Terms & Conditions
General terms
1. Definitions
2. Accessing our services
3. Fees, Billing and Taxes
4. Term & Termination
5. Tweaks & electronic Notices
6. The Service
7. Data & Security
8. Payment Services
9. Legal Stuff
10. General Provisions
Marketplace terms
1. Definitions
2. Roles at a Glance
3. Marketplace Fees & Taxes
4. Seller do's and don'ts
5. Payment Services for Shopping Pacts
6. General Provisions
Noona HQ terms
1. Definitions
2. Roles at a Glance
3. NoonaHQ Fees & Taxes
4. Subscription Cancellation
5. General Provisions
General Terms
Welcome to Noona!
We're delighted to welcome you to our vibrant community, where service providers and end-users unite for a streamlined, feature-loaded experience through our applications and website. Noona boasts a fully-integrated marketplace, a user-friendly appointment booking and customer relationship management systems, point-of-sales solutions, and a whole lot more – all crafted to simplify and enrich your life (collectively “Services”).
These terms of service (“Noona General Terms”) are a legal agreement between Noona Labs ehf., (company number: 4503100690), registered at Katrínartún 4, 105 Reykjavík (“Noona”, “us”, or “we”) and the entity or person who signs up to use our Services (“you”, “your”, or “user”). The Noona General Terms apply to your use of all Noona's Services unless otherwise stated. Before diving into our world of exceptional Services, please take a moment to review these Noona General Terms.
Please note that the terms of our Data Protection Addendum are incorporated into these Noona General Terms by reference. The Data Protection Addendum governs how we process personal data you provide to us. For more detail on how we treat your personal information, please read our Privacy Policy. If anything in the Noona General Terms is unclear or if you have any queries about them don't hesitate to reach out to us. Our team is always ready and happy to help.
Ready to embark on the exciting journey with Noona? Let's get started.
1. Definitions
Throughout these Noona General Terms, the following phrases will have the meaning set out below, unless specified otherwise.
“Adyen”: Adyen N.V.;
“Applicable Laws”: All laws which are applicable to the relationship between you and us in our provision of the Services;
“Authorised Sidekicks”: Your faithful team of employees, agents, and independent contractors, or any other individual you've given the go-ahead to use our Services."
“Business Day”: Any day other than a Saturday, a Sunday, a day which is a public holiday or a day on which banking institutions are closed in the relevant jurisdiction;
“Data”: Includes but is not limited to:
i) Personal Data (within the meaning set out in the EU General Data Protection Regulation 2016/679, and their national implementing legislations (as amended and replaced from time to time) which is transmitted to or accessible through the Services (this is further described in our Privacy Policy);
ii) User Content which has the meaning set out in section 10; and
iii) any other non-personal information collected by us including to detect fraud and analysis (including aggregated or anonymised information) and any other information created by or originating from or uploaded to the Services;
“Additional Terms”: Terms and conditions specific to the Service that you use. Additional Terms incorporate these Noona General Terms by reference;
“Fees”: All the fees applicable to the Services;
“Items”: Products and/or services provided by Sellers through the Services;
"Marketplace Fees": The fees Noona charges Sellers for using the Marketplace;
“Notices”: Updates and messages from us to you, delivered electronically or otherwise, via our website, Services or by email, including heads-ups about Tweaks to these Noona General Terms, any Additional Terms (unless otherwise stated in the relevant Additional Terms), Fees, or any policies, disclosures, notices, transaction info, invoices, statements, responses to claims, and other customer communications;
“Noona Account”: A unique account that users can create to access the Services;
"Payment”: The settled Price Tag minus the Marketplace Fees and Payment Service Provider (”PSP”) fees (as agreed upon between a Seller and Noona and/or PSP);
"Payment Processing Services": The various methods, systems, and techniques used to facilitate seamless card transactions, including all necessary elements for smooth transactions in the Marketplace;
“Payment Service Provider”: An entity providing payment services like payment processing, card acquiring, and more, to Noona and/or Sellers on the Noona Platform. A Payment Service Provider is sometimes referred to as a PSP.;
“Price Tag”: The purchase price of your Items, as determined by the Seller;
"Seller(s)": The entrepreneurs or businesses who've joined the Noona sphere to market their goods or services to Shoppers.
“Seller's Storefront”: Details about the Seller's registered business as visible on the Marketplace, so a Shopper may know who it’s buying from;
“Shoppers”: Purchasers of Sellers’ Items;
“Shopping Pact”: A contract established between a Seller and a Shopper for the Items sold by the Seller to the Shopper through the Marketplace.
“Taxes”: Include any and all present or future taxes, charges, fees, levies or other assessments, including, without limitation, income, value-added, goods and services tax or similar tax, gross receipts, excise, real or personal property, sales, withholding, social security, occupation, use, severance, environmental, license, net worth, payroll, employment, franchise, transfer and recording taxes, fees and charges, imposed by any domestic or foreign taxing authority;
“Tweaks”: Any amendments made to these Noona General Terms or applicable Additional Terms (including the Fees);
“Teya”: Teya Iceland hf.;
“Tweaks”: Any amendments made to these Noona General Terms or applicable Additional Terms (including the Fees);
“User”: the company, or the individual, using Noona Services.
2. Accessing our Services
Account Registration: Unlocking the full potential of our Services and enjoying the perks we have to offer is a breeze. Simply sign up for your Noona Account. Rest assured, it's easier than it might seem. During registration, you will be asked to provide accurate and up-to-date information, including your name, email address, business name (if you’re a business user), and any other details necessary for account setup. Please note that the features available on your Noona Account may differ depending on the Service you are subscribing to and whether you are a Shopper or a Seller.
Account Verification: After submitting your registration, we may request additional information to verify your identity and your business, if applicable. This information may include, but is not limited to, a copy of your identification document, proof of address, and business registration documents. Your account will be activated upon successful verification, where necessary.
Account Security: It is your and your Authorised Sidekicks’ responsibility to maintain the confidentiality of your Noona Account credentials, including your username and password. You agree to notify us immediately if you suspect any unauthorised access to or use of your Noona Account. We will not be liable for any loss or damage resulting from your failure to safeguard your Noona Account information.
Account Updates: You must keep your Noona Account information accurate and up-to-date at all times. If any changes occur, such as changes to your contact information, payment details, or business status, you are required to update your Noona Account accordingly.
3. Fees, Billing & Taxes
Fees: As stated previously, Noona offers various Services, governed in part by Additional Terms. The Fees payable by you will therefore vary depending on the Service you use and are as set out in the applicable Additional Terms. This may include Fees payable on a recurring basis or on an as-used basis. By using our Services, you agree to pay any applicable Fees and Taxes in accordance with the terms of the relevant Additional Terms.
Billing: Fees may be paid by various payment methods made available by Noona. You agree and authorise that Noona, on its own behalf or as an agent for its affiliates, may collect Fees for Services via any available method, including charging a debit card or credit card linked to your Noona Account or the particular Service you use or by direct debit. We also maintain collaborative relationships with external payment service providers. As a customer of these partner providers, you expressly permit them to subtract the relevant Noona fees from your settlement and forward those amounts to us (as further explained in the applicable Additional Terms).
Taxes: Unless otherwise stated, all Fees are exclusive of any Taxes. You are responsible and liable for determining any and all Taxes, including any VAT, required to be assessed, incurred, collected, paid or withheld for your use of the Services. You also are responsible and liable for: (i) determining whether Taxes, apply to your sale of products and services, payments received, and any other transactions arising from or out of your use of our Services; and (ii) calculating, collecting, reporting or remitting any Taxes, to the appropriate tax and revenue authorities. We assume no liability in connection with any taxes you might owe in connection with your use of our Services.
In some cases, we may be obliged under Applicable Law to provide information to tax authorities related to your use of our Services. Where that’s the case, and we do not hold all information required, you must provide us with the necessary information to complete such reporting.
4. Term & Termination
The Noona General Terms are effective upon the sooner of the date you:
(a) accept the Noona General Terms or any of the applicable Additional Terms online (or in another manner expressly approved by us);
(b) register for a Noona Account; or
(c ) first access or use the Services,
and continue until terminated by you or us.
Unless otherwise required by Applicable Law, we may immediately terminate the Noona General Terms or any applicable Additional Terms and or suspend or terminate your Noona Account or your access to the Services. Reasons why we would terminate your access to the Services or your Noona Account include (without limitation): (a) if you or your Authorised Sidekicks violate the Noona General Terms or any applicable Additional Terms, as well as any other agreement you have with Noona, including Noona’s policies or instructions; or (b) if you provide any false, incomplete, inaccurate, or misleading information or otherwise engage in fraudulent or illegal conduct.
You may terminate the Noona General Terms or any applicable Additional Terms at any time by closing your Noona Account, as applicable, or by providing us with written notice of your intention to terminate.
Termination of the Noona General Terms or any applicable Additional Terms, or a suspension or termination of your access to the Services or your Noona Account, for any reason or no reason, does not affect your outstanding responsibilities and obligations as set out in the Noona General Terms and any applicable Additional Terms, including all Fees, charges, and other payment obligations. In case of suspension or termination:
(a) any rights granted under the Noona General Terms, or any applicable Additional Terms will end;
(b) you agree to immediately cease use of the Services; and
(c ) we may (but have no obligation to) delete your information and account data stored on our servers.
5. Tweaks & electronic Notices
Tweaks: We may amend the Noona General Terms and the Additional Terms, as well as change, delete, discontinue, or impose conditions on use of the Services, at any time with a Notice. Such a Notice shall be reasonable with respect to the circumstances and subject to any Applicable Laws. A revised version may be posted on Noona’s website or communicated to you through the Services. The Tweak will come into effect on the date we specify in the Notice, and your use of the Services after a Tweak has taken effect, constitutes your acceptance of the terms of the modified Noona General Terms and the Additional Terms.
Electronic Notices: When you accept the Noona General Terms and any applicable Additional Terms you agree that all Notices regarding these may be made electronically, to the extent permissible by Applicable Law. You also agree that electronic Notices shall have the same legal effect as physical copies.
6. The Services
Service Availability: The Services, along with any materials or products offered, might be unavailable occasionally, limited in scope, or vary depending on your location or device. Make sure not to access or use the Services if it's illegal or unlicensed in your location, and don't try to conceal or misrepresent your location or identity to use them. We'll do our best to keep the Services running smoothly, but as with any online service, disruptions and outages can happen. We're not liable for any losses you may experience due to these issues.
Service Updates: We might need to update the Services now and then, either to keep them working properly or to bring you new, exciting features. However, we're not obligated to provide updates, and we can't guarantee that your system or system version will be supported.
License: To grant you access to the Services, we give you a license to use it, which means you don't own the relevant Service access or the Services itself. All intellectual property rights belong exclusively to Noona, but you do have the right to use the Services according to the Noona General Terms and any applicable Additional Terms.
So, we're giving you a non-exclusive, non-transferable, and revocable license to access and use the Services, following these Noona General Terms and any applicable Additional Terms. We may offer updates or new services automatically, but some may require manual activation or acceptance of additional terms. Keep in mind that we can revoke or terminate this license at any time, as outlined in these Noona General Terms.
You may not: (a) claim or register ownership of the Services for yourself or others; (b) sublicense any rights in the Services granted by us; (c ) use the Services in ways that violate the Noona General Terms, any applicable Additional Terms, or Applicable Laws; or (d) attempt any of the actions mentioned above.
Intellectual Property: Between you and us, we and our licensors exclusively own all rights, titles, and interests in patents, copyrights (including derivative works), moral rights, publicity rights, trademarks, service marks, logos, designs, trade secrets, and other intellectual property included in the Services or its copies. The Services are protected by copyright, trade secret, patent, and other intellectual property laws, and all rights not expressly granted to you in the Noona General Terms or any applicable Additional Terms are reserved.
7. Data & Security
User Content: By uploading or making available any material or information through the Services or your Noona Account, you and your Authorised Sidekicks grant Noona a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, fully paid, transferable, and sub-licensable right to use, reproduce, modify, adapt, publish, create derivative works of, distribute, publicly perform, and publicly display the "User Content" for providing or promoting our Services.
You and your Authorised Sidekicks will not upload or provide User Content or otherwise share, transmit, or disseminate through the Services any material that (without limitation):
(a) is false, misleading, unlawful, obscene, indecent, lewd, pornographic, defamatory, libellous, threatening, harassing, hateful, or abusive;
(b) encourages conduct that could be considered a criminal offense or result in civil liability;
(c ) violates any duty or rights of any person or entity, including publicity, privacy, or intellectual property rights;
(d) contains corrupted data or other harmful, disruptive, or destructive files;
(e) advertises products or services competitive with Noona or its partners' products and services, as determined by us in our sole discretion; or
(f) in our sole judgment, is objectionable, restricts, or inhibits anyone from using or enjoying any part of the Services, or may expose us, our affiliates, Users, or others to harm or liability.
While Noona has no obligation to monitor User Content, we reserve the right to remove it at any time and for any reason without notice. You acknowledge that by using the Services, you may encounter User Content that is offensive, indecent, or objectionable. Noona is not responsible for any User Content, including any loss or damage to your content.
Data Privacy: By using our Services, you and your Authorised Sidekicks confirm that you currently comply and will continue to comply with all Applicable Laws governing data privacy and your use of Personal Data provided to us or accessed through your use of the Services.
As required by Applicable Law and in connection with the Noona General Terms, you are solely responsible for informing Shoppers that you share their Personal Data with us. When you provide Personal Data to us, or authorize us to collect Personal Data, you must give all necessary notices and obtain all necessary rights and consents from Shoppers to enable Noona to lawfully collect, use, retain, and disclose the Personal Data according to the Noona General Terms, and applicable Additional Terms, the Data Protection Addendum, and the Privacy Policy.
Data Use & Disclosure: The rights granted above to Noona concerning User Content shall, where applicable, also apply to Data, as long as it is aggregated and anonymized. Noona may use Data for purposes deemed appropriate, including but not limited to promotion, service improvements, or sharing with business partners and third parties, provided such use complies with Applicable Law.
8. Payment Services
Wether you’re a buyer or a seller, we offer payment services to facilitate a business relationship between the aforementioned in a trusted and secure environment.
Overview of Noona Payment Services Our Noona platform offers two types of payment services. Firstly, we empower businesses to accept online payments for services booked through our platform. Secondly, for businesses using our Point of Sale (POS) system, we provide a service to dispatch payment links to their clients via SMS or through our marketplace app.
Data Collection in Payment Transactions To provide our services we must process and store data on all transactions processed through the Noona Platform. This includes transaction amounts, user and business details and the time of transaction. It's important to note that this data is not shared with any external parties unless they fall under the category of a Payment Service Provider. We never handle cardholder data directly and we do not collect raw cardholder data.
Security Measures Aligned with PCI compliance standards, we ensure the highest level of security for all payment data. This includes robust encryption protocols for sensitive data, particularly cardholder information, to protect against unauthorized access or breaches.
Responsibility for Cardholder Data Security As your trusted service provider, we at Noona acknowledge that we are responsible for the security of cardholder data that we possess, store, process, or transmit on your behalf. This responsibility extends to any actions that could potentially impact the security of your cardholder data environment. We are committed to maintaining security measures to protect your data and ensure the highest level of trust in our services.
User Consent and Information Users are informed about our data collection practices through these terms, our privacy policy, and Data Protection Addendum. By using our services and accepting these terms, users provide their consent for such data collection and processing.
Data Retention and User Access Payment data is retained as per applicable laws, which vary across different countries. Users wishing to access or request deletion of their payment data may reach out to us at hq@noona.app for assistance.
Third-party Payment Service Providers We leverage Adyen as our Payment Service Provider for all markets (excluding Iceland), ensuring a seamless and secure payment processing experience. The Payment Service Provider we partner with in Iceland is Teya, offering payment services to Noona as well as our Sellers.
9. Legal Stuff
We understand that legal jargon can be tedious and dull, but it's crucial for us to outline how Noona safeguards itself while offering its Services. This includes aspects like limitations of liability and disclaimers. Please read this section attentively and don't hesitate to contact us if you have any questions or concerns.
Warranties: Noona, resellers, distributors, and vendors, make no warranties, express or implied, guarantees or conditions with respect to your use of the Services, such as regarding title, merchantability, fitness for a particular purpose and/or non-infringement, to the maximum extent permitted by Applicable Law. You understand that use of the Services is at your own risk and that we provide the Services on an "as is" basis and "as “available" basis. We don‘t guarantee the accuracy or timeliness of the Services. You may have certain rights under your local law. Nothing in the Noona General Terms is intended to affect those rights, to the extent they cannot be derogated from. You acknowledge that computer and telecommunications systems are not fault-free and occasional periods of downtime occur. We do not guarantee the Services will be uninterrupted, timely, secure, or error-free or that content loss won't occur, nor do we guarantee any connection to or transmission from computer networks.
To the fullest extent permitted by Applicable Laws, Noona disclaims and excludes (and you agree to waive) all representations, warranties and guarantees, whether implied or express and whether arising by law, contract or a course of dealings. You expressly acknowledge and agree that use of the Services is at your sole risk and that the entire risk as to satisfactory quality, performance, accuracy and effort is with you. Noona does not warrant, endorse, guarantee or assume responsibility for any Items advertised or offered by Sellers.
Representations & warranties
By accepting the Noona General Terms, you represent and warrant that:
(a) you have the authority to execute and perform the obligations required by the Noona General Terms and any applicable Additional Terms;
(b) If you are using the Services on behalf of a business, you agree that you are accepting the Noona General Terms and any applicable Additional Terms and have authority to enter into these on behalf of that business;
(c ) you will comply with all law applicable to your business and use of the Services;
(d) your Authorised Sidekicks will at all times act consistently with the Noona General Terms and any applicable Additional Terms;
(e) you will, to the extent you’re a Seller, fulfil all of your obligations to Shoppers and resolve any dispute or complaint directly with the Shopper, and that any information you provide us about your business and Items is accurate and complete; and
(f) you will not use the Services, directly or indirectly, for any fraudulent or illegal undertaking, or in any manner that interferes with the normal operation of the Services.
Limitation of liability: Nothing in the Noona General Terms excludes or limits any party’s liability for: (a) death or personal injury caused by its negligence; (b) fraudulent misrepresentation or for any other fraudulent act or omission; or (c ) any other liability which may not lawfully be excluded or limited, even if any other term of these Noona General Terms would otherwise suggest that this might be the case.
In no event will Noona be liable to you or your Authorised Sidekicks (whether in contract, tort (including negligence), breach of statutory duty, or otherwise), for any: (a) loss of profit; (b) loss of sales, turnover, revenue or business; (c ) loss of customers or contracts; (d) loss of or damage to reputation or goodwill; loss of opportunity; (f) loss of anticipated savings; (g) loss of any software or Data; (h) loss of use of hardware, software or Data; (i) loss or waste of management or other staff time; or (j) indirect, consequential or special loss; arising out of or relating to the Noona General Terms, whether or not such loss was foreseeable or if the party which would otherwise be liable for such loss was advised of its possibility (and, for the purposes of this paragraph, the term “loss” includes a partial loss or reduction in value as well as a complete or total loss).
Under no circumstances will Noona be responsible to you or your Authorised Sidekicks for any damage, loss, or injury resulting from hacking, tampering, or other unauthorised access or use of the Services or your Noona Account, or the information contained therein to the maximum extent permitted by Applicable Law. Noona, its processors, suppliers and licensors (or any of their respective affiliates, agents, directors or employees) assume no liability or responsibility for any: (a) errors, mistakes, or inaccuracies of the services associated with your use of the Services; (b) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the Services; (c ) any unauthorized access to or use of our secure servers and/or any and all personal information stored therein; (d) any interruption or cessation of transmission to or from the Services; (e) any bugs, viruses, trojan horses, or the like that may be transmitted to or through the Services by any third party; (f) any errors or omissions in any content or Data or for any loss or damage incurred as a result of the use of any content or Data posted, emailed, transmitted, or otherwise made available through the Services; and/or (g) interruptions to or cessation of the Services.
Indemnification: You agree to indemnify, defend, and hold Noona 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 these Noona General Terms, including without limitation any violation of our policies; (b) your wrongful or improper use of the Services; (c ) your violation of any third-party right, including without limitation any right of privacy, publicity rights or intellectual property rights; (d) any User Content posted by you; (e) your violation of any Applicable Law; or (f) any other party’s access and/or use of the Services with your unique name, password or other appropriate security code.
10. General Provisions
Let's wrap things up with some essential legal details. We promise to keep it simple and straightforward, so you can get back to the enjoyable part – using our Services to simplify your life.
Assignment: The Noona General Terms, any applicable Additional Terms and/or any related rights and obligations may not be transferred or assigned by you without our prior written consent but may be transferred and assigned by us without your consent or other restrictions.
Entire agreement: The Noona General Terms and any applicable Additional Terms constitute the entire agreement between you and us concerning your access to and use of the Services, superseding and extinguishing any prior agreements between you and us regarding your access to and use of the Services.
Severability: If any provision of the Noona General Terms or any applicable Additional Terms is invalid or unenforceable under Applicable Law, then it will 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.
Survival: Any provision that is reasonably necessary to accomplish or enforce the purpose of the Noona General Terms and any applicable Additional Terms will survive and remain in effect in accordance with its respective terms upon the termination of these Noona General Terms
No waiver: Our failure to exercise or enforce any provision of or rights under the Noona General Terms shall not constitute a waiver of any such provision or right.
Force Majeure: Under force majeure, neither you nor us will be held responsible for any failure to perform due to circumstances beyond the reasonable control of either party. These may include events like telecommunications, utility, or equipment failures; labour disputes, riots, war, or terrorist attacks; non-performance of our vendors or suppliers; fires, natural disasters, or other uncontrollable events. However, this clause does not affect or excuse your liabilities or obligations related to the Fees owed to us under the Noona General Terms.
Feedback: We welcome your feedback, ideas or suggestions (collectively, “Feedback”). If you provide any Feedback in relation to us and our Services, we may use that feedback and incorporate it into our products and services without any obligations to you.
Language: By agreeing to the Noona General Terms, you acknowledge and agree that the terms, along with any associated documents and notices, will be in English. We will try to provide translations for informational purposes when possible.
Disputes: We strive to ensure your satisfaction with our Services, but we recognize that issues may arise. If you encounter a problem, please let us know so we can attempt to resolve it. If we cannot reach a resolution, the following rules apply to legal disputes involving our Services:
a. Governing law: The Noona General Terms and any applicable Additional Terms are governed by and construed under Icelandic Law, without considering conflict of law principles. If Icelandic law conflicts with the laws of your country of residence, Icelandic law will take precedence to the maximum extent possible.
b. Jurisdiction: Unless otherwise agreed and as permitted by Applicable Law, disputes related to the Noona General Terms and any applicable Additional Terms, or their subject matter will be settled by the District Court in Reykjavík. We also reserve the right to bring claims (including injunctive relief) against you in the jurisdiction where you are located or any other appropriate jurisdiction. Injunctive relief may include attachment, preliminary injunction, or similar remedies.
In the rare occurrence that you encounter a dispute with another User of the Services, such as a Shopper, or any other party, we recommend that you communicate with the other party and try to resolve the issue in a friendly and cooperative manner. It is important to note that by using our Services, you agree to release Noona from any claims, demands, or damages that may result from disputes with other Users or parties involved.
Marketplace Terms
We are thrilled to have you join our vibrant, digital community designed to connect Sellers and Shoppers in a dynamic, user-friendly environment (the ”Marketplace”). We are passionate about providing a platform where Sellers can showcase their unique Items, and Shoppers can discover and purchase them with ease. The terms and conditions set out here (the “Marketplace Terms”) govern your use of the Marketplace so please read them carefully.
When you access the Marketplace, you also agree to the Noona General Terms and the Data Processing Addendum, which are incorporated into these Marketplace Terms by reference, including any amendments made from time to time. For more information on how we treat your personal data, please see our Privacy Policy .
To the extent that any provisions of these Marketplace Terms conflict with the Noona General Terms, the relevant provisions of the Marketplace Terms shall prevail. If you have any questions or if you do not understand any of the terms in the Marketplace Terms, please contact us. Our team is more than happy to assist.
Together, let's make Noona’s Marketplace the go-to destination for discovering and sharing exceptional goods and services!
1. Definitions
Throughout these Marketplace Terms, the following phrases will have the meaning set out below, unless specified otherwise. Any term not defined herein shall have the meaning given to it in the Noona General Terms.
“Adyen”: Adyen N.V.;
“Business Day”: Any day other than a Saturday, a Sunday, a day which is a public holiday or a day on which banking institutions are closed in the relevant jurisdiction;
"Marketplace Fees": The fees Noona charges Sellers for using the Marketplace;
"Payment”: The settled Price Tag minus the Marketplace Fees and Payment Service Provider (”PSP”) fees (as agreed upon between a Seller and Noona and/or PSP);
"Payment Processing Services": The various methods, systems, and techniques used to facilitate seamless card transactions, including all necessary elements for smooth transactions in the Marketplace;
“Payment Service Provider”: An entity providing payment services like payment processing, card acquiring, and more, to Noona and/or Sellers on the Noona Platform. A Payment Service Provider is sometimes referred to as a PSP;
“Payout Account”: The Sellers account with the Payment Service Provider, through Noona. The Payout Account is a prerequisite to start accepting payments so that Noona and/or the PSP can settle funds to the Sellers bank account.
“Price Tag”: The purchase price of your Items, as determined by the Seller;
“Teya”: Teya Iceland hf.;
“Seller's Storefront”: Details about the Seller's registered business as visible on the Marketplace, so a Shopper may know who it’s buying from;
“Shopping Pact”: A contract established between a Seller and a Shopper for the Items sold by the Seller to the Shopper through the Marketplace.
2. Roles at a Glance
Noona offers a stage for Sellers to showcase and sell their Items on the Marketplace. Keep in mind that while Noona helps transactions come to life through the Marketplace, Noona is neither a Shopper nor a Seller of the Items. Noona doesn't take on responsibility nor make any promises, warranties, or guarantees, whether express or implied, about the Items.
When a Shopper picks out an Item through the Marketplace, the Shopping Pact is formed just between the Seller and the Shopper, upon the sale's completion. A Shopping Pact is made up of the Seller's terms (as displayed by the Seller via the Marketplace), the email confirmation of the Shopper’s order (if applicable), and the intel on the Seller's Storefront. Noona isn't a part of that Shopping Pact, isn't liable for the Shopping Pact or any claim or squabble that may pop up because of it and isn't playing the role of the Seller's agent.
To become a Seller on our Marketplace and enjoy the benefits of listing and selling Items, you must first register for a Noona Account in accordance with the Noona General Terms.
3. Marketplace Fees & Taxes
For every Shopping Pact successfully completed, you'll need to pay the Marketplace Fees as laid out on our website. These fees are part of the Marketplace Terms you're agreeing to. The fees are handled by the Payment Service Provider – they'll handle deducting the Marketplace Fees from the Payment and send them our way. We reserve the right to collect the Marketplace Fees using any other available method, like the ones specified in the Noona General Terms.
We'll send you a VAT invoice for the Marketplace Fees every month. Expect it during the month following the period it covers. For instance, the VAT invoice for February will pop up on March 1st, and the one for March shows up on April 1st.
You, as the Seller, are responsible for figuring out any Taxes that need to be assessed, incurred, collected, paid, or withheld due to your Marketplace use. You're also in charge of: (a) deciding if Taxes apply to your Item sales, Payments received, and any other transactions stemming from your Marketplace adventures; and (b) calculating, collecting, reporting, or remitting any Taxes to the right tax authorities. Just a reminder, we won't be held liable for any Taxes you might owe while using the Marketplace.
4. Seller do's and don'ts
As a valued member of the Noona community, we expect our Sellers to uphold certain standards and obligations to ensure a positive experience for all Shoppers on the Marketplace. This section sets out the specific obligations that Sellers must adhere to when using our Marketplace.
Do's: As a Seller, by hopping on board with these Marketplace Terms, you agree to:
(a) sell Items under fair and reasonable terms;
(b) deliver Items to Shoppers within the reasonable timeframes promised to the Shopper;
(c) handle sourcing, storing, selling, and delivering Items with skill and care;
(d) showcase your company info accurately on your Seller's Storefront and update it swiftly;
(e) make sure all Item info, Price Tag, stock value, and SKU in the listing are accurate;
(f) let us know about any inaccuracies ASAP and fix any Shopper complaints related to those;
(g) ensure you are not misrepresenting Item origins, ensure accurate postage costs, maintain satisfactory Item quality, and use high-quality photos in the Marketplace;
(h) answer order inquiries from Noona or Shoppers quickly, ideally right away, but no later than 1 Business Day;
(i) keep your Marketplace corner fresh daily by tracking orders, updating dispatches, and promptly helping Shoppers with returns or disputes;
(j) stay on top of accurate stock levels (and availability);
(k) provide a proper invoice for each Price Tag and send it to the Shopper;
(l) show the right minimum age for Items not meant for Shoppers under a certain age; and
(n) follow all Applicable Laws, especially consumer protection, data protection legislation, and tax rules in your operating jurisdiction(s), ensuring lawful transactions with Shoppers.
Don’ts: We want our Marketplace to be a positive space for everyone. So, please make sure you follow these restrictions (without limitation) to keep things running smoothly. You must not, nor allow any third party to:
(a) try to crack, disassemble, or reverse engineer any part of the Marketplace;
(b) spread viruses or harmful computer code within the Marketplace;
(c) share unlawful, harmful, threatening, defamatory, obscene, infringing, harassing, or offensive material while using the Marketplace;
(d) disrupt or hinder anyone else's enjoyment of the Marketplace;
(e) sell, lease, lend, or grant access to the Marketplace (in whole or part) to others;
(f) modify, merge with other software, or create derivative works of the Marketplace without our written consent;
(g) use the Marketplace for anything other than its intended purpose;
(h) work with unauthorised modified versions of the Marketplace to build similar or competitive products, services, or gain unauthorized access to the Marketplace;
(i) use the Marketplace in ways that conflict with these Marketplace Terms or Applicable Laws;
(j) refrain from selling illegal, offensive, or other prohibited Items in accordance with Noona’s guidelines as amended from time to time or uploading offensive or explicit images or material; and
(k) steer clear of selling Items that infringe on third-party intellectual property or proprietary rights.
5. Payment Services for Shopping Pacts
Payment Processing Services for Shopping Pacts sealed on the Marketplace are delivered by Adyen in all our markets, excluding Iceland. In Iceland the Payment Processing Services are delivered by Teya Where a Seller processes payments through the Marketplace, use of the Marketplace will be subject to a successful application for a Payout Account to Adyen or Teya for Payment Processing Services (either made by you directly or by Noona on your behalf). To help our Payment Service Provider partners effectively provide its Payment Processing Services, you commit to giving us accurate and complete information about yourself, and you permit us to share that information and transaction details related to your use of the Payment Processing Services and the Marketplace with Adyen and/or Teya.
For Payment Services in Iceland
After a sale, Teya sends the Payment to the Icelandic Seller in accordance with the Teya Payment Services terms. Please note that this may take at least one (1) Business Day. We don't take responsibility for those Payments showing up in the bank account on time, and we don't get involved in the Payment Processing Services. If we notify Teya of an invalid sale or in cases of (suspected) fraud or a canceled sale, the Payment to the Seller might be put on hold until the situation is resolved. If we find it necessary, we may request, but cannot guarantee, that Teya cancels the Payment.
If any issues or refund requests come up with Items sold by the Seller through the Marketplace, the Seller takes the responsibility of handling them with the Shopper. Disputes or refunds should be settled directly between the Seller and the Shopper.
6. General Provisions
For the avoidance of doubt, provisions around general terms not covered in these Noona Marketplace Terms, including but not limited to restrictions and unauthorised or illegal use, your obligations, term and termination, intellectual property, Tweaks, assignment, data, indemnification, warranties, governing law, severability, force majeure, and disputes, shall be governed by the Noona General Terms.
Noona HQ Terms
Welcome to NoonaHQ!
NoonaHQ is Noona’s user-friendly appointment booking system which enables service providers to keep track of their appointments, customer visit history and other important matters related to the daily operations of your business (“NoonaHQ”). We are passionate about providing products that take care of the tedious tasks so that you can focus on doing what you love. The terms and conditions set out here (the “NoonaHQ Terms”) govern your use of NoonaHQ and all transactions between you and Noona, so please read them carefully.
When you access NoonaHQ, you also agree to the Noona General Terms and the Data Processing Addendum, which are incorporated into these NoonaHQ Terms by reference, including any Tweaks made from time to time. For more information on how we treat your Personal Data, please see our Privacy Police.
To the extent that any provisions of these NoonaHQ Terms conflict with the Noona General Terms, the relevant provisions of the NoonaHQ Terms shall prevail. If you have any questions or if you do not understand any of the terms in the NoonaHQ Terms, please contact us. Our team is more than happy to assist.
1. Definitions
Throughout these NoonaHQ Terms, the following phrases will have the meaning set out below, unless specified otherwise. Any term not defined herein shall have the meaning given to it in the Noona General Terms.
“NoonaHQ”: The Noona appointment booking system;
"NoonaHQ Fees": The subscription fees Noona charges Sellers for using NoonaHQ;
2. Roles at a Glance
NoonaHQ is a one-stop-shop where you can manage your bookings, sales, and your delightful Shoppers. Just a heads up though, while we're here to streamline your interactions with Shoppers, we're not the Seller nor customers of the booking system. We don't make any guarantees about the Items you offer - that's your show.
When you're navigating through NoonaHQ, you're the boss of your site(s) and the content you put out into the world. This means that you assume responsibility for your site(s) and the content you publish. You acknowledge that your site(s) and your Shoppers are your responsibility, and you solely carry the liability for providing the Items and support to your Shoppers.
We hope you’re eager to unlock all the amazing features of NoonaHQ. We're excited too. Your first step is to create a Noona Account, following the steps outlined in the Noona General Terms.
3. NoonaHQ Fees & Taxes
We offer NoonaHQ on a subscription basis, meaning Sellers pay a monthly fee based on our current price list on our website which can be updated from time to time, unless we've arranged something different in writing. The NoonaHQ Fees you'll be charged depend on the plan you've chosen. There may be extra costs, such as fees for each text message sent through NoonaHQ and other partner services. Note that the price list and any additional fees that might arise from your use of NoonaHQ are incorporated into these NoonaHQ Terms. By agreeing to these NoonaHQ terms, you are agreeing to the pricing and all associated costs tied to your use of NoonaHQ.
Sellers, you get to test drive NoonaHQ for the first 14 days without paying a monthly fee, unless we've agreed otherwise in writing. Think of it as a trial period. Once this is over, your monthly subscription kicks in and is always billed in advance.
We've got two payment options for you. The first one is credit card sales, which is open to all. The second one, account sales, is exclusive to certain countries and subject to our discretion. We reserve the right to collect the NoonaHQ Fees using any other available method, like the ones specified in the Noona General Terms.
For the credit card option, all you need to do is link a valid credit card to your Noona Account. Post the trial period, we'll charge your card at the end of each month for the upcoming month's subscription and the past month's text message fees (if any). If we can't charge the card, we'll try again every four days until the outstanding amount is settled. If we're unsuccessful after three tries, we may have to block your access to NoonaHQ. But don't worry, we'll try to reach out to you before we get to that point.
As for the account sales option, once you're approved, you'll just need to register the ID number and details of the legal entity that'll cover the NoonaHQ Fees. We'll issue a claim to you via online banking at the end of each month. Payment for this is due by the 1st of each month and the final payment date is the 20th. We'll send the invoice for the claim to the email address you've provided to us. If the claim isn't paid within 14 calendar days of the final due date, we may have to block your access to NoonaHQ until we receive payment.
4. Subscription Cancellation
You can unsubscribe from NoonaHQ at any time by visiting hq.noona.app/settings. Previous payments, including the first payment upon confirmation of subscription will not be refunded.
6. General Provisions
For the avoidance of doubt, provisions around general terms not covered in these NoonaHQ Terms, including but not limited to restrictions and unauthorised or illegal use, your obligations, term and termination, intellectual property, Tweaks, assignment, data, indemnification, warranties, governing law, severability, force majeure, and disputes, shall be governed by the Noona General Terms.
