These Terms of Service (“Terms”) govern your access to and use of the website located at https://www.happystack.com (the “Website”) and any services, content, programs, or materials made available by Happy Stack Limited (“HappyStack”, “we”, “us”, or “our”), a company incorporated in Ireland with its registered office at 50 Hillside, Dalkey, Dublin A96 E651, Ireland.
By accessing the Website or engaging with our services, you (“you” or “Customer”) agree to be bound by these Terms. If you do not agree, do not use the Website or our services.
1. Our Services
HappyStack provides go-to-market services for eCommerce software companies, including without limitation our GTM Engine, Capital, and Labs programs (collectively, the “Services”). The scope, deliverables, fees, and commercial terms for any specific engagement will be set out in a separate written agreement between you and HappyStack (an “Engagement Agreement”).
In the event of a conflict between these Terms and an Engagement Agreement, the Engagement Agreement controls with respect to that engagement.
2. Eligibility and Accounts
The Services are intended for businesses and the individuals authorised to act on their behalf. By using the Website or Services you represent that you are at least 18 years old and have the authority to bind the organisation you represent.
If we provide you with login credentials, you are responsible for maintaining their confidentiality and for all activity under your account. You must notify us promptly at legal@happystack.com of any unauthorised use.
3. Acceptable Use
You agree not to:
• use the Website or Services in violation of any applicable law or regulation;
• interfere with or disrupt the integrity or performance of the Website or Services, or attempt to gain unauthorised access to them or to any related systems or networks;
• reverse engineer, decompile, or attempt to derive the source code of any software made available through the Services, except to the extent expressly permitted by law;
• use the Website or Services to transmit malware, spam, or other harmful or unlawful material; or
• use any automated means (including scrapers or bots) to access the Website other than publicly-documented interfaces.
4. Intellectual Property
The Website and all content, software, branding, and materials made available through it or through the Services are owned by HappyStack or its licensors and are protected by intellectual property laws.
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Website and Services for your internal business purposes. No other rights are granted, whether by implication, estoppel, or otherwise.You retain all rights in any data, content, or materials you provide to us (“Customer Materials”).
You grant HappyStack a non-exclusive, worldwide, royalty-free licence to use Customer Materials solely to provide and improve the Services.
5. Confidentiality
Each party may receive information that is confidential or proprietary to the other (“Confidential Information”). Each party agrees to protect the other’s Confidential Information with at least the same degree of care it uses for its own similar information (and in any event no less than a reasonable standard of care) and to use it only for the purposes of these Terms or any Engagement Agreement.
6. Fees
Where fees apply, they will be set out in the applicable Engagement Agreement. Unless otherwise agreed in writing, all fees are non-refundable and exclusive of taxes, which are your responsibility.
7. Privacy
Our processing of personal data is described in our Privacy Policy at https://www.happystack.com/privacy-policy, which is incorporated into these Terms by reference.
8. Third-Party Services
The Website or Services may link to or integrate with third-party services. HappyStack does not control and is not responsible for third-party services, and your use of them is governed by the applicable third party’s terms.
9. Disclaimers
To the maximum extent permitted by law, the Website and Services are provided “as is” and “as available”, without warranties of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement, or uninterrupted or error-free operation. HappyStack does not warrant that the Services will achieve any particular business, commercial, or investment outcome.
10. Limitation of Liability
To the maximum extent permitted by law, HappyStack will not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising out of or in connection with these Terms or your use of the Website or Services, even if advised of the possibility of such damages. HappyStack’s aggregate liability arising out of or in connection with these Terms will not exceed the greater of (a) the fees paid by you to HappyStack under the applicable Engagement Agreement in the twelve (12) months preceding the event giving rise to the claim, or (b) EUR 100. Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law.
11. Indemnification
You agree to indemnify and hold harmless HappyStack and its officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of (a) your breach of these Terms, (b) your misuse of the Website or Services, or (c) your violation of any applicable law or third-party right.
12. Term and Termination
These Terms apply for as long as you access the Website or use the Services. We may suspend or terminate your access at any time, with or without notice, if we reasonably believe you have breached these Terms or if required by law. Sections that by their nature should survive termination (including Sections 4, 5, 9, 10, 11, and 13) will survive.
13. Governing Law and Jurisdiction
These Terms are governed by the laws of Ireland, without regard to its conflict-of-law rules. The courts of Ireland have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, and each party submits to the personal jurisdiction of those courts.
14. Changes to These Terms
We may update these Terms from time to time. Material changes will be notified by posting the updated Terms on the Website with a revised “Last updated” date. Your continued use of the Website or Services after the changes take effect constitutes acceptance of the updated Terms.
15. Miscellaneous
These Terms, together with any Engagement Agreement and our Privacy Policy, constitute the entire agreement between you and HappyStack regarding the Website and the Services and supersede any prior or contemporaneous understandings. If any provision is held unenforceable, the remaining provisions will remain in full force and effect. Our failure to enforce any right or provision is not a waiver. You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, acquisition, or sale of assets.
16. Contact
Questions about these Terms can be sent to:
Happy Stack Limited50 Hillside,
Dalkey, Dublin A96 E651, Ireland
Email: legal@happystack.com
