Terms and Conditions of Service

Last updated: 16 January 2012

1             Introduction

1.1          These Terms: This website (http://keasigmadelta.com/) is operated by Kea Sigma Delta Limited (‘Kea Sigma Delta’). In these Terms and Conditions of Service (‘Terms’), the terms ‘we’, ‘us’ and ‘our’ refer to Kea Sigma Delta Limited. These Terms also govern supply of goods from us to you. These Terms constitute an agreement made between you, the website user (‘you’, ‘your’) and us and apply when you access or use this website.

1.2          Acceptance of Terms: By using this website in any way you agree to these Terms. If you do not agree to these Terms, you must refrain from using this website. These Terms must be read in conjunction with our Privacy Policy, which governs our collection and use of personal information. 

2             Registered Users

2.1          Account: To gain access to certain features of this website you must register. To register you must create an account by entering a valid email address and accurate, current and complete information about yourself as prompted by the online registration form. In addition, you must select a password. You may be given an opportunity to specify a nickname to be displayed on forums or blogs instead of your email address. You may not select as your nickname the name of another living person (unless it is also your name), or a name that violates any third party’s trade mark rights, copyright, or other proprietary right, or any name that is offensive or inappropriate (determined by us in our sole discretion). You may not sell, exchange, trade or auction your account or nickname.

2.2          Password: Your password should be chosen carefully and not contain any personal or other information that may be easily guessed by anyone else. You must keep your password private and never share it with anyone. Please note that no employee of Kea Sigma Delta will ever ask you for your password.

2.3          Care of account: You are solely responsible for all activity on your account and for the security of your password. If you are an individual, you must not allow any other person to access this website through your account. You agree that you are solely responsible for any use of the website by any person using your account and you agree to indemnify us against any and all claims arising out of your failure to maintain the confidentiality of your  password. You will immediately notify us of any unauthorised use of your password or account or any other breach of security by emailing Kea Sigma Delta at [email protected].

3             Ordering goods

3.1          Contract formation: This website and the information on it constitute an invitation to treat and not an offer to supply goods. When you order goods from us, this constitutes an offer from you to buy those goods in accordance with these Terms.  Only when we have accepted your order through the website following our receipt of your payment for that order or by notifying you by email confirmation shall a contract be formed between you and us.

3.2          Order Process: You may order goods from us by completing the relevant form online or emailing [email protected] and providing us with the details of your order. You must provide all required information (including your name, physical address and email address, including your payment preference or we might not be able to process your order). We shall then accept your order through our website following our receipt of your payment for that order or by e-mail confirmation. Our message will also confirm details of your purchase and tell you when your order will be available for download (for downloadable goods), or when we shall despatch your order (for physical goods).

3.3          Our discretion in rejecting or accepting orders: No order shall be deemed accepted by us until we have sent you an order confirmation. We will endeavour to notify you whether we have accepted or rejected your order and, if applicable, to confirm the details of your order within 2 days. If you do not receive our notification within 3 days please contact us at [email protected]. We reserve the exclusive right to accept or reject (for any reason whatsoever and in whole or in part) any order submitted by you. If we reject your order (or part of your order), any money paid by you in relation to the rejected part of that order shall be refunded and we shall have no further liability to you in relation to the rejected part of that order.

4             Licensed Software

We may offer software for license on the website (‘Licensed Software’). In order to download or use the Licensed Software, you must accept each end user license agreement (‘EULA’) presented to you at or before the time of download or installation. The installation, use, or operation of the Licensed Software will be governed exclusively by the EULA, not these Terms.

5             Merchandise

We may offer non-software goods for sale on this website (‘Merchandise’). Your purchase of any Merchandise shall be governed by these Terms and any additional terms that we communicate to you at the time of purchase.

6             Prices

6.1          Prices: The price payable by you for goods or services ordered by you shall be the price quoted on this website at the time your order is submitted. We may vary any prices on this website at any time and without notice to you.

6.2          Currency: Except where specifically stated in relation to a particular good or services, the prices for the goods or services are stated and are payable in New Zealand dollars (NZD). 

6.3          Taxes and other charges: All prices on this website are exclusive of all import fees, duties, tariffs, taxes or other imposts or charges which may be payable in relation to your order. You shall be liable to pay any import fees, duties, taxes, and other imposts or charges which are payable in relation to your order. We shall not be liable for any import fees, duties, tariffs, taxes or other imposts or charges which may be payable in relation to your order. 

7             Payment

7.1          Payment: We may charge fees or other amounts to access certain aspects of the goods, services, Licensed Software, or Merchandise. We have no obligation to license or provide Licensed Software, or supply or deliver Merchandise unless and until we receive payment of all prices and fees. All amounts are payable in advance and are refundable only as per the terms of our money back guarantee, or if you do not receive the Licensed Software or Merchandise ordered. You are fully liable for all charges under your account whether or not authorised by you. You must pay for your orders using the third-party payments service selected by us, such as PayPal.  You agree to pay for your orders by authorising our nominated third-party payment service to charge your credit card account for the total price of the goods or services ordered and the applicable delivery charges (if any).

7.2          Problems with payments: If there is a problem with your payment (for example, if your credit card transaction is declined), we may contact you to make alternative payment arrangements. You will be liable for all debt collection costs where you fail to make payment for any order.

8             Availability and cancellation

8.1          Availability: All orders are subject to the availability of Licensed Software or Merchandise.  If for any reason a good or service is not available, we will endeavour to notify the non-availability on this website. We may revise the range of goods or services or the specification of any product at any time and without notice to you.

8.2          Cancellation of orders: Although we have endeavoured to ensure that the product and pricing information provided on this website is accurate, complete, and current, we do not provide any representations or warranties as to its accuracy, completeness or currency of information, and we shall not be responsible or liable for any inaccurate, incomplete, or out-of-date information on this website.

Where goods or services are listed on this website with an incorrect price or with incorrect information, we reserve the right to cancel your order (regardless of whether you have made payment for that order).  Where you have already made payment for an order that is subsequently cancelled by us, we will refund the amount paid by you in relation to that order.

You may cancel your order any time prior to our order confirmation. If you cancel before confirmation, we will refund your money as soon as reasonably possible and in any event within 30 days of cancellation of your order. After confirmation you can only claim a refund as per the terms of our money back guarantee.

9             Interactive website features

9.1          Forums and blogs: We may make forums and blogs available on the website for the purpose of providing a place to share development practices and knowledge. We do not endorse any comments made by any user of any blog or forum. We reserve the right to remove, edit, and moderate conversations. We also reserve the right to limit or terminate a user’s access to the forums and blogs for any reason.

9.2          User Content: We may also provide users with an opportunity to submit their own ideas, text, graphics, or other features (‘Content’) while they are participating in forums, blogs, or other features included on this website. You may only transmit through this website Content that you own or have a licence or other legal right that would permit you to publish the Content through this website. All Content transmitted through this website by you is the sole responsibility of you. You acknowledge and agree that you have no expectation of privacy or confidentiality in Content that you transmit through this website (even if it is intended to be a private message).

9.3          Disclaimer for Content: We do not control any Content transmitted or made available through this website. Therefore, we do not guarantee the accuracy, integrity, or quality of such Content, and we will not be liable for any loss or damage of any kind incurred by you as a result of the use of any such Content.

9.4          Objectionable Content: You acknowledge that by using this website, you may be exposed to Content that is offensive, indecent, or objectionable. Although we have no obligation to monitor or supervise the Content you or other users may post, we reserve the right to monitor or supervise such Content and to remove without notice any Content that we find offensive, indecent, or otherwise objectionable in our sole discretion. However, we will not be liable for any failure to remove or delay in removing offensive, indecent or otherwise objectionable Content. Should you see any offensive, indecent, or otherwise objectionable Content, please contact us, and provide us with the URL and details of the offending Content.

9.5          Preservation of Content: We retain the right to preserve Content at our sole discretion and disclose any such Content if required to do so by law or in the good faith belief that such preservation of disclosure is reasonably necessary to:

  • comply with legal process;
  • enforce these Terms;
  • respond to claims that Content violates the rights of a third party; or
  • protect the rights, property or safety of Kea Sigma Delta, users of this website or the general public.

9.6          Licence to Content: Although we do not claim ownership in any Content you submit or make available for inclusion on this website, by transmitting such Content through this website you grant us a non-exclusive, perpetual, worldwide, irrevocable, royalty free, licence to publish, distribute, publicly perform or display, import, broadcast, transmit, reproduce, modify, sublicense, and make derivative works from such Content. If you provide suggestions for changes or improvements or other feedback about our goods or services including Licensed Software, we may use such feedback for any purpose without obligation of any kind.

9.7          Risk in transmission: We recommend that you do not transmit Content that includes any personal information (including any IP address, email address, real name, telephone number, workplace or residence address) in this website’s forums, blogs, or any area available to other users because these are public. We will not be liable for any loss, damages or injury you may suffer as a result of your disclosure of such information in any of the website’s public areas.

10          User Code of Conduct

10.1        General: All online conduct on this website must be guided by common sense and basic principles of etiquette. You agree to comply with all applicable laws regarding the transmission of technical data exported from New Zealand. Please be advised that we will cooperate with law enforcement agencies for investigation and prosecution of illegal behaviour.

10.2        Restrictions: You must not:

  • Upload, post, transmit, promote or distribute Content through this website that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libellous, hateful, racially or ethnically offensive, sexually explicit, invasive of another’s privacy or publicity rights, or otherwise objectionable (as determined by us in our sole discretion);
  • Upload, post or transmit any Content that infringes any patent, trade mark, trade secret, copyright, or other proprietary rights of any third party;
  • Upload, post or transmit any Content through this website that you do not have a right to transmit;
  • Upload, post or transmit any Content through this website that contains a virus, trojan horse, worm, bot, or corrupted data;
  • Upload, post or transmit through this website any unsolicited advertising, promotional materials, junk mail, spam, chain letters, multilevel marketing, pyramid schemes or any other form of solicitation;
  • Use this website in a manner that may adversely affect the availability of its resources for use by other users;
  • Use any software tool for the purpose of extracting data from this website;
  • Stalk, harass, threaten, embarrass or do anything else to another user that is unwanted by that user;
  • Collect or store personal information or reveal personal information about another user without the express permission of that user;
  • Solicit personal information from a person under 18 years of age or harm a minor in any way;
  • Impersonate another user or administrator;
  • Forge headers or otherwise manipulate identifiers in order to disguise the origin of any materials you transmit through your account;
  • Circumvent or modify any security technology or software that is part of this website or used to administer these Terms; or
  • Provide false, fraudulent or misleading information in your communications with us.

11          Ownership and risk

11.1        Licensed Software: Licensed Software available on this website is licensed not sold. 

11.2        Ownership retained until payment in full: We retain ownership of and title in all physical or tangible goods we supply to you until we have received the full price for the goods and the applicable charges.

11.3        Risk: Once your order for physical or tangible goods has been delivered to you, you assume full responsibility for and risk in those goods.

12          Intellectual Property

12.1        Ownership: The materials contained on this website are protected under copyright and other laws of New Zealand. Unless otherwise stated, copyright and other intellectual property rights in all material published on the website, including, but not limited to the textual material, literary works, artistic works, photographs, computer software, musical works, audio and visual elements shall belong to us or our licensors. The software that operates the website may include proprietary software and you are not permitted to use such software except as expressly allowed under these Terms. Any other use or purported licensing, modification, enhancement or interference of such elements is strictly prohibited.

12.2        Restrictions: Except as set out below, 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 of this website, in whole or in part.

12.3        Limited right to copy: You may copy and store content from this website only for your own personal use, provided that you maintain all copyright and other notices contained in it. Notwithstanding the foregoing, you must not download any Licensed Software from this website except in accordance with section 4 (Licensed Software).

12.4        Trade marks: Any trade marks appearing on this website belong to us or our licensors.  You are not permitted to use or reproduce or allow anyone to use or reproduce our trade marks for any reason without our prior written permission.

13          No warranties

13.1        Availability: Your use of this website and any associated services may sometimes be subject to interruption or delay.  Due to the nature of the Internet and electronic communications, we and our service providers do not make any warranty that this website or any associated services will be error free, without interruption or delay, or free from defects in design.  We will not be liable for any damages or refunds should this website become interrupted or delayed for any reason.

13.2        Errors: While we endeavour to ensure that the content of the website is free from error, we do not give any warranty or other assurance as to the content of material appearing on the website, its accuracy, completeness, timeliness or fitness for any particular purpose. We make no warranty that goods or services ordered from us will meet your requirements and you should therefore ensure that the goods or services you order will be suitable for your purposes.

13.3        Hyperlinks: This website may contain hyperlinks to third party websites (‘external hyperlinks’). External hyperlinks are provided for your convenience only and may not remain current or be maintained.  We make no endorsement of, and accept no responsibility for, any content accessible through any external hyperlink. You are responsible for complying with any terms and conditions imposed by third party websites.  

You agree that you will not publish or distribute any hyperlink to this website without our prior written permission in each instance. If you do create a hyperlink to this website, you will be responsible for all losses (whether direct or indirect) that we may suffer as a result of that hyperlink. Publishing or distributing hyperlinks to this website is done at your own risk.

13.4        Viruses and malicious code: Although we endeavour to take reasonable steps to prevent the introduction of viruses or other malicious code to the website, we do not guarantee or warrant that the materials that may be available on the website do not contain such destructive features. We will not be liable for any damages or harm attributable to such features. You are responsible for ensuring that the process that you employ for accessing this website does not expose you to risk of viruses or other form of interference which may damage your own computer system. 

13.5        Security: You acknowledge that despite reasonable precautions on our part, there is a risk of unauthorised access to or alteration of your transmissions or data or of the information contained on your computer system or on this website. We do not accept responsibility or liability of any nature for any losses that you may sustain as a result of such activity.  All information transmitted to you or from you is transmitted at your risk.  We do not accept responsibility for any interference or damage to your own computer system which arises in connection with your accessing of this website or any linked website.

14          Liability

14.1        Disclaimer: To the maximum extent permitted by law, we disclaim all warranties, representations, and guarantees (whether express, implied, or statutory), with respect to any good or any information supplied to you by us including, but not limited to, warranties of availability, accuracy, non-infringement, completeness, timeliness, currency, merchantability, or fitness for a particular purpose.  All goods, services, licensed software, and Merchandise are provided on an ‘as is’ and ‘as available’ basis. If you are acquiring goods or services from us for the purposes of a business, then the guarantees and remedies provided under the Consumer Guarantees Act 1993 shall not apply to the supply of those goods or services.

14.2        Indemnification: You agree to indemnify us against any claim or demand, including reasonable lawyers’ fees, made by any third party due to or arising in any way out of your use of this website, your posting or transmission of any Content, or the infringement of these Terms by you or by any other person using your computer, of any intellectual property or other right of any person.

14.3        Limitation: To the maximum extent permitted by law, our liability to you whether in contract, tort (including negligence) or otherwise for any loss, damage, or injury arising from:

a      any defect in, or non-compliance of, a good (including Licensed Software) or service supplied to you by us shall be limited to the price paid by you for that good or service; or

b      any other claim shall be limited to the amounts paid by you to us in the month immediately preceding the event or events giving rise to the claim.  

14.4        Exclusion: To the maximum extent permitted by law, we will not be liable (whether in contract, tort, or otherwise) for any loss of profits, anticipated savings, or any indirect, incidental, consequential, or economic loss or damage (howsoever caused), which you may directly or indirectly suffer in connection with your access to, use of, or reliance upon, any good (including Licensed Software) or service or any information supplied to you by us.

15          General

15.1        Changes to these Terms: We reserve the right to change these Terms from time to time by publishing the changed Terms on our website. When revised Terms are published on this website, all orders submitted by you after the revised Terms are published shall be subject to the revised Terms. Your continued use of the website following such notification means that you agree to be bound by the Terms as amended.

15.2        Termination: We reserve the right to terminate or suspend your use of this website effective immediately and without prior notice for any violation by you of these Terms or any other agreement between Kea Sigma Delta and you. We also reserve the right to terminate the use of this website or any part of it or to discontinue offering any goods, services, Licensed Software, or Merchandise at any time without further notice.

15.3        Force Majeure: We shall not be liable to you for any delay or non-performance of our contractual obligations to the extent that such delay or non-performance is caused by an event or circumstance which is outside our reasonable control.

15.4        Severability: If any provision of the Terms is found to be invalid or unenforceable for any reason, the remaining provision shall be interpreted in order to give effect to such provision to the maximum extent permitted by law, and shall continue in full force and effect.

15.5        Waiver: No waiver by us, in exercising any right, power or provision in these Terms shall operate as a waiver of any other right or of that same right at a future time. Nor shall any delay in exercise of any power or right be interpreted as a waiver.

15.6        Disputes: In the event of a dispute arising out of or in connection with these Terms or any contract between you and us formed through this website, then you agree to attempt to settle the dispute by engaging in good faith with us in a process of mediation before commencing arbitration or litigation.

15.7        Contracts (Privity) Act: Nothing in this agreement or on this website shall confer on any third party any benefit or obligation.

15.8        Compliance with laws: You shall be solely responsible for obtaining any necessary permits under (and for compliance with) all legislation, regulations, by-laws and rules that apply to the use of any goods or services you acquire from us.

15.9        Electronic Transactions Act: You consent to receive communications from us electronically and agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.  You agree to be bound by any agreement reached through electronic communications in terms of the Electronic Transactions Act 2002.

15.10     Applicable laws: Except as otherwise described, all materials on this website are made available only to provide information about this website, and the goods which may be ordered from this website. Details contained on this website relating to the goods and services and the sale of the goods and services through this website have been prepared in accordance with New Zealand law and may not satisfy the laws of any other country. We make no representations or warranties as to whether or not the goods or services available from this website are appropriate or available for use in other countries. If you choose to access this website from outside New Zealand you are responsible for compliance with applicable local law.

If goods or services available on this website do not satisfy the laws of your jurisdiction, you must not order any goods or services through this website.

These Terms (and any contracts between you and us which arise through your use of this website) shall be governed by the laws of New Zealand and the courts of New Zealand shall have non-exclusive jurisdiction to hear and determine any dispute arising in relation to these Terms (and any contracts between you and us which arise through your use of this website).  You submit to the jurisdiction of the courts of New Zealand and agree that the courts of New Zealand are a convenient forum in which to resolve any dispute arising in relation to these Terms (and any contracts between you and us which arise through your use of this website).

15.11     Entire Agreement: This Agreement sets out the entire agreement and understanding between the parties as to the subject matter of this Agreement and supersedes all prior discussions, commitments, agreements, arrangements, and understandings of any nature between the parties relating to the subject matter of this Agreement.  This Agreement may not be amended, superseded, or cancelled except by written agreement signed by the parties.