Website Terms and Conditions of Use

The content and materials displayed on the Site, including without limitation all information, text, materials, graphics, images, illustrations, software, video or audio clips, names, logos and trade marks (“Content”) are protected by copyright, trademark and other intellectual property laws unless expressly indicated otherwise on the Site. All rights, title and interest in and to the Content are owned, licensed or controlled by Tait or the party credited as the provider of the Content. If you would like to use the Content of the Site in any way not expressly authorized in these Terms you must request permission from Tait.

The information on the Site is for information purposes only and may be changed or updated without notice. Tait endeavors to ensure information is correct but does not warrant its completeness, timeliness or accuracy. Any opinions and recommendations are general and not necessarily endorsed by Tait. Information on the Site is not intended to replace consultation with Tait or an authorized Tait distributor.

Tait will not be liable to you or to any third-party for any modification, suspension, withdrawal or discontinuance of the Content.

You must not use the Site or any Content for any purpose which is unlawful or in any manner which violates any of Tait’s rights or which is otherwise prohibited by these Terms.

If written consent to use the Content is provided by Tait, the following restrictions will apply:

1. the Content may only be used for informational purposes or for the promotion of Tait products, services or programs (“Products”);

1. the Content may not be further modified in any way other than to include the Tait cite line “copyrighted and published by Tait International Limited, no part of this document may be reproduced without written consent”; and

1. Tait retains the right to revoke such consent at any time and for any reason. Following notification of revocation, you must immediately discontinue use of all Tait Content.

Any correspondence with Tait including, feedback, questions, comments, suggestions, or similar (“Feedback”) will be deemed non-confidential. Tait has no obligation to you of any kind with respect to any Feedback and is free to reproduce, use, disclose, exhibit, display, transform, create derivative works from and distribute the Feedback in any form to anyone without limitation. Tait is free to use any ideas, concepts, know-how or techniques contained in such Feedback for any purpose and in any form whatsoever, including but not limited to developing, manufacturing and marketing products which incorporate such Feedback. Tait retains the right and discretion to edit, delete, reject or remove any Feedback which is posted in any public forum on the Site.

When using the Site, you agree that you will not do any of the following:

1. Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others.

1. Publish, post, upload, distribute or disseminate any names, materials, or information that is considered inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful.

1. Create a false identity, represent yourself as someone else, or sign an agreement as someone else or on behalf of someone else or otherwise falsify or delete in an uploaded file any significant attributions or notices.

1. Upload files that contain software or other material protected either by intellectual property laws or by the rights of privacy or publicity except when

1. you own or control the necessary rights, or

1. you have received all necessary consents to do so.

1. Upload corrupted files, files that contain viruses, or any other files that may damage the operation of another's computer.

1. Advertise, offer to sell, or offer to buy anything for business purposes except to the limited extent as previously approved by Tait.

1. Restrict or inhibit any other user from using and enjoying the Site.

1. Harvest or otherwise collect personally identifiable information about others, without their consent.

1. Violate any code of conduct or other guidelines, which may be applicable.

1. Violate any applicable laws or regulations.

Price quotation of Tait products are automatically generated documents which relies on the information provided by you. A quote generated by the Site must not be deemed as an acceptance by Tait of a purchase order by a you or a commitment by Tait to supply the quoted products. Further all quotes are conditional on Tait obtaining export control approval and/or a license from the New Zealand Ministry of Foreign Affairs and Trade, and/or other export control regulator as applicable.

Tait makes no guarantees of completeness, accuracy, usefulness or timeliness and assumes no responsibility or liability for any errors or omissions in the configuration built by you for the products listed in the quotes. Tait will not be liable for any damages of any kind arising out or related to your use of and reliance upon the information contained in the quote in the event that the information provided by you, or part thereof, is found to be inaccurate, incomplete, unusable or outdated.

Products described on the Site may not be available in your region. References to such Products do not imply that Tait intends to make those Products available in your region. Consult your local Tait business contact for information regarding the Products which are available to you.

Tait and/or its Affiliates retains all right, title and interest in and to its products and services, including, without limitation, software, images, text, graphics, illustrations, logos, service marks, copyrights, photographs, videos, music, and all related intellectual property rights. Except as otherwise provided in these Terms, you may not, and may not permit others to:

1. reproduce, modify, translate, enhance, decompile, disassemble, reverse engineer or create derivative works of any of our products and services;

1. sell, license, sublicense, rent, lease, distribute, copy, publicly display, publish, adapt or edit any of our products and services; or

1. circumvent or disable any security or technological features of our products and services.

Nothing in these Terms should be understood as in any way granting any license or right to use any of Tait's trademarks displayed on our website. All goodwill generated from the use of Tait's trademarks is reserved for the use of Tait, exclusively.

Please read this section carefully as it affects your rights

Tait will not be liable to you for any:

1. decision made or action taken in reliance on information, advice or services provided through the Site; or

1. damages of any kind arising out of or relating to the use or the inability to use the Site, its content or links, including but not limited to damages caused by or related to errors, omissions, interruptions, defects, delay in operation or transmission, computer virus’, line failure, and all other direct, indirect, special, incidental, exemplary or consequential damages even if Tait has been advised of the possibility of such damages.
2. 
   

   You agree to hold Tait harmless against all claims arising out of or related to your access or use of, or inability to access or use the Site or the information, tools or services contained on the Site. TO THE FULLEST EXTENT PERMITTED BY LAW, TAIT AND ITS AFFILIATES, SUPPLIERS AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SITE. THE SITE’S SERVICES ARE PROVIDED "AS IS." TAIT ALSO DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TAIT AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION OF OR FAILURE TO STORE ANY DATA AND OTHER COMMUNICATIONS MAINTAINED OR TRANSMITTED THROUGH USE OF THE SITE. YOU ARE SOLELY RESPONSIBLE FOR SECURING AND BACKING UP YOUR APPLICATION AND DATA. NEITHER TAIT NOR ITS SUPPLIERS, WARRANTS THAT THE OPERATION OF THE SOFTWARE OR THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED. NEITHER THE SOFTWARE NOR THE SITE ARE DESIGNED, MANUFACTURED, OR INTENDED FOR HIGH RISK ACTIVITIES. IN NO EVENT WILL TAIT, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT TAIT HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. Where required by the legislation of the relevant country nothing in this Agreement shall limit or exclude the liability of Tait and its Affiliates for death or personal injury caused by its negligence or the negligence of its directors, employees, agents or subcontractors; or fraud or fraudulent misrepresentation; or any matter that may not be excluded or limited as a matter of law.

    

On behalf of yourself and your directors, employees, subcontractors, heirs, executors, agents, representatives, and assigns, fully release, forever discharge, and hold Tait and its Affiliates and their respective officers, employees, directors and agents harmless from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, and actions of any kind and injury (including death) arising out of or relating to your use of the Site. You agree that this release has been freely and voluntarily consented to and you confirm that you fully understand what you are agreeing to.

You agree to indemnify and hold Tait and its Affiliates and their respective officers, employees, directors and agents harmless from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind and injury (including death) arising out of any third-party claims relating to your use of the Site, your violation of these Terms or your violation of any rights of another.

Tait may in its sole discretion, terminate or restrict your use or access to the Site (or any part thereof) for any reason, including, without limitation, that Tait believes you have violated or acted inconsistently with the letter or spirit of these Terms or any other conditions or rules set out on the Site.

In the event that the parties are not able to resolve any dispute between them arising out of or concerning these Terms (including but not limited to its breach, termination or validity), or any transaction or relationship resulting from it (“Dispute”), within a maximum of fifteen (15) working days the Dispute shall be referred, by either party, to their respective senior management for resolution. If any Dispute cannot be resolved by the parties respective senior management within a maximum of fifteen (15) working days after it has been referred, the Dispute shall be referred to the parties’ Chief Executive Officers (or equivalent) for resolution. If the Dispute cannot be resolved within a maximum of fifteen (15) working days by the parties' Chief Executive Officers, either party may commence arbitration, in Christchurch, New Zealand. If the Parties cannot agree upon an arbitrator within 10 days either party may request the President of the Law Society of New Zealand to appoint an arbitrator. The decision of the arbitrator will be final and binding upon the parties both as to law and to fact and will not be appealable to any Court in any jurisdiction. The parties will share the expenses of the arbitration equally unless the arbitrator determines otherwise.

The arbitration will be conducted in English by a single arbitrator. The place of arbitration will be New Zealand.

Either party may apply to the arbitrator seeking injunctive relief until the arbitration award is rendered or the controversy is otherwise resolved. Either party also may, without waiving any remedy under these Terms, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party, pending the arbitrator’s determination of the merits of the controversy.

If any dispute, or response to any dispute, includes an allegation that potentially concerns whether any intellectual property right owned, controlled or licensable by either party is invalid, unenforceable or infringed or misappropriated, or is otherwise limited in scope or application, then either party may, in its sole discretion, elect to have that dispute adjudicated before a court of competent jurisdiction and this clause will not be binding on either party with respect to that dispute in its entirety or any related dispute, including any portions of a dispute that do not concern intellectual property rights.

These Terms constitute the entire agreement between you and Tait with respect to the subject matter of these Terms and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third-party beneficiary rights.

If a clause or a part of a clause set out in these Terms is found to be invalid this will not affect the validity or enforceability of the remainder of these Terms.

The failure of Tait to exercise or enforce any right or provision in these Terms will not constitute a waiver of such right or provision.

Any reference to “Tait” includes Tait International Limited, any Affiliates, Tait’s officers, directors, employees, related bodies corporate and volunteers.

In these Terms will means must.

Inclusive Expressions: the term includes or including (or any similar expression) is deemed to be followed by the words without limitation.