Terms of Use
To use www.Swapya.co.nz, you must abide by these Terms of Use as well as any other written agreement(s) between Swapya NZ Limited and you.
Swapya NZ Limited reserves the right to change these Terms of Use from time to time with or without notice to you. You acknowledge and agree that it is your responsibility to periodically review the Site and these Terms of Use. Your continued use of the Site and Swapya Services, as defined in these Terms of Use, after any such modifications will constitute acknowledgment and acceptance of the modified Terms of Use.
BY USING THE SITE AND SWAPYA SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, PLEASE EXIT THE SITE AND DISCONTINUE USE OF THE SITE AND SWAPYA SERVICES. YOUR SOLE REMEDY AGAINST SWAPYA NZ LIMITED AND ITS PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES FOR DISSATISFACTION WITH THE SITE, SWAPYA SERVICES, PRODUCTS OR OFFERINGS AVAILABLE ON THE SITE, OR THESE TERMS OF USE, IS TO CEASE USING THE SITE, SWAPYA SERVICES, AND/OR THOSE PARTICULAR PRODUCTS OR OFFERINGS WITH WHICH YOU ARE DISSATISFIED. THESE TERMS ARE EFFECTIVE AND BINDING UPON YOU ONCE YOU USE THE SITE OR ANY SWAPYA SERVICES.
YOU ACKNOWLEDGE AND AGREE THAT THERE ARE RISKS ASSOCIATED WITH UTILIZING AN INTERNET-BASED MARKETPLACE AND INTERACTING WITH OTHER USERS IN PERSON AS OUTLINED IN SECTION Q.
I. Swapya Terms of Use
PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THE WEBSITE AND SERVICES OFFERED BY SWAPYA NZ LIMITED (“Swapya”). THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE WEBSITE AT https://Swapya.co.nz (THE “SITE”) AND ALL SERVICES PROVIDED BY SWAPYA NZ LIMITED ON THE SITE.
Swapya and/or its affiliates provide website features and other products and services to you when you visit or shop at https://Swapya.co.nz, use Swapya products or services, use Swapya applications for mobile, or use software provided by Swapya in connection with any of the foregoing (collectively, Swapya Services). Swapya provides the Swapya Services subject to the following terms and conditions.
By using the Swapya Services in any manner, including but not limited to visiting or browsing the Site, you (the “user” or “you”) agree to be bound by this Agreement, including those additional terms and conditions and policies referenced herein and/or available by hyperlink. This Agreement applies to all users of Swapya Services, including without limitation users who are vendors, customers, merchants, contributors of content, information and other materials or services on the Site.
If you have any questions, please refer to the Help section of the Site. By using Swapya Services and/or the Site, you agree to these conditions and Terms of Use and agree to be bound by this Agreement.
A. The Site Is a Venue
You agree that the Site is a venue. As such, Swapya is not responsible or liable for any content (e.g., data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links) posted by you, other users, or outside parties on the Site. You use the Site and any other Swapya Services at your own risk.
The Site is a venue to allow users who comply with Swapya’s policies to offer, trade and exchange certain goods, services and assets. Swapya is not directly involved in the transaction between traders (“swappers”). As a result, Swapya has no control over the quality, safety, morality or legality of any aspect of the items listed, the truth or accuracy of the listings or the ability of traders to swap items. Swapya does not pre-screen users or the content or information provided by users. Swapya cannot ensure that a trader will actually complete a transaction. Swapya holds no right, title, or interest in any products or items listed on the Site and does not transfer legal ownership of items between “swappers”.
Swapya does not verify and cannot guarantee the true identity, age, and nationality of a user. Moreover, Swapya does not endorse or investigate each individual using Swapya, and, therefore, cannot guarantee the truth or accuracy of any information published by a user. Swapya is not responsible or liable for any data, advertising, interaction, products, goods or services available or unavailable from, or through, Swapya. Swapya encourages each user to exercise caution and to communicate directly with potential transaction partners through the tools available on the Site.
B. Membership Eligibility
1. Age
a. Swapya Services are available only to, and may only be used by, individuals who are 18 years or older who can form legally binding contracts under applicable law. By using the Site or any Swapya Services, you represent and warrant that you are at least 18 years old and that all registration information you submit is accurate and truthful. Swapya may, in its sole discretion, refuse to offer access to or use of the Site or any Swapya Services to any person or entity. Moreover, Swapya may change its user eligibility criteria at any time. This provision is void where prohibited by law, and the right to access the Site is revoked in such jurisdictions.
b. Individuals under the age of 18 must at all times use the Site or any other Swapya Services only in conjunction with and under the supervision of a parent or legal guardian who is at least 18 years of age. In all cases, the adult is the user and is responsible for any and all activities.
C. Compliance
You agree to abide by Swapya’s policies as stated in this Agreement and the Swapya policy documents listed below (if applicable to your activities on or use of the Site), as well as all other operating rules, policies and procedures that may be published from time to time on the Site by Swapya, each of which is incorporated herein by reference and each of which may be updated by Swapya from time to time without notice to you.
1. Compliance with Local Laws. You agree to comply with all local laws regarding online conduct and acceptable content.
2. Compliance with Tax Laws. You agree to comply with all applicable tax laws.
D. Password
Keep your password secure. You are fully responsible for all activity, liability and damage resulting from your failure to maintain password confidentiality. You agree to immediately notify Swapya of any unauthorized use of your password or any breach of security. You also agree that Swapya cannot and will not be liable for any loss or damage arising from your failure to keep your password secure. You agree not to provide your username and password information to any other party other than Swapya without Swapya’s express written permission.
E. Account Information
You must keep your account information up-to-date and accurate at all times, including a valid email address. To swap select items on the Site, you must provide and maintain valid payment information.
F. Account Transfer
You may not transfer or sell your Swapya account and User ID to any other party. If you are registering as a business entity, you personally guarantee that you have the authority to bind the entity to this Agreement.
G. Right to Refuse Service
Swapya may refuse service to or for any user, for any reason, at any time. Swapya reserves the right, in Swapya’s sole discretion, to temporarily or indefinitely suspend users of the Site or other Swapya Services. Swapya reserves the right, in Swapya’s sole discretion, to cancel unconfirmed or inactive accounts.
H. Privacy Policy
Please review our Privacy Policy at https://Swapya.co.nz/privacypolicy, which governs your use of Swapya Services, to understand our practices.
I. Fees Policy
Joining Swapya is free, however, Swapya may charge fees for listing an item. When you list an item, you have an opportunity to review and accept the fees that you will be charged. Swapya’s Fees Policy is subject to change at any time without notice to you. Changes to the Fees Policy and the fees for Swapya’s services are effective upon being published on the Site. However, Swapya may choose to temporarily change the Fees Policy and the fees for Swapya’s services for promotional events (e.g., free listing days). Such changes are effective when Swapya posts the temporary promotional event on the Site. Swapya may, at Swapya’s sole discretion, change some or all of Swapya’s services at any time. In the event Swapya introduces a new service, the fees for that service are effective at the launch of the service. Unless otherwise stated, all fees are quoted in New Zealand Dollars (NZD).
You are responsible for paying all fees and applicable taxes associated with using the Site or any other Swapya Services.
J. Marketplace Operation
In addition to these Terms of Use, you agree to the procedures and guidelines contained within Swapya’s Marketplace Policies, which are incorporated by reference into and made part of, these Terms of Use. Like these Terms of Use, Swapya may change Swapya’s Marketplace Policies without notice to you, and any such changes will be effective immediately upon posting, regardless of whether or not you received notice of such change(s). shall supersede the Terms of Use and control use of the Site and the Marketplace.
1. No Endorsement by Swapya. Swapya neither endorses nor assumes any liability for any material uploaded or submitted by users on any part of the Site. Swapya and its agents reserve the right to remove any and all postings or listings that Swapya determines, in its sole discretion, do not comply with these Terms of Use and any other rules of user conduct for the Site, or are otherwise harmful, objectionable or inaccurate. You expressly understand and agree that Swapya is not responsible for any delay in removing such postings.
2. Trader Communication. Swapya provides methods for swappers to communicate. These methods may include public comments, private comments, private messaging, or providing information for direct contact via email or phone. Swapya does not allow the public exchange of private contact information (e.g. email addresses, phone numbers). Swappers are responsible for providing reasonable support for any issues related to items exchanged.
3. Product Listings. By listing an item on the Site, you warrant that you and all aspects of the item comply with Swapya’s published policies. You also warrant that you may legally swap the item. You must accurately describe your item and all terms of exchange.You are responsible for ensuring accuracy of all product listings, including but not limited to, estimated pricing, model numbers, descriptions, images, available quantities, and item condition. You are responsible for organising and paying the shipping costs, if required, to complete a trade. Your listings may only include text descriptions, graphics, pictures and other content relevant to the sale of that item. Swapya may reject and remove from the Site any text descriptions, graphics, pictures and other content posted by any user of the Site or other Swappa Services at its discretion.
4. Transaction Payments. Both swappers are responsible for ensuring proper payment is received, including any necessary taxes and shipping expenses, before fulfilling the exchange. Swapya shall not be liable for any consequential, incidental, special, punitive or indirect damages incurred by either swapper for insufficient payments or their failure to ensure that proper payment was received. Swapya may collect fees for providing the services of the Site; however, it is otherwise not a party to such transactions. Any refund from Swapya shall not exceed the fees collected for the associated transaction.
5. Trader Communication. Swappers are responsible for providing support for any trade-related issues beyond functionality of the Site or the Swapya Marketplace. As a condition of using the Site and the Swapya Marketplace, Swappers agree to use best efforts to offer support and assistance in the resolution of concerns and disputes.
6.Trade Fulfillment. Swappers are obligated to fulfill the order or otherwise complete the transaction in a prompt manner once terms or trade have been agreed upon or else money exchanged for shipment or transaction payment.
7.Shipping Policies. Standard shipping policies apply to all swaps.Traders are expected to ship within two business days of receiving payment. Standard shipping costs should be discussed and confirmed prior to completion of the transaction.A swapper may use the shipping method of their choice so long as the shipping method offers reasonable transit times and a valid tracking number that can be provided at the time the product is shipped. Swappers must communicate shipping tracking data to each other.
8. Swap Voidance. Swaps are binding, though they may become void in certain circumstances.
Swappers may void an exchange if full delivery payment is not received or if the
item exchanged does not meet the stated, required criteria.
If a swapper advertises NZ-only shipping and the other party is in a different country, the swapper may void the trade.
A swapper may void a trade if the other party requests unreasonable shipping methods (e.g. overnight shipping).
A swapper may void an exchange if they suspect fraudulent activity. In events of suspected fraud swappers must notify Swapya immediately.
9.Returns and Refunds
Swappers are urged to outline reasonable return policies for their listing. All return policies must comply with Swapya’s site-wide policies. Swapya reserves the right to request that a swapper modify a listing return policy.
If an item is received not as described the receiver shall be entitled to a refund
.
Swappers should refund these trades promptly by returning their exchanged items.
Swapya will not refund fees if a trade is voided due to the fault of the Swapper.
If an item is received as advertised, but a trader wishes to return , the other party is not obligated to accept a return except in compliance with the stated voluntary return policy.
Any refund in “swapper’s remorse” situations should be less any fees already incurred by the other trader. Swapya lisitng fees are not refundable in such situations.
Shipping Costs on Returned Items: When an item is to be returned the traders will pay return shipping costs.
If an item is received in an unusable state and must be returned, the trader who has exchanged said item is responsible for reimbursing return shipping costs to the other swapper to remain in good standing.
If an item is returned due to a disagreement in the condition of a device (e.g. good vs. fair), the buyer is typically responsible for covering return shipping costs.
Returned items should be shipped with proper tracking for the swapper’s protection.
K. Third-Party Sites and Information.
The Site may redirect or link to other websites on the Internet, or may otherwise include references to information, products or services made available by unaffiliated third parties. While Swapya makes every effort to work with trusted, reputable providers, from time to time such sites may contain information, material or policies that some may find inappropriate or personally objectionable. You understand and agree that Swapya is not responsible for the accuracy, completeness, decency or legality of content hosted by third party websites, nor is Swapya responsible for errors or omissions in any references made on those websites. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with the Site or party by Swapya, or any warranty of any kind, either express or implied.
L. Prohibited, Questionable and Infringing Items and Activities
You are solely responsible for your conduct and activities on the Site and/or conduct or activities relating to or regarding any Swapya Services. You are also solely responsible for any and all data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links (together, “Content”) that you submit, post, and display on the Site.
M. Restricted Activities.
Your Content and your use of the Site or any other Swapya Services shall not:
1. Be false, inaccurate or misleading;
2. Be fraudulent or involve the sale of illegal, counterfeit or stolen items;
3. Infringe upon any third-party’s copyright, patent, trademark, trade secret or other proprietary or intellectual property rights or rights of publicity or privacy.
4. Violate this Agreement, any site policy or community guidelines, or any applicable law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising);
5. Contain items that are potentially hazardous to consumers.
6. Be defamatory, trade libelous, unlawfully threatening, unlawfully harassing, impersonate or intimidate any person (including Swapya staff or other users), or falsely state or otherwise misrepresent your affiliation with any person, through, for example, the use of similar email address, nicknames, or creation of false account(s) or any other method or device;
7. Be obscene or contain pornography;
8. Contain or transmit any code of a destructive nature that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;
9. Host images not part of a listing;
10. Modify, adapt or hack the Site or modify another website so as to falsely imply that it is associated with Swapya;
11. Appear to create liability for Swapya or cause Swapya to lose (in whole or in part) the services of Swapya’s ISPs or other suppliers;
12. Link directly or indirectly, reference or contain descriptions of goods or services that are prohibited under this Agreement, the Privacy Policy, or other policy documents as posted on Swapya.
Furthermore, you may not list any item on the Site (or consummate any transaction that was initiated using Swapya Services) that, by paying to Swapya the listing fee or the final value fee, could cause Swapya to violate any applicable law, statute, ordinance or regulation, or that violates the Terms of Use.
N. Content
1. User’s Grant of License In Favour of Swapya. Swapya does not claim ownership rights in your Content. You grant Swapya a license to use any information or Content you supply, but you agree that Swapya is not violating any rights you might have in any information or Content you supply to Swapya. You grant Swapya a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights you have in the Content, in any media now known or not currently known, with respect to your Content. You agree to allow Swapya to store or re-format your Content on the Site and display your Content on the Site in any way Swapya chooses. Swapya will only use personal information in accordance with Swapya’s Privacy Policy.
As part of a transaction, you may obtain personal information, including email address and shipping information, from another Swapya user. Without obtaining prior permission from the other user, this personal information shall only be used for that transaction or for Swapya-related communications. Swapya has not granted you a license to use the information for unsolicited commercial messages. WITHOUT LIMITING THE FOREGOING, WITHOUT EXPRESS CONSENT FROM THE USER, YOU ARE NOT LICENSED TO ADD ANY SWAPYA USER TO YOUR EMAIL OR PHYSICAL MAIL LIST. For more information, see Swapya’s Privacy Policy.
2. Swapya’s Grant of License in Favour of User. Subject to your compliance with the Terms and Conditions, this Agreement, and your payment of any applicable fees, Swapya or its content providers grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal and non-commercial use of the Site. This license does not include any resale or commercial use of any Swapya Service, or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of any Swapya Service or its contents; any downloading or copying of account information for the benefit of another user; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in this Agreement are reserved and retained by Swapya or its licensors, suppliers, publishers, rightsholders, or other content providers. No Swapya Service, nor any part of any Swapya Service, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Swapya. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Swapya without express written consent. You may not use any meta tags or any other “hidden text” utilizing Swapya’s name or trademarks without the express written consent of Swapya. You may not misuse the Site or any Swapya Services. You may use the Site and any other Swapya Services only as permitted by law. The licenses granted by Swapya terminate if you do not comply with this Agreement.
3. Re-Posting Content. By posting Content on the Site, it is possible for an outside website or a third party to re-post that Content. You agree to indemnify, defend, and hold Swapya harmless for any dispute concerning this use. If you choose to display your own Swapya-hosted image on another website, the image must provide a link back to its listing page on Swapya.
4. Idea Submissions. Swapya considers any unsolicited suggestions, ideas, proposals or other material submitted to it by users via the Site or otherwise (other than the Content and the tangible items swapped on the Site by users) (collectively, the “Material”) to be non-confidential and non-proprietary, and Swapya shall not be liable for the disclosure or use of such Material. If, at Swapya’s request, any member sends Material to improve the site (for example through the Forums or to customer support), Swapya will also consider that Material to be non-confidential and non-proprietary, and Swapya will not be liable for use or disclosure of the Material. Any communication by you to Swapya is subject to this Agreement. You agree to grant, and hereby do grant, to Swapya, under all of your rights in the Material, a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sublicensable and transferable right and license to incorporate, use, publish and exploit such Material for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it in the API, documentation, or any product or service, without compensation or accounting to you and without further recourse by you.
O. Information Control
1. No Control of Content by Swapya. Swapya does not control the Content provided by users that is made available on Swapya. You may find some Content to be offensive, harmful, inaccurate, or deceptive. There are also risks of dealing with underage persons or people acting under false pretense. By using the Site or any Swapya Service, you assume all risk.
2. International Transactions. There may be risks dealing with international trade and foreign nationals. By using the Site or any Swapya Service, you agree to accept such risks and you expressly agree that Swapya (and Swapya’s officers, directors, agents, subsidiaries, joint ventures and employees) is not responsible for acts or omissions of users on the Site. Please use caution, common sense, and practice safe buying and selling when using the Site.
3. Other Resources. Swapya is not responsible for the availability of outside websites or resources linked to or referenced on the Site. Swapya does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You agree that Swapya shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resources.
P. Resolution of Disputes and Release
1. Disputes with Swapya. In the event a dispute arises between you and swapper, please contact Swapya. Use of the Site is not authorized in any jurisdiction that does not give effect to all provisions of the Agreement, including without limitation, this section. You and Swapya agree that any cause of action arising out of or related to the Site (including, but not limited to, any services provided or made available therein) or this Agreement must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
2. Disputes with Users or Third Parties. In the event a dispute arises between you and another user or a third party, Swapya has no obligation to resolve or to attempt to resolve such dispute. You release Swapya and its officers, directors, agents, subsidiaries, joint ventures and employees from any and all claims, demands and damages (actual and/or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any dispute between you and another user or a third party. Swapya encourages users to report user-to-user disputes to your local law enforcement, or a certified mediation or arbitration entity, as applicable.
Swapya may, for the benefit of users, try to help users resolve disputes. However, Swapya does so in its sole discretion, and Swapya has no obligation to resolve disputes between users or between users and outside parties. To the extent Swapya attempts to resolve a dispute, Swapya will do so in good faith based solely on Swapya’s policies. Swapya will not make judgments regarding legal issues or claims.
Q. Assumption of Risk
1. You acknowledge and agree that there are risks associated with utilizing an internet-based marketplace and interacting with other users in person. Swapya does not investigate or verify any user’s reputation, conduct, morality, criminal background, or any information users may submit to the services. You are solely responsible for taking all necessary precautions when interacting with other users, particularly when meeting a stranger in person for the first time. It is possible that other users may attempt to physically harm or defraud you or obtain information from you for fraudulent purposes. You are solely responsible for, and assume all risks related to, trading through Swapya’s Services (including all online and offline interactions with other users).
2. Meeting Locations. Meeting locations, sometimes referred to as swap spots, are suggested locations, such as a police department or a local store, which are generally open and available to the public. Swapya does not independently verify the conditions at any such location, does not monitor meeting locations and does not warranty their safety or condition. You are solely responsible for your use of any community meeting areas, and any dispute arising out of that usage, including against any suggested community meeting location.
R. Swapya’s Intellectual Property
Swapya, and other Swapya graphics, logos, designs, page headers, button icons, scripts, and service names are registered trademarks, trademarks or trade dress of Swapya NZ Limited, in New Zealand. and/or other countries. Swapya’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names or email addresses, in connection with any product or service in any manner that is likely to cause confusion.
S. Access and Interference
Swapya may contain robot exclusion headers that contain internal rules for software usage. Much of the information on the Site is updated on a real-time basis and is proprietary or is licensed to Swapya by Swapya’s users or third parties. You agree that you will not use any robot, spider, scraper or other automated means to access the Site for any purpose whatsoever, except to the extent expressly permitted by and in compliance with Swapya’s API Terms of Use or otherwise without Swapya’s prior express written permission. Additionally, you agree that you will not:
1. Take any action that imposes, or may impose, in Swapya’s sole discretion, an unreasonable or disproportionately large load on Swapya’s infrastructure;
2. Copy, reproduce, modify, create derivative works from, distribute or publicly display any user Content (except for your Content) from the Site except to the extent expressly permitted by and in compliance with Swapya’s API Terms of Use or otherwise without the prior express written permission of Swapya and the appropriate third party, as applicable;
3. Interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or
4. Bypass Swapya’s robot exclusion headers or other measures Swapya may use to prevent or restrict access to the Site
T. Breach
Without limiting any other remedies, Swapya may, without notice, and without refunding any fees, delay or immediately remove Content, warn Swapya’s community of a user’s actions, issue a warning to a user, temporarily suspend a user, temporarily or indefinitely suspend a user’s account privileges, terminate a user’s account, prohibit access to the Site, and take technical and legal steps to keep a user off the Site and refuse to provide services to a user if any of the following apply:
1. Swapya suspects (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) a user has breached this Agreement, the Privacy Policy, or other policy documents and community guidelines incorporated herein;
2. Swapya is unable to verify or authenticate any of your personal information or Content; or
3. Swapya believes that a user is acting inconsistently with the letter or spirit of Swapya’s policies, has engaged in improper or fraudulent activity on the Site or in connection with Swapya or the actions may cause legal liability or financial loss to Swapya’s users or to Swapya.
U. Privacy
Except as provided in Swapya’s Privacy Policy, Swapya will not sell or disclose your personal information (as defined in the Privacy Policy) to third parties without your explicit consent. Swapya stores and processes Content on computers located in New Zealand that are protected by physical as well as technological security.
V. DISCLAIMER OF WARRANTIES
SWAPYA, SWAPYA’S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SWAPYA’S SUPPLIERS PROVIDE THE SITE AND SWAPYA SERVICES “AS IS” AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. SWAPYA, SWAPYA’S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND SWAPYA’S SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
THE SITE, SWAPYS SERVICES, AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SITE OR THROUGH SWAPYA SERVICES ARE PROVIDED BY SWAPYA ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. SWAPYA MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO ANY SWAPYA SERVICES, THE OPERATION OF THE SITE, OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SITE OR OTHER SWAPYA SERVICES, UNLESS OTHERWISE SPECIFIED IN WRITING.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE AND/OR SWAPYA SERVICES IS AT YOUR SOLE RISK.
TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, SWAPYA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SWAPYA DOES NOT WARRANT THAT THE SITE OR SWAPYA SERVICES, INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SITE, SWAPYA’S SERVERS OR ELECTRONIC COMMUNICATIONS SENT FROM SWAPYA ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SWAPYA WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY SWAPYA SERVICES, OR FROM ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, UNLESS OTHERWISE SPECIFIED IN WRITING.
FURTHER, SWAPYA SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY PROMISES REGARDING OFFERINGS OR CONTENT ON THE SITE OR FOR ASSISTANCE IN CONDUCTING COMMERCIAL TRANSACTIONS WITH A THIRD PARTY THROUGH THE SITE, INCLUDING WITHOUT LIMITATION THE PROCESSING OF ORDERS.
IN ADDITION, NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM SWAPYA SHALL CREATE ANY WARRANTY.
W. LIMITATION OF LIABILITY
IN NO EVENT SHALL SWAPYA AND/OR (AS APPLICABLE) SWAPYA’S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES OR SWAPYA’S SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SITE, SWAPYA SERVICES, OR THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES.
SWAPYA’S LIABILITY, AND (AS APPLICABLE) THE LIABILITY OF SWAPYA’S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO SWAPYA IN THE 12 MONTHS PRIOR TO THE ACTION OR EVENT GIVING RISE TO LIABILITY, AND (B) $100.
X. INDEMNITY
YOU AGREE TO DEFEND, INDEMNIFY AND HOLD SWAPYA AND (AS APPLICABLE) SWAPYA’S PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES, HARMLESS FROM AND AGAINST ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR USE OR MISUSE OF THE SITE OR ANY SWAPYA SERVICES, YOUR BREACH OF THIS AGREEMENT OR THE DOCUMENTS IT INCORPORATES BY REFERENCE, OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY. SWAPYA RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL COOPERATE WITH SWAPYA IN ASSERTING ANY AVAILABLE DEFENSES.
Y. No Guarantee
Swapya does not guarantee continuous, uninterrupted access to the Site. Operation of the Site may be interfered with by numerous factors outside Swapya’s control. You understand and agree that temporary interruptions of the site may occur as normal events that are out of Swapya’s control. You also understand and agree that Swapya has no control over the third-party networks or service(s) that Swapya may use to provide the Site and/or Swapya Services to you. You agree that the Site and any Swapya Services are provided ÒAS ISÓ and that Swapya assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings.
Z. Legal Compliance
Your use of the Site and any Swapya Service is subject to all applicable laws and regulations. You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Site and any Swapya Service and, if applicable, your listing, purchase, solicitation of offers to purchase, and sale of items.
AA. Confidentiality
1. Content and Communications With Swapya Treated as Non-Confidential. All information and communications sent by you to Swapya will be treated as non-confidential and non-proprietary (subject to Swapya’s privacy policy). Please do not submit confidential or proprietary information to Swapya (including patentable ideas, new content suggestions or business proposals) unless you and Swapya have mutually agreed in writing otherwise. Idea and information that Swapya receives unsolicited will be treated as property owned by Swapya and will not be returned to you.
2. Compliance With Law Enforcement and Other Investigative Agencies. Swapya does not routinely inspect or disclose any information or communications received from users. However, Swapya makes every effort to comply with law enforcement officials or other investigative agencies to prevent crime and/or the sale of stolen goods or products on the Site. Swapya reserves the right to inspect or disclose to any third party and for any reason whatsoever any information provided by you to Swapya.
BB. Severability
If any provision of this Agreement is held unenforceable, then such provision will be modified to reflect the parties’ intention. All remaining provisions of this Agreement shall remain in full force and effect.
CC. No Agency
You and Swapya are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
DD. Modification or Termination of Swapya Services
Swapya reserves the right to modify or terminate any Swapya Service for any reason, without notice to you, at any time. Swapya reserves the right to alter these Terms of Use or other Site policies at any time without notice to you, so please review the policies frequently. If Swapya makes a material change to this Agreement or to its Terms of Service, Swapya will attempt to notify you here, by email, by means of a notice on Swapya’s home page, or other place(s) Swapya deems appropriate. What constitutes a “material change” will be determined at Swapya’s sole discretion, in good faith, and using common sense and reasonable judgment.
EE. Choice of Law
This Agreement shall in all respects be interpreted and construed with and by New Zealand law.
FF. Notices
1. Notice to Swapya. Except as explicitly stated otherwise, any notices shall be given by postal mail to Swapya NZ Limited, 1/87 Fourth Avenue, Tauranga, 3110. Notice shall be deemed given upon receipt by Swapya.
2. Notice to User(s). Except as explicitly stated otherwise, any notices shall be given by Swapya to you at the email address you provide to Swapya either during the registration process or when your email address changes. Notice shall be deemed given 24 hours after the email is sent. Alternatively, Swapya may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to Swapya. In such a case, notice shall be deemed given three days after the date of mailing.
GG. Disclosures
The services hereunder are offered by Swapya NZ Limited, 1/87 Fourth Avenue,Tauranga, 3110.
HH. Entire Agreement
This Agreement contains the entire agreement and understanding of the parties with respect to its subject matter and supersedes any prior or contemporaneous written or oral representations, discussions, proposals, understandings, Terms of Service, and the like respecting the subject matter hereof.