1. THE AGREEMENT
1.1 These terms and conditions in this Agreement ( "the Agreement" ) apply to the use of this web site which covers two domains located at Graphic Monk ( "the Site" ). When using this Site, you agree to be bound by this Agreement.
1.2 If you do not accept the terms and conditions in this Agreement, you must refrain from using the Site immediately.
1.3 The Agreement must be used and accepted in conjunction with the Privacy Statement, Membership Agreement and if applicable, the Exclusive Distribution Agreement, Pricing & Licensing and any other applicable terms and conditions governing the use of the Site.
1.4 You can only use this Site if you are 18 years or over. If you are under 18 years of age you must refrain from using the Site immediately.
2. DEFINITIONS In this Agreement, the expressions "we, "us" and "our" are a reference to Graphic Monk and the expressions "you" and "your" are a reference to the Website User or people on behalf of the Website user who agree to the terms and conditions of this Agreement. "Consumer" means any person capable of purchasing a Product.
"GST Law" means the same as "GST law" in A New Tax System (Goods and Services Tax)
"Hyperlinks" means link(s) on the Site that click-through or re-direct you to another website.
"Intellectual Property" means copyright, trade mark, design, patent, semiconductor or circuit layout rights;
"Intellectual Property Rights" means rights in respect of copyright, trade mark, design, patent, semiconductor or circuit layout rights;
"Members" means a person or a person on behalf of an entity that has agreed to the terms and conditions of the Membership Agreement and are current Members or persons who use the membership section of the Site.
"Moral Rights" means the right of integrity of authorship, the right of attribution of authorship and the right not to have authorship falsely attributed, more particularly as conferred by the Copyright Act 1968, and rights of a similar nature anywhere in the world whether existing presently or which may in the future come into existence;
"Product" means Flash files, Video files, Audio files, Font File, Graphic File or any other goods, services, or material that you are uploading or downloading on the Site, together with any accompanying material such as product descriptions, and the associated Intellectual Property rights.
"Purchaser" means a person or person with authority to act for another person or entity that has the intention to purchase a Product pursuant to this Agreement or any Agreement governing this Site.
"Site": is the website located over one domain at Graphic Monk.
"Supplier" means a person or person with authority to act for another person or entity that has the intention to supply a Product pursuant to this Agreement or any Agreement governing this Site.
"Users" means a person that may use the Product.
3. GRAPHIC MONK'S ROLE
3.1 Our Site acts as a venue to allow members to offer, sell, and buy products available on our Site. Other than a venue, we are not involved in any transaction between the buyer and seller using our Site.
3.2 We have no control and are not responsible for the quality, safety or legality of the Products or Product Descriptions uploaded by users on the Site.
3.3 We also have no control and are not responsible for the truth or accuracy of the Products, Product Descriptions or Content uploaded by users on the Site.
3.4 We cannot ensure and do not guarantee that a buyer or seller will actually complete a transaction or act lawfully in using our Site.
4.1 Without limiting the generality of any other clause of this Agreement, this Agreement will remain in force as long as you continue to use the Site for any purpose.
5. YOU AGREE TO RELEASE US FROM LIABILITY In the event that you have a dispute or breach of agreement with one or more Users, you release us (and our officers, directors, agents, affiliates, subsidiaries and employees) from claims, demands and damages of every kind and nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way connected with such disputes or breaches.
6. YOU AGREE TO INDEMNIFY US You agree to indemnify and hold us and our parent, subsidiaries, affiliates, officers, directors, agents, and employees (as applicable) harmless from and against any claims, damages, proceedings, losses and damages of very kind and nature, including solicitors’ fees, made by any third party due to or arising out of your breach of this Agreement or the terms and policies it incorporates by reference, or your violation of any laws or the rights of third parties.
7. AMENDMENTS TO TERMS AND CONDITIONS
7.1 We reserve the right to amend this Agreement from time to time. Amendments will be effective immediately upon notification on the Site.
7.2 Your continued use of the Site following such notification will represent an agreement by you to be bound by the Agreement as amended.
8.1 We do not accept responsibility for any loss damage, however caused (including through negligence), which you may directly or indirectly suffer in connection with your use of this Site or any linked website, nor do we accept any responsibility for any such loss arising out of your use of or reliance on information contained on or accessed through this Site.
8.2 To the extent permitted by law, any condition or warranty which would otherwise be implied into this Agreement is hereby excluded. Where legislation implies any condition or warranty, and that legislation prohibits us from excluding or modifying the application of, or our liability under, any such condition or warranty, that condition or warranty will be deemed included but our liability will be limited for a breach of that condition or warranty to one or more of the following: if the breach relates to goods: the replacement of the goods or the supply of equivalent goods; the repair of such goods; the payment of the cost of replacing the goods or of acquiring equivalent goods; or the payment of the cost of having the goods repaired; and if the breach relates to services: the supplying of the services again; or the payment of the cost of having the services supplied again.
8.3 Except as otherwise stipulated in these terms and conditions, we will not accept liability to you in respect of any loss or damage (including indirect, special, or consequential loss or damage) which may be suffered or incurred by you or which may arise directly or indirectly in respect of goods or services supplied pursuant to an order placed on this Site or in respect of any failure or omission on our part to comply with our obligations as set out in this Agreement.
9. SPECIFIC WARNINGS THAT WE DO NOT GUARANTEE
9.1 You must ensure that your access to this Site is not illegal or prohibited by laws which apply to you.
9.2 You must take your own precautions to ensure that the process which you employ for accessing this Site does not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your own computer system. We do not accept responsibility for any interference or damage to your own computer system which arises in connection with your use of this Site or any linked web site.
9.3 Whilst we have no reason to believe that any information contained on this Site is inaccurate, we do not warrant the accuracy, adequacy or completeness of such information, nor do we undertake to keep this Site updated. We do not accept responsibility for loss suffered as a result of reliance by you upon the accuracy or currency of information contained on this Site.
9.4 Responsibility for the content of Hyperlinks or advertisements appearing on this Site rests solely with the website operator of the hyperlink or the advertisers. The placement of such advertisements does not constitute a recommendation or endorsement by us of the advertisers' products and each advertiser is solely responsible for any representations made in connection with its advertisement.
9.5 We make no warranty that goods or services acquired from us over this Site will meet your requirements.
9.6 Details contained on this Site relating to goods or services have been prepared in accordance with Turkish law and may not satisfy the laws of any other country. We do not warrant that the details on this Site concerning those goods or services will satisfy the laws of any other country. It is your responsibility to determine whether these details satisfy the laws of the jurisdiction where you reside (if that jurisdiction is outside New Zealand) and if the details do not satisfy the laws of your jurisdiction, you may not order any goods or services from this Site.
9.7 You acknowledge that despite all reasonable precautions on our part, there is a risk of unauthorized access to or alteration of your transmissions or data or of information contained on your computer system or on this Site. We do not accept responsibility or liability of any nature for any such losses which you may sustain as a result of such activity.
10. COPYRIGHT Copyright in this Site (including text, graphics, logos, icons, sound recordings and software) is owned or licensed by us or by our Members. Other than for the purposes of, and subject to the conditions prescribed under, the Copyright Act 1968 and similar legislation which applies in your location, and except as expressly authorized by the Agreement, you may not in any form or by any means: adapt, reproduce, store, distribute, print, display, perform, publish or create derivative works from any part of this Site; or commercialize any information, Products or services obtained from any part of this Site; without our written permission.
11. TRADE MARKS Except where otherwise specified, any word or device to which is attached the TM or R symbol is a registered trade mark. Some trademarks may not display these symbols, but nevertheless, are registered or unregistered trademarks. You must not use any of the trade marks displayed on the Site: in or as the whole or part of your own trademarks or trademarks visible on the Site; in connection with activities, products or services which are not ours; in a manner which may be confusing, misleading or deceptive; in a manner that disparages us or our information, products or services (including this Site).
12. RESTRICTED USE Unless we agree otherwise in writing, you are provided with access to this Site only for your personal use. Without limiting the foregoing, you may not without our written permission on-sell information obtained from this Site.
13. HYPERLINKED OR LINKED WEB SITES
13.1 This Site may contain links to other web sites ( "linked web sites" ). Those links are provided for convenience only and may not remain current or be maintained.
13.2 We are not responsible for the content or privacy practices associated with linked web sites.
13.3 Our links with linked web sites should not be construed as an endorsement, approval or recommendation by us of the owners or operators of those linked web sites, or of any information, graphics, materials, products or services referred to or contained on those linked web sites, unless and to the extent stipulated to the contrary.
15. SECURITY OF INFORMATION Unfortunately, no data transmission over the Internet can be guaranteed as totally secure. Whilst we have taken precautions to protect such information, we do not warrant and cannot ensure the security of any information which you transmit to us. Accordingly, any information which you transmit to us is transmitted at your own risk. Nevertheless, once we receive your transmission, we will take reasonable steps to preserve the security of such information.
16. TERMINATION OF ACCESS Access to this Site may be terminated at any time by us without notice. Our disclaimer will nevertheless survive any such termination.
17. E-MAILS We will preserve the content of any e-mail you send us if we believe we have the legal requirement to do so. Your e-mail message content may be monitored by us for trouble-shooting or maintenance purposes or if any form of e-mail abuse is suspected.
18. ALTERNATIVE DISPUTE RESOLUTION
18.1 Any dispute arising in connection with this Agreement which cannot be settled by negotiation between the Parties or their representatives may be submitted at our sole discretion to arbitration. During such arbitration, both Parties may at our sole discretion be legally represented.
18.2 Prior to referring a matter to arbitration, the Parties will, at our sole discretion, in good faith explore the prospect of mediation.
18.3 Nothing in this clause will prevent a Party from seeking urgent equitable relief before an appropriate court.
19.1 We accept no liability for any failure to comply with this Agreement where such failure is due to circumstance beyond our reasonable control.
19.2 If we waive any rights available to us under this Agreement on one occasion, this does not mean that those rights will automatically be waived on any other occasion.
19.3 If any of the terms and conditions in the Agreement are held to be invalid, unenforceable or illegal for any reason, the remaining terms and conditions shall nevertheless continue in full force.
19.4 This Agreement shall be construed according to the laws of New Zealand.
19.5 Any notice, given under this Agreement shall be in writing and shall be delivered to Graphic Monk.
20.1 You acknowledge that you have read the complete statement of this Agreement, understand it, and agree to be bound by its terms and conditions.
20.2 Your further agree that you have read the Graphic Monk Privacy Statement and if applicable the Graphic Monk Membership Agreement and the Graphic Monk Exclusive Distribution Agreement, understand them, and agree to be bound by their terms and conditions.
20.3 To the extent of any inconsistencies that may arise between the Agreements referred to in subclause 20.2, this Agreement will prevail.