Terms of service

1. Introduction

1.1 These terms of service shall govern your use of our app.

1.2 By using our app, you accept these terms of service in full; accordingly, if you disagree with these terms of service or any part of these terms of service, you must not use our app.

1.3 If you register with our app, submit any material to our app or use any of our app services, we will ask you to expressly agree to these terms of service.

1.4 You must be at least 16 years of age to use our app; by using our app or agreeing to these terms of service, you warrant and represent to us that you are at least 16 years of age.

1.5 Our app uses cookies; by using our app or agreeing to these terms of service, you consent to our use of cookies in accordance with the terms of our privacy notice and cookies policy.

2. Credit

2.1 This document was created using a template from SEQ Legal (https://www.contractology.com).

3. Copyright notice

3.1 Copyright (c) 2020 Merge Freeze Ltd.

3.2 Subject to the express provisions of these terms of service:

(a) we, together with our licensors, own and control all the copyright and other intellectual property rights in our app and the material on our app; and

(b) all the copyright and other intellectual property rights in our app and the material on our app are reserved.

4. Licence to use app

4.1 You may:

(a) view pages from our app in a web browser;

(b) download pages from our app for caching in a web browser;

(c) print pages from our app; and;

(d) use our app services by means of a web browser,

(e) interact with our app services through Slack, subject to the other provisions of these terms of service.

4.2 Except as expressly permitted by Section 4.1 or the other provisions of these terms of service, you must not download any material from our app or save any such material to your computer.

4.3 You may only use our app for your own personal and business purposes, and you must not use our app for any other purposes.

4.4 Except as expressly permitted by these terms of service, you must not edit or otherwise modify any material on our app.

4.5 Unless you own or control the relevant rights in the material, you must not:

(a) republish material from our app (including republication on another app);

(b) sell, rent or sub-license material from our app;

(c) show any material from our app in public;

(d) exploit material from our app for a commercial purpose; or

(e) redistribute material from our app.

4.6 Notwithstanding Section 4.5, you may redistribute our newsletter in print and electronic form to any person.

4.7 We reserve the right to restrict access to areas of our app, or indeed our whole app, at our discretion; you must not circumvent or bypass, or attempt to circumvent or bypass, any access restriction measures on our app.

5. Acceptable use

5.1 You must not:

(a) use our app in any way or take any action that causes, or may cause, damage to the app or impairment of the performance, availability or accessibility of the app;

(b) use our app in any way that is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;

(c) use our app to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;

(d) conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our app without our express written consent;

(e) access or otherwise interact with our app using any robot, spider or other automated means, except for the purpose of search engine indexing;

(f) violate the directives set out in the robots.txt file for our app; or

(g) use data collected from our app for any direct marketing activity (including without limitation email marketing, SMS marketing, telemarketing and direct mailing).

5.2 You must not use data collected from our app to contact individuals, companies or other persons or entities.

5.3 You must ensure that all the information you supply to us through our app, or in relation to our app, is true, accurate, current, complete and non-misleading.

6. Registration and accounts

6.1 To be eligible for an account on our app under this Section 6, you may be a resident of any country.

6.2 You may register for an account with our app by going through Github's single sign-on process after clicking "Sign up".

6.3 You must not allow any other person to use your account to access the app.

6.4 You must notify us in writing immediately if you become aware of any unauthorised use of your account.

6.5 You must not use any other person's account to access the app.

7. User sign in details

7.1 If you register for an account with our app, you will be asked to choose a display name.

7.2 Your display name must not be liable to mislead and must comply with the content rules set out in Section 10; you must not use your account or display name for or in connection with the impersonation of any person.

7.3 You are responsible for any activity on our app arising out of any failure to keep your sign in confidential, and may be held liable for any losses arising out of such a failure.

8. Cancellation and suspension of account

8.1 We may:

(a) suspend your account;

(b) cancel your account; and/or

(c) edit your account details,

at any time in our sole discretion without notice or explanation.

8.2 You may cancel your account on our app.

9. Your content: licence

9.1 In these terms of service, "your content" means all works and materials (including without limitation text, graphics, images, audio material, video material, audio-visual material, scripts, software and files) that you submit to us or our app for storage or publication on, processing by, or transmission via, our app.

9.2 You grant to us a worldwide, irrevocable, non-exclusive, royalty-free licence to reproduce, store and, with your specific consent, publish your content on and in relation to this app.

9.3 You grant to us the right to sub-license the rights licensed under Section 9.2.

9.4 You grant to us the right to bring an action for infringement of the rights licensed under Section 9.2.

9.5 You hereby waive all your moral rights in your content to the maximum extent permitted by applicable law; and you warrant and represent that all other moral rights in your content have been waived to the maximum extent permitted by applicable law.

9.6 You may edit your content to the extent permitted using the editing functionality made available on our app.

9.7 Without prejudice to our other rights under these terms of service, if you breach any provision of these terms of service in any way, or if we reasonably suspect that you have breached these terms of service in any way, we may delete, unpublish or edit any or all of your content.

10. Your content: rules

10.1 You warrant and represent that your content will comply with these terms of service.

10.2 Your content must not be illegal or unlawful, must not infringe any person's legal rights, and must not be capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law).

10.3 Your content, and the use of your content by us in accordance with these terms of service, must not:

(a) be libellous or maliciously false;

(b) be obscene or indecent;

(c) infringe any copyright, moral right, database right, trade mark right, design right, right in passing off, or other intellectual property right;

(d) infringe any right of confidence, right of privacy or right under data protection legislation;

(e) constitute negligent advice or contain any negligent statement;

(f) constitute an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity;

(g) be in contempt of any court, or in breach of any court order;

(h) be in breach of racial or religious hatred or discrimination legislation;

(i) be blasphemous;

(j) be in breach of official secrets legislation;

(k) be in breach of any contractual obligation owed to any person;

(l) depict violence in an explicit, graphic or gratuitous manner;

(m) be untrue, false, inaccurate or misleading;

(n) consist of or contain any instructions, advice or other information which may be acted upon and could, if acted upon, cause illness, injury or death, or any other loss or damage;

(o) constitute spam;

(p) be offensive, deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory or inflammatory; or

(q) cause annoyance, inconvenience or needless anxiety to any person.

11. Limited warranties

11.1 We do not warrant or represent:

(a) the completeness or accuracy of the information published on our app;

(b) that the material on the app is up to date; or

(c) that the app or any service on the app will remain available.

11.2 We reserve the right to discontinue or alter any or all of our app services, and to stop publishing our app, at any time in our sole discretion without notice or explanation; and save to the extent expressly provided otherwise in these terms of service, you will not be entitled to any compensation or other payment upon the discontinuance or alteration of any app services, or if we stop publishing the app.

11.3 To the maximum extent permitted by applicable law and subject to Section 12.1, we exclude all representations and warranties relating to the subject matter of these terms of service, our app and the use of our app.

12. Limitations and exclusions of liability

12.1 Nothing in these terms of service will:

(a) limit or exclude any liability for death or personal injury resulting from negligence;

(b) limit or exclude any liability for fraud or fraudulent misrepresentation;

(c) limit any liabilities in any way that is not permitted under applicable law; or

(d) exclude any liabilities that may not be excluded under applicable law.

12.2 The limitations and exclusions of liability set out in this Section 12 and elsewhere in these terms of service:

(a) are subject to Section 12.1; and

(b) govern all liabilities arising under these terms of service or relating to the subject matter of these terms of service, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms of service.

12.3 To the extent that our app and the information and services on our app are provided free of charge, we will not be liable for any loss or damage of any nature.

12.4 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.

12.5 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.

12.6 We will not be liable to you in respect of any loss or corruption of any data, database or software.

12.7 We will not be liable to you in respect of any special, indirect or consequential loss or damage.

12.8 You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the app or these terms of service (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).

13. Breaches of these terms of service

13.1 Without prejudice to our other rights under these terms of service, if you breach these terms of service in any way, or if we reasonably suspect that you have breached these terms of service in any way, we may:

(a) send you one or more formal warnings;

(b) temporarily suspend your access to our app;

(c) permanently prohibit you from accessing our app;

(d) block computers using your IP address from accessing our app;

(e) contact any or all of your internet service providers and request that they block your access to our app;

(f) commence legal action against you, whether for breach of contract or otherwise; and/or

(g) suspend or delete your account on our app.

13.2 Where we suspend or prohibit or block your access to our app or a part of our app, you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different account).

14. Variation

14.1 We may revise these terms of service from time to time.

14.2 We will give you written notice of any revision of these terms of service, and the revised terms of service will apply to the use of our app from the date that we give you such notice; if you do not agree to the revised terms of service, you must stop using our app.

14.3 If you have given your express agreement to these terms of service, we will ask for your express agreement to any revision of these terms of service; and if you do not give your express agreement to the revised terms of service within such period as we may specify, we will disable or delete your account on the app, and you must stop using the app.

15. Assignment

15.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms of service.

15.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms of service.

16. Severability

16.1 If a provision of these terms of service is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.

16.2 If any unlawful and/or unenforceable provision of these terms of service would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

17. Third party rights

17.1 A contract under these terms of service is for our benefit and your benefit, and is not intended to benefit or be enforceable by any third party.

17.2 The exercise of the parties' rights under a contract under these terms of service is not subject to the consent of any third party.

18. Entire agreement

18.1 Subject to Section 12.1, these terms of service, together with our privacy notice and cookies policy, shall constitute the entire agreement between you and us in relation to your use of our app and shall supersede all previous agreements between you and us in relation to your use of our app.

19. Law and jurisdiction

19.1 These terms of service shall be governed by and construed in accordance with law.

19.2 Any disputes relating to these terms of service shall be subject to the non-exclusive jurisdiction of the courts of New Zealand.

20. Our details

20.1 This app is owned and operated by Merge Freeze Ltd.

20.2 You can contact us by email, using the email address published on our app from time to time.