Terms and Conditions

Welcome to Gift Directory, New Zealand’s online retailer resource. Gift Directory is a referral forum for retailers to source products and/or services from wholesalers.

These Terms of Use (Terms) apply to all users of this site, www.giftdirectory.co.nz (Site) and the services offered on it. The term “we” refers to Gift Directory Ltd (and “our” has a corresponding meaning). “You” are the user of the Site or the services on it (and “your” has a corresponding meaning).

By using our Site you agree to our Terms and you agree to comply with the Terms. Gift Directory Ltd may at any time revise the Terms by updating this posting on our Site. The revised Terms will take effect when they are posted and your continued use of the Site means you agree to our revised Terms.

If you do not agree to our Terms, please exit from the Site immediately.

User Information

You agree and acknowledge that you are solely responsible for the accuracy and content of your information placed on the Site.

You agree that all information or material that you submit or send to Gift Directory or otherwise make available on or though the Site (“Your Material”) is not confidential or secret.

By submitting or otherwise making Your Material available on the Site you represent and warrant that Your Material: is original to you and that no other party has any rights to the material;

does not contain any content that is unlawful, threatening, harassing, profane, tortuous, defamatory, vulgar, obscene, libelous, deceptive, fraudulent, contains explicit or graphic descriptions or accounts of sexual acts, invasive of another’s privacy, or hateful
does not contain a virus or other harmful component; and
does not contain, unless the specific service allows, any advertising of any kind, or false or misleading indications of origin or statements of fact.
grant Gift Directory the royalty-free, unrestricted, worldwide, perpetual, irrevocable, non exclusive and full sub-licensable right and license to use, reproduce, modify, edit, adapt, publish, translate, create derivative works from, distribute, perform and display Your Material (in whole or part) worldwide and/or to incorporate in other works in any form, media, or technology now known or later developed. You also warrant any “moral rights” in Your Material have been waived.

On-Site Behaviour

You must not use the Site or its services to threaten, abuse, defame, harass or stalk others. Your contributions must be civil, tasteful, constructive and polite.
You must not disrupt online activity in any way;
You must not impersonate any person or entity;
You must not distribute spam, including sending bulk email, or distributions to multiple groups or mailing lists; you may not circulate chain letters or promote pyramid schemes or hoaxes.
Publication of electronic addresses on the website is for the purpose of professional communication only and must not be used to infer consent to the receipt of unsolicited commercial electronic messages.
You must not introduce anything harmful or destructive (such as viruses, worms, Trojan horses, time bombs or bots), or interfere in any way with, our or anyone else's computer system or communications services.
You must not create or use a false identity for the purpose of misleading others as to the identity of the sender or origin of any message.
You must not do anything that is unlawful on or through the Site.
You must not publish, within your listing, or in any other place, any information which is misleading, deceptive or which may constitute a breach of the Fair Trading Act 1986.

Restrictions

We may prohibit or restrict your access to the Site for any reason, without having to give you notice.

Registration

You may need to register on the Site to access some material. You must choose a user ID and a password for that purpose. That username and password are personal to you and you must keep them confidential.

If someone else uses your user name and password on the Site you will be solely responsible for any consequences arising from such unauthorized use. In particular, Gift Directory Ltd accepts no liability for any charges or costs which are incurred by users, whether owed to us or to third parties, due to unauthorized use of usernames or passwords.

Costs

The Site is free to use, only for the purpose of obtaining information about the services provided by businesses listed on the Site, or for the uploading of information to the directory in a form which incurs no fee eg a “Freebie” listing.

Costs for advertising and listing services on the Site will be in accordance with our published schedule, which may be amended from time to time at our discretion and without notice.

Intellectual Property

Regardless of anything to the contrary implied herein; unauthorised use of any material on the Site is strictly prohibited. No content may be reproduced, archived, published or transmitted in any manner without our prior written consent.

By posting material in publicly accessible places on our Site, you license us to reproduce, publish, modify and distribute any part of that material, or incorporate it in other works in any form. If you do not own the material you must get the owner's consent before you post or upload it.

Links to Other Websites

The Gift Directory Web Site may contain links to other Web Sites (“Linked Sites”). These are not under the control of Gift Directory and Gift Directory is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Gift Directory is not responsible for webcasting or any other form of transmission received from any Linked Site.

Gift Directory is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Gift Directory of the site or any association with its operators.

Liability and Warranties

Gift Directory, its contributors and its service providers do not give any warranty at all, including (without limitation) warranty as to the accuracy or completeness of the information or services made available through the Site. We expressly disclaim (to the maximum extent permitted in law) all liability for any damage or loss resulting from your use of, or reliance on the Site or the information provided via the Site.

If you are dissatisfied with the Site or any content or function thereon, your sole remedy is to discontinue using the Site.

Endorsements

Gift Directory does not represent or warrant the truthfulness, accuracy or reliability of any material posted by others on or through the Site, nor does Gift Directory endorse any opinions expressed for example, within the Toolbox or blog sections.

Displaying products or services on the Site, or linking to other sites, neither expresses nor implies any endorsement by Gift Directory Ltd of such products services or websites. Neither does it make any recommendation about them.

You must rely solely on your own judgement as to suitability of any product or service for your needs.

Technical Issues and Web Security

Whilst Gift Directory Ltd will take normal and reasonable precautions to ensure the safety and security of information uploaded to or downloaded from the Site, we do not give any guarantee that the Site will always operate uninterrupted or error free or without viruses or technical problems.

We expressly disclaim, without limitation and to the maximum extent permitted by law, any liability for any damages resulting from accessing the Site or downloading information there from. Such damage may include, but is not limited to, breach of confidentiality, loss of data, transmission of viruses or other malicious software, phishing attacks or damage to hardware. Gift Directory Ltd recommends the use of suitable anti-virus and anti-spyware software and firewalls.

Privacy

We have a privacy policy on the Site. In using the Site you agree to the terms of the Privacy Policy.

Governing Law and Disputes

The Site is governed by New Zealand law. If we have any issues which need to be resolved by a Court, you agree to the exclusive jurisdiction of New Zealand Courts.

By clicking Continue, you acknowledge the terms of Gift Directory's Advertising Terms and Conditions, which govern your purchase. This Agreement shall commence from when you click the website checkbox to accept this Agreement and the term of this Agreement shall then be for the duration.

Note: You may terminate this Agreement at any time, for any reason, but in no event shall you be entitled to any refund if you terminate this Agreement

Payment and Advertising Terms

www.giftdirectory.co.nz (Site) is a website owned and operated by Gift Directory Limited (GDL) which provides an advertisement and listing service where users can advertise information about businesses and their products and services on the Site.

These terms and conditions apply if you, the advertiser, or a person authorized or purporting to be authorized, on the advertiser's behalf, to place advertisements on the Site or in GDL's e-newsletter, and you agree to be bound by them (Terms and Conditions).

Creating an account

1: You will need to create an account with GDL in order to purchase a Listing/Advertisement. To open an account, you must complete all the details in the order form.
2: In setting up an account, you warrant that you are legally able to sell and promote the products or services to be advertised on the Site.

Services

3: You can purchase the following services from the Site (each a Listing/Advertisement)
3.1: Start-up: GETTING STARTED (term annual) Listings and information regarding companies. You are required to upload the information to be included in the listing, which includes a Google map, a 25 word description and a maximum of three images.
3.2: Enhanced: MOST POPULAR (term annual) Listings and information regarding companies. You are required to upload the information to be included in the listing, which includes a Google map, a 500 word description, a maximum of 12 images, vouchers and showroom openings.
3.3: Showcase: TOP-OF-THE-LINE (term annual) Listings and information regarding companies. The listing is on a six page website including contact us, our company, trading terms, brand page, product page with images, own URL, unlimited words, specials and vouchers and showroom openings. You are required to upload the information and images to be included in the listing.
The above products go live upon the information being uploaded by you and payment being made in accordance with clause 13.

3.4

Featured Products: (term fortnightly) Advertisement promoting products with an image and a brief description. You are required to upload the information to be included.

3.5

Featured Events: (term monthly) Advertisement promoting events editorially.

3.6

Featured Business: (term monthly) Advertisement promoting companies editorially.

3.7

Toolbox: (term annual) Advertisement including an editorial piece that promotes a company and/or service.

3.8

Banner: (term monthly) Advertisement which rotates in sequences through the Site on specific pages. Available in one size only. You provide a banner advertisement to GDL, and GDL will organise the upload of the banner advertisement onto the Site. You may request that GDL provide the banner advertisement (for an additional fee). Orders

All orders submitted by you to GDL must be in writing and on GDL's standard order form. All orders are subject to these Terms and Conditions and GDL may in its sole and absolute discretion elect whether to accept your order for a Listing/Advertisement. GDL will promptly notify you if GDL is unable to accept any order. Once an order is placed with GDL, the order cannot be cancelled.

The order form must be fully completed and signed by a person authorized by you to do so. GDL is entitled to assume that any signature on an order form is that of an authorized person, unless advised to the contrary. 6 You are responsible for ensuring the accuracy of all orders placed with GDL including the information contained in an order form.

Each order must be submitted at least 5 working days in advance of the required date for placing the Listing/Advertisement on the Site.

GDL will endeavour to grant you the positioning you request for your Listing/Advertisement. GDL will not be responsible or liable to you in any way if your request cannot be granted, or the product featured in your Listing/Advertisement is not the only product of that type featured in Listings/Advertisements on any one webpage. Fees

The fees payable by you for Listings/Advertisements will be advised by GDL from time to time.

Any expenses GDL incurs in trying to secure material (for example toll calls and freight/couriers) after copy deadline date, at GDL’s discretion, is recoverable from you and shall be charged out as a disbursement (non-commission bearing). Goods and services tax

Unless otherwise stated, all amounts and values referred to in these Terms and Conditions, an order form or quoted by GDL are exclusive of GST.

GST will be payable by you to GDL in addition to the amount payable for a Listing/Advertisement. You will pay the GST amount at the same time and in the same manner as payment for a Listing/Advertisement is required. Payment

Your Listing/Advertisement will not be activated and shown on the Site until GDL have received confirmation that the required payment amount had been received by GDL. Payment can be made by cash, cheque, direct credit to a bank account nominated by GDL or credit card (excluding AMEX or Diners credit cards).

Despite clause 13, at GDL's sole discretion, GDL may allow you to pay on credit. Such accounts are due for payment on the 20th day of the month following the first appearance of your Listing/Advertisement on the Site.

In the event of non-payment, GDL may do any of the following:

15.1

Remove your Listing/Advertisement.

15.2

Terminate your account.

Where any account is more than 60 days overdue, GDL reserves the right to charge interest on the part of the account which is past due, at a rate of 3% per month, calculated monthly, until the account is settled in full. Term

All Listings/Advertisements will run for the period stated in the order form, that period commencing from midnight on the first day after your Listing/Advertisement is uploaded to the Site. This date will not be prior to any agreed date on the order form.

If you wish to renew the period of your Listing/Advertisement you need to complete a further order form. Listings/Advertisements with an annual term will automatically renew for a further one year period unless notice cancelling your Listing/Advertisement is given by you to GDL by at least 30 days before the expiry of the then current term.

Listings/Advertisements will appear from the agreed date only if all the information set out in the specification sheet provided by GDL is delivered to GDL either:

19.1

Five working days prior to the first scheduled appearance of your Listing/Advertisement; or

19.2

the renewal date of your Listing/Advertisement in the case of a currently appearing Listing/Advertisement, without any costs being incurred by GDL.

Where copy or instructions to repeat a previous Listing/Advertisement have not been received by the deadline date set out in clause 19.1 or 19.2, GDL reserve the right to re-run previously used copy or to compose and enter substitute copy and charge full rates plus production costs.

Your obligations

21: You agree to do all of the following:
21.1: Provide and maintain current, accurate and up-to-date information in relation to your account details, business and/or advertised products and services.
21.2: Grant us a non-exclusive license to use and display your business name and any trade name and trade mark relating to the products and services which are the subject of your Listing/Advertisement during the term of the Listing/Advertisement.
21.3: Place advertisements on your own behalf and not (whether directly or indirectly) on behalf of third party advertiser(s) (whether as an agent or otherwise), except on terms previously agreed with GDL.
21.4: Keep GDL protected against any legal action being taken against GDL in connection with your Listing/Advertisement and your use of the Site.
22: You undertake to GDL that any statement, representation or information contained within your Advertisement is none of the following:
22.1: In breach of any law, statute or regulation.
22.2: Infringes the intellectual or other proprietary interests of any third party.
22.3: Advertises or promotes the sale of any products or services that GDL considers to be inappropriate.
23: You will not upload files that contain viruses or other materials that may cause damage to the Site or the property of others.
24: You acknowledge that GDL relies on the provisions of this clause in accepting your Listing/Advertisement for publication.

Incorrect listing or advertisement

25: If GDL incorrectly publishes your Listing/Advertisement GDL will publish the Listing/Advertisement for free for the number of days the Listing/Advertisement was incorrectly published.
26: If you do not advise us of an incorrect Listing/Advertisement within seven business days of the first appearance of the Listing/Advertisement on the Site, GDL will have no liability to remedy the error. GDL may at its discretion refund unexpired Listing/Advertisement fees.

Site

27: Except as provided by law, the Site is provided "as is" and without any warranty or condition, express or implied.
28: GDL may alter any of the content on the Site at any time, including any Listing/Advertisement placed by you.
29: GDL will use all reasonable endeavours to provide the Listing/Advertisement in a reliable and high-quality manner. However, GDL does not warrant that the Site will always operate uninterrupted or error-free. If faults do occur, GDL will use reasonable endeavours to ensure they are remedied as quickly as possible.

Intellectual property

30: The Site contains intellectual property and other proprietary information. Unless otherwise indicated, all intellectual property in the Site is owned or licensed by GDL.
31: You agree that you will not infringe GDL's intellectual property in the Site and will not modify, copy, republish, frame, distribute or communicate any part of the Site or any information contained in it or otherwise use the Site in a way which will infringe GDL's intellectual property or other rights.

Termination

32: GDL may terminate your account and remove any Listing/Advertisement from the Site immediately if any of the following occurs:
32.1: You commit a material breach of these Terms and Conditions.
32.2: You become subject to an insolvency event.
32.3: GDL is required to do so by law.
32.4: Your Listing/Advertisement contains, in GDL’s opinion, inappropriate material. Limitation of liability
33: You agree that GDL is not liable to you or anyone else for any loss or damage (including any direct, indirect, special or consequential loss) arising as a result of breach of these Terms and Conditions, in tort (including negligence) or otherwise arising out of, or in connection, with any of the following:
33.1: The placement of your Listing/Advertisement on the Site
33.2: Your use of the Site.
33.3: The use by GDL of information provided by you.
33.4: Being unable to access the Site for whatever reason and however arising, including GDL's negligence.
34: To the fullest extent permitted by law, GDL disclaims all warranties, express and implied, including implied warranties of merchantability and fitness for a particular purpose. You agree you are purchasing a Listing/Advertisement for the purposes of a business.

Indemnity

35: You agree to indemnify GDL their Internet Service Providers and any other parties contracting to them in the placement of your Listing/Advertisement against any claim or proceeding that is made, threatened or commenced, and any cost, liability, loss, damage or expense (including legal and other professional costs) that GDL incurs or suffers, arising from, or which is directly or indirectly, related to any of the following:
35.1: The placement of your Listing/Advertisement on the Site.
35.2: A breach or non-observance of these Terms and Conditions by you
35.3: A breach or inaccuracy in any information you provided to GDL.

Privacy and your personal information

36: GDL is collecting information about you so GDL can create your account and provide you with a Listing/Advertisement, and to provide to third parties to do credit checks and debt collection. The information will be held securely by GDL at 637 Rosebank Road, Avondale, Auckland. If you are an individual, you can access and correct that information.

Miscellaneous

37: GDL is entitled, at its sole discretion, to amend, add or remove any part of these Terms and Conditions at any time on notice. Your continued use of the Site or Service after any such change to these Terms and Conditions constitutes an agreement by you to abide by and be bound by these Terms and Conditions, as amended.
38: These Terms and Conditions are governed by the law of New Zealand. The parties submit to the exclusive jurisdiction of the courts of New Zealand.
39: GDL may subcontract to any third part all or part of our obligations under these Terms and Conditions. 40 You must not assign or transfer any of your rights or obligations under these Terms and Conditions (including advertisement space) without prior written consent of GDL.
41: If at any time GDL does not enforce any of these Terms and Conditions or GDL grants you time or other indulgence, GDL will not be construed as having waived that term or condition or GDL’s right to later enforce that or any other term or condition.

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