Client Terms and Conditions

By accessing and using www.marky.nz and any related website (the Website) you agree to be bound by our Website Terms & Conditions of Use and Privacy Policy (together, General Terms and Conditions).

To use our Services you must agree with to our:

• Client Terms and Conditions;
• Website Terms & Conditions of Use; and
• Privacy Policy,

(together, Client Terms and Conditions). We provide our Services subject to the Client Terms and Conditions.

Please read our Client Terms and Conditions. If you don’t, or if you don’t agree with them, you are not authorised to use Services.

1. Operation of the Services

1.1. MARKY provides the Services with the aim to help you protect your trade marks as best as possible. But the success of the Services ultimately depends on the information you provide, which you are responsible for.

1.2. If you have any questions or doubts about what you should be filing for, or are filing for, you should contact MARKY before going ahead with the filing.

2. Accessibility of Services

2.1. To use our Services you must:

• agree to our Client Terms and Conditions; or
• pay the fees specified on the Website for our Services.

2.2. You must be over 18 years of age to use our Services.

2.3. You confirm and warrant that the information you provide to us (during the registration process, process of accessing our Services and at any other time) is current, complete and accurate at the time you provide it, and you agree to maintain and update the data as required to keep it so.

2.4. You are fully responsible for all use of your account and your access to our Services, including the access or use of your account by others and you will be liable for all use of your account if that use breaches the Client Terms and Conditions. Any instruction issued or Client Content provided using your email or name will be deemed to be an instruction or posting by you and may be acted upon accordingly until you notify us otherwise. You agree to notify us immediately of any unauthorised use of your account or any other breach of security.

3. Pricing and Payment

3.1. Our prices are listed on the Website or otherwise as we may communicate to you from time-to-time. We reserve the right to amend our prices from time to time.

3.2. At the time of selecting a particular Service, you agree to make payments in advance by credit card or debit card (if available), as detailed on the Website.

3.3. Third Party fees may be applicable to your use of the Services. You agree to pay, and indemnify us for, any Third Party fees that may be applicable.

3.4. All prices are exclusive of bank fees, credit card fees, currency fees and taxes, unless otherwise indicated by us. You agree to pay, and indemnify us for, any such fee that may be payable on our prices that we charge you.

4. Changes in Services and Cancellation

4.1. We may change or tweak our Services from time-to-time as we see fit. We may also stop providing our Services from time-to-time as we see fit.

4.2. We may cancel, suspend or restrict your account or access to Services at any time should you fail to follow our Client Terms and Conditions, or otherwise at our sole discretion, and we are not obliged to refund you any money you have paid for our Services.

5. Client Content

5.1. You warrant that all Client Content provided to us is true, complete and accurate and is not in breach of our General Terms and Conditions or any Third Party rights and is otherwise not objectionable, defamatory, obscene, harassing, threatening, incorrect, misleading or unlawful in any way.

5.2. You agree to promptly update any changes to your Client Content, including your email address, postal address and credit card details, so that we can complete your transactions and contact you as needed.

5.3. You acknowledge that we cannot complete your transactions and provide you with our Services if we do not have the correct information about you, including your email address, postal address and credit card details.

5.4. We acknowledge that you are the owner, or an authorised licensee, of all IP Rights vesting in your Client Content. You grant to us a royalty-free, non-exclusive, worldwide licence to use the Client Content to provide Services to you. We will not reproduce or replicate any part of the Client Content, except as is necessary to provide the Services to you.

6. MARKY Content and IP Rights

6.1. You may view or otherwise use MARKY Content, provided you:

• only use it the purpose for which it was provided to you, i.e. for your own information or educational purposes; and
• do not use it for any commercial purpose;
• do copy, modify, reproduce, publish or transmit without our prior written consent; and
• otherwise only use it in compliance with these Client Terms and Conditions.

6.2. You acknowledge that we are the owner, or an authorised licensee, of all IP Rights vesting in the MARKY Content. You may not reproduce or replicate any part of the MARKY Content (including improvements made to the MARKY Content during the process of us providing Services to you).

6.3. Your use of the Website or Services does not provide you with any IP Rights in relation to the Website or the MARKY Content (including improvements made to the MARKY Content during the process of us providing Services to you).

7. Confidential Information

7.1. We may exchange Confidential Information necessary to provide the Services. The recipient of any Confidential Information (being you or us) must hold the Confidential Information in strict confidence and not directly or indirectly cause, permit or enable its disclosure, publication, transfer, misappropriation or revelation to any person or entity without the authorisation of the disclosing party.

7.2. Any such Confidential Information must only be used in relation to the Services.

8. Liability

8.1. Although MARKY Content and Confidential Information is presented in good faith, MARKY makes no warranty or representation about the accuracy or completeness of MARKY Content or Confidential Information or the content of any website linked to or from the Website. To the fullest extent permitted by law, you agree we will not be liable for any damage, loss, claim or expense suffered as a result of reliance on the MARKY Content or Confidential Information we provide or any linked site provides.

8.2. To the fullest extent permitted by law, we exclude all liability and responsibility we may have to you or to any other person under or in connection with these Client Terms and Conditions, the Services or provision of MARKY Content. This exclusion applies regardless of whether such liability arises in contract (including breach of implied warranty), tort (including negligence), equity, breach of statutory duty or otherwise, and includes liability for any incidental, consequential, exemplary, special, or indirect damages (including loss of profits, revenues, data and/or use).

8.3. Clauses 8.1 and 8.2 do not limit rights you may have under the New Zealand Consumer Guarantees Act 1993 relating to the Services we provide. However, if you are a business or if you are located outside of New Zealand, you agree that the Consumer Guarantees Act 1993 does not apply to you.

8.4. Clauses 8.1 and 8.2 do not limit rights you may have under other applicable laws outside of New Zealand relating to the Services we provide. However, if such laws can be contracted out of, you agree that such laws do not apply to you with respect to our Services.

8.5. Our inclusion of links to other sites does not imply any endorsement, approval or recommendation of, or responsibility for, the contents, operations, products or operators of those sites. We take no responsibility for any damage or harm arising out of the inclusion of such links.

8.6. As with any use of online services to provide, upload, store or transmit information, there is a risk of unauthorised access or use of that information by others. You agree you bear the risk that any Confidential Information included in Client Content, including personal information, could be improperly used or disclosed by any other person and you agree that we are not liable for this.

8.7. We take no responsibility for any system unavailability, or for any loss that is incurred as a result of Third Party software or services being unavailable. Further, you agree we assume no responsibility or liability for the corruption of any Client Content or any Third Party content, including such content held by a Third Party.

8.8. You must take your own steps to ensure that the process which you employ for accessing our Services does not expose you to the risk of viruses or other forms of interference which may damage your computer system or expose you to credit card fraud, which you are responsible and liable for.

8.9. We make no representation or warranty that the MARKY Content is appropriate for use in all countries or that such content satisfies the laws of any country (including New Zealand). If you choose to use MARKY Content, you do so of your own initiative. You agree you are responsible for ensuring that what you do with the MARKY Content complies with applicable laws.

8.10. You must take reasonable steps to mitigate any loss, damage, cost or expense you may suffer or incur arising out of anything done or not done in connection with these Client Terms and Conditions. We will not be liable for any liability caused by your failure to mitigate any loss, damage, cost or expense.

8.11. Where we are unable to limit liability under these Client Terms and Conditions due to an applicable law, you agree that our liability will be limited to the amount of fees you have paid to us.

9. Indemnity

You agree to indemnify and hold us and our officers and employees harmless from any claims, actions, costs (including legal costs), expenses or losses arising (directly or indirectly) out of:

• your breach of any of the Client Terms and Conditions;
• any transactions with any Third Parties, including Third Party Sites;
• any Client Content you upload or provide to us;
• your use of the Services;
• any reliance by you on MARKY Content;
• any technical errors or corruption of data on the Website or other software required to use the Services; or
• reliance by us or any Third Party upon any acts carried out, requests made, or information provided through the use of your account.

10. Dispute Resolution

10.1. If you are unhappy with us or our Services for any reason, MARKY would like to be the first to know. Contact MARKY if you would like to discuss this.

10.2. Where any dispute arises between us, we (you and us) agree to in good faith use best endeavours to attempt to resolve the dispute amicably through negotiation or other informal means before pursuing any further formal action.

11. No Waiver

No failure or delay by us to exercise any right or remedy provided for under the Client Terms and Conditions, or by law, will constitute a waiver of that or any other right or remedy, nor will it preclude or restrict the further exercise of that, or any other, right or remedy.

12. Assignment

We may, at any time, and without the need for further consent from you, assign or transfer all or any of our rights or obligations under these Client Terms and Conditions to any person or party. You may not assign or transfer any of your rights or obligations under these Client Terms and Conditions to any other person without obtaining our prior written consent.

13. Severability

If any portion of these Client Terms and Conditions is deemed to be invalid, illegal or unenforceable the remaining provisions will remain in full force and effect.

14. Third Parties

These Client Terms and Conditions do not confer a benefit on any person who is not a party to the agreement.

15. Entire Agreement

These Client Terms and Conditions supersede all previous conditions, understandings, commitments, agreements and representations whatsoever whether verbal or written and constitutes the entire agreement between you and us relating to the subject matter of these Client Terms and Conditions. Where there is any inconsistency between the Client Terms and Conditions and General Terms and Conditions, the Client Terms and Conditions will prevail.

16. Applicable Law

16.1. These Client Terms and Conditions are governed by and will be construed in accordance with the laws of New Zealand.

16.2. You submit to the non-exclusive jurisdiction of the courts of New Zealand.

17. Variation

No variation of these Client Terms and Conditions will be effective unless it is in writing.

18. Further Information

If you require any further information, or if you have an issue or complaint, please contact MARKY.

19. Definitions

19.1. MARKY LIMITED (MARKY) is the owner of the Website, business and related IP Rights, and provider of the Services. MARKY may also be referred to as "we", "our", "us" or "it" in any correspondence with you and throughout any page of the Website, including the General Terms and Conditions.

19.2. You, as a User of our Website and Services, may be referred to as "you", "User", or "Client".

19.3. Client means a User who is required to agree to the Client Terms and Conditions.

19.4. In the Client Terms and Conditions, the following words have the meanings set out below:

• Client Content means any text, graphics, user interfaces, visual interfaces, photographs, videos, trade marks, logos, sounds, music, artwork, computer code and other material independently developed, used, or provided by you as a Client.
• Confidential Information means any Client Content or MARKY Content that is not in the public domain and is marked confidential or the recipient (being you or us) knows or ought to know is confidential.
• MARKY Content means any text, graphics, user interfaces, visual interfaces, photographs, videos, trade marks, logos, sounds, music, artwork, computer code and other material or data on or underlying the Website or provided to you as part of our Services.
• IP Rights means any trade marks, copyright and all other intellectual property rights.
• Services means the services we advertise or provide on the Website.
• Third Party means any party that is not a party to these Client Terms and Conditions (i.e. is not you or us).
• Third Party Sites means any Third Party website, site or page (including social media sites and pages).
• User means any user of the Website.