Wix Marketplace Terms of Use

Last updated: April 17, 2024

Welcome to the Wix Marketplace: A venue in which Wix users can review the work of freelance web professionals and agencies, request to acquire services for their Wix website and purchase Wix Studio site Templates offered by the freelance web professionals and agencies (the "Services"). BY USING AND/OR VISITING THIS WEBSITE (collectively, including all Content available through the Wix.com/marketplace domain name: the "Wix Marketplace"), which is owned, maintained and operated by Wix.com Ltd. ("Wix"), you hereby consent to these terms and conditions (the "Wix Marketplace Terms and Conditions"), AND TO the general Terms of Use of Wix.com, which can be reviewed at http://www.wix.com/About/Terms-Of-Use, AND TO the Partner Program Terms of Use, which can be reviewed at https://www.wix.com/partner-program-terms-of-use (as applicable), all as may be amended from time to time (collectively, the "Wix Terms"), and acknowledge that you have read the terms and conditions of Wix's privacy policy, which are published at http://www.wix.com/about/privacy (the "Privacy Policy"), all as may be amended from time to time. The Wix Terms, the Wix Partner Program Terms of Use and the Privacy Policy are incorporated herein by reference and govern your use of the Wix Marketplace. For the avoidance of doubt, the Wix Marketplace is part of the Wix Website and the platform offered by Wix on the Wix Marketplace is part of the Wix Services.

BY SUBMITTING OR PURCHASING A TEMPLATE OR JOINING THE MARKETPLACE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY ALL THE TERMS OF THIS AGREEMENT, INCLUDING ANY FUTURE MODIFICATIONS THERETO. YOU ARE THEREFORE ENCOURAGED TO REVIEW THIS AGREEMENT FROM TIME-TO-TIME TO MAKE SURE YOU ARE AWARE OF ITS CURRENT TERMS. IF, AT ANY TIME, YOU DO NOT AGREE TO ANY OF THE TERMS OF THIS AGREEMENT AS IN FORCE AT SUCH TIME, DO NOT USE THE WIX MARKETPLACE. NOTWITHSTANDING THE FORGOING, WIX SHALL HAVE THE RIGHT TO TERMINATE YOUR ACCOUNT AS A WIX PARTNER (AS DEFINE BELOW) OR A WIX MEMBER AND REMOVE YOU FROM THE MARKETPLACE AT ANY TIME FOLLOWING SUCH NOTICE.

Capitalized terms not defined herein shall have the meaning assigned to them in the Wix Terms, the Wix Partner Program Terms of Use or the Privacy Policy.

These Wix Marketplace Terms were prepared and written in English, and have been translated into other languages for your convenience. In the event of any conflict between a translated (non-English) version of these Wix Marketplace Terms and the English version of these Wix Marketplace Program Terms, the language of the English version shall prevail with respect to such conflict.

1. General Description

The Wix Marketplace (i) enables eligible web professionals, freelancers, agencies, and other businesses (either individuals or entities) with a valid User Account (the "Wix Partner(s)") to demonstrate their web capabilities, by presenting a profile dedicated to their work (the "Profile") which highlights Wix User Websites that they were hired to work on and allowing them to display and sell Wix Studio Websites templates on the Marketplace (“Marketplace Templates”) and/or outside of Wix (“External Templates”), download templates of Wix Site that they built on their Wix Studio account (together the “Templates”) to be used by Wix Members; (ii) allows visitors to review the Wix Partners' Profiles and allows Wix users with a valid User Account (the "Wix Member(s)") to find Wix Partners (either manually or with the assistance of the Wix "Find Me a Wix Partner" feature) that may suit their needs and purchase Marketplace Templates from Wix Partners; and (iii) facilitates the initial communication between a Wix Member and the chosen Wix Partner so they can connect directly and decide independently on the terms under which the Wix Partner may provide Services to the Wix Member (Wix Partners and Wix Members: "Users", and individually: "User" or "you" ).

1.1

Within the Wix Marketplace, Wix Members may request and obtain Services for both free websites on the Wix platform and websites under any Wix Premium Plan. The Services are not provided free of charge, and Wix Partners and Wix Members shall freely negotiate the price and payment terms in connection with each engagement between them.

1.2

Wix itself does not offer or provide any such tailored website services under the Wix Marketplace and has no responsibility or liability for any services, Marketplace Templates and External Templates sold by the Wix Partners to the Wix Members and Wix Users within the Wix Marketplace and/or outside of Wix .

1.3

The Wix Marketplace is a meeting place between Wix Members and eligible Wix Partners, wherein Wix Members can communicate with Wix Partners independently, with the goal of hiring one to work on a Wix website and a place for all Wix Partners who join the Marketplace to sell Marketplace Templates, directly through the Marketplace to Wix Members. Notwithstanding the foregoing, the Wix Marketplace is not an employment or matching agency, and except as specifically stated herein, the Wix Marketplace does not engage as a referral, matching or placement service and does not provide, refer, place, offer or seek to obtain employment or engagements for any of its Users.

1.4

2. Using the Wix Marketplace

Wix Partners

2.1

Wix Partners may be eligible to access and use the Wix Marketplace by participating as a Wix Partner in Wix’s Partner Program, subject to the Partner Program Terms and the terms set forth below:

The Wix Partner Program, as currently offered by Wix at www.wix.com/partners, is a program designed to help Wix Partners scale their businesses by providing access to specified benefits, which may include a dedicated account manager, training, priority support, and/or use of the Wix Marketplace (as applicable). Wix’s Partner Program is governed by the Wix Partner Program Terms of Use, which can be reviewed at https://www.wix.com/partner-program-terms-of-use, and are incorporated herein by reference (the "Partner Program Terms"). As a Wix Partner using the Wix Marketplace via Wix’s Partner Program, you understand and acknowledge that you have read, understand and agree to the Partner Program Terms.

2.1.1

As a participant in Wix’s Partner Program, Wix Partners may sell their Templates on the Wix Marketplace and present their services in their dedicated Profile on the Marketplace and may become eligible to receive leads from Wix Members to use Partner’s Services, and, as set forth in the Partner Program Terms, may become eligible to unlock access to the “selling services” features of the Wix Marketplace, among other specified benefits, by earning points required to unlock certain Partner Program Levels. Once Wix Marketplace access is granted, the Wix Partner will have the opportunity to create its Profile, and Wix Members shall be able to view such Profile after the Wix Partner completes and clicks the "Update Profile" button, as indicated.

2.1.2

Wix reserves the right to make changes from time to time to the Partner Program, including, but not limited to, updates or modifications to Partner Program Level eligibility, Partner Package eligibility, and the benefits provided under any Partner Program Level or Partner Package, including, without limitation, accessibility and use of the Wix Marketplace, as set forth in the Partner Program Terms.

2.1.3

Notwithstanding the foregoing, any Wix Partners that applied and were accepted to the Wix Marketplace prior to May 2020, despite not having participated in the Partner Program prior to such date, may continue to access and use the Wix Marketplace, subject to all terms and conditions set forth herein.

2.1.4

Wix shall have sole and absolute discretion regarding the eligibility of any Wix Partner to access and use the Wix Marketplace, and does not guarantee that any Wix Partner will be presented on the Wix Marketplace for any minimum period of time or at all. Wix reserves the right to remove any Wix Partner from the Wix Marketplace and may remove or may require a Wix Partner to remove any Marketplace Templates offered under its Profile or User Content included in its Profile, at Wix’s discretion. Wix shall not be obligated to provide any explanations regarding its decisions in this respect.

2.1.5

By using the Wix Marketplace and/or selling Templates outside of Wix, you confirm, undertake, acknowledge and warrant that:

(a) All the information provided by you to Wix and/or on the Wix Marketplace is true and correct. You are solely responsible for editing and updating such information on your Profile. You shall keep any User Content in your Profile up-to-date with no broken links or misinformation. You are responsible for removing from your Profile any User Content you are not authorized to use anymore. Any information you provide must be true and up to date.

(b) You have the full right and authority to present and publish the User Content presented in your Profile, your Templates and your Portfolio (including, without limitation, links and third party websites). You must not submit, upload, post, display or share any User Content that you do not have the right to copy, use, link to or share for the purpose of your use of the Wix Marketplace. You shall be solely liable for any damages resulting from any infringement of copyrights, trademarks or other intellectual property rights, or any other harm resulting from your uploading, posting or publishing User Content in your Templates or to the Wix Marketplace. You should have all rights required to present your portfolio.

(c) All the websites and Templates submitted by you as part of your Profile were completed solely by you and are all websites designed on the Wix platform. You may not advertise and/or address non-Wix websites and/or platforms in your Profile. The websites presented in your Profile should accurately reflect your abilities and the services you're being hired to perform and/or the Templates you are offering for sale.

2.1.6

You hereby grant Wix the right to use in perpetuity, worldwide and free of charge, any version of your Templates, Portfolio and/or Profile (or any part thereof) for (i) the purpose of marketing Services to Wix Members as set forth herein, (ii) any of Wix’s own marketing and promotional activities, online and/or offline and/or for (ii) the publishing of your Portfolio and Templates. You waive any claims against Wix or anyone on its behalf relating to any past, present or future moral rights, artists’ rights, or any other similar rights worldwide that you may have in or to the User Websites in your portfolio, with respect to such permitted uses.

2.1.7

You confirm and acknowledge that any Personal Information and other Information (as those terms are defined in Wix’s Privacy Policy) you provide Wix may become public and accessible to Wix Members and other Wix website visitors reviewing your Profile on the Wix Marketplace, and may be used in connection with the "Find Me a Wix Partner" and/or the Templates features.

2.1.8

You shall abide by fair business practices and ethics in any dealings with any Wix Member. You should act fairly and appropriately with your client.

2.1.9

The order of presentation of the Wix Partners’ Profiles and Marketplace Templates on the Wix Marketplace is subject to Wix's sole and absolute discretion. Ranking is determined by parameters decided by Wix. Parameters that may influence your ranking include, without limitation, the number of User Websites you present in your Profile and the nature of the feedback we may receive from Wix Members who have used your Services or purchased your Templates.

2.1.10

Wix is not an employment service and does not serve as an employer of any Wix Partner. As such, Wix Partners are solely responsible for any tax, withholding or reporting obligations. You understand and agree that if Wix is found to be liable for any tax, withholding or reporting obligation in connection with any Services provided or received by you, you will immediately reimburse and indemnify Wix for all costs, expenses and liabilities (including any interest and penalties) relating to the same. Each Wix Partner is responsible for the payment of their own taxes.

2.1.11

Any information communicated to you about a Wix Member via the Wix Marketplace shall be conveyed in conformity with the information provided to Wix by such Wix Member. Wix is not responsible for the truthfulness and validity of information provided by any Wix Member. Wix is not responsible for information provided by third parties. You are solely responsible for the management of Wix Members’ information in your Partner dashboard, whether such information is added and/or uploaded by you, or by Wix on your behalf, in accordance with applicable law.

2.1.12

Wix has the right to determine instructions and guidelines in connection with the use of the Wix Marketplace, including regarding any languages to be used in the Profiles and Portfolios and may instruct the Wix Partners to use specific languages. Wix may furnish Wix Partners with guidelines for their use of the Wix Marketplace, including, but not limited to, the Wix Marketplace Lead Matching Guidelines located at https://www.wix.com/marketplace/partner-guidelines and the Wix Partner Templates Guidelines located at https://www.wix.com/studio/partner-program/submit-and-sell/guidelines and, in Wix’s sole discretion, Wix reserves the right to suspend or remove any Wix Partner for a failure to adhere to or follow such guidelines. Wix can instruct you what languages to use in your Profile.

2.1.13

Wix Partners are required to publish and present their starting rates for each Service they support in their Profiles and to clearly define and present the prices applicable to the Templates they are selling on the Marketplace.

2.1.14

Each Wix Partner may have only one Profile presented on the Wix Marketplace. You may not have more than one profile in the Wix Marketplace.

2.1.15

Wix reserves the right to remove any Wix Partner from the Wix Marketplace or limit the services a Partner may offer through the Wix Marketplace without notice, for any reason.

2.1.16

Without limiting Wix Partners’ other representations, warranties and obligations under this Agreement, to the extent Wix Partner performs any form of Processing activity with respect to or in connection with any Personal Data of Wix members, Wix Users or Wix Users’ website visitors (collectively, “User Data”), then Wix Partner, Wix Partner’s Services and Wix Partner’s Templates offered in or out of the Marketplace, must comply with all applicable privacy and data protection laws, including (but not limited to) the General Data Protection Legislation ((EU) 2016/679) (GDPR) and any applicable national implementing laws, regulations and secondary legislation relating to the Processing of Personal Data (collectively, “Data Privacy Laws”), including, without limitation, any and all consent or notice requirements.

(a) (i) “GDPR” means the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation). (ii) “Data Subject”, “Personal Data”, “Processing” or “Process”, “Controller”, as used in this Section 6.3, shall have the meanings given in the GDPR and in the Wix Privacy Policy.

(b) Wix and Wix Partner agree that each will act as a Controller with respect to Personal Data of Users. It is acknowledged that each party is a separate, independent Controller of Personal Data of Users. Personal Data of Users will not be processed by the Parties as joint controllers as referred to in Article 26 of the GDPR. Each Party shall be independently responsible for compliance with its obligations as a Controller under applicable Data Privacy Laws.

(c) Wix Partner must maintain and comply with a comprehensive privacy policy. Wix Partner shall be responsible for informing all Wix Members of such privacy policy, including by providing access to such policy through a provided link and, if requested, (ii) submitting such policy to Wix for display to Wix Members in the Marketplace and ensuring that Wix is able to display notice of such privacy policy in accordance with this Agreement and all applicable laws or regulations. Such privacy policy must: (i) comply with all applicable laws and regulations; (ii) inform (iii) describe the process by which Wix Partner notifies its Wix members of material changes to such privacy policy; and (iv) describe the controls that Wix Members have over the use and sharing of their information, and how they may access their information.

(d) Wix Partner shall promptly notify Wix within no later than 24 hours (or a shorter period of time if required under the applicable Data Privacy Laws) and the Wix Member of any actual or suspected data security compromise involving Wix Member Data. Wix Partner shall promptly take steps to contain and control any unauthorized access to or misuse of Wix Member Data and continue to promptly provide information relating to the investigation and resolution of the data security compromise until Wix determines that the data security compromise has been resolved.

(e) Each Party may transfer Personal Data to and otherwise interact with third-party data Processors. Each Party agrees that if it transfers Personal Data or otherwise interacts with a third-party data Processor, it will enter into a separate contractual arrangement with each such Processor to ensure compliance with its obligations under applicable Data Privacy Laws and hereunder.

(f) Each Party shall not transfer any Wix Member Data received from the other Party outside of the EEA, Switzerland and the UK unless the transfer complies with the relevant provision of Data Privacy Laws.

(g) Wix Partner shall limit its Wix Member Data Processing activities only to the extent required to operate the Wix Partner’s Template and to provide the Template’s services to the Wix Members. Wix Partner is prohibited from Processing, either directly or through a processor, any Wix Member Data provided to Wix Partner by Wix for the purposes of marketing, advertising, sales, personalization, except at the instruction of the Wix Member and in compliance with applicable Data Privacy Laws. Wix Partner shall not include Wix Member Data provided to Wix Partner by Wix in any product or service offered by Wix Partner to third parties without the applicable Wix Member consent or in manner that constitutes a “sale” under the CCPA.

(h) Wix Partner shall assist Wix , to the extent reasonably requested, to comply with any of Wix’s statutory obligations concerning requests to exercise Data Subject rights under applicable Data Privacy Laws.

(i) Subject to applicable Data Privacy Laws, Wix Partner will retain Personal Data only for as long as necessary to satisfy the purposes for which it was provided Wix Partner, or to the extent required by applicable Data Privacy Laws.

(j) In case Wix Partner includes cookies and/or other similar tracking technologies (collectively, “Cookies”) to track Wix Members or any Wix Members’ website visitors when using the Template, Wix Partner will place a clear and comprehensive notice explaining which Cookies are used in the Template, the type of information Wix Partner may obtain from Wix Members or any Wix Members’ website visitors by use of such Cookies, and obtain appropriate consents.

(k) In the event of any non-compliance by Wix Partner with any of the terms of this section or any applicable Data Privacy Laws, Wix shall have the right to immediately remove or suspend the offering of the Wix Partner’s Template on the Marketplace and terminate the Marketplace Agreement.

(l) Wix Partner further acknowledges and agrees that Wix is not and shall not be deemed a Controller of any processing activity concerning Personal Data of Wix Users that is conducted by Wix Partner outside the Wix platform, whether through your business or personal email or otherwise.

2.1.17

Wix Members

2.2

As a Wix Member participating in the Wix Marketplace, you agree and acknowledge that:

Wix is not the employer of any Wix Partner, nor does Wix supervise, direct or control the Wix Partners’ work, Templates or Services, in any manner. Wix does not provide any training or equipment to the Wix Partners, and has no control over the quality, timing, legality, failure to provide, payment procedures or any other aspect whatsoever of the Services or Templates provided by the Wix Partners.

Each Wix Partner provides you services and the Templates as an independent contractor and is not an employee, joint venturer, partner, agent, or franchisee of Wix for any purpose whatsoever.

Any listing of a Wix Partner on the Wix Marketplace shall be according to the information and Profile provided by such Wix Partner. Wix is not responsible for the truthfulness and validity of information presented by any Wix Partner. Wix does not have any obligation to independently verify any information provided to it by any Wix Partner, their experience or training, and shall not be responsible or liable for any representation or undertaking made by any Wix Partner on the Wix Marketplace.

2.2.1

By providing the information required to participate in the Wix Marketplace (including without limitation your email address and phone number) and using the Wix Marketplace, you confirm and acknowledge that Wix may transfer such information, as well as other required Personal Information in your account, to the Wix Partner(s) you have chosen or that were assigned to you via our Services, and that both Wix and the Wix Partner(s) may, to the extent permitted by applicable law, use both your Personal Information and Non Personal Information, in order to facilitate and provide your requested Services. You acknowledge that Wix Partners are solely responsible for the management of information, including Wix Members’ Personal Information, transferred to them as part of their participation in the Marketplace.

2.2.2

You are responsible for providing to Wix and such Wix Partners you contact via the Wix Marketplace, accurate, current and complete information in connection with your request for Services or purchase of a Template.

2.2.3

In no event shall any reference by Wix to any Wix Partner or Templates offered by Wix Partners (including without limitation via the "Find Me a Wix Partner" feature) be construed as an approval or endorsement by Wix of such Wix Partner, such Template or of any Services provided by them. Likewise, a link to any Wix Partner’s website does not imply that we endorse or accept any responsibility for the content or use of such website. As with the purchase of a Marketplace Template, External Template, product or service through any medium or in any environment, you are responsible for exercising appropriate judgment and caution and Wix does not enforce or accept any responsibility for the content or use of such Templates or Services.

2.2.4

You agree to receive from time to time messages and promotional materials from Wix by e-mail or any other contact form you may provide us with (including your phone number for calls or text messages), including, without limitation, messages featuring Profiles of various Wix Partners. If you do not wish to receive such promotional materials or notices, please notify us at any time.

2.2.5

Except as defined in these Marketplace Terms with regard to the sale and purchase of Marketplace Templates and other than providing the platform for the delivery of the initial request from a Wix Member to a Wix Partner, Wix is not a party to any interaction between any Wix Members and any Wix Partners. Wix Members of the Wix Marketplace contract for Services directly with Wix Partners. Any relationship between any Wix Member and a Wix Partner listed on the Marketplace will be according to the terms to be agreed upon between such Wix Member and the specific Wix Partner they decide to work with. Any payments for the Services except the purchase of Templates which shall payment as described in Section 3.2.5 below, shall be made directly to the Wix Partner without Wix's involvement. Wix does not take responsibility, in any way or manner, for the quality of the Services provided to any Wix Member by any of the Wix Partners.

2.3

You accept sole responsibility for all of your activities using the Wix Marketplace, including your conduct on the site and any and all content you may submit or present via the Wix Marketplace.

2.4

You will not engage in any activity that interferes with or disrupts the functioning of the Wix Marketplace.

2.5

Wix enables both Wix Partners and Wix Members to provide feedback regarding the Wix Marketplace, the Templates displayed and/or purchased and Services rendered. Such Feedback may be viewed by other Users. Wix has sole and complete discretion to remove any feedback, including feedback which may be deemed as defamatory, libelous, obscene, harassing, threatening, incendiary, abusive, racist, offensive, deceptive or fraudulent, encouraging criminal or harmful conduct, or which otherwise violates the rights of Wix or any third party (including any intellectual property rights, privacy rights, contractual or fiduciary rights), or otherwise shows any person, entity or brand in a bad or disparaging light, without their prior explicit approval. You can provide Wix with feedback about any interaction with other users and Wix Partners, in connection with the Wix Marketplace.

2.6

3. Template Offering Services

General

3.1

Wix Partners can offer for sale to Wix Members, either through the Marketplace or through external platforms, Templates of Wix Studio websites created by such Wix Partner. The Marketplace Templates are offered to the Wix Members by Wix Partners through Wix, and unless agreed otherwise in writing, Wix shall process all related purchases, returns and chargeback transactions related to the offered Marketplace Templates (each, a “Billing Action”) on behalf of the Wix Partners providing such Marketplace Templates and Wix Partner appoints Wix to act on its behalf for these purposes. The External Templates are offered on external platforms and Wix shall not be responsible for the purchase, returns and chargeback process related to the offered External Templates outside of Wix.

Partner’s Obligations

3.2

Right to Use the Templates

Wix Partner grants Wix a worldwide right and license, for no consideration, for as long as the Template is offered to or used by Wix Members on or through the Wix Website, to host, install, use, reproduce, copy, save, format and make the Template available to Users for the purpose of exercising Wix’s rights and responsibilities under this Agreement.

3.2.1

Right to Use Partner’s Marks

To facilitate the offering and promotion of a Template, Wix shall have the right to use, reproduce and display the Wix Partner’s and the Template’s name and trademarks (the “Wix Partner Marks”). The use of such Wix Partner Marks shall be limited to use on the Wix Website and in promotional and marketing activities conducted by Wix from time to time.

3.2.2

Submission, Approval and Offering of the Templates

(a) Template Requirement and Submission

Wix Partner shall ensure that a Template submitted to the Marketplace or sold through external platforms will comply with the following requirements:

(i) the Template must comply with all terms and conditions set forth in this Agreement, including the Wix Terms and the Templates Guidelines available at https://www.wix.com/studio/partner-program/submit-and-sell/guidelines;

(ii) the Template must not infringe or misappropriate any intellectual property or personal right of any third party;

(iii) the Template must be fully functional and reviewed for bugs and defects;

(iv) the Template must comply with any other requirements provided to you by Wix; and

(v) the Template shall only be for a Wix Studio website.

You must submit each Marketplace Template that you wish to offer to Wix Members and or Users through the Marketplace, as well as any material updates to such Template, for Wix’s prior approval. Any such updates shall be subject to the terms and conditions set forth in this Agreement.

(b) Approval of Templates

Prior to making any Marketplace Template available in the Marketplace, Wix, or a third party on its behalf, will review and evaluate each Template (including any updates or changes if Wix deems it necessary) submitted by Wix Partner. Wix will make a Template available in the Marketplace after it is approved by Wix at its sole discretion (and with no obligation to provide any reasoning in case of disapproval). Wix, or a third party on its behalf, may review and evaluate any Marketplace Template available in the Marketplace periodically, to verify such Marketplace Template continues to comply with this Agreement. Partner agrees to cooperate with Wix in the reviewing, testing and evaluation process and to answer questions and provide information and materials reasonably requested by Wix. Wix may require Wix Partner to make adjustments and/or modifications to its Template, as necessary to ensure the Template’s compliance with this Agreement. Partner shall make such required adjustments within a reasonable period of time as determined by Wix. It is clarified that Wix shall have no obligation to include any Template in the Marketplace even if such Template was previously approved by Wix. Wix may promote a Template with sales and Partner hereby provides its consent and approval for such promotional activities of Wix.

Wix may remove or suspend any Marketplace Template from the Marketplace, at any time, at its sole discretion with no obligation to provide any explanation or prior notice and with no liability to Partner. Wix may also discontinue the use of any Template by Wix Members if Wix believes that the use of such Template infringes rights of any third party or may damage Wix or its Users.

3.2.3

Responsibility for the Templates

(a) Content of the Templates

Wix Partner has, and shall have, the sole responsibility for (i) all content of such Template (including but not limited to the use of any patents, registered designs, design rights, trademarks, trade and business names, copyright and related rights, logos and icons and the insertion and use of Custom Apps, code, Velo custom code, third party technology) and (ii) the development, proper operation and maintenance of the Template. Partner acknowledges and agrees that Wix has no responsibility or liability of any kind for any content, bug, development, operation and maintenance and provisions of services and the sale of Templates to Wix Members.

(b) Responding to Claims

Wix Partner understands and agrees that he should be solely responsible for providing relevant support and assistance to a Wix Member in relation to the purchase and use of one of its Templates. If Wix receives a claim from a third party concerning a Template, Wix may refer such claim to Wix Partner. Wix Partner must respond to the claim promptly, and take any and all actions required for the Template and to comply with the law when applicable. If Wix Partner discovers or is notified that a Template violates the terms of this Agreement or the Wix Terms, Wix Partner shall be obligated to immediately take the required actions to correct such violation.

3.2.4

Pricing, Collection and Revenue Share of Marketplace Templates

This Section 3.2.5. shall only apply to the selling by Wix Partners to Wix Members of Marketplace Templates and shall exclude the selling of External Templates for which no Revshare (as defined hereafter) shall be paid by Wix to Wix Partner.

(a) Pricing

Upon submission of each Marketplace Template to Wix Marketplace, Wix Partner shall state to Wix its price offering of such Marketplace Template and such price shall be defined in dollars only.

(b) Collection of Revenues; Refunds

Wix shall be responsible for all Billing Actions, including, processing of the billing of the Wix Members for the use of any Marketplace Template, collection of payments and processing cancellations and refunds of such Marketplace Templates. Wix shall have the right but shall not be obligated, at its sole discretion, to approve cancellations of Marketplace Templates purchased by Wix Members and to refund such Wix Members for the amounts paid by them to Wix (or any part thereof). If a refund was paid by Wix to a Wix Member on account of a Marketplace Template for which Wix Partner received Revenue Share (as defined below), Wix Partner shall be obligated to return such Revenue Share amount to Wix within no later than thirty (30) days following a request by Wix and without derogating from the forgoing, Wix shall have the right to deduct any such amount owed (and not paid back) by Wix Partner to Wix, from any and all amounts payable to Wix Partner by Wix hereunder.

From April 17, 2024 and until December 31, 2024, the Net Marketplace Template Revenues, will not be shared between Wix Partner and Wix such that Wix Partner will be entitled to one hundred percent (100%) of the Net Marketplace Template Revenues and Wix will be entitled to zero percent (0%) of the Net Marketplace Template Revenues (the “Revenue Share”)

The term “Net Marketplace Template Revenues” shall mean the aggregate amounts actually paid by Wix Members to Wix or to Partner (as applicable) in consideration for the sale and installation of a Marketplace Template offered on the Marketplace.

(d) Payment of Revenue Share

The Net Marketplace Template Revenues Share will be payable on a monthly basis within sixty (60) days from the Calculation Date (each, a “Payment Date”) Party that collected the relevant Net Marketplace Template Revenues.

Calculation of Net Marketplace Template Revenues Share will occur on the first day of each calendar month for all Marketplace Templates purchased by the Wix Members during the prior calendar month (the “Calculation Date”).

Wix will not pay to a Wix Partner hereunder an amount lower than two hundred US Dollars (USD 200; the “Minimal Payment Amount”). Accordingly, in the event Wix Partner’s balance at the end of a month is lower than the Minimal Payment Amount, such balance shall be carried over and added to the next month’s Revenue Share amount until the total amount payable to such Wix Partner reaches the Minimal Payment Amount.

(e) Form of Payment

All Revenue Share payments shall be due and payable in U.S. Dollars only. Payment shall be made through wire transfer or any other method chosen by Wix, at its sole discretion. All payments hereunder shall be made against a lawful tax invoice to be issued by the Party receiving the respective payment.

(f) Taxes

Wix Partner shall be responsible for the payment of any and all taxes assessments, fees and other governmental charges of any kind (collectively “Taxes”) applicable to the conduct of Wix Partner’s business. In the event that pursuant to any law or regulation, tax is required to be withheld at source from any payment made to Wix Partner, Wix shall withhold said tax at the rate set forth in the certification issued by the appropriate taxing authority and provided to Wix by Wix Partner, or in the absence of such certification, at the rate determined by said law or regulation.. If a Template price is presented in any currency other than U.S. Dollars, Wix will have the sole discretion to determine the exchange rate applicable to the Template and to set off any exchange rate costs occurred to Wix as result of payment in any non U.S. Dollar currency.

(g) Right to Change

Wix shall have the right to cancel or modify the Partner compensation program and/or the revenue sharing method set forth above at his sole discretion.

3.2.5

Wix Members

3.3

Wix Members who purchase Templates shall understand and agree to the following provisions under Section 3.3.

Buying and Using the Templates

The Marketplace offers to Wix Members the opportunity to license and then access particular Templates for use with the website Services that Wix offers. Many of the Templates are created, developed, offered, provided, and licensed to Wix Members by the Wix Partners acting as third party developers or licensors.

From time to time, we may offer to Wix Members sales, credit point, or other promotions that may be utilized in the Marketplace. Please note that in the event of any promotion, Wix may subsequently modify or discontinue any such promotions at any time. Additional terms applicable to such promotions shall be separately provided with each such promotion, and Wix may otherwise provide notice of any modification by direct communication with the Wix Members or through general announcements offered through the Marketplace. Subject to Wix Members compliance with the Terms, Wix hereby grants to Wix Members through these Marketplace Terms a limited, non-exclusive, non-transferable, non-sublicensable and revocable license to access and use the Marketplace for the sole purpose of browsing, locating, or purchasing a single use license to Templates offered by its Wix Partners. All rights not expressly granted by Wix are hereby reserved. Accordingly, Wix Members are hereby prohibited from using the Marketplace in any manner that is not expressly and unambiguously authorized by these Marketplace Terms. Wix shall own all right, title and interest in and to the Marketplace and Wix or its Wix Partner shall own all right, title, and interest in and to the Templates offered to Wix Members, including without limitation all applicable intellectual property rights in the Templates.

WIX IS NOT AFFILIATED WITH OR RESPONSIBLE FOR THE CONTENT, FUNCTIONALITY OR PERFORMANCE OF ANY TEMPLATES (MARKETPLACE TEMPLATES OR EXTERNAL TEMPLATES) OFFERED BY A WIX PARTNER AND WIX MEMBER’S USE OF ANY SUCH TEMPLATE IS AND REMAINS AT WIX MEMBER’S OWN RISK. ALL WIX PARTNERS ARE INDEPENDENT PARTIES FROM WIX. WIX HAS NO CONTROL OVER AND SHALL THEREFORE ASSUME NO RESPONSIBILITY FOR ANY TEMPLATE AND ITS CONTENT, FUNCTIONALITY, PRIVACY POLICY OR TERMS OF USE (AND THE PRESENCE, DISPLAY, TERMS, CONDITIONS, OR POLICIES OF SUCH PRIVACY POLICY OR TERMS OF USE), AND AVAILABLE OR RELATED PRODUCTS OR SERVICES. Wix Member’s hereby acknowledge and agree that Wix is not responsible and does and will not have any liability for any Template offered by a Wix Partner. Further, in no event shall any reference to any Wix Partner or any Template offered by a third party be construed as endorsement by us of that third party, of that Template, or of any product or service provided by such third party on or through such Template. Wix Members shall review the particulars for each Template in order to determine the applicable entity that offers, provides, and licenses the Template. Wix is merely an intermediary offering the opportunity for Wix Members to access, purchase and use the Templates, and access to and use of the Marketplace shall not be construed as making Wix a publisher, provider, or licensor of any Template that Wix does not expressly state that it offers and provides through the Marketplace.

Wix Members shall also note that such Templates may collect or use certain data, including personally identifiable information and Wix Members shall review the respective privacy policies offered by each Wix Partner.

Wix Members hereby note that Wix may terminate its use of or any Marketplace’s utilization (and any Template’s (available therefrom) utilization), in its sole discretion at any time and with or without notice to Wix Member. Any such termination may result in the inability to utilize certain features of the Template offered through the Marketplace. Further, Wix is not responsible for such termination.

By accessing, or using the Marketplace, Wix Members represent and warrant that (i) Wix Member is at least 18 years of age or the legal age of majority; (ii) Wix Members will at all times provide true, accurate, current, and complete information when submitting any registration form(s) or otherwise providing any information to Wix through the Marketplace; and (iii) pay all required fees through any payment method prescribed and/or permitted by Wix, including, without limitation, through a credit card or any online payment processing service. Any breach of the foregoing representations and warranties entitles Wix to immediately terminate the Wix Terms and/or seek any and all remedies available at law or equity.

3.3.1

Payment of Template Fees

Templates, whether offered by a Wix Partner, may be provided for with or without a fee as determined by Wix Partner. In addition, both Wix and Wix Partners may impose, in its and their sole discretion, additional conditions or limitations on your access and use of certain Templates. Such additional conditions or limitations shall be identified or provided by notice in connection with each applicable Template. In the event use of a certain Template requires a certain fee(s), applicable fees or conditions shall be further identified or provided by notice in connection with each applicable Template. Wix Members shall note that purchasing of the Template is generally final, and no returns, replacements or refunds will be permitted. Pricing and availability of any and all Templates remains subject to change at any time in Wix or Wix Partner’s sole discretion and particularly for changes due to your designated country on your billing account. Wix Member is solely responsible for the payment of all fees and taxes (in each case, if any) for any Template that Wix Member obtains from the Marketplace. Please note that for Templates from Partners, Wix shall serve only an intermediary role in facilitating or collecting the applicable fees and taxes from Wix Members.

Wix Members acknowledge and agree that (i) that Wix shall not be responsible for the support related to the purchase and use of Template and that such support shall be provided directly by the Wix Partner, and (ii) that all disputes arising out of the purchase of a Template shall be resolved and handled directly between the relevant Wix Partner and the Wix Member.

3.3.2

Grant of Single Use License on Templates

3.4

For the purpose of this Section 3.4, “Template Content” shall mean the files or file made available by a Wix Partner in a Template and the various elements of this Template file.

3.4.1

The Template Content is the original work of the Wix Partner and/or the Wix Partner has all rights necessary to license the Template Content to Wix Member as indicated in this Section 3.4. Wix Partner retains and reserves all other rights to the Template Content under copyright, trademark or other intellectual or commercial laws and the Wix Member acknowledges that Wix Partner is the owner of the Template Content. Wix Partner warrants and represents to the Wix Member that Wix Partner is the true owner of the Template Content and that there will be no interference by any third party making any other claim of ownership or control of the Template Content and that no other person or company has any right to control the Template Content. Wix Member understands and agrees that Wix shall not be liable for the representations or warranties provided by a Wix Partner with regards to a specific Template Content.

3.4.2

Wix Member understands and agrees that Wix Member shall not duplicate nor reproduce the Template purchased from Wix Partner except as set forth in Section 3.4.1 of this Agreement.

3.4.3

The License is for personal use only and for personal non-commercial uses only as defined herein.

3.4.4

Wix Member may never resell any file obtained while downloading a Template or any Marketplace Template purchased through the Marketplace.

3.4.5

4. Economic Sanctions and Exports Controls

Wix Partner represents and warrants that none of the Wix Partner, its subsidiaries, or any director or officer thereof, is, or is owned or controlled by individuals or entities that are: (i) the target of any sanctions administered or enforced by the U.S. Department of the Treasury Office of Foreign Asset Control (“OFAC”), the U.S. State Department or any other U.S. government agency or department, the United Nations Security Council, the European Union or Her Majesty Treasury and/or the target of any Israeli sanctions (collectively, "Sanctions"), or (ii) located, organized or resident in a country or territory that is the subject of comprehensive territorial Sanctions.

Wix Partner acknowledges that any use of its Template and any related products and services (the "Template Usage") may not be provided to or used by any person in any of the countries that are subject to comprehensive economic sanctions under the EAR, OFAC, or Israeli regulations, which currently include Crimea - region of Ukraine, Cuba, Iran, North Korea, and Syria. Moreover, Partner shall not allow and fully restrict any usage relating to its Template(s) from Members (individuals and entities) identified on any Sanctions list, including but not limited to OFAC’s Specially Designated Nationals and Blocked Parties List (the "SDN List"), entities owned 50% or more by any individuals or entities on the SDN List, or individuals or entities that are located in any comprehensively sanctioned country.

Wix Partner acknowledges that the Template Usage may be subject to U.S., Israeli, or other export, re-export, and in-country transfer laws, regulations, and rules (the "Export Controls”). It is agreed that the applicable Export Controls regulations shall govern the Template Usage and that no data, information, software program, technology, source code, encryption functionality, and/or materials resulting from the Template or its related products or services, shall be made available to any person, directly or indirectly, in violation of Export Controls. Wix Partner shall (i) be solely responsible to check the applicable Export Controls regulations and any updates or modifications thereof; (ii) be solely responsible to strictly comply with Export Controls at all times during which this Agreement is in force; and (iii) be liable for any infractions or imposed sanctions thereunder.

5. Third-Party Disputes

Because we are neither involved in Partner-to-Wix Members dealings nor control the behavior of Wix Members, Wix Members and Wix Partners must resolve any issues, disputes or concerns directly with each other. Any commercial interaction with any party or person other than Wix or purchase of Services from such party is done at your own risk. If you have a dispute with a Wix Parntner including, without limitation, regarding their support, services, performance, payment and/or conduct you will need to handle it through the means they provide. Wix will not mediate any Wix Partner -to-Wix Members disputes.

Wix will not get involved in any disputes between Wix Members and Wix Partners. Such disputes should be resolved directly between the Users and the Wix Partners.

6. Warranty Disclaimer & Limitation of Liability

The following disclaimers and limitations of liability are supplemental to the disclaimers and limitations of liability under the Wix Terms and Partner Program Terms:

A. YOU AGREE THAT YOUR USE OF THE WIX MARKETPLACE, EITHER AS A WIX PARTNER OR AS A WIX MEMBER, SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WIX, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY: "WIX REPRESENTATIVES") DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, AND ASSUME NO RESPONSIBILITY IN CONNECTION WITH (A) THE SERVICES OR TEMPLATES OFFERED BY THE WIX PARTNERS ON THE WIX MARKETPLACE AND THE USE THEREOF BY ANY USER; (B) THE ACCURACY OR COMPLETENESS OF THIS SITE'S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE; (C) ANY WIX PARTNER’S REGISTRATION, OR PROFESSIONAL ACCREDITATION; (D) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WIX MARKETPLACE; (E) THE TIMELINESS, ACCURACY, RELIABILITY, QUALITY, SUITABILITY, SAFETY, COMPLETENESS OR CONTENT OF THE SERVICES, TEMPLATES OR ANY PRODUCTS, MERCHANDISE, CONTENT, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE WIX MARKETPLACE; AND (F) THE SUITABILITY, LEGALITY OR ABILITY OF ANY WIX PARTNER TO PROVIDE SERVICES.

NEITHER WIX NOR WIX REPRESENTATIVES ARE RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE WIX MARKETPLACE (INCLUDING BUT NOT LIMITED TO THE CONDUCT OF ANY WIX MEMBER OR WIX PARTNER).

B. IN ADDITION TO THE LIMITATIONS OF LIABILITY AS STIPULATED IN THE WIX TERMS AND PARTNER PROGRAM TERMS, IN NO EVENT SHALL WIX AND WIX REPRESENTATIVES , BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY COMMUNICATION BETWEEN ANY WIX MEMBER AND ANY WIX PARTNER LISTED ON THE WIX MARKETPLACE.

YOU EXPRESSLY WAIVE AND RELEASE WIX AND WIX REPRESENTATIVES FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE SERVICES. IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE USERS YOU RELEASE WIX AND WIX REPRESENTATIVES FROM ANY AND ALL CLAIMS, DEMANDS, OR DAMAGES (ACTUAL, DIRECT OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTE. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, USERS SHOULD USE THEIR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. YOUR USE OF THE WIX MARKETPLACE AND THE SERVICES IS AT YOUR OWN RISK. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. Users should use their best judgment when purchasing or providing a service.

NOTHING IN WIX MARKETPLACE TERMS AND CONDITIONS OR THE WIX MARKETPLACE CONSTITUTES, OR IS MEANT TO CONSTITUTE, ADVICE OF ANY KIND.

7. Indemnification

In addition to your obligation of indemnification under the Wix Terms and/or, for Wix Partners, Partner Package Terms, you agree to defend, indemnify and hold harmless Wix, its officers, directors, shareholders, employees, affiliates and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including attorneys’ fees) arising from: for both Wix Partner and Wix Member(1) your violation of any third party right, including any copyright, property, or privacy right, resulting from your Portfolio or User Content, or your usage of the Services or the Templates; and/or (2) your use of the Wix Marketplace and/or the Services including in connection with any transactions and interactions resulting from the usages thereof; (3) alleging Wix Partner or Wix Member’s breach of any term of this Marketplace Terms of Use (including any documents it incorporates by reference) or any term of an agreement entered into between Wix Partner and the Wix Member governing Wix Member’s use a Template; and for Partner’s only (1) Partner’s gross negligence or wilful misconduct; (2) relating to the use of or inability to use of the Template and/or performance, non-performance or improper performance of the Template, including any product liability claims.
Wix will notify Partner and/or Wix Member promptly in writing of the claim and, at Wix Member or Partner’s reasonable request, provide reasonable assistance in defending the claim.

8. Termination

Term and Termination

Wix Partner and Wix Member’s participation in the Marketplace shall commence upon Wix Partner’s acceptance of the Wix Marketplace Terms and shall end upon providing of a termination notice by either Party in accordance with the provisions of this Section 8 (the “Term”). Wix may terminate the Term at any time, with or without cause, by giving Partner and/or Wix Member a five (5) days prior written termination notice. Partner or Wix Member may terminate this Agreement at any time, with or without cause, by giving Wix a ninety (90) days prior written notice of termination.

8.1

Effect of Termination

Termination of this Agreement by any Party will result in the deactivation of Partner’s account from the Marketplace and the removal of all Templates submitted by such Partner to the Marketplace. Upon termination, Wix shall pay Partner any and all Partner Revenue Share that is payable to Partner on the date of such termination of agreement.

8.2

Termination for Breach

In the event of a breach of any of the terms of this Agreement or any of the Wix Terms by a Wix Partner, Wix may, at its sole discretion, terminate this Agreement immediately, without prior notification (discontinuing the availability of all Templates submitted by such Wix Partner), and Wix shall be entitled, as part of its remedies for such breach, to forfeit any unpaid Wix Partner Template Revenue Share amounts, which accrued prior to such termination.

8.3

Survival Clause

This Section 8 and Section 6 and 7 will survive any termination or expiration of this Agreement. In addition, any provisions of this Agreement that by their nature are intended to survive, will survive termination.

8.4

9. Customer Service Contact

To get in touch with us, please contact our Customer Care team.

10. Changes

Wix may change, suspend or terminate any feature of the Wix Marketplace, and/or change any provision of these Wix Marketplace Terms, at any time and in any manner, with or without notice.