item, that any amount you pay us for using Squinted is limited, and that Buyer Protection is available under clause 14. Each exclusion and limitation in this clause 24 operates as a separate and severable provision; if any is held to be unenforceable, the others continue to apply to the fullest extent permitted by law.

24.2 Subject to clause 23.3 (liabilities that cannot be excluded) and to your statutory rights as a consumer:

• 24.2.1 we are not liable for any loss or damage arising from the acts or omissions of any Seller, Buyer, carrier or other third party, from any Item, or from any Sale Contract to which we are not a party; and
• 24.2.2 where you are a business, we are not liable for any indirect or consequential loss, or for any loss of profit, revenue, data, goodwill or anticipated savings; and where you are a consumer, we are liable only for loss that is a reasonably foreseeable result of our breach or negligence.

24.3 If you are a consumer. The exclusions and limitations in this clause 24 apply only so far as is fair and permitted under the Consumer Rights Act 2015, and nothing in these Terms limits any liability that cannot lawfully be limited as against a consumer or affects the statutory rights that you have as a consumer. Subject to that, our total liability to you arising out of or in connection with these Terms and your use of Squinted, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited, for each claim or series of connected claims, to the greater of (i) the amount payable to you under Buyer Protection for the relevant order and (ii) £500.

24.4 If you are a business. Where you deal with us as a business:

• 24.4.1 you contract with us on these Terms as our written standard terms of business, and you agree that the exclusions and limitations in them are reasonable for the purposes of the Unfair Contract Terms Act 1977;
• 24.4.2 all terms, warranties and conditions implied by statute or common law are excluded to the fullest extent permitted by law;
• 24.4.3 our total liability to you arising out of or in connection with these Terms and your use of Squinted, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited, for each claim or series of connected claims, to the greater of (i) the total fees you paid to us in the 12 months before the claim arose and (ii) £250; and
• 24.4.4 you confirm that you have not relied on, and we are not liable for, any statement or representation that is not expressly set out in these Terms, except in the case of fraud.

25. INDEMNITY

25.1 Traders and business users. If you are a Trader or other business user, you agree to indemnify us against all losses, liabilities, costs and expenses (including reasonable legal costs) that we incur arising from your breach of these Terms, your Listings or Items, your sales, your infringement of any third party’s rights, or your breach of any applicable law.

25.2 Private Sellers and Consumers. If you deal with us as a consumer, you are responsible for reimbursing us for losses we suffer as a direct result of your own breach of these Terms or your infringement of a third party’s rights, but only so far as it is fair and reasonable to hold you responsible for them.

25.3 In either case, we will notify you of any relevant claim and will not settle it in a way that admits fault on your behalf without your consent (not to be unreasonably withheld).

26. DATA PROTECTION

26.1 We process personal data in accordance with our Privacy Notice, which explains how we handle the personal data of Buyers and Sellers, the limited data shared between users to enable a sale and delivery, and the role of Stripe and SendCloud. By using Squinted you acknowledge our Privacy Notice.

27. CHANGES TO THESE TERMS

27.1 We may change these Terms from time to time, for example to reflect changes in our services, in the law, or in how Squinted operates. We will post the updated Terms on Squinted and, where the change is material, give you reasonable notice (normally at least 30 days) by email or through Squinted before it takes effect. Changes required by law or for security may take effect sooner.

27.2 Your continued use of Squinted after a change takes effect is your acceptance of the updated Terms. Changes do not affect any Sale Contract already formed.

28. GENERAL

28.1 Entire agreement. These Terms, with the documents referred to in clause 1.2, are the entire agreement between you and us in relation to Squinted and supersede any previous agreement between us on that subject.

28.2 Severance. If any provision of these Terms is or becomes invalid or unenforceable, it will be severed and the remaining provisions will continue in force.

28.3 No waiver. A failure or delay by us in exercising any right is not a waiver of it.

28.4 Assignment. You may not assign or transfer your rights or obligations under these Terms without our consent. We may assign or transfer ours, including on a sale or reorganisation of our business, provided this does not reduce your rights.

28.5 No agency or partnership. Nothing in these Terms creates any partnership, joint venture, agency or employment relationship between users, or between you and us, save for the limited payment-collection agency described in clause 4.3.

28.6 Third-party rights. Except where these Terms state otherwise, a person who is not a party to these Terms has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of them.

28.7 Force majeure. We are not liable for any failure or delay in performing our obligations caused by events beyond our reasonable control.

28.8 Notices. We may give you notices through Squinted or by email to your registered address. You may contact us at [email protected].

29. GOVERNING LAW AND JURISDICTION

29.1 These Terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter, are governed by the law of England and Wales.

29.2 The courts of England and Wales have exclusive jurisdiction, except that if you are a consumer resident in Scotland or Northern Ireland you may also bring proceedings in your local courts, and you benefit from any mandatory protections of the law of your place of residence. Before starting proceedings, we encourage you to contact us so that we can try to resolve the matter.