Terms & Conditions
For a plain-language overview of purchases, support, and refunds, see our Policy page.
1. About these terms
These Terms & Conditions (Terms) govern your use of the website at https://staging.carbonbasedstudio.com/ (Site) and your purchase of digital products and services from Carbon Based Studio.
Carbon Based Studio is a New Zealand software business. In these Terms, we, us, and our refer to Carbon Based Studio and its supplier; you means the person or organisation using the Site or buying from us.
By completing a purchase (including accepting these Terms at checkout), you agree to these Terms. If you do not agree, do not buy our products.
2. Contact details
Carbon Based Studio is supplied by Jon-Paul Smith, New Zealand.
- Business name: Carbon Based Studio
- Email: contact@carbonbasedstudio.com
- Country: New Zealand
For privacy matters, see our Privacy Policy. For purchase and support information, see our Policy.
3. What we sell
We sell digital software products, principally WordPress plugins and related digital goods (Products). Products may include:
- free plugins distributed via wordpress.org or other channels;
- paid licences, subscriptions, or one-off purchases that may include download access, licence keys, updates, and/or support, as described on the relevant product page at the time of purchase.
Product descriptions, screenshots, documentation, and compatibility notes on the Site are part of what we offer. You are responsible for checking that a Product meets your requirements (including WordPress, PHP, hosting, and third-party plugin compatibility) before purchase.
4. Accounts and eligibility
You must provide accurate information when ordering or registering an account. You are responsible for keeping login credentials secure and for activity under your account.
You must be legally able to enter a binding contract. If you buy on behalf of a business, you confirm you have authority to bind that business.
5. Orders, pricing, and payment
All prices are shown in USD unless stated otherwise. Prices are exclusive of tax. New Zealand GST (15%) is added at checkout when your billing address is in New Zealand. Customers outside New Zealand are not charged New Zealand GST on the purchase.
An order is an offer to buy. A contract is formed when we accept your order and provide access, a licence key, or a download link (or when payment is successfully processed, if that happens first).
We may refuse or cancel an order (for example, suspected fraud, pricing error, or payment failure). If we cancel after payment, we will refund amounts paid for the cancelled order.
Payments are processed by third-party payment providers. Their terms may also apply.
6. Delivery of digital products
Digital Products are delivered electronically, typically by download, account access, email, or licence activation, as described on the product page. Delivery is complete when we make the Product or licence available to you.
You are responsible for maintaining compatible systems, backups, and security on your website and hosting environment.
7. Software licensing - commercial terms and GPL
7.1 Two different things
Your purchase from us (these Terms) is separate from open-source licence rights in the software source code where GPL (or another open-source licence) applies.
GPL does not replace these Terms. GPL governs how you may use, modify, and redistribute source code under that licence. It does not govern our sale of support, updates, licence keys, or access to paid downloads from our Site.
7.2 What you receive when you buy
Unless we state otherwise on the product page, a paid purchase grants you a non-exclusive, non-transferable licence to use the Product on the number of sites (or under the licence tier) stated at purchase, plus any updates and support included in that offer for the period stated.
You may not resell, sublicense, or share licence keys except where expressly permitted. You may not misrepresent affiliation with us or use our trademarks except as allowed by law or written permission.
7.3 GPL and free plugins
Where a Product is licensed under the GNU General Public License (GPL) v2 or later (or another stated open-source licence), you receive the rights granted by that licence in respect of the source code we distribute under it. Nothing in these Terms removes those rights.
Free plugins offered on wordpress.org remain available under their stated licence regardless of any paid services we offer separately.
7.4 Source code
Where GPL applies, source code is available as described in the Product documentation or licence file (for example, within the plugin package or via a stated repository). If you receive GPL-licensed software from us, you may exercise your GPL rights in accordance with that licence.
8. Updates, support, and end of life
Updates and support are provided only to the extent and for the period stated on the product page or in your order confirmation. Unless stated otherwise, support is provided by email or documentation channels we specify, during New Zealand business hours (New Zealand business hours, Monday to Friday).
We may update, change, or discontinue features. We will use reasonable efforts to avoid breaking changes without notice where practicable, but we do not guarantee perpetual compatibility with all WordPress, WooCommerce, or third-party versions.
9. Acceptable use
You must not:
- use Products unlawfully or to infringe others’ rights;
- attempt to circumvent licence limits, activation, or security;
- redistribute paid downloads or licence keys except as permitted by your purchase terms or applicable open-source licence;
- introduce malware or use our Site or Products to attack or disrupt systems;
- misuse our support channels (for example, abusive conduct or unreasonable demands).
We may suspend or terminate access if you materially breach these Terms.
10. Consumer law (New Zealand and other countries)
10.1 New Zealand - Consumer Guarantees Act 1993 (CGA)
If you acquire Products or services from us as a consumer under New Zealand law (generally for personal, domestic, or household use), the CGA applies and gives you certain statutory guarantees, including that goods are of acceptable quality, fit for purpose, and match their description.
You cannot contract out of the CGA when you are a consumer. Where the CGA applies, these Terms must be read subject to your statutory rights. Nothing in these Terms excludes or limits rights or remedies that cannot be excluded or limited under the CGA.
If there is a failure under the CGA, your remedies may include repair, replacement, or refund, depending on the nature of the failure. Contact us at contact@carbonbasedstudio.com with your order details.
10.2 New Zealand - Fair Trading Act 1986 (FTA)
We must not mislead you about Products or your rights. Marketing on the Site must be consistent with these Terms.
10.3 Business customers (B2B) - contracting out of the CGA
If you acquire Products for business purposes (that is, not for personal, domestic, or household use), and you confirm that at checkout by ticking the business purchase checkbox, you acknowledge and agree that:
- you are acquiring the Products for the purposes of a business, trade, or profession;
- you are not acquiring the Products as a consumer under the Consumer Guarantees Act 1993 (CGA); and
- to the maximum extent permitted by New Zealand law and where it is fair and reasonable, the CGA does not apply to the supply of the Products to you.
That acknowledgment forms part of your written agreement with us for that order. If you do not tick the business purchase checkbox, or if contracting out is not fair and reasonable in the circumstances, the CGA may still apply even if you run a business.
Contracting out of the CGA does not affect your rights under the Fair Trading Act 1986 where that Act applies, or any other rights that cannot be excluded by agreement.
10.4 Customers outside New Zealand
These Terms are governed by New Zealand law (see section 16). If you are outside New Zealand, you may also have mandatory rights under local consumer laws. Nothing in these Terms is intended to exclude non-excludable rights under applicable local law.
11. Refunds and cancellations
Our approach to refunds balances fair use of digital goods with your legal rights.
- Faulty or misdescribed Products: If a Product is not of acceptable quality, not fit for purpose, or does not match its description (including under the CGA where it applies), contact us. We will work in good faith to resolve the issue, which may include support, a fix, replacement download, or refund as appropriate under applicable law.
- Change of mind: Because Products are digital, we generally do not offer refunds for change of mind once download, licence delivery, or activation has occurred, except where required by law or stated on the product page.
- Subscriptions: If we offer recurring billing, cancellation and renewal terms will be stated at purchase. You may cancel future renewals as described on the product page or in your account.
To request a refund or remedy, email contact@carbonbasedstudio.com with your order number and a clear description of the issue.
12. Intellectual property
We (or our licensors) own intellectual property in the Site, our branding, documentation, and Product code except where open-source licences grant you rights.
GPL (and similar licences) grant you rights in licensed source code as provided. They do not grant rights to our trademarks, trade names, or marketing assets. “Carbon Based Studio”, product names, logos, and related marks remain ours unless otherwise stated.
13. Third-party software and services
Products run on WordPress and may interact with WooCommerce, hosting environments, and other third-party software. We do not control those systems and are not responsible for their availability, changes, or failures.
Your use of third-party services (hosting, payment gateways, WordPress.org, etc.) is subject to their terms.
14. Disclaimers
To the maximum extent permitted by applicable law:
- Products and the Site are provided on an “as is” and “as available” basis;
- we do not warrant uninterrupted or error-free operation, or compatibility with every hosting stack, theme, or plugin combination;
- you are responsible for testing in a staging environment where appropriate and for maintaining backups before installing updates.
Where open-source licences (including GPL) contain warranty disclaimers, those disclaimers apply to the licensed code in addition to this section, subject to non-excludable consumer rights.
15. Limitation of liability
To the maximum extent permitted by applicable law:
- we are not liable for indirect, incidental, special, or consequential loss. This includes, but is not limited to, loss of profits, loss of revenue, loss of data, business interruption, loss of goodwill, or loss of business opportunity arising out of the use or inability to use the Products;
- our total liability arising from or related to a Product or order is limited to the amount you paid us for that Product in the twelve (12) months before the claim arose;
- nothing in these Terms limits liability that cannot be limited under New Zealand law, including liability for death or personal injury caused by negligence, fraud, or misleading conduct under the FTA where applicable.
Where the CGA applies and has not been validly contracted out of, this section is subject to your CGA remedies.
16. Indemnity
You agree to indemnify us against claims, losses, and costs arising from your breach of these Terms, unlawful use of Products, or infringement of third-party rights caused by your content, configuration, or misuse, except to the extent caused by our negligence or breach.
17. Privacy
We collect and use personal information as described in our Privacy Policy, in accordance with the Privacy Act 2020 (New Zealand) and applicable law.
18. Suspension and termination
We may suspend or terminate Site access or licence support for material breach, non-payment, fraud, or abuse. Termination does not remove GPL rights you already hold in source code legitimately received under GPL, but may end paid services such as updates and support tied to your purchase.
19. Changes to these Terms
We may update these Terms from time to time. The “Last updated” date at the bottom of this page will change. Material changes will be posted on the Site. Continued use after changes take effect constitutes acceptance, except where applicable law requires otherwise for existing paid subscriptions.
20. Governing law and disputes
These Terms are governed by the laws of New Zealand. You submit to the non-exclusive jurisdiction of the New Zealand courts.
We aim to resolve complaints fairly and promptly. Please contact us first at contact@carbonbasedstudio.com. If a dispute is not resolved, you may pursue remedies available under applicable law (including contacting Consumer Protection or the Disputes Tribunal for eligible consumer claims in New Zealand).
21. General
- Entire agreement: These Terms, the Privacy Policy, and product-specific information at purchase form the agreement between us for Site use and sales, unless we agree otherwise in writing.
- Severability: If any provision is unenforceable, the rest remains in effect.
- No waiver: Failure to enforce a provision is not a waiver.
- Assignment: You may not assign your rights without our consent. We may assign our rights if we sell or restructure the business.
By using the Site or completing a purchase, you confirm that you have read and agree to these Terms.