Small Studio Design (ABN 73 650 721 008) of Level 1, 388 Queens Parade Fitzroy North, Vic 3068 (“Small Studio”) provides its subscribers access to “Qual Spotter”, a digital, cloud-based database to store and share qualitative user research data.

Small Studio owns and operates the website at https://qualspotter.com/ together with all related relevant URLS (the “Website”) and the web-based application “Qual Spotter” at https://api.qualspotter.com/ (the “Platform”). Use of the Website and the Platform are subject to the following provisions (the “Terms and Conditions”).

Please read and consider these Terms and Conditions very carefully, as they detail your agreement with Small Studio whether as a registered user of the Website and/or the Platform with no paid subscription (“Non-Subscriber”) or registered user of the Website and/or the Platform with a paid subscription (“Subscriber”) (with Non-Subscribers and Subscribers collectively referred to as “you”, “your” and/or “User/s”). By your continued use of the Website and/or the Platform, you are deemed to agree to and accept these Terms and Conditions, including, without limitation, Small Studio’s Privacy Policy. If you do not agree with or understand these Terms and Conditions, you must not continue to access or use the Website or the Platform.

Before continuing, please note that Non-Subscribers of the Platform are granted limited access to the Platform and the content featured on the Platform, but are still required to comply with these Terms and Conditions where relevant. 

If a User opts to become a Subscriber, they will be able to access to establish, maintain and access more research projects, subject to their ongoing compliance and acceptance of these Terms and Conditions. 

For further information regarding the different kinds of subscription categories available through the Website and the associated fees, see our Subscriptions/Pricing page.

On the above understanding, it is hereby agreed between you and Small Studio that:

 

1) ACCEPTANCE OF TERMS AND CONDITIONS:

(a) By accessing the Website and/or the Platform as a User, using or accessing any Small Studio Content (as defined under section 7 (a) of these Terms and Conditions) or any User Content (as defined under section 6 (a) of these Terms and Conditions) as a User and/or registering as a Subscriber of the Platform, you accept these Terms and Conditions and acknowledge and agree that you are entering into a legally binding contract with Small Studio.

(b) The term of these Terms and Conditions shall commence at the time you acknowledge your acceptance of these Terms and Conditions and/or register as a User of the Platform, and shall continue unless cancelled or terminated by either you or Small Studio in accordance with the provisions of these Terms and Conditions (the “Term”).

(c) You acknowledge that when you register as a User via Small Studio’s online sign-up form, you will be required to provide relevant personal information to ensure that you will be billed correctly (the “Specified Information”) and you agree to provide the Specified Information in full, complete and accurate form, as required by Small Studio.

 

2) BENEFITS AND SUBSCRIPTION:

(a) Users will have access to upload, stream and view their User Content via the Platform for personal and commercial purposes during the Term.

(b) A Non-Subscriber is able to pay to subscribe to the Platform at any time (“Subscription”), and Subscribers are able to upgrade their account to a higher-tier at any time as per our Subscriptions/Pricing page.

(c) Small Studio may offer Non-Subscribers access to one project for an applicable period, determined at the sole discretion of Small Studio, for little or no charge (see our Subscriptions/Pricing page). 

(d) The price of a Subscription to the Platform will vary depending on how many research projects are being utilised and how much User Content you upload to the Platform. Please see our Subscriptions/Pricing page for the latest Subscription pricing.

(e) The organisation, company, government body, industry body, or department that is associated with a User account (and who will be charged the any relevant fees, including but not limited to the Subscription Fees) (the "Account Owner") has access and control over the associated account with the Platform. To maintain control over the account and to prevent anyone from accessing the account, including any User Content or Small Studio Content, the Account Owner should maintain control over the devices that are used to access the Platform, and not reveal the password or account details associated with the account to anyone outside of that organisation, department or company.

(f) If you are registering a for or on behalf of an Account Owner with multiple branches, affiliates or subsidiaries, the rights of that Account Owner only extend to the nominated and expressly approved branches, affiliates or subsidiaries, at the sole discretion of Small Studio, and such rights do not extend to an Account Owner’s members, subscribers, associates, subsidiaries or affiliate organisations.

(g) In the instance that a User does not specify the relevant branches, affiliates or subsidiaries to which the rights conferred by their account and/or Subscription attach, Small Studio shall, at its sole discretion, be entitled to determine the extent of the registered account conferred by these Terms and Conditions, and/or immediately terminate or suspend the account of the relevant Account Owner.

(h) You acknowledge that unless you opt for automatic renewal or validly renew before the conclusion of a Subscription period, your access as a Subscriber, together with your access to certain User Content or Small Studio on the Platform, shall automatically lapse at the conclusion of the Subscription period for which you have paid.

(i) Small Studio reserves the right to verify your registration to the Platform to ensure that you are using the Platform in the correct manner.

 

3) PROHIBITED CONDUCT:

(a) You acknowledge and agree that under no circumstances will you (or any individual using your account and/or Subscription) engage in any of the following conduct, all of which is strictly prohibited:

(i) use the Small Studio Content for any purpose outside the terms of the licence provided under these Terms and Conditions, including, without limitation, by screening, sharing, communicating or transmitting any of the Small Studio Content or the Platform to any paid public audience;

(ii) download, copy, record, adapt, distribute, sell, commercially exploit or re-transmit any or all of the Small Studio Content or the Platform;

(iii) use any data-mining, tracking technology, robots, code or similar data gathering or extraction methods on any part of the Website and/or the Platform or in relation to the Small Studio Content;

(iv) manipulate or otherwise display the Website, the Platform or Small Studio Content by using framing or other similar navigational technology;

(v) infringe or breach any applicable laws or regulations in using or accessing the Website, the Platform or the Small Studio Content;

(vi) make the Small Studio Content available to more users than are permitted or contemplated under your particular account and/or Subscription;

(vii) use the Website, the Platform or the Small Studio Content for any other purpose other than its intended purpose, including, but not limited to, sale of access to the Platform or the Small Studio Content; use of the Platform or the Small Studio Content for gaining advertising or Subscription revenue; sale of advertising on the Website or any third party Website; use of the Platform or the Small Studio Content for any non-approved commercial purposes; use of the Platform, the Small Studio Content, or related resources for the purposes of competing with or displacing the market for Small Studio; or

(viii) use the Platform or the Small Studio Content for any purpose reasonably considered objectionable by Small Studio, including, but not limited to, use of the Website for any obscene, discriminatory, abusive, violent, sexually explicit, defamatory, vilifying, prejudicial, inaccurate, or otherwise inappropriate purpose; providing, linking or uploading material that contains any nudity, or any obscene, violent, harassing, sexually explicit, defamatory, offensive, vilifying, prejudicial, inaccurate, inappropriate or other objectionable subject matter.

(b) If you become aware of misuse of the Platform by any person, please contact Small Studio (per the details under 13 of these Terms and Conditions).

 

4) PAYMENT:

(a) In consideration for your registration as a Subscriber, use of the Platform and access to the Small Studio Content, you agree to pay Small Studio the applicable fees as detailed on the Website (the “SubscriptionFees”).

(b) Unless otherwise nominated by Small Studio, the Subscription Fees will be due and payable at the time you register as a Subscriber of the Website and accept these Terms and Conditions.

(c) Any other fees payable through the platform will be due and payable upon making your purchase.

(d) Upon full receipt of the Subscription Fees and approval of your Subscription application, Small Studio will activate your Subscription and Subscriber status.

(e) Small Studio may from time to time, at its absolute discretion, agree in writing to accept payment of the Subscription Fees in arrears, in which case its agreement to do so shall in no way waive or vary its rights or your obligations under these Terms and Conditions, including Small Studio’s right to review its decision and require future payment of the Subscription Fees in advance.

(f) In the instance that Small Studio does accept payment in arrears, you agree that your Subscription application will be listed as “pending” until the Specified Information and billing information provided by you can be verified and approved – only when this information is verified and approved will you become a Subscriber with full access to the Small Studio Content.

(g) Small Studio only accepts payment online via Stripe accounts subject to Stripe’s terms and conditions (we are not responsible for any interruptions or delays in Stripe’s services or facilities).

(h)  If you opt for automatic renewal, you acknowledge that at the conclusion of each one (1) month period, Small Studio will be entitled to renew your Subscription and charge further monthly Subscription Fees to your nominated account, after notifying you of the renewal with two emails unless you opt out or cancel your Subscription prior to the conclusion of the Term.

 

5) GST:

(a) Unless expressly agreed otherwise by Small Studio, the Subscription Fees or other sums payable or consideration to be provided under or in accordance with these Terms and Conditions are exclusive of GST (having the same meaning it has in A New Tax System (Goods and Services Tax) Act 1999 (Cth) (the “GST Act”).

(b) If a party makes a taxable supply (as understood under the GST Act) under or in connection with these Terms and Conditions, you will pay to Small Studio at the same time, and in addition to the GST-exclusive consideration, an amount equal to the GST payable on that supply. 

(c) Small Studio will give you a tax invoice in relation to the payment of GST under this section.

 

6) USER CONTENT:

(a) The Platform enables Users to submit content such as User research and User data, which may include, without limitation, text, images, photographs, figures, charts, graphics, reports, data and sound ("User Content"). When you submit User Content through the Platform you automatically grant to Small Studio a perpetual, non-exclusive, worldwide, royalty-free, fully paid up, transferable, sub-licensable (through multiple tiers) licence to distribute, transmit, copy, host, publicly display, excerpt, index, tag, modify, adapt, sell, create derivative works from, and otherwise use and exploit such User Content in any media, form or format now known or hereafter developed, both within and outside of the Platform for any purpose that is consistent with these Terms and Conditions. You agree that you are solely responsible for all User Content that you submit through the Platform. You represent and warrant that you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases that are necessary to grant to Small Studio the rights in such User Content as specified in these Terms and Conditions.

(b) You are solely responsible for ensuring that the User Content that you make available through the Platform complies with applicable laws including, without limitation, those relating to privacy, and also best ethical practices.

(c) Users are responsible for de-identifying any research participants used or featured in User Content. This means obfuscating names and other sensitive information from media and transcriptions. Users are recommended to use ID numbers instead of names when logging data. This is their responsibility

(d) By uploading any User Content on the Platform, you acknowledge and agree that it may be available to other users of your account on the Platform.

(e) Prior to submitting any User Content to the Platform, you must remove any information that identifies an individual or could reasonably enable the identification of an individual or disclosure of their private information. You shall be solely responsible for any claims arising from your failure to de-identify User Content that you submit through the Platform.

(f) You warrant and agree that you will not use the Platform to make available User Content that:

(i) you do not have the right to make available in the manner contemplated by these Terms and Conditions;

(ii) infringes, misappropriates or violates a third party's rights, including but not limited to patents, copyrights, trademarks, trade secrets, moral rights or other intellectual property rights, or rights of publicity or privacy;

(iii) results in the violation of any applicable law or regulation;

(iv) is unlawful, harmful, obscene, defamatory, threatening, harassing, abusive, slanderous, offensive, or embarrassing to any other person or entity;

(v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;

(vi) promotes illegal activity;

(vii) is fraudulent, false, misleading or deceptive;

(viii)  constitutes an advertisement or solicitation of business; or

(ix) contains viruses or other harmful computer code designed to interrupt, destroy or limit the use of any computer software or hardware.

 

7) INTELLECTUAL PROPERTY:

(a) All content, information and material featured or included on the Website and the Platform, including text, graphics, logos, transcriptions, audio and video recordings (including their underlying works) and software, and excluding any User Content (“Small StudioContent”), are either the intellectual property of Small Studio or its licensors. All such materials are protected by national an international laws of copyright, trade mark, design, moral rights and similar laws related to the protection of intellectual property.

(b) Subject to your compliance with these Terms and Conditions, you are granted a limited, revocable, non-exclusive, non-transferable and non-sublicensable licence to use the Small Studio Content to view the information and materials made available through the Platform. You shall not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Small Studio Content, except as expressly permitted in these Terms and Conditions. All rights not expressly granted herein are reserved to Small Studio and its respective licensors, as applicable.

(c) For the avoidance of doubt, when you submit User Content through the Platform you automatically grant to Small Studio a perpetual, non-exclusive, worldwide, royalty-free, fully paid up, transferable, sub-licensable (through multiple tiers) licence to distribute, transmit, copy, host, excerpt, index, tag, modify, adapt, and otherwise use and exploit such User Content in any media, form or format now known or hereafter developed, both within and outside of the Platform for any purpose that is consistent with these Terms and Conditions.

(d) The rights in the names “Small Studio” and “Qual Spotter”, their logos, trade marks and all related intellectual property are owned and expressly reserved by Small Studio.

(e) You acknowledge and accept that use of the Small Studio Content and the Platform is limited to the specific, limited usage provided under these Terms and Conditions, which covers the use and transmission of the Small Studio Content for approved purposes. 

(f) No Small Studio Content, logo, trade mark, or copyright material belonging to Small Studio or featured on the Website and/or the Platform, whether registered or unregistered, may be used, reproduced or exploited in any way other than as expressly provided under these Terms and Conditions, without the prior express permission of Small Studio.

(g) Except where any loss, liability, claim or demand has been caused or contributed to by an unlawful or fraudulent act or omission by Small Studio or its assigns, you agree to indemnify Small Studio and hold us harmless against any loss or damage arising from a claim by the holder of intellectual property rights in any work or subject matter arising from your misuse of the Small Studio Content or the User Content or on the basis of that you did not hold appropriate permissions with respect to using materials incorporated in such content or the Platform.

(h) If you believe that any Small Studio Content or material on the Website or the Platform infringes upon any copyright or any other intellectual property right that you own or control, please contact Small Studio (per the details under section 13 of these Terms and Conditions).

 

8) TERMINATION:

(a) The agreement between you and Small Studio will automatically expire at the conclusion of the Term, or in the case of Subscribers, if your Subscription is renewed and paid in accordance with these Terms and Conditions, or you continue to access or use the Website or the Platform.

(b) In the instance that you breach or fail to uphold any provision of these Terms and Conditions, Small Studio reserves the right, in its sole discretion, to reject, refuse, revoke or otherwise limit your account and/or Subscription or to restrict, suspend, or terminate your access to all or any part of the Website, the Platform, the User Content and/or the Small Studio Content at any time, with or without prior notice, and without liability.  

(c) Without limitation to Small Studio’s general power of termination under subsection b) above, you acknowledge and agree that Small Studio may without notice, discontinue (temporarily or permanently) the Website, the Platform, the User Content, the Small Studio Content or other services (or any part thereof), or terminate, revoke or otherwise limit your account at any time in the instance that:

(i) there is a discontinuance or material modification to the Website, the Platform or the Small Studio Content or Small Studios’ services in general, and Small Studio notifies Users by [posting a notice on the Website for 30 days];

(ii) there is an technical or security issue or problem;

(iii) you fail to pay your Subscription or any other amount owing as and when they are due;

(iv) you fail to provide the Specified Information;

(v)  you provide any information that is incomplete, inaccurate or false;

(vi) you fail to verify your billing details within Small Studio’s nominated timeframe (which may be required within twenty-four hours); or

(vii) you are subject to an insolvency event such as winding up, dissolution, bankruptcy, arrangement, compromise with or assignment for the benefit of creditors, incapacity to pay debts as and when they fall due, appointment of a receiver and / or manager to any of your assets, or is otherwise insolvent within the meaning of the Corporations Act2001 (Cth).

(d) Upon expiry, revocation, restriction or earlier termination of your agreement with Small Studio or your access to the Website, the Platform, the User Content or the Small Studio Content:

(i) any paid Subscription will automatically lapse;

(ii) your access to the Website, the Platform, the User Content and the Small Studio Content shall cease;

(iii) without limiting subsection (ii) above, Small Studio may, at its discretion, restrict your access as a normal Non-Subscriber;

(iv) Small Studio shall be entitled to retain the Subscription Fees or any other amounts paid to Small Studio, without limiting their rights in relation to any potential breach of contract;

(v) you shall not reproduce, transmit, distribute or otherwise provide any third party with any of the Small Studio Content you accessed during the Term; and

(vi) this section as well as sections 7, 9, 10 and 11 will continue to operate after the Term.

 

9) DISCLAIMERS:

(a)     TO THE MAXIMUM EXTENT PERMITTED AT LAW:

(i)      THE SMALL STUDIO WEBSITE, PLATFORM OR THE SMALL STUDIO CONTENT AND SERVICES ARE PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND WITHOUT LIMITING THE FOREGOING, WE EXPRESSLY DISCLAIM ANY WARRANTIES, EXPRESS IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF THE COURSE OF DEALING OR USAGE OF TRADE.

(ii)    WE MAKE NO WARRANTY THAT YOUR USE OF SMALL STUDIO’S WEBSITE, PLATFORM OR SMALL STUDIO CONTENT WILL MEET YOUR REQUIREMENTS, PRODUCE A SPECIFIC RESULT OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS, AND WE MAKE NO WARRANTY AS TO THE ACCURACY, TIMELINESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SMALL STUDIO SERVICES.

(iii)   YOUR RELIANCE UPON THE USER CONTENT OR SMALL STUDIO CONTENT OBTAINED OR USED BY YOU THROUGH THE WEBSITE AND/OR THE PLATFORM IS SOLELY AT YOUR OWN RISK. SMALL STUDIO WILL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, RESULTING FROM USE OF THE WEBSITE, THE PLATFORM, OR THE SMALL STUDIO CONTENT, ANY USER CONTENT POSTED ON OR THROUGH THE WEBSITE OR THE PLATFORM, OR FROM THE CONDUCT OF ANY USERS OF THE WEBSITE OR THE PLATFORM WHETHER ONLINE OR OFFLINE.

(b) User Content or Small Studio Content, or any other material or information created and posted by Small Studio or its Users may contain links to other websites. Small Studio is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by Small Studio. Inclusion of any linked website on the Website, the Platform or within the Small Studio Content does not imply approval or endorsement of the linked website by Small Studio, and Small Studio takes no responsibility for third party endorsements. When you access these third party sites, you do so at your own risk.

(c) Small Studio assumes no responsibility for any error, omission, technical malfunction, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorised access to, or alteration of the Website, the Platform, the User Content or the Small Studio Content, including any injury or damage to Users or to any their computer, mobile or other device related to or resulting from participation or downloading materials in connection with the Website, the Platform, the User Content or the Small Studio Content.

(d) The Website and the Platform is controlled and offered by Small Studio from its facilities in Australia. Small Studio makes no representations that the Website or the Platform is appropriate or available for use in other locations. Some of the User Content or the Small Studio Content may not be available to Users outside the Commonwealth of Australia, due to copyright restrictions. Users who access or use the Website or the Platform from other jurisdictions do so at their own volition and are responsible for compliance with local laws. 

 

10) INDEMNITY:

To the fullest extent permitted at law, except where any loss, liability, claim or demand has been caused or contributed to by an unlawful or fraudulent act or omission by Small Studio or its assigns, you agree to indemnify and hold Small Studio, its assigns, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including without limitation, reasonable legal fees, made by any third party due to or arising out of your use of the Website, the Platform, and the Small Studio Content in violation of these Terms and Conditions and/or arising from a breach of these Terms and Conditions and/or any breach of your representations and warranties, including, without limitation, in relation to your provision of any User Content under these Terms and Conditions. 

 

11)  LIMITATION ON LIABILITY:

(a) To the fullest extent permitted at law, in no event shall Small Studio, or any other person or entity involved in creating, developing or delivering the Website, the Platform or the Small Studio Content, be liable to you or any third party for any damages (including without limitation lost profit, indirect, consequential, exemplary, incidental, special or punitive damages) arising from your use or inability to access the Website, the Platform, the User Content or the Small Studio Content, howsoever arising, even if Small Studio, our licensors, ours suppliers, or any third parties associated with the Website, the Platform, the User Content or the Small Studio Content has been advised of the possibility of such damages.

(b) Notwithstanding anything to the contrary contained herein, Small Studio’s liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to Small Studio during the one (1) month period prior to the liability arising. 

 

12) MISCELLANEOUS:

(a) These Terms and Conditions may not be varied except in a further or updated written instrument provided by Small Studio, on the Website or otherwise.

(b) The failure of Small Studio to exercise or enforce any right or provision of these Terms and Conditions shall not operate as a waiver of such right or provision. 

(c) The headings and section titles in these Terms and Conditions are for convenience only and have no legal or contractual effect. 

(d) You may not assign, transfer or otherwise sublicense your rights under these Terms and Conditions. For the avoidance of doubt, this shall not prevent you from providing access to your account strictly to other members of your company, organisation or department.

(e) Small Studio reserves the right to amend these Terms and Conditions (together with the Subscription Fees and Subscription conditions) at any time and without notice. In such instance, Small Studio will publish the revised Terms and Conditions on the Website. You acknowledge and agree that it is your responsibility to periodically check the Website to review any such changes.

(f) These Terms and Conditions shall operate to the fullest extent permissible at law. If any provision or provision of these Terms and Conditions are determined to be unlawful, void or unenforceable, that provision shall be deemed to be severable from these Terms and Conditions, and shall not be deemed to affect the validity and/or enforceability of any remaining provisions.

(g) Small Studio’s Privacy Policy (available at https://qualspotter.com/privacy) forms part of these Terms and Conditions, and includes important information about how we may retain and use personal information about you gathered in the course of your engagement with the Website and the Platform. By using the Website and the Platform, you consent to Small Studio retaining and using your personal information in accordance with our Privacy Policy.

(h) The rules and conditions detailed on the Website and on the Platform, including without limitation our Subscriptions/Pricing page will form part of these Terms and Conditions, and Users shall at all times uphold any requirements listed therein.

(i) These Terms and Conditions shall be governed and interpreted in accordance with the laws of Victoria, Australia, and the parties hereby agree and submit to the exclusive jurisdiction of the Courts of Victoria.

 

13)  CONTACTING US:

All notices should be sent to enquiries@qualspotter.com for any communications relating to these Terms and Conditions.