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Version effective: September 2026​​

Terms & Conditions

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Introduction

These Terms apply to the standard V&G Teams membership provided by Victory & Grace Limited (V&G, we, us).

They form an agreement between V&G and the organisation or person identified as the customer in the relevant Membership Details. The Membership Details record the specific commercial arrangement, including the Team or Teams covered, membership period, fees and any agreed variations.

Together, the Membership Details and these Terms form the agreement between V&G and the customer.
 
These Terms apply to the standard V&G Teams product. They do not apply to a bespoke or materially customised V&G product, Hub or service unless V&G agrees otherwise in writing.


 

V&G team membership

1. Your V&G Teams membership

An active V&G Teams membership gives the Team or Teams identified in the Membership Details access to the V&G Teams Hub, Playbooks and other V&G content and tools made available as part of the membership.

What we mean by a Team

A Team is a defined group of people who work together as a recognisable unit, with shared responsibility for common outcomes and an ongoing or time-bound leadership, coordination or accountability structure.

A Team may align with reporting lines or may be a genuine cross-functional, project or programme team.

A Team does not include an entire organisation, function, department, cohort, community or network unless that group genuinely operates as one working Team.

Team size

A standard V&G Teams membership covers one Team of up to 10 people, including the Team leader, unless the Membership Details state otherwise.

Multiple Teams

An organisation may purchase membership for more than one Team. Each Team must be separately identified in the Membership Details. Buying membership for multiple Teams does not create an organisation-wide right to use V&G. Team memberships are not floating seats and may not be moved between unrelated Teams.

Changes within a Team

Normal changes in Team membership are permitted where the Team remains substantially the same working unit. If the membership is to be used by a different Team or materially different group, that Team must be separately covered.


 

Hub access

2. Access to the V&G Teams Hub

V&G provides Hub access to members of each Team covered by an active membership. Members may use the Hub only for the covered Team and only in accordance with these Terms.

Access is personal to the authorised member. Members must not:

  • share login details or access credentials;

  • give Hub access to an unauthorised person;

  • invite people who are not members of the covered Team;

  • bypass or interfere with V&G or platform security controls; or

  • use another person’s access.

 
The customer is responsible for ensuring that each person it authorises to access or use V&G complies with the parts of these Terms that apply to them.

V&G may add, change, restrict or remove access where reasonably necessary to:

  • reflect changes in Team membership;

  • protect the security or integrity of V&G;

  • address misuse or a breach of these Terms;

  • comply with law; or

  • end access when membership ends.

 
The customer does not receive a general right to download, export, copy or duplicate the Hub. Any Customer Content retrieval after membership ends is governed by section 12.

Fees & renewal

3. Fees, payment and renewal

The fees, payment arrangements and membership period are set out in the Membership Details. There is no minimum commitment beyond the current paid membership period unless the Membership Details expressly state otherwise.

Unless the Membership Details say otherwise, a membership renews automatically for successive periods of the same length as the initial membership period.

The customer may cancel at any time by contacting V&G at support@victoryandgrace.co. Cancellation prevents the next renewal but does not end the current paid period early or entitle the customer to a refund for unused time, except where required by law or V&G agrees otherwise.

V&G may change pricing for a future membership or renewal period by giving reasonable notice before the change takes effect. If an amount due is not paid when required, V&G may suspend access after giving reasonable notice and an opportunity to correct the payment issue.


 

Ownership & IP

4. V&G ownership and intellectual property

V&G owns or controls the V&G Teams product and the intellectual property that sits behind it. This includes:

  • the Hub;

  • its structure, design and organisation;

  • Playbooks;

  • tools and templates;

  • prompts and frameworks;

  • Facilitation Guides;

  • activities and workflows;

  • formulas;

  • methodology;

  • product architecture;

  • brand and design;

  • software;

  • underlying know-how; and

  • all related copyright and other intellectual-property rights.

 
V&G Content means the Playbooks, tools, templates, Facilitation Guides, activities, frameworks, prompts, text, audio, images and other materials V&G makes available through or in connection with V&G Teams.

Some V&G Content may include or refer to material owned by others. Rights in that material remain with the relevant owner. The customer receives only the limited rights expressly granted by these Terms. Nothing transfers ownership of the Hub, V&G Content, V&G methodology or other V&G intellectual property to the customer.
 
Any rights not expressly granted remain with V&G.

Permitted use

5. Permitted use

While a membership is active, the covered Team may:

  • access and work through V&G Playbooks;

  • complete activities and use V&G tools as provided;

  • use V&G in Team meetings, workshops and normal Team work;

  • have the Team leader or another Team member facilitate V&G sessions;

  • use reasonable excerpts in internal Team documents and presentations where this helps the Team discuss or apply the work;

  • include reasonable excerpts in internal papers for senior leaders or boards where they relate directly to the covered Team’s work;

  • use and adapt a Facilitation Guide where V&G has provided it for that purpose;

  • share content that V&G has expressly identified as shareable, provided any V&G credit or branding is retained;

  • retain and use Team-created work, subject to section 12;

  • involve an external consultant or facilitator for a specific engagement with the covered Team;

  • translate V&G Content where reasonably needed for the covered Team’s internal use;

  • use limited V&G Content with a private AI tool in accordance with section 9; and

  • accurately state that the Team or organisation uses V&G.

 

An excerpt must remain an excerpt. It must not reproduce a complete Playbook, tool, activity, Facilitation Guide or enough V&G Content to substitute for the V&G product.

 

An external consultant or facilitator may receive V&G material reasonably needed to support that engagement, but does not receive separate Hub access or reusable rights unless V&G agrees otherwise.

 

The customer must not present V&G as endorsing, certifying, partnering with or formally supporting the customer unless V&G has agreed to that separately.

Additional membership use

6. Uses requiring additional membership or permission

The customer must contact V&G before it:

  • uses V&G with another Team;

  • moves or rotates a membership between unrelated Teams;

  • runs V&G sessions for other Teams;

  • uses substantial V&G Content in organisation-wide learning or training;

  • places protected V&G Content in an organisation-wide intranet, knowledge base or repository;

  • translates V&G Content for wider distribution or publication;

  • publishes or reproduces V&G Content beyond the permissions in these Terms;

  • allows an external consultant or facilitator to reuse V&G with another Team, organisation or client;

  • uses V&G through an integration, technology or AI arrangement beyond the standard use permitted by these Terms; or

  • creates copies or versions of the Hub or V&G Content for wider use.

 

Depending on the proposed use, V&G may require additional membership, written permission or a separate agreement.

Prohibited use

7. Prohibited use

The customer and its users must not:

  • share a full Playbook or substantial protected V&G Content with an unauthorised person or Team;

  • make protected V&G Content publicly available;

  • copy, reproduce or redistribute substantial V&G Content except as expressly permitted;

  • duplicate, clone, copy or recreate the Hub;

  • move or copy the Hub to another workspace, account, platform or repository;

  • adapt a Playbook, tool or other V&G Content unless V&G has expressly identified it as adaptable;

  • sell, sublicense or resell V&G Content, access or rights;

  • use V&G to deliver paid external workshops, consulting or other services;

  • remove copyright notices, branding or attribution;

  • present V&G Content, tools or methodology as the customer’s own;

  • use V&G to build a competing or substitute product or service;

  • reverse-engineer V&G to recreate its methodology, product or offering;

  • train or fine-tune an AI model using V&G Content;

  • create an AI assistant, repository or system that reproduces or substitutes for V&G;

  • use automated tools to scrape, bulk-extract or systematically copy V&G Content;

  • bypass or interfere with access, sharing, security or technical controls; or

  • continue active use of protected V&G Content after the membership ends.

 

These restrictions do not prevent the permitted Team use, reasonable excerpts, Facilitation Guide adaptation, Team-created work or designated shareable content expressly allowed by these Terms.

Customer Content

8. Customer Content

Customer Content means information that the customer or its Team provides or creates through V&G Teams, including priorities, actions, decisions, commitments, notes, responses and completed activity outputs.

The customer retains ownership of its Customer Content.

V&G retains ownership of the Hub, V&G Content and the intellectual property used to create, organise or display Customer Content.

In practical terms: The customer owns its own information. V&G owns the system and intellectual property underneath it.

Customer Content does not give the customer ownership of, or a continuing right to access or use, the Hub or protected V&G Content after the membership ends.

The customer is responsible for ensuring that it has the necessary rights and authority to provide information or other material to V&G.

V&G may access, store and process Customer Content where reasonably necessary to provide, support, secure, maintain and administer V&G Teams.

How V&G handles personal information is described in the V&G Privacy Policy.

AI and other technology

9. AI and other technology

The customer may use limited V&G Content that V&G has identified as suitable for this purpose, with a private AI tool where this helps the covered Team apply V&G.

Before doing so, the customer must check that:

  • the AI service is appropriate for the information provided;

  • the information will not be made public or shared with other users;

  • the information will not be used to train or fine-tune a public or general-purpose AI model; and

  • the use complies with the AI provider’s terms and the customer’s own requirements.

 

The customer must not upload a full Playbook or substantial protected V&G Content to an AI service.

 

The customer must not use V&G Content to:

  • train or fine-tune an AI model;

  • create a repository of V&G Content;

  • create an AI assistant that reproduces substantial V&G Content;

  • give people access to V&G without the membership they would otherwise need; or

  • build a competing or substitute product or service.

 

The same principles apply to integrations, automated systems and other technology.

Changes

10. Changes to V&G Teams

V&G may update, improve, modify or replace Playbooks, tools, Content, features, functionality, design and other parts of V&G Teams.

 

Changes may reflect:

  • developments in V&G’s methodology;

  • customer feedback;

  • new evidence;

  • technical requirements;

  • security needs;

  • legal requirements; or

  • changes to third-party platforms.

 

V&G does not guarantee that a particular Playbook, tool, feature, layout or version will remain available for the duration of a membership.

 

V&G will take reasonable steps to avoid materially reducing the core functionality of V&G Teams during a current paid membership. This does not prevent changes reasonably required for security, legal compliance, technical operation or proper product development.

 

V&G Teams depends in part on Superhuman Docs and other third-party services. If a third-party provider changes, withdraws, restricts or discontinues a service or feature, V&G may modify or replace the affected part of V&G Teams.

Temporary interruptions may occur for maintenance, updates, repairs or circumstances outside V&G’s reasonable control.

 

Privacy

11. Privacy, data and the platform

V&G Teams is provided through Superhuman Docs under V&G’s Enterprise account. The platform and related infrastructure may be operated by Superhuman and its service providers, including Amazon Web Services.

 

V&G controls access to the V&G Teams workspace and determines which customer organisations and Team members receive access.

The information V&G may handle includes:

  • names;

  • organisations;

  • work email addresses;

  • Team names;

  • priorities, actions, decisions, commitments, notes, responses and other Team-created information;

  • access and administration information; and

  • limited workspace analytics made available to V&G administrators.

 

V&G does not intend V&G Teams to be used to collect sensitive personal information, health information, financial records, information about children or confidential third-party information. Customers and Team members must not enter that information into V&G Teams unless V&G has expressly agreed otherwise.

 

V&G does not currently enable Google Analytics or another separate analytics service for the V&G Teams Hub.

Superhuman may process platform usage, diagnostic, security and audit information under its applicable terms and privacy arrangements. V&G may use workspace-level analytics to administer access, support users, monitor performance, investigate misuse and improve V&G Teams.

 

The V&G Privacy Policy explains how V&G handles personal information, including information processed through Superhuman, Stripe and other service providers.

 

When membership ends

12. When a membership ends

When a membership ends:

  • access to the relevant Hub ends;

  • the customer and Team members no longer have a right to access the Hub;

  • the customer must stop using protected V&G Content;

  • the customer must not continue using blank or reusable V&G tools;

  • the customer must not duplicate or recreate the Hub; and

  • the customer does not receive ownership of the Hub.

 

The customer does not have a self-service right to download or export the Hub.

 

If the customer wants to request Customer Content, it must contact V&G at support@victoryandgrace.co within 60 days after the membership ends.

 

V&G may provide separable Customer Content in a reasonable format, subject to:

  • verifying the requester’s identity and authority;

  • protecting V&G Content and third-party rights;

  • privacy and data-protection requirements;

  • technical feasibility; and

  • any reasonable fee for a complex, repeated or unusually resource-intensive request.

 

V&G may remove, redact or withhold V&G Content. V&G is not required to provide:

  • the Hub;

  • a complete Playbook;

  • a tool or template;

  • a Facilitation Guide;

  • a framework;

  • the V&G methodology; or

  • any other material owned or controlled by V&G.

 

After the 60-day period, V&G may delete the relevant Hub through its platform provider.

 

A deleted Hub may remain in a recovery system for a limited period before permanent deletion. Under the current Superhuman process, an individual deleted document may be recoverable for up to seven days.

 

Deleting an individual Hub deletes the Hub Content and native tracking information stored in that Hub after the recovery period. Historical aggregated workspace analytics, organisation-level audit records, security records, billing records and other wider records may remain.

No further analytics will be collected from a deleted Hub after the Hub is deleted.

The ending of one Team’s membership does not affect another Team’s active membership.

Confidentiality

13. Confidentiality

Each party may receive confidential information from the other.

Confidential information is information that is confidential by its nature or the circumstances in which it is shared. It does not include information that:

  • is public without breach of these Terms;

  • was already lawfully known;

  • is lawfully received from another person without a duty of confidentiality; or

  • is independently developed without using the confidential information.

 

Each party must:

  • use the other party’s confidential information only for the purpose for which it was provided;

  • take reasonable care to protect it; and

  • not disclose it except where reasonably necessary to perform the agreement or required by law.

 

A party may disclose confidential information to its employees, contractors, advisers and service providers who need it for the relevant purpose and are expected to keep it confidential.

Non-public V&G methodology, know-how, technical information and internal material may be confidential as well as protected by intellectual-property rights.

Confidentiality obligations continue for as long as the information remains confidential.

Responsibility for use

14. Responsibility for using V&G

V&G provides frameworks, content, tools and guidance. V&G does not make decisions for the customer, its organisation or its Team.

The customer remains responsible for:

  • decisions and actions taken using V&G;

  • deciding what is appropriate for its circumstances;

  • facilitating conversations and activities;

  • the accuracy and suitability of Customer Content; and

  • obtaining professional advice where necessary.

 

V&G is not a substitute for legal, financial, medical, psychological or other professional advice.

 

Third-party resources linked to or referred to by V&G are outside V&G’s control unless expressly stated otherwise.

 

Security and incidents

15. Security and incidents

V&G will maintain reasonable technical and organisational measures designed to protect V&G Teams and information processed through it against unauthorised access, loss, misuse, alteration or disclosure.

Measures may include:

  • access controls;

  • restricted administrator access;

  • authentication controls;

  • permission management;

  • removal of access when memberships end;

  • platform security controls; and

  • procedures for suspected incidents.

 

No online service can be guaranteed to be completely secure or uninterrupted.

 

The customer must:

  • keep access credentials and links secure;

  • use only authorised Team members;

  • not share credentials;

  • promptly report suspected unauthorised access or misuse;

  • cooperate reasonably with security investigations; and

  • take reasonable steps to reduce or contain harm.

 

Suspected security incidents must be reported promptly to support@victoryandgrace.co.

 

If V&G becomes aware of a security incident affecting Customer Content or personal information, V&G will take reasonable steps to investigate, contain and mitigate the incident, comply with applicable legal obligations and notify affected customers where legally required or reasonably appropriate.

 

V&G may provide information in stages as an investigation develops.

Liability

16. Liability

V&G will provide V&G Teams with reasonable care and skill. V&G does not guarantee that V&G Teams will always be available, uninterrupted, error-free or suitable for every customer or Team.

If V&G is responsible for a material loss of access to the relevant Hub for a continuous period of more than seven days, V&G may, at its discretion:

  • restore access;

  • extend the membership period; or

  • provide a pro-rata refund or credit for the affected period.

 

This is the customer’s primary remedy for loss of access, except where applicable law provides otherwise.

To the extent permitted by law, V&G is not responsible for indirect or consequential loss, loss of profit, revenue, business opportunity, goodwill, anticipated savings, loss of reputation or similar loss.

 

V&G is not responsible for loss arising from:

  • use outside these Terms;

  • misuse of the Hub or V&G Content;

  • unauthorised access caused by the customer or its users;

  • customer decisions or actions;

  • third-party platforms or services outside V&G’s reasonable control; or

  • events outside V&G’s reasonable control.

 

Subject to liability that cannot lawfully be excluded or limited, V&G’s total aggregate liability arising out of or connected with the affected Team’s membership is limited to the fees paid or payable for that Team’s membership during the 12 months before the event giving rise to the claim.

 

If the membership has existed for less than 12 months, the cap is calculated by reference to the fees paid or payable from the start of that membership until the relevant event.

 

The liability cap does not apply to V&G’s liability for fraud or deliberate misconduct, to the extent that such liability cannot lawfully be limited.

Nothing in these Terms excludes or limits liability to the extent that the law does not permit it to be excluded or limited.

Suspension and ending membership

17. Suspension and ending a membership

V&G may suspend access where reasonably necessary because of:

  • unpaid fees;

  • a security risk;

  • suspected misuse;

  • unauthorised access;

  • a material breach;

  • misuse of V&G intellectual property;

  • a legal requirement; or

  • another issue that could materially affect V&G, its customers or the service.

 

Where reasonable, V&G will tell the customer what the issue is and give an opportunity to correct it.

 

V&G may act immediately where reasonably necessary to protect security, personal information, V&G intellectual property, other customers or the service.

 

Either party may end the affected membership if the other materially breaches the agreement and does not remedy the breach within a reasonable period after being asked to do so.

 

A party may end immediately where a breach:

  • cannot reasonably be remedied;

  • involves deliberate misuse of intellectual property or access controls;

  • creates a serious security or legal risk; or

  • makes it unreasonable to continue the membership.

 

V&G may also end a membership without alleging a breach by giving at least 30 days’ notice.

 

If V&G ends a membership under that right before the end of a paid membership period, V&G will provide a pro-rata refund or credit for the unused portion of the paid membership period.

 

The customer may cancel or choose not to renew in accordance with section 3.

 

Sections intended by their nature to continue after membership ends will continue, including sections concerning intellectual property, Customer Content, confidentiality, liability and amounts already owed.

General terms

18. General terms

Acceptance

 

The customer accepts these Terms by checking the acceptance box during sign-up, signing or accepting Membership Details or an order form incorporating these Terms, or otherwise clearly accepting the membership.

The person accepting the Terms confirms that they are authorised to do so for the customer.

The applicable Terms version, Membership Details and Privacy Policy will be identified or made available at acceptance.

Each person given access must comply with the access, confidentiality, intellectual-property, security and acceptable-use requirements applying to them.

Changes to these Terms

 

V&G may update these Terms to reflect changes to V&G Teams, legal or regulatory requirements, security requirements, business operations or third-party platform arrangements.

V&G will give reasonable notice of material changes.

Unless a change is required sooner for legal, security or operational reasons, a material change will take effect at the start of the next membership or renewal period.

The current version and effective date will be clearly identified.

If the customer does not agree to a material change, it may choose not to renew.

Membership Details priority

The Membership Details and these Terms together form the agreement. If the Membership Details expressly vary these Terms, the Membership Details apply to that extent.

Transfer

The customer may not transfer its membership or rights without V&G’s consent.

V&G may transfer the agreement as part of a genuine sale, restructure or transfer of the V&G business, provided this does not materially reduce the customer’s rights.

Events outside reasonable control

Neither party is responsible for a failure or delay caused by events outside its reasonable control, provided it takes reasonable steps to manage the effect.

This does not excuse payment obligations already due.

Severability

If part of these Terms is invalid or unenforceable, the rest continues to apply.

No waiver

A failure to enforce a right immediately does not waive that right.

Entire agreement

The agreement consists of these Terms, the Membership Details, the Privacy Policy where incorporated, and any other document expressly incorporated by V&G.

Governing law

These Terms are governed by New Zealand law.

The New Zealand courts have exclusive jurisdiction over disputes arising from or connected with these Terms or a membership, except where applicable law gives a customer a right to bring proceedings elsewhere or provides rights that cannot be excluded.

Notices and contact

Formal notices must be sent to the contact details recorded in the Membership Details or any replacement details notified by a party.

Routine product, billing, renewal, support and membership communications may be sent by email, through the Hub or by another reasonable electronic method.

Customers must keep their contact and billing information current.

Customer Content requests, privacy matters and suspected security incidents must be sent to: support@victoryandgrace.co.

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