Conditions of Use

Last updated: 24 March 2026 · Version: 2.1

Operator:Kapsule Group Limited (“Kapsule”, “we”, “us”, “our”)

Welcome to Kapsule (the “Website”). Kapsule is a marketplace platform that enables independent third-party sellers (“Sellers”) to offer goods to customers (“Buyers”). Kapsule does not sell products itself but provides the platform, infrastructure, and services to facilitate transactions between Buyers and Sellers.

By accessing the Website, creating an account, placing an order, or using any Kapsule services, you acknowledge that you have read, understood, and agree to be bound by these Conditions of Use and any Service-specific terms we publish (together, the “Terms”). If any Service-specific terms conflict with these Conditions of Use, the Service-specific terms prevail for that specific Service.

If you do not agree to these Terms, you must not use Kapsule.

1. Acceptance and Agreement

1.1 By using Kapsule, you confirm that you are at least 18 years old or are using the service with the involvement and consent of a parent or legal guardian.

1.2 You warrant that all information you provide is accurate, current, and complete, and you agree to update your information as necessary to maintain its accuracy.

1.3 If you are accepting these Terms on behalf of a company, organisation, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and the entity agrees to be bound accordingly.

2. Privacy and Data Protection

2.1 Please review our Privacy Policy, which forms part of these Terms, to understand how we collect, use, disclose, and protect your personal information under the Privacy Act 2020.

2.2 By using Kapsule, you consent to our processing of your information in accordance with the Privacy Policy, including the collection of device information, browsing behaviour, and transaction data necessary to operate the marketplace.

2.3 We take data protection seriously and implement appropriate technical and organisational measures to secure your personal information against unauthorised access, loss, or misuse.

2.4 You have rights under the Privacy Act 2020 to access, correct, and request deletion of your personal information, subject to certain legal exceptions.

3. Electronic Communications

3.1 When you use Kapsule or communicate with us by email, form submission, in-app messaging, or any other electronic means, you are communicating electronically.

3.2 You consent to receive communications from us electronically. We may communicate with you by email, notices posted on your account dashboard, website announcements, SMS messages, push notifications, or other electronic means.

3.3 You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

3.4 You are responsible for maintaining a valid email address and ensuring that our communications are not blocked by spam filters or other security settings.

3.5 You may manage your communication preferences in your account settings, but certain transactional communications (such as order confirmations and important account notices) cannot be disabled.

4. Intellectual Property Rights

Copyright

4.1 All content made available through Kapsule, including but not limited to text, graphics, logos, icons, images, audio clips, video clips, data compilations, software, page layout, underlying code, and user interface designs, is owned by Kapsule, its licensors, or its content suppliers and is protected by New Zealand and international copyright laws.

4.2 Except to the extent necessary for your personal, lawful use of the Website as a Buyer or Seller, you must not copy, reproduce, republish, upload, post, transmit, publicly display, adapt, compile, scrape, data-mine, frame, deep-link, or create derivative works from Kapsule content without our prior written consent.

4.3 You may not use automated systems (including robots, spiders, or scrapers) to access or extract data from Kapsule without our express written permission, except as permitted by standard search engine technology.

Trade Marks

4.4“Kapsule” and associated logos, graphics, page headers, button icons, scripts, and service names are trade marks, registered trade marks, or trade dress of One&Only Group Limited in New Zealand and/or other jurisdictions.

4.5 You must not use our trade marks or trade dress in any manner that is likely to cause confusion, or that disparages or discredits Kapsule, without our prior written permission.

4.6 Other marks, names, and logos appearing on the Website are the property of their respective owners and may not be used without permission of the relevant owner.

5. Grant of Rights and Restrictions

Licence Grant

5.1 Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and make personal, non-commercial use of the Website in accordance with these Terms and applicable law.

5.2 This licence does not permit:

Resale or commercial exploitation of the Website or its content
Collection, compilation, or use of product listings, descriptions, prices, or other content for commercial purposes
Derivative use of the Website or its content
Use of data mining, robots, scraping tools, or similar data gathering and extraction methods
Downloading or copying of account information for the benefit of another merchant or business
Any use that competes with or attempts to replicate the Kapsule marketplace

Licence Termination

5.3 Any unauthorised use or breach of these Terms automatically terminates the licence granted by us. Upon termination, you must immediately cease all use of the Website and destroy any downloaded or printed materials.

6. Your Kapsule Account

Account Creation and Management

6.1 You may need to create an account to access certain features of Kapsule, including making purchases or selling products.

6.2 You are fully responsible for maintaining the confidentiality of your account credentials (username and password) and for all activities that occur under your account, whether authorised by you or not.

6.3 You must:

Use a strong, unique password
Keep your password secure and not share it with others
Log out from shared or public devices
Notify us immediately at [email protected] of any suspected unauthorised access or security breach
Ensure that all information in your account is accurate, current, and complete

6.4 You may not transfer or sell your account to another person without our prior written consent.

6.5 We reserve the right to refuse registration, cancel accounts, or remove or edit content at our discretion.

Prohibited Uses

6.6 You must not use Kapsule:

In any way that causes, or is likely to cause, interruption, damage, impairment, or overloading of the Website or its infrastructure
For any fraudulent, unlawful, or unauthorised purpose
In breach of these Terms, our other policies, or any applicable laws or regulations
To impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity
To interfere with or circumvent security features of the Website
To harvest or collect information about users without their consent
To transmit spam, chain letters, or unsolicited communications
To introduce viruses, malware, or other malicious code

Account Suspension and Termination

6.7 We may suspend, restrict, or terminate your access to Kapsule immediately and without prior notice where we reasonably believe:

You have breached these Terms or any of our policies
There is a risk of fraud, financial loss, or legal liability to Kapsule or other users
Your account has been compromised or is being used for unauthorised purposes
We are required to do so by law or court order

6.8 Upon termination, all rights granted to you under these Terms will immediately cease, and you must stop all use of the Website. Termination does not affect any rights or obligations that arose before termination.

6.9 You may close your account at any time by contacting [email protected]. Account closure is subject to completion of all outstanding orders and resolution of any disputes.

7. User-Generated Content

Reviews, Comments, and Feedback

7.1You may post reviews, comments, questions, ratings, and other content (“User Content”), provided it complies with these Terms and our Community Guidelines.

7.2 User Content must be:

Lawful and not in breach of any third-party rights
Accurate, truthful, and not misleading
Relevant to the product, service, or topic being discussed
Free from defamatory, obscene, offensive, discriminatory, or abusive material
Not spam, advertising, or unsolicited commercial communications
Based on genuine personal experience (for reviews)

7.3 You must not post content that:

Infringes copyright, trade marks, or other intellectual property rights
Contains malware, viruses, or other harmful code
Violates privacy or data protection laws
Constitutes hate speech, harassment, or threats
Encourages illegal activity or self-harm
Is false, fake, or incentivised

Licence to User Content

7.4 By posting User Content on Kapsule, you grant us a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, transferable, and sublicensable right and licence to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such content in any media format and through any media channels, including for promotional and advertising purposes.

7.5 You retain ownership of any intellectual property rights in the User Content you post, but you grant us the broad licence set out above to enable us to operate and promote the marketplace.

7.6 You represent and warrant that:

You own or control all rights to the User Content you post
The User Content does not violate these Terms or any applicable law
The User Content does not infringe any third-party rights
You have obtained all necessary permissions and consents

Content Moderation

7.7 We reserve the right (but have no obligation) to monitor, review, edit, or remove any User Content at our sole discretion, for any reason, without notice.

7.8 We do not endorse or verify User Content and are not responsible for its accuracy, quality, or legality. User Content represents the views of the person posting it, not Kapsule.

7.9 You agree to indemnify Kapsule for any claims arising from User Content you post, except to the extent such claims arise from our failure to remove content after receiving valid notice of its unlawful nature and having a reasonable opportunity to do so.

8. Intellectual Property Complaints

8.1 We respect intellectual property rights and expect our users to do the same.

8.2 If you believe that content or a listing on Kapsule infringes your intellectual property rights, you must send a detailed notice to [email protected] containing:

Your name and contact details
Identification of the intellectual property right claimed to be infringed
Evidence of your ownership or authorisation to act on behalf of the owner
The specific URL(s) or location of the allegedly infringing material
A statement that you have a good faith belief that the use is not authorised
A statement that the information in your notice is accurate
Your physical or electronic signature

8.3 Upon receiving a valid notice, we may:

Remove or disable access to the allegedly infringing material
Notify the Seller or user who posted the content
Terminate repeat infringers' accounts
Provide the notice to the alleged infringer

8.4 False or bad faith claims of infringement may result in account termination and potential legal liability.

9. Sanctions, Export Control, and International Trade

9.1 You must comply with all applicable international trade laws, including New Zealand export controls, sanctions laws, and the import requirements of destination countries.

9.2 You may not use Kapsule to offer, sell, or purchase goods or services:

To or from sanctioned countries, regions, or territories
To or from persons or entities on sanctions lists
That are subject to export restrictions or prohibitions

9.3 You represent and warrant that you are not located in, under the control of, or a national or resident of any sanctioned country, and that you are not on any sanctions or prohibited persons list.

10. Software and Applications

10.1 Any software, mobile applications, APIs, or other technology we provide to access Kapsule is licensed to you, not sold, and remains our property or the property of our licensors.

10.2 Software may include automatic updates, patches, and version upgrades, which you consent to by using the software. These updates may be necessary for security, functionality, or legal compliance.

10.3 You must not reverse engineer, decompile, disassemble, or attempt to derive source code from any software, except to the extent such restriction is prohibited by mandatory applicable law.

10.4 Third-party software or services integrated into Kapsule may be subject to separate terms and conditions provided by those third parties.

11. Third-Party Sellers and Services

11.1 Kapsule is a marketplace that hosts listings from independent third-party Sellers. These Sellers are responsible for their own products, listings, and business practices.

11.2 We do not manufacture, source, inspect, store, or directly supply the products listed by Sellers. We do not control and are not responsible for the quality, safety, legality, accuracy of descriptions, or availability of products offered by Sellers.

11.3 Third-party Sellers may operate their own websites or stores with separate terms and policies. You should review these carefully before transacting with them.

11.4 We may feature links to external websites, services, or resources that are not under our control. We are not responsible for the content, policies, or practices of any third-party websites or services.

11.5 Your interactions with third-party Sellers are solely between you and the Seller, although we may assist with facilitating communication and dispute resolution.

12. Kapsule's Role in the Marketplace

Platform Provider

12.1 Kapsule operates as a venue and platform where Sellers list and sell products directly to Buyers. We provide the technology, infrastructure, payment processing, and support services that enable these transactions.

12.2 The contract of sale for each transaction is formed directly between the Buyer and the Seller. Kapsule is not a party to this contract and acts only as the platform facilitating the transaction.

12.3Kapsule is not the Buyer's or Seller's agent, representative, or trustee, except that we act as the Seller's limited payments collection agent for the purpose of accepting payments from Buyers and remitting proceeds to Sellers, less applicable fees.

Seller Responsibilities

12.4 Sellers are responsible for:

Creating accurate and complete product listings
Ensuring products comply with all applicable laws, safety standards, and regulations
Setting prices and managing inventory
Packaging and shipping orders promptly and safely
Providing customer service, including handling returns and refunds
Complying with tax, GST, and business registration requirements
Maintaining adequate product liability insurance

Buyer Protections

12.5 To promote a safe and trustworthy marketplace, Kapsule may:

Provide dispute resolution assistance through our Buyer Guarantee programme
Monitor and remove listings that violate our policies
Suspend or terminate Sellers who fail to meet our standards
Coordinate with Sellers on behalf of Buyers to resolve issues
Process refunds and returns where appropriate
Hold funds to ensure Seller compliance

12.6 These protections supplement (but do not replace) your statutory rights under New Zealand consumer protection law, including the Consumer Guarantees Act 1993 and the Fair Trading Act 1986.

12.7 The Kapsule Buyer Guarantee provides a maximum payout of NZD $2,000 per claim. For purchases above this value, buyers are encouraged to use a credit card with purchase protection. Full terms are set out in the Buyer Guarantee Policy.

Chargebacks and Payment Disputes

12.8If you have a problem with an order, you should use Kapsule’s Buyer Guarantee process before contacting your bank or card issuer. Initiating a chargeback while a Kapsule dispute or return is open may result in suspension of your account and cancellation of your open claim. Full details are set out in the Returns & Refunds Policy, section 11B.

13. Disclaimers and Limitation of Liability

Service Disclaimer

13.1Kapsule and all content, products, and services available through the Website are provided on an “as is” and “as available” basis without any warranties or representations of any kind, whether express, implied, or statutory.

13.2 To the maximum extent permitted by law, we disclaim all warranties and representations, including but not limited to:

Warranties of merchantability, fitness for a particular purpose, and non-infringement
That the Website will be uninterrupted, timely, secure, or error-free
That any defects or errors will be corrected
That the Website is free from viruses, malware, or other harmful components
The accuracy, reliability, or completeness of content, listings, or information provided by Sellers or other users

Limitation of Liability

13.3 To the maximum extent permitted by law, Kapsule, its directors, officers, employees, agents, and affiliates shall not be liable for:

Any losses not directly caused by our breach of these Terms
Business losses, including loss of profits, revenue, contracts, anticipated savings, business opportunity, goodwill, or wasted expenditure
Indirect, special, incidental, consequential, or punitive losses or damages
Loss or corruption of data or information
Delays, failures, interruptions, or loss of service caused by events outside our reasonable control
Actions, omissions, products, services, or conduct of Sellers or other third parties

Maximum Liability

13.4 Where liability cannot be excluded by law, our maximum aggregate liability to you for any claims arising from or related to your use of Kapsule is limited to:

For transaction-related claims (involving purchases or sales on the platform): the greater of NZD $100 or the total amount paid in the specific transaction(s) directly giving rise to the claim
For service-related claims(including Website availability, account access, or technical issues): the greater of NZD $100 or the total fees you paid to us in the 12 months immediately preceding the event giving rise to the claim

Statutory Rights

13.5 Nothing in these Terms limits or excludes your rights under the Consumer Guarantees Act 1993, the Fair Trading Act 1986, or other mandatory consumer protection laws that cannot be excluded by contract.

13.6 If you are acquiring goods or services for personal, domestic, or household use, the Consumer Guarantees Act 1993 provides that goods must be of acceptable quality, fit for purpose, match their description, and be safe. These guarantees cannot be excluded.

Indemnification

13.7 You agree to indemnify, defend, and hold harmless Kapsule, its directors, officers, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising from or related to:

Your breach of these Terms or any applicable law
Your violation of any third-party rights, including intellectual property, privacy, or other proprietary rights
Any User Content you post
Your use or misuse of the Website

14. Governing Law and Dispute Resolution

Governing Law

14.1 These Conditions of Use and any dispute or claim arising out of or in connection with them or their subject matter (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of New Zealand.

Jurisdiction

14.2 The parties irrevocably submit to the non-exclusive jurisdiction of the courts of New Zealand.

Dispute Resolution Process

14.3 Before commencing formal legal proceedings, you agree to:

Contact us at [email protected] with details of your dispute
Attempt to resolve the matter through good faith negotiations for at least 30 days
If not resolved through negotiation, submit the dispute to mediation before commencing any court or arbitration proceedings

Mandatory Mediation

14.4 If a dispute cannot be resolved by negotiation, both parties agree to attempt resolution through mediation before initiating formal legal proceedings. The recommended mediator body is the Arbitrators’ and Mediators’ Institute of New Zealand (AMINZ). Mediation shall be conducted in Wellington, New Zealand, and governed by the Dispute Resolution Act 1988, unless the parties otherwise agree in writing.

14.5Costs of mediation are shared equally between the parties unless otherwise agreed. Mediation is confidential and without prejudice to any party’s legal rights.

Individual Disputes Only

14.6 All disputes between you and Kapsule must be resolved on an individual basis only. You agree to waive any right to bring or participate in a class action, collective action, or representative proceeding against Kapsule. Claims may not be consolidated with the claims of others without the prior written consent of all parties. This waiver does not limit your individual statutory rights.

14.7 Nothing in this section prevents either party from seeking urgent injunctive or equitable relief from a court of competent jurisdiction where delay would cause irreparable harm.

International Convention

14.5 The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms or any transactions on Kapsule.

15. Changes to Services and Terms

Service Changes

15.1 We reserve the right to modify, suspend, discontinue, or restrict access to any part of Kapsule at any time, with or without notice, for reasons including but not limited to:

Technical maintenance, upgrades, or improvements
Security concerns or vulnerabilities
Legal or regulatory requirements
Business or strategic decisions

15.2 Where practicable and appropriate, we will provide reasonable advance notice of materially adverse changes to services. However, we may make changes immediately where required for legal, security, or technical reasons.

Amendments to Terms

15.3We may amend these Conditions of Use from time to time by posting an updated version on the Website with a new “last updated” date and version number.

15.4 Material changes will be notified through:

Email to your registered email address
Prominent notice on the Website
In-app notification

15.5 For material changes, we will provide at least 30 days’ advance notice before the updated Terms take effect. During this notice period, you may continue using Kapsule under the existing Terms. If you do not agree to the changes, you must stop using Kapsule before the effective date.

15.6 Your continued use of Kapsule after the effective date of any changes constitutes your acceptance of the updated Terms. Non-material changes (such as corrections, clarifications, or changes required by law) may take effect immediately upon posting.

15A. AI-Assisted Services

15A.1Kapsule uses artificial intelligence technology, including our AI assistant “Aro” (powered by Anthropic Claude), to assist with customer service enquiries, dispute resolution, content moderation, and other support functions.

15A.2 AI-assisted interactions may include:

Responding to customer support messages and enquiries
Assisting with the initial assessment of dispute and return claims
Content moderation for listings and user-generated content
Fraud detection and risk assessment
Personalised recommendations and search assistance

15A.3 You have the right to request human review of any decision or response generated by our AI systems. To request human review, contact us at [email protected]with the subject line “Request Human Review” and details of the relevant interaction or decision.

15A.4 Kapsule is not liable for errors, omissions, or inaccuracies arising from AI-assisted interactions where you have had a reasonable opportunity to request human review and did not do so, or where such errors did not cause you material harm.

15A.5 AI systems may process personal information you provide during support interactions. This processing is covered by our Privacy Policy, including the AI and automated processing provisions.

16. General Provisions

Entire Agreement

16.1 These Conditions of Use, together with our Privacy Policy and other policies referenced herein, constitute the entire agreement between you and Kapsule regarding your use of the Website and supersede all prior agreements, understandings, and representations.

Severability

16.2 If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be severed and the remaining provisions shall remain in full force and effect.

Waiver

16.3 No failure or delay by Kapsule in exercising any right, power, or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise preclude any other or further exercise or the exercise of any other right, power, or privilege.

Assignment

16.4 You may not assign, transfer, or delegate your rights or obligations under these Terms without our prior written consent. Any attempted assignment in violation of this provision shall be void.

16.5 We may assign, transfer, or delegate our rights and obligations under these Terms without your consent, including in connection with a merger, acquisition, corporate reorganisation, or sale of assets.

Force Majeure

16.6 Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, government actions, labour disputes, internet or telecommunications failures, power outages, fires, floods, earthquakes, or pandemics.

Survival

16.7 The following provisions shall survive termination or expiration of these Terms: sections 4 (Intellectual Property Rights), 7 (User-Generated Content), 8 (Intellectual Property Complaints), 13 (Disclaimers and Limitation of Liability), 14 (Governing Law and Dispute Resolution), and this section 16 (General Provisions).

17. Age Restrictions and Parental Consent

17.1 Kapsule is not intended for use by persons under the age of 18 years.

17.2 If you are under 18, you may only use Kapsule under the supervision and with the consent of a parent or legal guardian who agrees to be bound by these Terms on your behalf.

17.3Parents and guardians are responsible for monitoring their children's use of Kapsule and for all orders, purchases, or activities conducted by minors under their supervision.

18. Contact Information and Support

18.1 For questions, concerns, or support regarding these Conditions of Use or the Kapsule marketplace, please contact us:

Email: [email protected]

Postal Address:
Kapsule Group Limited (Kapsule)
Suite 13063, Level 1
6 Johnsonville Road
Johnsonville, Wellington, 6037
New Zealand

18.2 For urgent matters involving safety concerns, fraud, or illegal activity, please email [email protected]with “URGENT” in the subject line.

19. Reporting and Safety

19.1 You may report unsafe, prohibited, fraudulent, or infringing listings and content through:

The “Report” button on each listing
Email to [email protected]

19.2 We take all reports seriously and will investigate promptly. Please provide as much detail and evidence as possible to assist our review.

19.3 For guidance on appropriate conduct and communication, please review our Community Guidelines.

20. Kapsule Coins & Loyalty Programme

20.1Kapsule operates a loyalty programme (“Kapsule Coins”) that allows customers to earn coins through purchases, reviews, referrals, and other activities, and redeem those coins for wallet credit (100 coins = NZ$1). Full details of earning activities, tier thresholds, redemption rates, expiry, clawback rules, and programme terms are set out in the Kapsule Coins Terms & Conditions.

20.2 By participating in the Kapsule Coins programme, you agree to the Kapsule Coins Terms & Conditions, which form part of these Terms of Service. In the event of any conflict, the Kapsule Coins Terms prevail in respect of the loyalty programme.