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             July 19, 2024

    Via EDGAR

    U.S. Securities and Exchange Commission

    Division of Corporation Finance

    Office of Mergers & Acquisitions

    100 F Street, N.E.

    Washington, D.C. 20549-3628

    Attention: Shane Callaghan and Perry Hindin

    Re:          Squarespace, Inc.

    Schedule 13E-3 filed June 17, 2024

    File No. 005-93410

    Preliminary Proxy Statement on Schedule 14A filed June 17, 2024

    File No. 001-40393

    Ladies and Gentlemen:

    I am writing on behalf of Squarespace, Inc. (“Squarespace”) in response to the comment of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) set forth in the
      letter from the Division of Corporation Finance, Office of Mergers & Acquisitions, dated July 10, 2024 (the “Comment Letter”) with respect to the above-referenced preliminary proxy statement on Schedule 14A (the “Preliminary Proxy”)
      and Schedule 13E-3 (the “Schedule 13E-3”), each filed with the Commission on June 17, 2024. This letter is being filed with the Commission electronically via the EDGAR system today.

    In connection with the submission of this letter, Squarespace is filing Amendment No. 1 to the Preliminary Proxy (the “Amended Preliminary Proxy”), and the Filing Persons (as defined in the Schedule 13E-3) are
      filing Amendment No. 1 to the Schedule 13E-3 (the “Amended Schedule 13E-3”). The Amended Preliminary Proxy and the Amended Schedule 13E-3 reflect revisions made in response to the comments of the Staff in the Comment Letter and the updating of
      certain other information.

    Set forth below is our response to the Staff’s comments as set forth in the Comment Letter. Please note that any reference to page numbers in our responses refer to the page numbers of the Amended Preliminary Proxy and
      the Amended Schedule 13E-3, as applicable. Capitalized terms used but not defined herein have the meanings ascribed to such terms in the Amended Preliminary Proxy and the Amended Schedule 13E-3, as applicable.

    U.S. Securities and Exchange Commission

    Division of Corporation Finance

    Office of Mergers & Acquisitions

    July 19, 2024

    Page 2

    ****

    Schedule 13E-3 and Preliminary Proxy Statement on Schedule 14A, each filed June 17, 2024 General

          1.

            We note the disclosure on page 53 of the Proxy Statement that “each Permira Filing Party...may be deemed to be an affiliate of Squarespace, and therefore required to express its belief as to the fairness of the
              proposed Merger to Squarespace’s ‘unaffiliated security holders.’”  Please advise why the Permira Filing Parties are not affiliates of Squarespace engaged in the Rule 13e-3 transaction and should not be listed as signatories to the Schedule
              13E-3 signature page and included as filing persons.  We may have further comment.

    Response: Squarespace acknowledges the Staff’s comment and respectfully advises the Staff that Squarespace has added the Permira Filing Parties as signatories
      to the Amended Schedule 13E-3 signature page and included the Permira Filing Parties as filing persons.  In addition, Squarespace has revised its disclosures on pages 132 – 138 of the Amended Preliminary Proxy to add information required by Item 3 of
      Schedule 13E-3 and Item 1003(c) of Regulation M-A for all persons specified in General Instruction C to the Amended Schedule 13E-3 for each Permira Filing Party.

          2.

            Refer to the following disclosures:

          •

            The first full paragraph on page 49 that the summary of Centerview’s financial analyses in connection with its written opinion “does not purport to be a complete description....”

          •

            The second sentence on page 53 that the summaries of Centerview’s preliminary illustrative presentations “do not purport to be a complete description....”

          •

            The bolded paragraph on page 59 that the summary of Goldman Sachs’ financial analyses “does not purport to be a complete description....”

          •

            The first and second paragraph on page 90 that the summary of the Merger Agreement “does not purport to be complete....”

    Please revise to remove the implication that these summaries are not complete.  While you may include appropriate disclaimers concerning the nature of a summary generally, it must be complete in
      describing all material analyses or terms.  You can direct investors to read exhibits or annexes for a more complete discussion.

    Response: In response to the Staff’s comment, Squarespace has revised the disclosures concerning opinions rendered by and analyses performed by the applicable financial advisors to remove statements
      that imply that the summaries of the financial analyses and the Merger Agreement are not complete.

          3.

            We note the Interim Investors Agreement mentioned on page 80 and 111 and attached as Exhibit 16(d)(v) to the Transaction Statement.  Please revise your disclosure to describe the material provisions of the
              Interim Investors Agreement.  See Item 5 of Schedule 13E-3 and Item 1005(e) of Regulation M-A.

    Response: Squarespace acknowledges the Staff’s comment and respectfully advises the Staff that Squarespace has added a summary of the Interim Investors Agreement on page 118 of the Amended Preliminary
      Proxy and has incorporated this section by reference in Item 5 of the Transaction Statement.

          4.

            Please explain the meaning of each defined term used in the Proxy Statement in the ‘Certain Defined Terms’ section or the first time that the defined term is used.  For example, the defined term ‘Equity Financing
              Sources,’ which first appears on page 84, is not explained.

    Response: In response to the Staff’s comment, Squarespace has revised the Proxy Statement to explain the meaning of each defined term in either the “Certain Defined Terms” section or where such term
      is first used.

      U.S. Securities and Exchange Commission

      Division of Corporation Finance

      Office of Mergers & Acquisitions

      July 19, 2024

      Page 3

          5.

            The proxy card included with a preliminary proxy statement should be clearly identified as a preliminary version.  See Exchange Act Rule 14a-6(e)(1).  Please revise.

    Response: In response to the Staff’s comment, Squarespace has revised the proxy card to include the requested disclosure.

    Background of the Merger, page 25

          6.

            On page 37, we note that “the advisors to the Special Committee and Squarespace engaged in numerous discussions and negotiations with Permira and its advisors to negotiate and finalize the terms of the Merger
              Agreement and the other transaction documents.”  Please revise your disclosure to summarize these discussions and negotiations and how the terms of the Merger Agreement and the other transaction documents were finalized.

    Response: Squarespace has revised the disclosure on pages 37 – 38 of the Amended Preliminary Proxy in response to the Staff’s comment to provide additional disclosure regarding the discussions and
      negotiations that occurred between the advisors to the Special Committee and Squarespace and Permira with respect to the Merger Agreement and the other transaction documents.

    Reasons for the Merger; Recommendation of the Special Committee and the Squarespace Board, page 39

          7.

            We note the disclosure on page 47 that “[o]ther than as described in this proxy statement, the Squarespace Board is not aware of any firm offer by any other person during the prior two years for (1) a merger or
              consolidation of Squarespace with another company; (2) the sale or transfer of all or substantially all of Squarespace’s assets; or (3) a purchase of Squarespace’s securities that would enable such person to exercise control of Squarespace.”
              Please revise to directly state whether any such firm offer was received during the past two years.  If so, please describe how the Squarespace Board considered this factor in making its fairness determination.  See Item 8 of Schedule 13E-3,
              Item 1014(b) of Regulation M-A, and Instruction 2(viii) to Item 1014 of Regulation M-A.

    Response: In response to the Staff’s comment, Squarespace has revised the Proxy Statement to include the requested disclosure on page 48 of the Amended Preliminary Proxy.

    Opinion of the Financial Advisor to the Special Committee, page 47

          8.

            In the last bullet point on page 48, you refer to “certain internal information relating to the business, operations, earnings, cash flow, assets, liabilities and prospects of Squarespace...,” including the
              Forecasts.  It is unclear from this disclosure whether such information provided to Centerview by Squarespace includes non-public information beyond the Forecasts, which should be summarized in the Proxy Statement.  Please revise or advise.

    Response: Squarespace respectfully acknowledges the Staff’s comment and in response has updated its disclosure on page 48 of the Amended Preliminary Proxy.

          9.

            We note your disclosure on page 51 that the implied equity value of Squarespace per share of Common Stock in Centerview’s discounted cash flow analysis was calculated using terminal multiples ranging from 15.0x
              to 18.0x and “fully diluted outstanding shares of Common Stock as of May 9, 2024, calculated on a treasury stock basis based on the Internal Data.”  Please disclose the basis for the range of terminal multiples selected and the amount of
              fully diluted outstanding shares of Common Stock used in this calculation.

    Response: Squarespace respectfully acknowledges the Staff’s comment and in response has updated the disclosure on page 51 of the Amended Preliminary Proxy to reflect the basis for the range of
      terminal multiples selected and the amount of fully diluted outstanding shares of Squarespace Common Stock used in this calculation.

      U.S. Securities and Exchange Commission

      Division of Corporation Finance

      Office of Mergers & Acquisitions

      July 19, 2024

      Page 4

    Position of the Permira Filing Parties and Parent Entities as to the Fairness of the Merger, page 53

          10.

            The factors listed in Instruction 2 to Item 1014 of Regulation M-A, paragraphs (c), (d) and (e) of Item 1014, and Item 1015 of Regulation M-A are generally relevant to each filing person’s fairness determination
              and should be discussed in reasonable detail.  See Question Nos. 20 and 21 of the Exchange Act Release No. 34-17719 (April 13, 1981).  Please revise this section to include the factors described in clause (vi) of Instruction 2 to Item 1014
              and paragraphs (c) and (e) of Item 1014 or explain why such factors were not deemed material or relevant to the fairness determination of the Permira Filing Parties and Parent Entities.

    Response: Squarespace acknowledges the Staff’s comment and respectfully advises the Staff that Squarespace has revised its disclosures on pages 55 – 56 of
      the Amended Preliminary Proxy to include the factors described in clause (vi) of Instruction 2 to Item 1014 of Regulation M-A and paragraphs (c) and (e) of Item 1014 of Regulation M-A.

    Materials Provided to Permira by Goldman Sachs, page 57

          11.

            We note your summary of the GS Discussion Materials at the bottom of page 59. Please revise this summary to include the procedures followed, the findings and recommendations, the bases for and methods of arriving
              at such findings and recommendations, any instructions that Goldman Sachs received from Permira, and any limitation imposed by Permira on the scope of the investigation.  See Item 9 of Schedule 13E-3 and Item 1015(b)(6) of Regulation M-A.
              Please also revise this section to describe any compensation received in the past two years, or to be received, by Goldman Sachs and its affiliates as a result of any material relationship with Squarespace or its affiliates, including
              Permira.  See Item 1015(b)(4) of Regulation M-A and Going Private Transactions, Exchange Act Rule 13e-3 and Schedule 13E-3 Compliance and Disclosure Interpretation 217.01.  Finally, please advise why this section has not been incorporated by
              reference under Item 9 of the Transaction Statement.

    Response: Squarespace acknowledges the Staff’s comment and respectfully advises the Staff that Squarespace has revised its disclosures on pages 58 – 64 of the Amended Preliminary Proxy to include
      additional information requested by the Staff regarding Goldman Sachs and the GS Discussion Materials.  In addition, Squarespace has now incorporated this section by reference in Item 9 of the Transaction Statement.

    Position of the Rollover Filing Parties as to the Fairness of the Merger, page 60

          12.

            See comment 10 above.  Please revise this section to include the factors described in clause (vi) of Instruction 2 to Item 1014 of Regulation M-A and paragraph (e) of Item 1014 or explain why such factors were
              not deemed material or relevant to the fairness determination of the Rollover Filing Parties.

    Response: Squarespace acknowledges the Staff’s comment and respectfully advises the Staff that Squarespace has revised its disclosures on page 65 of the Amended Preliminary Proxy to include the
      factors described in clause (vi) of Instruction 2 to Item 1014 of Regulation M-A and paragraph (e) of Item 1014 of Regulation M-A.

      U.S. Securities and Exchange Commission

      Division of Corporation Finance

      Office of Mergers & Acquisitions

      July 19, 2024

      Page 5

    Certain Effects of the Merger, page 62

          13.

            We note that the table on page 64 reflects no beneficial ownership of Squarespace and no interest in Squarespace’s net book value and net income for the Rollover Filing Parties after the Merger because their
              actual post-closing interests will be based on their ownership of Squarespace Common Stock as of the Effective Time.  Please revise this table to provide the beneficial ownership of Squarespace and interest in Squarespace’s net book value and
              net income for each of the Rollover Filing Parties after the Merger, disclosing any necessary, underlying assumptions.  See Instruction 3 to Item 1013 of Regulation M-A. For example, the disclosure in the first bullet on page 9 states that
              each of Casalena, the General Atlantic Rollover Stockholder and the Accel Rollover Stockholders will own approximately 33.4%, 8.5% and 0.5%, respectively, of the direct or indirect parent company of Parent (without factoring in the Accel
              Equity Commitment with respect to the Accel Rollover Stockholders) aft