Terms of Sale
1. Use of Website
1.1. References in these Terms and Conditions to “REKALL DYNAMICS”, “we” “us” or “our” are references to REKALL DYNAMICS LTD, a company incorporated in New Zealand with its registered office at Suite 2828, PO Box 8300, Johnsonville, Wellington 6037 New Zealand. References to “you”, “your” and “users” are references to users of the Website and/or Purchasers of the Product (each as defined below) from time to time, as applicable.
1.2. These Terms and Conditions govern access to and use of the following website: www.rekalldynamics.com or any subsequent URL used by REKALL DYNAMICS from time to time and set out the terms as shall apply between REKALL DYNAMICS and Purchasers in relation to the sale and purchase of Products.
1.3. No additions to or modifications of these Terms and Conditions shall be effective unless accepted by REKALL DYNAMICS in writing. REKALL DYNAMICS may modify these Terms and Conditions by posting an updated copy of them on the Website from time to time. By continuing to use the Website or purchase any Products you agree to the amended Terms and Conditions.
1.5. You will not use the Website or any Products for any purpose that is unlawful or prohibited by these Terms and Conditions.
1.6. REKALL DYNAMICS controls and operates this Website from its headquarters in New Zealand and makes no representation that the Products or the materials on the Website are appropriate or will be available for use in locations other than New Zealand.
1.7. You may view, download for caching purposes only, and print pages from the Website for your own personal use, subject to the restrictions set out below and elsewhere in these Terms and Conditions. You acknowledge and agree that you have no right to modify, edit, alter or enhance any of the material on the Website in any manner. This limited license terminates automatically, without notice to you, if you breach any of these Terms and Conditions. Upon any termination of this limited license, you agree to immediately destroy any electronic or printed materials and cease using the Website.
1.8. You must not:
1.8.1. Republish material from the Website (including republication on another website);
1.8.2. Sell, rent or sub-license material from the Website;
1.8.3. Show any material from the Website in public;
1.8.4. Reproduce, duplicate, copy or otherwise exploit material on the Website for a commercial purpose;
1.8.5. Edit or otherwise modify any material on the Website other than as relates to your personal profile where expressly permitted on the Website; or
1.8.6. Redistribute material from the Website except for content specifically and expressly made available for redistribution.
1.9. Where content is specifically made available for redistribution, it may only be redistributed within your organisation.
1.10. You shall not commit any act which causes or may cause damage or loss to our reputation or harms any trademarks or other intellectual property owned by us or an affiliate of ours and shall indemnify us for any loss or damage which may be suffered by us, or an affiliate of ours, as a result of any breach of any undertaking contained in this section.
1.11. REKALL DYNAMICS has the right to terminate your access to the Website (in whole or in part) at any time, without notice, for any reason, including without limitation, breach of these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions. REKALL DYNAMICS may also at any time, at its sole discretion, discontinue the Website (or any part thereof) and/or the provision of any Products (or any part thereof) without prior notice and shall not be liable to you or any third party for any termination of your access to the Website or any Products.
2. Products and ordering/payment process
2.1. REKALL DYNAMICS provides, through the Website and subject to these Terms and Conditions, a means by which users can purchase from REKALL DYNAMICS products [manufactured by or on behalf of REKALL DYNAMICS] as described from time to time on the Website (the Products). A reference to a Product on the Website does not imply that such Product is, or will be, available to you or in your jurisdiction in whole or in part.
2.2. In order to purchase Products via the Website you must complete the ordering process as set out in this clause 2
2.3. If a user wishes to purchase a Product, it shall place an order through the Website in the manner provided. We use PayPal as our payment agent for sales of Products.
2.4. The ordering and payment steps are as follows: (a) The user places an order for Products on the Website and pays the Price for the Products at the same time through our payment agent PayPal; (b) the user receives a confirmation email from PayPal that payment of the Price for the Products has been received; (c) subject to such payment in full and subject to clause 2.6, the user receives a confirmation email from us confirming that the order is to be despatched; and (d) subject to such payment in full and subject to clause 2.6, the purchased Products are dispatched in the manner provided in these Terms and Conditions.
2.5. Each order a user places through the Website shall be deemed to be an offer by the user to purchase the Product(s) specified in the order on and subject to (1) these Terms and Conditions, (2) the terms described on or linked to the page(s) relating to the Product and (3) any additional terms and conditions as notified to the user by us.
2.6. REKALL DYNAMICS shall not be obliged to accept any or all orders issued by users. No order shall be deemed to be accepted by REKALL DYNAMICS until it issues an order confirmation email to the user as provided in clause 2.4.
2.7. Once REKALL DYNAMICS issues an order confirmation email to a user as described in clause 2.4, this forms a contract between REKALL DYNAMICS and the user (Purchaser) as regards the sale and purchase of the relevant Products on the terms as stated in such email and the terms of these Terms and Conditions as then applying (including, without limitation the terms as set out in clause 3).
2.8. Acceptance by REKALL DYNAMICS of an order by a user shall be effective in New Zealand and shall form a contract between REKALL DYNAMICS and the Purchaser in New Zealand under and subject exclusively to the laws of New Zealand for the sale and purchase of the Product.
2.9. When a Purchaser makes a purchase of Product it will be required to provide REKALL DYNAMICS and/or its payment agent PayPal with the following accurate, complete and current information: its full name, address, telephone number, e-mail address, and current credit card information (including full name, billing address, credit card number, expiry date and CVC number) for a valid credit card that the Purchaser is authorised to use.
2.10. By placing an order through the Website, if an individual, you warrant to REKALL DYNAMICS that you are not younger than the greater of the age of 18 years (Age).
2.11. By placing an order through the Website, if representing a company, you warrant to REKALL DYNAMICS that:
2.11.1. you are authorised to enter into binding legal obligations on behalf of the company; and
2.11.2. the company has the right, power and authority to execute and deliver, and to exercise its rights and perform its obligations under these Terms and Conditions and any contract formed as anticipated by these Terms and Conditions.
2.12. By placing an order or otherwise agreeing to the Terms and Conditions you authorise us or our agent to undertake any such verification checks from time to time as we may require ourselves or may be required by third parties (including, but not limited to, regulatory bodies) to confirm the facts warranted under this clause 2. You agree that from time to time, upon our request, you may be required to provide additional details in respect of any of such information you have provided us.
2.13. It may be an offence for persons under the Age to make use of the Website or purchase a Product. If we are unable to confirm that you are the Age then we may suspend all transactions until such time that we are able to confirm that you are the Age.
2.14. At any time without notice we reserve the right to change product specification or completely remove products or accessories from our inventory.
2.15. By making a purchase of Product, each Purchaser warrants to REKALL DYNAMICS that all information provided by it to REKALL DYNAMICS or its payment agent PayPal is true, accurate and complete and that it is authorised to use the credit card whose details were provided to facilitate payment for the purchase.
2.16. Rekall Dynamics and our agents, distributors or resale branches take no responsibility for mistakes or errors in the shipping or fulfilment process. While all care is taken to ensure the correct items are estimated and shipped to you, in the event a mistake does occur, we will take every action to correct or if necessary refund you to the total value of the initial order only.
2.18 Where quotes or estimates are given, these will be given only based on current stock that is held, the product range, pricing or any other details may change between the time the estimate is given and accepted. We will not hold or allocate stock based on a quote being issued.
3. Terms of sale of Products
3.1. Products are pictured and described on the Website (Product Specifications). Information as to price, payment terms and the process relating to the purchase of a Product are described on, or linked to, the page(s) on the Website relating to such Product. REKALL DYNAMICS shall charge and you shall pay for the Products in the manner and in the amounts as set out on www.rekalldynamics.com as may be amended from time to time (Price). All Prices are in United States dollars.
3.2. REKALL DYNAMICS reserves the right to change its prices and pricing structure, terms for Purchasers, payment terms and the process relating to the sale and purchase of Products from time to time and users will be given reasonable written notice on the Website of any such changes.
3.3. The Price is inclusive of New Zealand goods and services tax (if any) and exclusive of all other sales tax, duties, tariffs and other taxes levied or assessed in any jurisdiction in connection with the sale, purchase, import, export or use of the Products.
3.4. A reference to a Product on the Website does not imply that such Product is, or will be, available to any person or in such person’s jurisdiction in whole or in part.
3.5. When a Purchaser purchases a Product from REKALL DYNAMICS under these Terms and Conditions, the following terms shall also apply:
3.5.1. The parties agree that the sale and purchase of Product as provided under these Terms and Conditions is a transaction in trade between two traders and not a consumer sale. To the fullest extent permitted by law, all warranties and representations as regards the Product and the effect of all consumer protection legislation (including, without limitation, the Consumer Guarantees Act 1993 (NZ)), are expressly excluded except as stated in these Terms and Conditions or as otherwise agreed in writing by REKALL DYNAMICS.
3.5.2. REKALL DYNAMICS shall supply the Product in accordance with accepted orders from Purchaser as provided in these Terms and Conditions.
3.5.3. To the fullest extent permitted by applicable law, the Product is provided “as is” without any express or implied warranty of any kind, including warranties of merchantability, non-infringement of intellectual property, or fitness for any particular purpose.
3.5.4. The Purchaser shall comply with all laws and regulations for the time being in force relating to the sale, purchase, export, import and use of the Product.
3.5.5. Title in the Product shall pass to the Purchaser upon receipt of payment in full by the Purchaser for the Product.
3.5.6. Risk in the Product shall pass to the Purchaser upon delivery to the Purchaser and delivery to the Purchaser shall be deemed to take place when the order is picked up from us by the delivery agent to transport the Product to the Purchaser.
3.5.7. Delivery of Products will be through local or international courier or postal services (or such other equivalent delivery service as determined by REKALL DYNAMICS from time to time) to the Purchaser’s delivery address and at Purchaser’s cost.
3.5.8. Delivery time for Products may vary based upon (a) inventory availability, (b) your delivery address, (c) when you place an order, and (d) other circumstances impacting delivery. Accordingly, REKALL DYNAMICS makes no guarantees as to actual delivery time. Delivery times for custom printed or manufactured items is generally 7 working days after dispatching our warehouse in New Zealand but may take up to 35 working days if delays with delivery or customs are encountered. Refunds for non-delivery or re-shipping will not be available until 60 working days after non-delivery of an ordered product.
3.5.9. The following terms apply wherever the Consumer Guarantees Act 1993 (NZ) does not apply to this Agreement, or where the following terms are not inconsistent with the Consumer Guarantees Act 1993 or the sale is made outside of New Zealand.
(a) Defective Product which does not materially comply with the Product Specifications shall, at REKALL DYNAMICS’s discretion be repaired or replaced within 14 days of purchace only.
(b) Any right which the Purchaser may have to reject any non-conforming or defective Product shall only be effective if the Purchaser notifies REKALL DYNAMICS in writing within 14 days following delivery and REKALL DYNAMICS or its agent is given the opportunity to inspect the Product and or provide replacement parts.
(c) No Product shall be returned unless REKALL DYNAMICS has agreed in advance.
(d) Under no cicrumstances will
3.5.10. In consideration of being permitted to purchase the Product, the Purchaser hereby personally assumes all risks associated with the use of the Product, whether such risks are foreseen or unforeseen, that may affect the Purchaser while using the Product. The Purchaser’s agreement to purchase the Product means that it affirms that it is aware that use of the Product involves inherent risks that may result in serious injury or death.
3.5.11. If the Purchaser resells any Product before ownership of the Product has passed to the Purchaser, the proceeds of such sale shall be received and held by the Purchaser (in whatever form) in trust for both the Purchaser and REKALL DYNAMICS. REKALL DYNAMICS’s interest as beneficiary under that trust shall be that portion of the proceeds which does not exceed the Purchaser’s indebtedness to the REKALL DYNAMICS under these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions. The balance of the proceeds (if any) shall be the Purchaser’s beneficial interest under that trust.
3.5.12. All trade marks, trade names, copyrights, and other intellectual property rights and designs in relation to the Product supplied by or on behalf of the REKALL DYNAMICS shall be and remain the property of REKALL DYNAMICS and no user (including the Purchaser) will at any time claim any right or property therein or register or cause to be registered in any part of the world any trade mark, trade name, copyright or design similar to or a colourable imitation of any trade mark, trade name, copyright or design which is the property of REKALL DYNAMICS.
3.5.13. The Purchaser may not itself manufacture any Product or engage others to manufacture any Product.
3.5.14. Without limitation to clause 6, REKALL DYNAMICS’s liability (whether in tort, for breach of contract or otherwise) to the Purchaser arising out of all claims for any loss or damage under these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions or in respect of the Products will not exceed in aggregate an amount equal to the Price actually paid by the Purchaser to REKALL DYNAMICS under the applicable contract formed as anticipated by these Terms and Conditions in respect of the applicable Product.
3.5.15. REKALL DYNAMICS will not be liable in any event for loss of profits or any indirect, consequential or special loss or damage suffered or incurred by the Purchaser as a result of any act or omission of REKALL DYNAMICS under these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions.
3.5.16. The Purchaser agrees to exempt and release REKALL DYNAMICS, its agents, officers, contractors, assigns, affiliates and all related entities (Released Parties), from all liability or responsibility whatsoever for personal injury, property damage, or wrongful death however caused, including but not limited to the negligence of the Released Parties, whether passive or active.
3.5.17. The Purchaser shall not be entitled to withhold payment of any sums after they become due by reason of any right of set-off or counterclaim which the Purchaser may have or allege to have or for any other reason whatsoever.
3.5.18. By ordering from our company, unless you inform us via email or in writing you give us express permission to use your company name and / or company logo in the customers section of our website or in future marketing campaigns either online or offline, where applicable we may also speak to other clients as part of a sales pitch and refer to your company as a customer.
3.6.1. Prior to installation, all Products must be fully inspected, safety assessed and fire assessed by the Purchaser. All Products must also be fully inspected and installed by a trained and qualified professional electrician.
3.6.2. REKALL DYNAMICS takes no responsibility whatsoever for any damage, injury, or death caused by use of or installation of any Products.
3.6.3. Warning fixtures for medical, critical, weapon control systems or x-ray or radiation devices must be tested thoroughly hourly by a trained staff member who is knowledgeable in this specific warning fixture and have a current sensing relay installed to disable machine if fixture fails.
3.6.4. Items must not act as the primary warning source and should be used as a secondary warning source only.
3.6.5. REKALL DYNAMICS is supplying an empty sign written aluminium and plexiglas enclosure only. All electronics, wiring, hook-ups, and other associated control gear are entirely the responsibility of the Purchaser, to install, manage, determine suitability and frequently test.
3.6.6. Lights and signs are sold as empty cabinets only. Some Products have the option of having a third party LED matrix installed before delivery. The installed modules are not manufactured, warranted, tested or guaranteed by REKALL DYNAMICS.
3.6.7. When fixtures are provided as mains voltage 110-250v the power supplies used are a third party product and REKALL DYNAMICS takes no responsibility and makes no guarantee with regard to the safety, lifespan or installation procedure of these third party products.
3.6.8. The LED modules used in some fixtures supplied by REKALL DYNAMICS are rated at 50,000 hours or less before requiring replacement, and may fail to operate at any time, under any circumstances, without notice. It is entirely the responsibility of the Purchaser to keep track of this lifespan, test the fixture hourly and replace when necessary.
3.6.9 Where applicable your equipment must support a current sensing relay when using our products to disable the machine or device if the lighting fixture fails.
3.7. REKALL DYNAMICS:
3.7.1. warrants to the Purchaser that Product sold to the Purchaser as anticipated by these Terms and Conditions will comply in all material respects with the Product Specifications; and
3.7.2. warrants to the Purchaser that, except to the extent that the Product is produced specifications provided by the Purchaser, the sale of the Product to the Purchaser as anticipated by these Terms and Conditions will not infringe any patent, trade mark, copyright or registered design.
3.8. The Purchaser:
3.8.1. will use each Product in a proper and careful manner only for the purposes for which it was intended and in accordance with any instructions provided by REKALL DYNAMICS;
3.8.2. will comply with all relevant statutes, regulations and by-laws relating to the sale, purchase, export, import and use of the Products;
3.8.3. warrants that, where a limited liability company, it is duly organised and validly existing under the laws of its country of incorporation and it has the power to enter into and perform its obligations under these Terms and Conditions and any contract formed as anticipated by these Terms and Conditions
3.8.4. warrants that it has all necessary consents, licences and approvals in connection with the entry into and performance of its obligations under these Terms and Conditions and any contract formed as anticipated by these Terms and Conditions; and
3.8.5. warrants that its entry into any contract formed as anticipated by these Terms and Conditions and performance of its obligations under such contract will not violate or conflict with, or exceed any limit imposed by (i) any applicable law to which it is subject; (ii) its constitutional documents/memorandum and articles of association or (iii) any other agreement, instrument or undertaking binding upon it; and
3.8.6. has no right or authority to and shall not do any act, enter into any contract, make any representation, give any warranty, incur any liability, assume any obligation, whether express or implied, of any kind on behalf of REKALL DYNAMICS or bind REKALL DYNAMICS in any way.
3.9. REKALL DYNAMICS may refuse to process a transaction for any reason or refuse to supply Products to anyone at any time at REKALL DYNAMICS’s sole discretion. REKALL DYNAMICS will not be liable to any person by reason of so refusing or by reason of unwinding or suspending any transaction after processing has begun.
3.10. REKALL DYNAMICS may refuse to process a transaction for any reason or refuse service to anyone at any time at our sole discretion. We will not be liable to you or any third party by reason of so refusing or by reason of unwinding or suspending any transaction after processing has begun.
3.11. Any goods or services supplied or made available through the Website from time to time other than Products are supplied by the applicable third party and not by REKALL DYNAMICS (unless agreed otherwise by REKALL DYNAMICS in writing). Any dealings between you and such third party, including payment for and delivery of services and any other terms, conditions, warranties or representations, acts or omissions associated with such dealings, are solely between you and such or third party. You agree not to hold REKALL DYNAMICS liable for any loss or damage of any kind incurred as the result of any such dealings. You agree to indemnify REKALL DYNAMICS for any loss or damage of any kind incurred by REKALL DYNAMICS as the result of any such dealings or as a result of any material contained on the Website provided by you or on your behalf.
3.11a. The purchacer takes all responsibility for any import duties, taxes , GST, charges or additional fees or fines that may arise after this item is dispatched from New Zealand.
3.11b. The purchacer gives all rights to REKALL DYNAMICS to use their name or their company name as a user of our products in any future marketing material either online or print.
3.12. Force Majeure:
3.12.1. If REKALL DYNAMICS is prevented from fulfilling its obligations under these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions, by riots, strikes, lock-outs or other civil commotion, or by war, Act of God, earthquake, fire, damage to plant or other catastrophe, by Government regulation or decree or by any other circumstances beyond the control of REKALL DYNAMICS and which could not have been reasonably foreseen, REKALL DYNAMICS shall promptly notify the user of the situation or event which makes it impossible to carry out in whole or in part its obligations.
3.12.2. Any loss or damage to, or delays in, or failure of performance of REKALL DYNAMICS under the conditions described in clause 3.12.1 shall not constitute default under these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions or give rise to any claims for damages.
3.12.3. Either REKALL DYNAMICS or the Purchaser may terminate any contract formed as anticipated by these Terms and Conditions on written notice to the other party if any situation or event described in this clause 3.12 continues for more than 90 days which is affected by the conditions described in clause 3.12.1.
4. User Account, Password and Security
4.2. User), you will be required to provide certain information and register a username and password for use on the Website. You are responsible for maintaining the confidentiality of the username and password and also for all activities which take place under your account. You agree to immediately notify us of any unauthorised use of your password or account or any other breach of security. In no event will REKALL DYNAMICS be liable for any loss or damage whatsoever resulting from the disclosure of your username and/or password. You may not use another person’s account at any time, without the express permission of the account holder.
4.3. REKALL DYNAMICS has taken reasonable measures (physical, organisational and technological) to safeguard against unauthorised access to your personal information, and to safely store the same. However, the internet is not a secure medium and the privacy of your communications and personal information can never be guaranteed. REKALL DYNAMICS has no control over the practices of third parties (e.g. website links to the Website, third-party sponsors or third parties who misrepresent themselves as you or someone else).
You agree to notify REKALL DYNAMICS immediately of any unauthorised use of your passwords or accounts and to reimburse REKALL DYNAMICS for any improper, unauthorised or illegal use of the same by you or by any person obtaining access to the Website, Products or otherwise, by using your designated username and password, whether or not you authorised such access.4.4.
5. Links to Third Party Websites
5.1. The Website may include links to third party websites that are controlled and maintained by others. Accordingly, REKALL DYNAMICS cannot accept any responsibility for the materials or offers for services featured on such websites. Any link to other websites is not an endorsement of such websites or a warranty that such websites will be free of viruses or other such items of a destructive nature, and you acknowledge and agree that REKALL DYNAMICS is not responsible for the content or availability of any such sites.
5.2. Please note that any goods or services supplied or made available through websites which are linked to the Website are supplied by third parties and not by REKALL DYNAMICS (unless stated otherwise). Any dealings between you and such third parties, including payment for and delivery of services and any other terms, conditions, warranties or representations, acts or omissions associated with such dealings, are solely between you and the third party. You agree not to hold REKALL DYNAMICS liable for any loss or damage of any kind incurred as the result of any such dealings.
6. Disclaimers and limitation of liability
6.1. The nature of internet communications means that the Website may be susceptible to data corruption, interception, non-availability and delays. The Website may also be unavailable from time to time due to repairs, maintenance or development work. You agree that REKALL DYNAMICS has no obligation to provide support for the Website.
6.2. Use of the Website is at your own risk. The Website is provided on an “as is” and “as available” basis without any representation or endorsement made, and without warranty or guarantee of any kind, whether express or implied, including, but not limited to, the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security and accuracy. REKALL DYNAMICS makes no warranty that defects will be corrected or that the Website or the server that makes them available are free of viruses or anything else which may be harmful or destructive.
6.3. To the extent permitted by law, REKALL DYNAMICS, its directors, employees or other representatives, will not be liable for any loss or damage (whether direct or indirect or consequential loss) whatsoever (including, without limitation, loss of business, opportunity, data, profits) arising out of or in connection with your purchase or use of the Products or the Website, whether caused by negligence or otherwise.
6.4. If you are dissatisfied with the Website or any content or materials in it, your sole exclusive remedy is to discontinue your use of it.
6.5. All warranties, conditions and other terms implied by law are, to the fullest extent permitted by law, excluded from the Terms and Conditions and any contract formed as anticipated by these Terms and Conditions.
6.6. Nothing in these Terms and Conditions or in any contract formed as anticipated by them shall exclude or restrict REKALL DYNAMICS’s liability in respect to fraudulent misrepresentation or any other liability which cannot be limited by applicable law. Except to the extent permitted by applicable law, these terms are to be modified to the extent necessary to give effect to that intention.
6.7. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you. You may also have other rights that vary from jurisdiction to jurisdiction.
7. REKALL DYNAMICS’s remedies
7.1. You agree that any unauthorised use of our Website, the Products and/or any related materials as a result of your negligent act or omission would result in irreparable injury to REKALL DYNAMICS.
7.2. Unless otherwise stated in these Terms and Conditions, no particulars, statements or descriptions, in whatever form provided by REKALL DYNAMICS concerning the Products, nor any verbal representations by any agent, employee or representative of REKALL DYNAMICS, shall form part of the Terms and Conditions or be treated as constituting a representation on the part of REKALL DYNAMICS.
7.3. Without limitation to any other rights REKALL DYNAMICS may have, you agree to indemnify and hold REKALL DYNAMICS harmless from and against any breach by you of these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions, including without limitation, all claims, actions, proceedings, losses, liabilities, damages, costs, expenses (including reasonable legal costs and expenses) howsoever suffered or incurred by REKALL DYNAMICS in consequence of your breach of these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions.
8.1. Subject to clause 8.2, you will treat as strictly confidential (A) all information received or obtained as a result of accessing the Website, purchasing the Products or otherwise relating to REKALL DYNAMICS, (B) the subject matter and provisions of the Website and these Terms and Conditions or any contract formed as anticipated by these Terms and Conditions, and (C) any negotiations between the parties.
8.2. You may disclose information which would otherwise be confidential, if and to the extent, (A) required by law, (B) the information has come into the public domain through no fault of the user, or (C) REKALL DYNAMICS has given prior written approval of the disclosure, provided in each case that, subject to law, any such information will be disclosed only after consultation with REKALL DYNAMICS.
9. Trademarks and copyright
9.1. You shall not commit any act which causes or may cause damage or loss to the reputation of REKALL DYNAMICS or an affiliate of REKALL DYNAMICS or harm any trademarks owned by REKALL DYNAMICS or an affiliate of REKALL DYNAMICS (Trademarks).
9.2. You shall not acquire any right, title or interest in or to the Trademarks or the goodwill associated therewith, or in or to any of the advertising, promotional or merchandising work or material for or relating to the Products and belonging to or developed by or for REKALL DYNAMICS, and shall indemnify REKALL DYNAMICS for any loss or damage which may be suffered by REKALL DYNAMICS, or an affiliate of REKALL DYNAMICS, as a result of any breach of any undertaking contained in this clause.
9.3. REKALL DYNAMICS or our licensors own the domain names for the Website and all intellectual property rights in the Website and the material on the Website. Such material may include, but shall not be limited to, text, text elements, logos, buttons, images, icons, source code, site design, structure, layout and distribution as well as the selection, assembly and arrangement thereof and any analysis REKALL DYNAMICS may make of any such material). Subject to the limited licence rights contained in clause 1.7, all these intellectual property rights are reserved.
10. Other provisions
10.1. A reference in this clause 10 to the “Terms and Conditions” is also a reference to any contract formed as anticipated by these Terms and Conditions.
10.2. The user may not assign any of its rights under these Terms and Conditions without the prior written consent of REKALL DYNAMICS and no variation of the Terms and Conditions is effective unless agreed in writing by REKALL DYNAMICS.
10.3. REKALL DYNAMICS may at any time, without the consent of the user, assign all or any part of its rights, benefits and/or obligations arising pursuant to these Terms and Conditions to a competent third party.
10.4. If any provision of the Terms and Conditions is held to be illegal, void, invalid or unenforceable, the legality, validity and enforceability of the remainder of the Terms and Conditions shall not be affected.
10.5. Neither the failure to exercise nor any delay in exercising any right under the Terms and Conditions shall impair or operate as a waiver thereof, in whole or in part. No single or partial exercise of any right under the Terms and Conditions shall prevent any further or other exercise thereof or the exercise of any other right.
10.7. Nothing in these Terms and Conditions constitutes, or will be deemed to constitute, a partnership between REKALL DYNAMICS and you, nor will it constitute, or be deemed to constitute, either of us as the agent or representative of the other of us for any purpose.
10.8. Nothing in these terms is intended to have the effect of contracting out of the provisions of the Consumer Guarantees Act 1993 (NZ) except to the extent permitted by that Act, and these Terms and Conditions are to be modified to the extent necessary to give effect to that intention.
10.9. If any provision of these Terms and Conditions shall be held to be illegal, void, invalid or unenforceable under the laws of any jurisdiction, the legality, validity and enforceability of the remainder of these Terms and Conditions in that jurisdiction shall not be affected, and the legality, validity and enforceability of the whole of these Terms and Conditions shall not be affected in any other jurisdiction.
10.10. No person who is not a party to these Terms and Conditions shall have any right to enforce any term of these Terms and Conditions provided that all rights of REKALL DYNAMICS under these Terms and Conditions shall extend (as determined by REKALL DYNAMICS) to all its affiliates, successors, assigns and licensors.
10.11. If you wish to communicate with REKALL DYNAMICS, please click on [insert details] on the Website for our contact details.
10.12. These Terms and Conditions are governed by and construed in accordance with the laws of New Zealand and you hereby submit to the exclusive jurisdiction of the New Zealand courts. This clause will survive any expiry, cancellation or termination of these Terms and Conditions for any reason.
11.0 Non-faulty product will require a Goods Return Authority, must be in saleable condition, and will be subject to a minimum 35% restocking fee.
11.1 Items are only able to be returned after pre-authorization has been
obtained from firstname.lastname@example.org
11.2 Items must be returned directly to our warehouse in New Zealand. Rekall is not responsible for return freight or any transportation or import fees.
11.3 Items may only be returned if in 100% un-used, unopened condition.
11.4 All returns requesting a refund are subject to a 35% re-stocking fee.
11.5 Items may not be returned after 15 days after delivery confirmation.
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