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Cloud Marketplace Terms

These Cloud Marketplace Terms are one of our Plan and Product Terms and apply when you sign up for or use Cloud Marketplace. In buying these services, you understand and agree to these terms. They also apply to any use of the Cloud Marketplace products and services by your staff or anyone else you have authorised. If anyone in your business will be using these products and services, please ensure they have also read and understood these terms.

1. Introduction

1.1. Welcome to the online self-service marketplace ("Marketplace") of Spark, a division of Spark New Zealand Trading Limited, where existing Spark clients are able to manage and order selected business apps and Spark products and services.

1.2. These Cloud Marketplace Terms apply along with one of the following:

  1. If you have a signed agreement with us, the terms and conditions of that agreement; or
  2. If you are a large or government business customer but do not have a signed agreement with us, the Spark Digital General Terms; or
  3. If you are a small and medium business (SME) customer, the Business General Terms, (each an "Existing Agreement").
    View Spark Digital General Terms and Conditions
    View Business General Terms and Conditions

    In the event of any conflict or inconsistency between these Spark Cloud Marketplace Terms and your Existing Agreements, these Spark Cloud Marketplace Terms will prevail to the extent of such conflict or inconsistency. Together these Cloud Marketplace Terms and your Existing Agreement apply to all of the goods, products and services (including collaboration services) that Spark provides via the Marketplace.

1.3. Spark may amend the Spark Cloud Marketplace Terms from time to time. Amendments will be effective immediately upon posting of the amended terms and conditions on this website. You are responsible for ensuring you are familiar with the latest Spark Cloud Marketplace Terms. Your continued use of the Marketplace represents your agreement to be bound by the amended Spark Cloud Marketplace Terms.

2. Services

2.1. You may be assigned one, or a combination, of the following services available through the Marketplace:

  1. Management of Existing Services.
  2. Ordering of Products or Services.
  3. Business Apps.

3. Access

3.1. A User ID will be created for you and you will be required to set a password before you can access and use the Marketplace (“Login Credentials”).

3.2. You must keep your Login Credentials confidential and secure at all times and you accept responsibility for any unauthorised use where you fail to keep your Login Credentials confidential and secure.

3.3. You are responsible for the use of your Login Credentials that you provide to any third parties including your employees and any other users you authorise to access the Marketplace.

4. Management of Services

Where you have been assigned the ability to access the Marketplace for Management of Services you will be responsible for any changes you make to the relevant Service through the Marketplace.

5. Purchasing Products or Services

Where you have been assigned the ability to access the Marketplace to purchase products or services the following provision will apply:

5.1. When you place an order or services request through the Marketplace you are unable to cancel the order unless you obtain the prior consent of Spark, or clause 6.2 applies. The placement of an order or service request does not constitute acceptance of your order. Your order will be accepted when you receive an acceptance either online after placing your order or an email confirmation from us, or upon dispatch of the relevant products or performance of the relevant services (whichever occurs first). Acceptance of orders is at the sole discretion of Spark and an order is not binding upon Spark until it is accepted.

6. Spark Cloud Marketplace

Where you have been assigned access to Marketplace to purchase applications, in addition to section 5 above, the following provisions will apply:

6.1. Data Collection and Use Practices: The Spark Privacy Policy describes the manner in which data is collected, used and disclosed in the operation of the Spark Cloud Marketplace (“Marketplace”). Please ensure you read this carefully. View Privacy Policy

6.2. Terms of Purchase:

You agree that:

  1. The products and services offered on the Marketplace are made available by third-party providers that are not affiliated with Spark or their Marketplace provider, Ingram Micro Asia Marketplace Pte Ltd (“Ingram Micro”) and you agree that neither Spark nor Ingram Micro are responsible for these third party products and services. Purchases of access to third party products and services are subject to that third party’s terms of use which you will have the opportunity to review and accept before processing your transaction. You agree to abide by the applicable third party terms of use; and
  2. Your continued use of the Marketplace represents your agreement to be bound by the Terms and Conditions stated in the Ingram Micro Cloud Marketplace (US) General Terms of Service. View Ingram Micro general terms of service

6.3.  Ownership; Proprietary Rights: Ingram Micro retains all right, title and interest in and to the Marketplace and reserves all rights not expressly granted in these Spark Cloud Marketplace Terms.

6.4. Warranty Disclaimer: Spark make no warranties on behalf of Ingram Micro. All warranties, representations or conditions relating to the Marketplace (whether express, implied or whenever arising) whether originating in statute, law, trade, custom, or otherwise that would (but for this clause) apply, are expressly excluded by Spark and Ingram Micro to the fullest extent permitted by law.

6.5. Limitation of Liability and Damages:

You agree that:

  1. Ingram Micro shall not have any direct liability to you in respect of any matter, including (without limitation) liability for the products and services offered on the Apps Marketplace or liability in respect of the Marketplace itself; and
  2. These Spark Cloud Marketplace Terms are intended to confer benefits on Ingram Micro and to create obligations on you which are enforceable at the suit of Ingram Micro whether by way of defence or otherwise pursuant to the provisions of the Contract and Commercial Law Act 2017. You acknowledge and agree that Ingram Micro is a third party beneficiary of the Spark Cloud Marketplace Terms and is entitled to enforce them as if it were a party to these terms and conditions.

7. Prices

7.1. The prices listed on this Marketplace are exclusive of GST unless otherwise stated. If prices are not specified for any products or services available on this Marketplace (excluding any service identified in the Marketplace as not incurring any charges), and you have an existing agreement with Spark, the prices specified in the existing agreement which you have with Spark will apply to those products or services. We will advise you if delivery costs are applicable.

8. Prohibited use and termination

8.1. You are prohibited from using this Marketplace for any unlawful purpose or in contravention of these terms and conditions.

8.2. Without limiting any other rights and remedies available to Spark, Spark may limit your activities on the Marketplace, remove you from the Marketplace, issue a warning to you, suspend or terminate your status as a user of the Marketplace, cancel any order which it has accepted, or refuse to provide any other products or services to you, if you breach these terms and conditions, the Spark website legal disclaimer and/or your existing agreement with Spark or otherwise where Spark considers it appropriate.

9. Liability

9.1. In relation to the provision of goods, products and services by Spark (including collaboration services) the liability of the parties is governed by your Existing Agreements.

10. Newsletters and other communications

10.1. Spark may send you emails or SMS relating to your activities on the Marketplace, and for promoting and marketing the Marketplace. Spark may also send you regular electronic newsletters. Newsletters will contain clear and obvious instructions for how you can unsubscribe from the mailing list.