Square Team Terms of Service
Last updated: August 17, 2020
The Square Team Terms of Service (“Team Terms”) is a legal agreement between you (“you,” “your”) and Square AU Pty Ltd (ABN 38 167 106 176) (“we,” “our” or “us”) governing your Team Account (the “Services”) as a current or former employee or independent contractor of one or more Square Sellers (your “Employer”) that are subscribed to Team Management.
By using the Services, you agree to be bound by these Team Terms, the E-Sign Consent Terms, and the Privacy Notice for Square Sellers’ Employees. To use the Services, you must accept all of the terms of this Agreement.
Part One: Your Team Account
1. Description of Service
On behalf of your Employer and at no cost to you, Square provides the Services with features such as mobile access to your timecards, schedule and employee data based on data provided to Square by your Employer.
Access to the Services is provided to you on behalf of your Employer. Your access to the Services may be limited at your Employer’s discretion.
2. Your Team Account
To use the Services, you must create an account with Square (your “Team Account”) by clicking on the link sent to you by your Employer (or by Square on your Employer’s behalf) and registering your email address and a password.
3. Our Relationship to You
You acknowledge that your use of these Services does not create any employment, independent contractor, or third-party beneficiary relationship between you and Square. By using the Services, you acknowledge that your Employer is solely responsible for ensuring compliance with applicable modern awards, and the accurate calculation and disbursement of your wages. As it concerns the Services, Square shall not be responsible for verifying, and disclaims any and all liability as to, the accuracy, timeliness, and completeness of any personal, timecard or any other information you or your Employer provides or directly inputs via the Services. Any estimated overtime hours provided through the Services may not account for all modern awards and may not reflect the overtime hours applicable to you.
You consent to accept and receive communications from us, including email, text messages, calls, and push notifications to the email address and/or the cellular telephone number you or your Employer provide to us when you sign up for the Services. Such communications may include, but are not limited to requests for secondary authentication, reminders, notifications regarding updates to your account or account support. Call and text message communications may be generated by automatic telephone dialing systems. Standard message and data rates applied by your cell phone carrier may apply to the text messages we send you.
In the event that you consent to receive marketing and promotional communications from Square, you may opt-out of receiving these communications by following the unsubscribe options on such emails. You may opt out of any promotional phone calls by informing the caller that you would not like to receive future promotional calls. You may opt-out of text messages from Square by replying STOP.
5. Termination of Employment with your Employer
If you are terminated by or discontinue your employment with your Employer, you may still access Square Team App and certain historical data within it for a limited purpose, including but not limited to, historical timecard data and personal information that you or your Employer has provided to Square on your behalf. Square is under no obligation to make this data available to you for any specific period of time, and may remove your data from Square Team App for any reason within its sole discretion.
Part Two: Additional Legal Terms
Upon acceptance of this Agreement, you confirm that you have read, understood and accepted Square’s Privacy Notice for Sellers’ Employees.
7. Revisions, Disclosures and Notices
By providing reasonable prior notice to you, we may amend these Terms at any time, including to incorporate new additional terms. We may provide such notice by posting the relevant revised Terms (each, a “Revised Version”) on our website. If the revised Terms include any material change to your existing rights and obligations or the material terms of the Services, we will alert you by email at least ten (10) days in advance. The Revised Version will be effective as of the time it is posted, but will not apply retrospectively. You can stop using the Services at any time by deactivating your Square Account without penalty. Your continued use of the Services after notice of a Revised Version becomes effective shall constitute your acceptance of such Revised Version. Any dispute that arose before the changes will be governed by the Terms in place when the dispute arose.
Upon acceptance of this Agreement, you confirm that you have read, understood, and accepted Square’s E-Sign Consent policy. You agree that Square can provide disclosures and notices required by law and other information about the Services to you electronically by posting it on our website, or by emailing it to the email address listed in your Team Account. You also agree that electronic disclosures and notices have the same meaning and effect as if we had provided you with paper copies. Such disclosures and notices are considered received by you within 24 hours of the time posted to our website, or within 24 hours of the time emailed to you unless we receive notice that the email was not delivered.
You understand that you:
- may request paper copies of the Disclosures within 180 days of the date of the Disclosure and that you will provide them to me by post at no charge. I understand that I have the right to receive these Disclosures in paper form; and
- can withdraw my consent to receiving the Disclosure by electronic communication at any time.
You can request paper copies and/or withdraw consent by contacting Square at:
Square AU Pty Ltd \ Customer Support — Legal \ GPO Box 1640 \ Melbourne, VIC 3001
Any withdrawal of your consent to receive electronic Disclosures will be effective only after 30 business days of Square receiving your withdrawal. You understand and agree that if you withdraw your consent to receive electronic Disclosures Square may – though is not obligated to – cancel your Square Team account by providing you with reasonable prior notice.
8. Your Licence
Square grants you a personal, limited, non-exclusive, revocable, non-transferable licence, without the right to sublicence, to electronically access and use the Services solely as contemplated in Part 1 in accordance with this Agreement. The Services include our website, any mobile applications, software, programs, documentation, tools, internet-based services, components, and any updates (including software maintenance, service information, help content, bug fixes or maintenance releases) thereto, and hardware products provided to you by Square. You will be entitled to download updates to the Services, subject to any additional terms made known to you at that time, when Square makes these updates available.
While we want you to enjoy the Services, you may not, nor may you permit any third party to do any of the following: (i) access or monitor any material or information on any Square system using any manual process or robot, spider, scraper, or other automated means unless you have separately executed a written agreement with Square; (ii) copy, reproduce, alter, modify, create derivative works, publicly display, republish, upload, post, transmit, resell or distribute in any way material or information from Square; (iii) permit any third party to use and benefit from the Services via a rental, lease, timesharing, service bureau or other arrangement; (iv) transfer any rights granted to you under this Agreement; (v) violate the restrictions in any robot exclusion headers on the Services or any Square service or product, work around, bypass, or circumvent any of the technical limitations of the Services, use any tool to enable features or functionalities that are otherwise disabled in the Services, or decompile, disassemble or otherwise reverse engineer the Services, except to the extent that such restriction is expressly prohibited by law; (vi) perform or attempt to perform any actions that would interfere with the proper working of the Services, prevent access to or use of the Services by our other customers, or impose an unreasonable or disproportionately large load on our infrastructure; or (vii) otherwise use the Services except as expressly allowed under this section.
The Services are licenced and not sold. Square reserves all rights not expressly granted to you in this Agreement. The Services are protected by patent, copyright, trademark, trade secret and other intellectual property laws. Square owns the title, copyright and other worldwide Intellectual Property Rights (as defined below) in the Services and all copies of the Services. This Agreement does not grant you any rights to Square’s trademarks or service marks.
For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights, and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefor and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
You may choose to or we may invite you to submit comments or ideas about the Services, including without limitation about how to improve the Services or our other products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited, and without restriction, that it will not place Square under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Square does not waive any rights to use similar or related ideas previously known to Square, or developed by its employees, or obtained from sources other than you.
10. Intellectual Property Infringement
We respect the intellectual property rights of others and ask you to do the same. We have adopted a Copyright and Trademark Policy regarding third-party claims that your material infringes the rights of others. We respond to all valid notices of such infringement, and our policy is to suspend or terminate the accounts (as described in Section 12) of repeat infringers.
We have implemented technical and organisational measures designed to secure your personal information from accidental loss and from unauthorised access, use, alteration, or disclosure. However, we cannot guarantee that unauthorised third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
You are responsible for safeguarding your password and for restricting access to the Services from your compatible mobile device(s) and computer(s). You will immediately notify us of any unauthorised use of your password or Team App Account or any other breach of security.
12. Modification and Termination
We may at any time terminate these Team Terms: (a) in the circumstances specified in Section 10; (b) if you have violated the terms of these Team Terms, any other agreement you have with Square or any of Square’s publicly available policies that apply to you; or (c) if you engage in fraudulent or illegal conduct. We will notify you reasonably promptly of such a termination. Where reasonably practicable and not detrimental to our legitimate business interests, we will notify you in advance of a termination pursuant to (a) or (b) and provide you a reasonable opportunity to remediate; if you do not remediate, we may terminate these Terms upon notice to you. We also may terminate these Team Terms for convenience or at the request of your Employer upon providing at least thirty (30) days’ advance notice to you. We may add or remove, suspend, stop, delete, discontinue or impose conditions on Services or any feature or aspect of a Service. Where doing so will have a material effect on your existing rights and obligations or the material terms of the Services, we will, to the extent permitted by applicable law, provide you with at least ten (10) days’ advance notice by email.
You may terminate the Team Terms applicable to your Square Account at any time by deactivating your Square Account without penalty.
13. Effect of Termination
If these Team Terms are terminated for any reason: (a) the license and any other rights granted under these Terms will end; (b) we may (but have no obligation to) delete your information and account data stored on our servers, and (c) we will not be liable to you or any third party for compensation, reimbursement, or damages for any termination of access to the Services, or for deletion of your information or account data, except to the extent arising from fraud, negligence or wilful misconduct of Square or its officers or directors.
You will indemnify, defend, and hold us and our processors (and our respective employees, directors, agents, affiliates and representatives) harmless from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including without limitation reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises out of or relates to: (a) any actual or alleged breach of your representations, warranties, or obligations set forth in this Agreement; (b) your wrongful or improper use of the Services; (c) any transaction information by you through the Services; (d) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights; (e) your violation of any law, rule or regulation of Australia or any other country; (f) any other party’s access and/or use of the Services with your unique name, password or other appropriate security code.
15. Representation and Warranties
You represent and warrant to us that: (a) you are at least eighteen (18) years of age; (b) you are eligible to register and use the Services and have the right, power, and ability to enter into and perform under this Agreement; (c) the name identified by you when you registered is your name; (d) you will not use the Services, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the operation of the Services; and (e) your use of the Services will be in compliance with this Agreement.
The Services are controlled and operated from facilities in Australia and the United States. Square makes no representations that the Services are appropriate or available for use other than in Australia. You may not use the Services if you are a resident of a country embargoed or sanctioned by Australia or the United States, or are a foreign person or entity blocked or denied by the Australian or United States government. Unless otherwise explicitly stated, all materials found on the Services and Square’s Australian websites are solely directed to individuals, companies or other entities located in Australia.
16. Australian Consumer Law – Consumer Guarantees
Nothing in these Team Terms is intended to exclude, restrict or modify the rights which you may have under Schedule 2 to the Competition and Consumer Act 2010 (Cth) (the “Australian Consumer Law”). If you are a Consumer, as defined in Section 3 of the Australian Consumer Law (“Consumer”), Square acknowledges that the Consumer Guarantees in Division 1 of Part 3-2 of the Australian Consumer Law will apply to the supply of goods or services (or both) under these Terms. Square’s liability for breach of a Consumer Guarantee is governed by Section 18.
“Consumer Guarantee” means a guarantee provided to a Consumer applicable to goods or services supplied or to be supplied under these Terms by operation of the Australian Consumer Law, including any Express Warranty.
17. Australian Consumer Law – Limitation of Liability
Where you are a Consumer, Square’s liability for breach of a Consumer Guarantee is limited to (at our election):
- In the case of a supply of goods: (i) replacing the goods or supplying equivalent goods; (ii) repairing the goods; (iii) paying the cost of replacing the goods or acquiring equivalent goods; or (iv) paying the cost of having the goods repaired; and
- In the case of a supply of services: (i) resupplying the services or (ii) paying the cost of having the services supplied again.
18. Limitations of Liability and Damages
If the Consumer Guarantees apply, Square’s liability is limited in accordance with Section 17.
In all other respects, and to the maximum extent permitted by Law:
- In no event shall Square, our processors, service providers, suppliers, or licensors (or our or their respective subsidiaries, affiliates, agents, directors or employees) (collectively, the “Excluded Parties”) be liable for any direct, indirect, punitive, incidental, special, consequential or exemplary damages, or for any damages for loss of profits, goodwill, use, data or other intangible losses, that result from the use of, inability to use or unavailability of the Services, except to the extent arising from fraud, negligence or wilful misconduct of Square or its directors or officers. In all cases, the Excluded Parties will not be liable for any loss or damage that is not reasonably foreseeable.
- Under no circumstances will the Excluded Parties be responsible for any damage, loss, or injury resulting from hacking, tampering or other unauthorised access or use of the Services or your Square Account, or the information contained therein, except to the extent arising from fraud, negligence or wilful misconduct of Square or its directors or officers.
- In no event shall the Excluded Parties be liable to you for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the greater of (i) the amount of fees earned by Square in connection with your use of the Services during the three (3) month period immediately preceding the event giving rise to the claim for liability and (ii) $500.
This limitation of liability section applies whether the alleged liability is based on contract, tort, negligence, strict liability or any other basis, even if the Excluded Parties have been advised of the possibility of such damage. The foregoing limitation of liability shall apply to the fullest extent permitted by applicable Law.
19. Binding Individual Arbitration
You and Square agree to arbitrate any and all Disputes by a neutral arbitrator who has the power to award the same damages and relief that a court can. Any Dispute arising out of or in connection with these Team Terms shall be submitted to final and binding arbitration in accordance with and subject to the Resolution Institute Arbitration Rules, as varied by this Section 18. The arbitrator shall be responsible for determining all threshold arbitrability issues, including, without limitation, whether these Terms (or any aspect thereof) are enforceable, unconscionable or illusory, and any defense to arbitration, including, without limitation, waiver, delay, laches or estoppel.
Any arbitration under these Team Terms will only be on an individual basis. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. For any claim where you are seeking relief, Square will not seek to have you pay its legal fees, even if fees might otherwise be awarded, unless the arbitrator determines that your claim was frivolous. Subject to and without waiver of the arbitration provisions above, you agree that any judicial proceedings (other than small claims actions in Consumer cases) will be brought in, and you consent to the exclusive jurisdiction of, the courts of Victoria.
Consumer claimants (individuals whose use of the Services is intended for personal, family or household use) may elect to pursue their claims in their local small-claims tribunal rather than through arbitration.
20. Governing Law
These Terms and any Dispute will be construed in accordance with, and governed by, the laws of Victoria, and the parties irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of Victoria.
For purposes of these Terms, “Law” means common law, principles of equity and any legislation, enactment, proclamation, by-law, regulation, published policy or regulatory guide passed or adopted by any government or authority with applicable jurisdiction, any amendments, consolidations or replacements of them and all orders, ordinances, regulations, rules, by-laws and policies made under them.
21. Limitation on Time to Initiate a Dispute
Unless otherwise required by law, an action or proceeding by you relating to any Dispute must commence within one year after the cause of action accrues.
These Terms, and any rights and licences granted to you by these Terms, may not be transferred or assigned by you, and any such attempted transfer or assignment by you will be null and void.
23. Third Party Services and Links to Other Websites
24. Other Provisions
Except as expressly provided in this Agreement, these terms are a complete statement of the agreement between you and Square. In the event of a conflict between this Agreement and any other Square agreement or policy, this Agreement shall prevail on the subject matter of this Agreement. If any provision of this Agreement is invalid or unenforceable under applicable law, then it shall be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. Headings are included for convenience only, and shall not be considered in interpreting this Agreement. The Agreement does not limit any rights that Square may have under trade secret, copyright, patent, or other laws. Square’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term.
In addition to any provision that is reasonably necessary to accomplish or enforce the purpose of this Agreement, the following sections of this Agreement survive and remain in effect in accordance with their terms upon the termination of this Agreement: 3 (Our Relationship to You), 6 (Termination of Employment with your Employer), 9 (Ownership), 11 (Security), 12 (Modification and Termination), , 13 (Effect of Termination), 14 (Indemnity), 15 (Representations and Warranties), 18 (Limitation of Liability and Damages), 19 (Binding Individual Arbitration), 20 (Governing Law), 21 (Limitation on Time to Initiate a Dispute), 22 (Assignment), 23 (Third Party Services and Links to other Websites), 24 (Other Provisions).