Terms and Conditions

These terms and conditions are the contract between you and Fashbae Limited (“us”, “we”, etc). By visiting or using Our Website, you agree to be bound by them.

Our suppliers may also impose additional terms and conditions to which your contract with them will be subject.
Fashbae is a trade name of Fashbae Limited, 6102210 whose registered office is at Suite 9, Level 2, 20 Augustus Terrace, Parnell, Auckland, 1052, New Zealand.

Under 18 years? Sorry, but we deal only with people who are legally able to enter into a binding contrsact. Please ask someone over 18 to buy or sell your Product on your behalf.

If you use our Service, you do so in accordance with these terms. If you are unable to accept these terms, your only remedy is to leave Our Website and stop using the Fashbae services immediately.

Contents / Quick links

Definitions

Interpretation

The Contract for Buyers

The Buying Procedure

Our Contract for Sellers

Your licence to us as a Seller

Your Product placement as a Seller

Your account and personal information

The Selling Procedure

Seller and Buyer Relationship


Your Product Warranties, for Sellers

SafePay

Acceptance, for Buyers

How we handle your Content

Security of your debit / credit card

Restrictions on what you may Post to Our Website

Removal of offensive Content

Restrictions on use of Fashbae Website

Storage of data

Interruption to our Service

Copyright and other intellectual property rights

Disclaimers and limitation of liability

Indemnity

Miscellaneous matters


Definitions

“Service”

means the service we provide to you via the Fashbae website.

“Content”

means the textual, visual or audio content that is encountered as part of your experience using the Fashbae Website. It may include, among other things: text, images, sounds, videos and animations. It includes content Posted by you and all of the content provided by Sellers to inform illustrate and promote sales of the Products.

“Copy or Publish”

with reference to the Fashbae website, means reproducing or publishing in whole or in part, using any means, in any medium. It includes breaking up, changing, cropping or any other change or use as part of some other software.

“Device”

includes any device, work station, electronic application or electronic receiving device.

“Licence”

means a licence granted by us to you in the terms of this agreement for use of the Fashbae Website.

“Our Website”

means any website or service designed for electronic access by mobile or fixed devices which is owned or operated by us. It includes all of the hardware and software installations that enable Our Website to function.

"Post"

means place on or into Our Website any Content or material of any sort by any means.

“Product”

means any product offered for sale on Our Website, through any medium.

“Seller”

means a person or organisation whose Products are offered for sale through the Fashbae Website.

“Software”

means the software which constitutes the Fashbae website or which provides any electronic function which supports the use of it.

“Buyer”

Means a person or organisation who purchased or is intending to purchase an item offered for sale through the Fashbae Website.

 

 



Interpretation

In this agreement unless the context otherwise requires:

    • a reference to one gender shall include any or all genders and a reference to the singular may be interpreted where appropriate as a reference to the plural and vice versa.
    • a reference to a person includes a human individual, a corporate entity and any organisation which is managed or controlled as a unit.
    • a reference to a person includes reference to that person's successors, legal representatives, permitted assigns and any person to whom rights and obligations are transferred or pass as a result of a merger, division, reconstruction or other re-organisation involving that person.
    • the headings to the paragraphs and schedules (if any) to this agreement are inserted for convenience only and do not affect the interpretation.
    • any agreement by any party not to do or omit to do something includes an obligation not to allow some other person to do or omit to do that same thing.

The Contract for Buyers

    • We do not offer our Services in all countries, only New Zealand. We may refuse service if you live in a country we do not serve.
    • In entering into this contract you have not relied on any representation or information from any source, except the definition and explanation of the Service given on Our Website.
    • We are neither a buyer nor seller of Products offered for sale in any form. We are not either a principal or agent in a buying transaction.
    • Fashbae is a marketplace; we are agents of a Seller only to the extent that Our Website shall be used as a platform for sale of his / her Products and for collection and forwarding of any related monies. We are not responsible to you further than to take your money and pass it to the Seller.
    • We welcome any comment or complaint about a Seller, which you make through Our Website. We may act upon a complaint in our discretion, for the benefit of the body of our members.
    • We are not responsible for delivery of any Product you order or for the returns and repayment procedure should you decide to return a Product for any reason.
    • In any dispute with a Seller, you should deal only with the Seller. We have neither legal obligation nor detailed information about the Product.
    • We may change this agreement in any way at any time without giving any notice. The version applicable to your contract is the version which is Posted on Our Website at the time you buy a Product.

The buying procedure

    • Fashbae is not responsible for the fulfilment of your contract to buy a Product.
    • Prices listed on Our Website by Sellers are inclusive of any applicable taxes.
    • We in no way guarantee that items listed on the Fashbae Website for sale are undamaged, truthfully described or exist.
    • Unless it is clear to the contrary, you may assume that every sale is made by a Seller in the course of his / her business.
    • Products are offered for sale at a fixed price.
    • If you have selected to make payment for an item via bank transfer, then you must make payment within 24 hours of agreeing to purchase. The bank transfer must be made to the correct Fashbae bank account, with the correct reference code provided to you for the exact payment amount required. Failure to do so may result in your account being blocked or terminated, and no longer allowing your account to purchase this specific item again, or any items whatsoever, on the Fashbae Website.
    • If any payments are made in error, then Fashbae shall not be held liable for loss of any funds. Fashbae shall offer reasonable assistance to help you recover of any monies you have paid in error; however, this shall incur an administration fee of $30 per hour
    • If you have agreed to pick up the item from the Seller once purchased, then you do so at your own risk. We do not take any responsibility whatsoever for you choosing to do this or from any consequences which may be resultant from doing so. If you do agree to pick up the item, this must be organised between yourself and the Seller via website message.
    • All Products will be subject to a delivery charge which will be shown at the pay point and on the items individual detail page. The delivery charge will be fixed by the Seller for each item offered for sale.
    • For all purchases we cannot guarantee security of your payment, whether for items paid for using SafePay or for items paid for without using SafePay. We shall do our best to refund you if a Seller does not communicate, post the item or arrange pick up. However, in no way can we guarantee a refund.
  • For SafePay items, the seller will have seven days to post your purchased item, and submit the parcel tracking code, before we can begin the refund process. We can only refund if a Seller has not provided the tracking code or proof of postage within the seven days of your item being purchased.
    • Neither we nor the Seller can be responsible for any action or inaction by any governmental authority. We do not know and are not responsible for duties, taxes, delays or impounding of any item.

Our Contract for Sellers

    • The relationship between us is solely that:
      • We allow you to market your product on our website
      • we act as your agent solely in the collection of money paid by your Buyer.
      • we are not partners or joint venture’s
    • We may change this agreement in any way at any time without giving any notice. The version applicable to your contract is the version which is Posted on Our Website at the time you post an item.
    • For the sake of good order, we remind you that the law provides that all information of whatever nature, provided to a buyer, is deemed to be relevant and true.
    • Although we are not a party to your contract with a Buyer introduced to you via Our Website, we shall remove your Products from offer if a customer or site visitor has a valid complaint against you.
    • Subject to this agreement and to the procedures set out on Our Website, you may enter a Product for sale through Our Website.
    • If you do not post or arrange pick up of an item you have sold, and notify us of this in the given way, we reserve the right to refund a Buyer with or without your consent after seven days from the item being purchased.
    • We have the right to withhold a buyer’s payment for your item if we suspect unlawful activity from your account or yourself as a Seller. The Buyer’s payment will then either be refunded to the Buyer or released to you once an investigation has been undertaken and proven no unlawful activity.

Your licence to us as a Seller

    • As a Seller you now warrant that:
      • you have the authority to enter into this agreement;
      • you own the copyright in all Content you may Post to Our Website or that you have the permission of the owner to use it and to grant this licence to us.
      • you know of no lawful reason why any person should object to or claim for infringement of, any intellectual property right relating to any Content you may Post.
    • In Posting data through our Service you grant to us an irrevocable, sub-licensable, licence to display your Product in images and text in the public domain. In doing so you understand and accept that we shall grant a sub-licence to any person in any terms we may from time to time decide, to download your Product images or any other Content, to his / her mobile phone.
    • We will use that licence only for commercial purposes in reference to Fashbae and will stop using it after a commercially reasonable period of time.
    • You agree to waive your right to be identified as the author and your right to object to derogatory treatment of your Content as provided in the Copyright Act 1994 as amended.
    • You now irrevocably authorise us to publish feedback, comments and ratings about your activity through Our Website, even though it may be defamatory or critical of you as a member.
    • Posting Content does not change your ownership of the copyright in it. We have no claim over it and we will not protect your rights for you.
    • You understand that you are personally responsible for any breach of intellectual property rights, defamation, or any law, which may occur as a result of any Content having been Posted by you;
    • You accept all risk and responsibility for determining whether any Content is in the public domain and not confidential.
    • Please notify us of any security breach or unauthorised use of your account.
    • We do not solicit ideas or text for improvement of our Service, but if you do send to us material of any sort, you are deemed to have granted to us a licence to edit, copy, publish, distribute, translate and otherwise use it. 

Your Product placement as a Seller

You agree:

    • not knowingly to place any Product for sale which is not fit for purpose or which requires for its setup or use a level of technical expertise which is not fully explained to a customer before purchase.
    • to make suitable arrangements for the delivery of each Product, including packaging and carriage, so that you can comply with the delivery terms.
    • immediately to remove from sale on Our Website any Product which for any reason, you are unable to supply or you have sold elsewhere.
    • not to re-place any Product we remove from offer for sale.
    • To post and sell fashion related items only, for either males or females, for all age groups. This includes clothing, cosmetics, shoes, bags and fashion accessories.

Your account and personal information

    • When you visit Our Website, you accept responsibility for any action taken by any person using your name, account or password. You should take all necessary steps to ensure that the password is kept confidential and secure and should inform us immediately if you have any reason to believe that your password has become known to anyone else, or if the password is being, or is likely to be, used in an unauthorised manner.
    • You agree that you have provided accurate, up to date, and complete information about yourself. We are not responsible for any error made as a result of such information being inaccurate.
    • You agree to notify us of any changes in your information immediately after it occurs. If you do not do so, we may terminate your account.

The selling procedure

    • You agree that a contract to sell a Product offered by you is a firm and binding contract as soon as a Buyer’s payment has been accepted by our payment service provider.
    • Deliveries of hard copy and physical Products will be made from your premises, by post or by a carrier instructed by you subject to the contract between you and your Buyer. In your contract with the Buyer you should clearly have specified the mode of delivery and expense involved whilst Posting the item on Fashbae. You are unable to change the cost and method of postage once the Buyer has purchased the item, unless otherwise agreed by the Buyer after purchase.
    • If you have agreed to allow your item to be collected by the Buyer once purchased then you do so at your own risk. We do not take any responsibility whatsoever for you allowing the Buyer to do this or from any consequences which may be resultant from doing so. If you do agree to allow the Buyer to collect the item this must be organised between you and the Buyer. You will notify the Buyer by website message to arrange collection within three days of the item being purchased, unless otherwise mutually agreed between the parties.
    • In the absence of information to the contrary, you agree to despatch a Product within five days of notification of order by us, by a method likely to reach the Buyer within a further seven days.
    • You will notify the Buyer by website message on the date of sending, that the Product has been despatched and of the expected delivery date.
    • For those items that are listed on our website utilising the SafePay system, if you have not posted the item through NZ Post within seven days, and submitted the tracking code via the Website to notify us of this postage, then the Buyer’s payment will be refunded to them.
    • For those items that are listed on our website utilising the SafePay system, you agree to post the item via tracking trhough NZ Post and to submit the tracking code on the Fashbae website in the necessary form within seven days of the item being purchased
    • For those items that are listed on our website utilising the SafePay system, we have the right to refund a buyer their payment from your online wallet account if there has been no website activity from your Fashbae account within 7 days and the Buyer has reported or contacted us in regard to a lack of communication, delivery and / or arrangement of pick up.
    • If at any time, any Buyer notifies you of non-delivery, you will investigate immediately and advise the Buyer of what you are doing to rectify the issue.
    • If it is apparent that a Buyer has not received a Product within 14 days of the expected delivery date, you will negotiate the potential of a refund between yourself and the Buyer. This is in no way the responsibility of Fashbae.
    • Products are offered for sale at a fixed price, inclusive of all necessary TAXES. You as the Seller have full responsibility for paying any necessary TAX on the item(s) you sell on the Fashbae Website.
    • All Products will be subject to a delivery charge, which will be shown at the pay point and on the individual item details page. The delivery charge will be fixed by you for each item offered for sale. It may be changed at your discretion prior to the item being purchased. Once you have sold an item, the delivery charge offered by you at the time of purchase cannot be increased.
    • If a Buyer has selected to collect an item the delivery charge will be removed from the item price.
    • You agree to provide an adequate stock of any Product placed by you for sale through Our Website and to remove your listing off the Website immediately if at any time your supply is exhausted.

Seller to Buyer relationship  

As a Seller you agree that you will at all times:

    • reply promptly and in any event within 48 hours to any Buyer’s message or other correspondence;
    • when you have an obligation to return money to a Buyer for any reason, you will do so immediately;
    • immediately tell your Buyer in the event that item(s) purchased are not available. You must then refund their payment immediately;
    • provide information to us in respect of any claim for non-delivery and any dispute as to payment, so as to enable us to identify the possibility of fraud.

Your Product Warranties, for Sellers

As a Seller you warrant that:

    • any Product you place on Our Website for sale:
      • does not infringe the intellectual property rights of any person;
      • does not offend against the law of any country whose citizens might purchase it;
    • you own the intellectual property rights in any Product you place on Our Website for sale, or that you have the permission of the copyright owner:
      • to place the Product on Our Website for sale;
      • to receive the net proceeds of such sales as arise;
      • to defend the copyright in the Product.
    • You will at all times comply with all applicable laws in force in New Zealand, including those which relate to the sale of your item(s).

SafePay

SafePay is a service we offer to Buyers and Sellers to help protect against spam and theft.

Acceptance, for Buyers

    • Your order is an offer to buy from the Seller.
    • Nothing said or done by the Seller is an acceptance of an order until you have purchased the item by making the complete payment for the correct amount within the required timeframe.

How we handle your Content

    • Our Privacy Policy is strong and precise. It complies fully with current law. If you use our Service, you do so in accordance with this Privacy Policy. If you are unable to accept the Privacy Policy terms, your only remedy is to leave Our Website and stop using the Fashbae services immediately.
    • If you Post Content to any public area of Our Website it becomes available in the public domain. We have no control who sees it or what anyone does with it.
    • Even if access to your text is behind a user registration it remains effective in the public domain because someone has only to register and log in, to access it. You should therefore avoid Posting unnecessary confidential information.
    • We need the freedom to be able to publicise our Services and your own use of them. You therefore now irrevocably grant us the right and licence to edit, copy, publish, distribute, translate and otherwise use any Content that you place on Our Website, in the public domain and in any medium. You represent and warrant that you are authorised to grant all such rights.
    • We will use that licence only for commercial purposes of the business of Our Website and will stop using it after a commercially reasonable period of time.
    • The intellectual property right for all material shall remain with you at all times, but can be used by Fashbae.
    • You irrevocably authorise us to publish feedback, comments and ratings about your activity through Our Website, even though it may be defamatory or critical.
    • Posting Content of any sort does not change your ownership of the copyright in it. We have no claim over it and we will not protect your rights for you.
    • You understand that you are personally responsible for your breach of someone else’s intellectual property rights, defamation, or any law, which may occur as a result of any Content having been Posted by you;
    • You accept all risk and responsibility for determining whether any Content is in the public domain and not confidential.
    • Please notify us of any security breach or unauthorised use of your account.
    • We do not solicit ideas or text for improvement of our Service, but if you do send to us material of any sort, you are deemed to have granted to us a licence to edit, copy, publish, distribute, translate and otherwise use it.  

Security of your debit / credit card

  • We take care to make Our Website safe for you to use. However, card payments are not processed through pages controlled by us. We use one or more online payment service providers who will encrypt your card or bank account details in a secure environment.

Restrictions on what you may Post to Our Website

We have to regulate your use of Our Website to protect our business and our staff, to protect other users of Our Website and to comply with the law. This paragraph applies so far as we allow you to Post Content. |

We do not undertake moderation of, or check every item Posted, but we do protect our business vigorously. If we believe Content posted breaches the law or Our acceptable usage clauses listed below, we shall co-operate fully with the law enforcement authorities in whatever ways we can.

You agree that you will not use or allow anyone else to use Our Website to post Content or undertake any activity which is or may:

    • be unlawful, or tend to incite another person to commit a crime;
    • consist in commercial audio, video or music files;
    • be obscene, offensive, threatening, violent, malicious or defamatory;
    • be sexually explicit or pornographic;
    • be likely to deceive any person or be used to impersonate any person, or to misrepresent your identity, age or affiliation with any person;
    • use a Posting to solicit responses unconnected with the purpose of Our Website or the terms proposed by this agreement;
    • request or collect passwords or other personal information from another user without their permission, nor Post any unnecessary personal information about yourself;
    • be used to sell any goods or services or for any other commercial use not intended by us, for you or for any other person. Examples are: sending private messages with a commercial purpose, or collecting information with the intention of passing it to a third party for their commercial use;
    • include anything other than words (i.e. you will not include any symbols or photographs) except for a photograph of yourself in your profile in such place as we designate;
    • facilitate the provision of unauthorised copies of another person's copyright work;
    • link to any of the material specified in this paragraph;
    • use distribution lists that include people who have not given specific permission to be included in such distribution process;
    • send age-inappropriate communications or Content to anyone under the age of 18.
    • Post items which are not fashion related for sale on our Website.

In connection with the restrictions set out above, we may refuse or edit or remove a Posting which does not comply with these terms.

In addition to the restrictions set out above, a Posting must not contain:

    • the name, logo or trademark of any organisation other than yours.
    • inaccurate, false, or misleading information.
    • material or links to material that exploits people in a sexual, violent or other manner, or solicits personal information from anyone under 18 years old.

Removal of offensive Content

    • For the avoidance of doubt, this paragraph is addressed to any person who comes on Our Website for any purpose.
    • We are under no obligation to monitor or record the activity of any user of Our Website for any purpose, nor do we assume any responsibility to monitor or police Internet-related activities. However, we may do so without notice to you and without giving you a reason.
    • If you are offended by any Content, the following procedure applies:
      • your claim or complaint must be submitted to us in the form available on Our Website. It must be sent to us by post or email or our website mail form.
      • we shall remove the offending Content as soon as we are reasonably able;
      • after we receive notice of a claim or complaint, we shall investigate so far as we alone decide;
      • we may re-instate the Content about which you have complained or we may not.
    • In respect of any complaint made by you or any person on your behalf, whether using our form of complaint or not, you now irrevocably grant to us a licence to publish the complaint and all ensuing correspondence and communication, without limit.
    • You now agree that if any complaint is made by you frivolously or vexatiously you will repay us the cost of our investigation including legal fees, if any.

Restrictions on use of Fashbae Website

If you violate Our Website we shall take legal action against you.
You now agree that you will not, and will not allow any other person to:

    • modify, copy, or cause damage or unintended effect to any portion of Our Website, or any software used within it.
    • use the Fashbae website for any purpose beyond the scope of Licence as is provided in this agreement. These restrictions may relate to limitations on use, territory, duration, or any other choice which defines the Fashbae website.
    • Copy or Publish the Fashbae Website except as specifically allowed in this agreement.
    • represent or give the impression that you are the owner, originator or an employee of the Fashbae Website.
    • remove any identification or reference number or other information which may be embedded on the Fashbae Website.
    • link to our site in any way that would cause the appearance or presentation of the site to be different from what would be seen by a user who accessed the site by typing the URL into a standard browser;
    • download any part of Our Website, without our express written consent;
    • collect or use any product listings, descriptions, or prices;
    • collect or use any information obtained from or about Our Website or the Content except as intended by this agreement;
    • aggregate, copy or duplicate in any manner any of the Content or information available from Our Website, other than as permitted by this agreement or as is reasonably necessary for your use of the Services;
    • hide or remove the banner advertisements on any page of Our Website;
    • share with a third party any login credentials to Our Website;
  • Despite the above terms, we now grant a licence to you to create a hyperlink to Our Website for the purpose of promoting an interest common to both of us. You can do this without specific permission. This licence is conditional upon you not portraying us or any Product or Service in a false, misleading, derogatory, or otherwise offensive manner. You may not use any logo or other proprietary graphic or trademark of ours as part of the link without our express written consent.

Storage of data

    • If in our opinion your usage puts at risk the continued Services provision to other customers, we may limit or terminate in entirety the Services that we provide to you. We may not be able to give you notice of this, but where possible shall reasonably endeavour to give you three 3 working day notice
    • We maintain reasonable procedures for general backup of data for our own purposes, but we give no warranty that your data will be saved or backed up in any particular circumstances, unless we have made specific contractual arrangements with you in writing.

Interruption to our Service

    • We give no warranty that our Service will be satisfactory to you.
    • We will do all we can to maintain access to Our Website, but it may be necessary for us to suspend all or part of our Service for repairs, maintenance or other reason. We may do so without telling you first.
    • You acknowledge that our Service may also be interrupted for reasons beyond our control.
    • You agree that we are not liable to you for any loss whether foreseeable or not, arising as a result of interruption to our Service.

Copyright and other intellectual property rights

    • All Content on Our Website, for example but not limited to, page text, graphics, logos, images, audio clips, digital downloads, data compilations, and software, is the property of either us or our affiliates or suppliers of products for sale. It is all protected by international copyright laws.
    • You may not copy, modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, display, or in any way exploit any of the Content, in whole or in part, except as is expressly permitted in this agreement or with our written consent.
    • For the sake of good order you should note that copyright exists in compilations and graphic images, shapes and styles, as well as in raw text.

Disclaimers and limitation of liability

    • The law differs from one country to another. These Terms and Conditions are governed under New Zealand law. This paragraph applies so far as the applicable law allows.
    • All implied conditions, warranties and terms are excluded from this agreement. If in any jurisdiction an implied condition, warranty or term cannot be excluded, then this sub paragraph shall be deemed to be reduced in effect, only to the extent necessary to release that specific condition, warranty or term.
    • We provide a market place for the supply of fashion related Products. We are in no way responsible for:
      • your locating and ordering a Product;
      • your choice of a Product;
      • any aspect of the provision of the Products;
      • refund payment for any Product;
    • We make no representation or warranty that our Service will be:
      • useful to you;
      • of satisfactory quality;
      • fit for a particular purpose;
      • data-secure;
      • available or accessible, without interruption, or without error.
    • Our Website includes Content Posted by Sellers and Buyers and other third parties. We are not responsible for any such Posting. If you come across any Content which offends against this document, please let us know.
    • You are advised that Content may include technical inaccuracies or typographical errors. We would be grateful if you bring to our immediate attention, any that you find. Please let us know.
    • Our Website contains links to other Internet websites. We have neither power nor control over any such website. You acknowledge and agree that we shall not be liable in any way for the content of any such linked website, nor for any loss or damage arising from your use of any such website.
    • We claim no expert knowledge in any subject. We disclaim any obligation or liability to you arising directly or indirectly from information you take from Our Website.
    • We shall not be liable to you for any loss or expense which is:
      • indirect or consequential loss; or
      • economic loss or other loss of turnover, profits, business or goodwill even if such loss was reasonably foreseeable or we knew you might incur it.
    • We shall not be liable to you for any loss or expense arising out of or in connection with your use of Our Website, which is direct, indirect or consequential loss, or economic loss or other loss of turnover, profits, business or goodwill. This applies whether in an action of contract, negligence or otherwise, even if such loss was reasonably foreseeable or we knew you might incur it.
    • We will do all we can to maintain access to Our Website, but it may be necessary for us to suspend all or part of our Service for repairs, maintenance or other good reasons. We may do so without telling you first.
    • You acknowledge that our Service may also be interrupted for reasons beyond our control.
    • You agree that we are not liable to you for any loss whether foreseeable or not, arising as a result of interruption to our Service.
    • You expressly release us from any and all claims and liability known and unknown, arising in any way from a dispute between yourself and a Seller or Buyer.
    • Notwithstanding any term of this agreement, our total liability to you under this agreement, however it arises, shall not exceed the sum of $5,000. This applies whether your case is based on contract, tort or any other basis in law.
    • This paragraph (and any other paragraph which excludes or restricts our liability or provides an indemnity to us) applies to our directors, officers, employees, subcontractors, agents and affiliated companies as well as to us.
    • If you become aware of any breach of any term of this agreement by any person, please let us know. We welcome your input but do not guarantee to agree with your judgement.
    • Nothing in this agreement shall be construed as limiting or excluding our liability for death or personal injury caused by our negligence.

Indemnity

You agree to indemnify us against any loss, damage or liability, suffered by us at any time and arising out of:

    • any act, neglect or default of yours in connection with this agreement or your use of the Services;
    • your breach of this agreement;
    • your failure to comply with any law;
    • a contractual claim arising from your use of the Services.

This indemnity shall include all costs reasonably incurred by us without the need to prove they were necessary.

Miscellaneous matters

    • If any term or provision of this agreement is at any time held by any jurisdiction to be void, invalid or unenforceable, then it shall be treated as changed or reduced, only to the extent minimally necessary to bring it within the laws of that jurisdiction and to prevent it from being void and it shall be binding in that changed or reduced form. Subject to that, each provision shall be interpreted as severable and shall not in any way affect any other of these terms.
    • The rights and obligations of the parties set out in this agreement shall pass to any permitted successor in title.
    • No failure or delay by any party to exercise any right, power or remedy will operate as a waiver of it nor indicate any intention to reduce that or any other right in the future.
    • Any communication to be served on either of the Parties by the other shall be delivered by hand or sent by first class recorded post / delivery.
    • It shall be deemed to have been delivered:
    • if delivered by hand: on the day of delivery;
    • if sent by post with tracking to the correct address: the tracking code confirms delivery;
    • In the event of a dispute between the parties to this agreement, then they undertake to attempt to settle the dispute by engaging in good faith with the other in a process of mediation before commencing arbitration or litigation.
    • This agreement does not give any right to any third party. 



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