terms and conditions

Last updated on 14 February 2016

Honeypot Terms & Conditions of Use (“Terms”)

General

Honeypot Registry Limited ("Honeypot", "we", "us" and similar terms) provides this web site and the services provided by or through this web site to you subject to these terms and conditions of use (these "Terms"). In these terms we call this web site and any successor web sites the "Site", and the services we provide through it the "Service" or the "Services".

Please read these Terms carefully before using the Service. By accessing or using the Service you agree to be legally bound by these Terms and all terms, policies and guidelines incorporated by reference in these Terms. If you do not agree with these Terms in their entirety, you may not use the Service.

The Services are not intended to be used by minors. You must be at least 18 years of age to use the Services.

We reserve the right to change or modify any of the terms and conditions contained in these Terms, or any policy or guideline applicable to the Services, at any time and in our sole discretion. We will record any such changes on the Site. If we do so, we will notify you at the email address you provide in your registration information, if any, or we will post a notice on the Site visible to you the next time you access the Site. If you do not agree with the changes, you can cancel your account with us without further obligation. Unless otherwise specified, any changes or modifications will be effective immediately upon posting of the revisions on the Site, and your continued use of the Services after such time will constitute your acceptance of such changes or modifications. You should from time to time review the Terms and any policies and documents incorporated in them to understand the terms and conditions that apply to your use of the Services. The Terms will always show the ‘last updated’ date at the top. If you do not agree to any amended Terms, you must stop using the Services and the Site. If you have any questions about the Terms, please email us at the address below.

The Services are for your own use only. You may not resell, lease or provide them in any other way to anyone else, except as expressly permitted through the Site. You must comply with all applicable laws – including in your jurisdiction - in your use of the Services.

The Site allows you to create a gift registry and to collect monetary gifts for the purchase of those gifts. For clarity, in the Terms we use the following defined terms:

  • "Contribution" – a monetary contribution that a Contributor makes to a Customer using the Service;
  • "Contributor" – a User who uses the Service to contribute funds to a Customer;
  • “Create Registry” – the process of creating a Registry, effected by inserting into the relevant pages of the Site the required information;
  • “Customer” - a User who uses the Service to create a Registry;
  • "Gift" – the gifts that a Customer describes in their Registry;
  • “Go Live” – the process of making a Registry live and capable of receiving monetary donations, by completing the relevant information in the relevant sections of the site;
  • "Registry" – a page on the Site set up by a Customer for the collection of funds;
  • “Registration Data” – the information required to complete the relevant sections on the Site to create the Registry and to Go Live;
  • "User" – any user of the Service, whether a casual browser, a Customer or a Contributor.

1. Privacy Policy

Please refer to our privacy policy (the "Privacy Policy") for information on how we collect, use and disclose personally identifiable information from Users. By using the Services you agree to our use, collection and disclosure of personally identifiable information in accordance with the Privacy Policy.

2. Registration Data; Account Security

If you register for an Registry, you agree to:
(a) provide accurate, current and complete information as may be prompted by any registration forms on the Services ("Registration Data");
(b) maintain the security of your password;
(c) maintain and promptly update the Registration Data, and any other account information you provide to us, and to keep it accurate, current and complete;
(d) accept all risks of unauthorized access to the Registration Data and any other information you provide to us.
(e) You are responsible for all activity on your Registry, and you must alert us immediately if you suspect any authorized activity in your Honeypot account.

3. Contributions; Payments of Contributions; Fees; Charges; Taxes; No Refunds

• We charge each Customer a Service Fee. The Service Fee will be an amount which is detailed on the Site from time to time and is payable when you Go Live with your Registry.
• Contributors will be charged processing fees (Processing Fee) as detailed on the Site from time to time.
• The Processing Fee and the Service Fee are non-refundable, except in circumstances where we (at our sole discretion) decide otherwise.;
• Any Contribution is paid to us irreversibly and cannot be refunded by us.
• Payments of Contributions to the nominated account of a Registry Creator will be made on a fortnightly basis. Each payment will consist of contributions received in the last 14 days ending the Friday prior to the payment week.
• We reserve the right to withhold some or all Contributions to your Registry if we suspect the transaction may be fraudulent or suspicious. We will contact you and/or the Contributor in those instances to verify the transaction before authorising the payment.
• Our Service Fee includes any sales taxes applicable to it. You are responsible for all other taxes applicable to your payment of the Service Fee and payment processing charge in any applicable jurisdiction.
• Any interest earned in respect of a Service Fee or a Contribution remains the property of Honeypot.

4. Ownership, Copyright and Trade Marks

In these Terms the content available through the Site, including all information, data, logos, marks, designs, graphics, pictures, sound files, other files, and their selection and arrangement, is called "Content". Content provided by Customers is called "User Content". User Content is that Customer’s property. Our only right to that User Content is the limited licences to us granted in these Terms. Those licences are described in Section 5 and Section 15 of these Terms. Other than the User Content, the Services, all Content and all software available on the Site or used to create and operate the Site is the property of Honeypot or its licensors, and is protected by New Zealand and international copyright laws, and all rights to the Services, such Content and such software are expressly reserved. Any third party trademarks, company names or logos recorded on the Site remain the property of the relevant third party and this Site shall not grant any licence or right to use same to a User. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by Honeypot. Your User Content is your responsibility. We have no responsibility or liability for it, or for any loss or damage your User Content (including any links to third party websites (and the content of those sites) you may post on the Site may cause to you or other people. Although we have no obligation to do so, we have the absolute discretion to remove, screen or edit without notice any User Content posted or stored on the Site, and we may do this at any time and for any reason. We do not endorse any User Content posted through the Site. You are solely responsible for maintaining copies of and replacing any User Content you post or store on the Site. If you authorise third parties to access your User Content through the Site you agree that we are permitted to provide to them the User Content, and also agree that we have no responsibility or liability for their use of such User Content. From time to time we may post User Guidelines on the Site that set out Site conduct requirements – you are obliged to comply with those User Guidelines under these Terms.

5. Your Limited Licence to us of Your User Content

We do not claim any ownership interest in your User Content, but we do need the right to use your User Content to the extent necessary to operate the Site and provide the Services, now and in the future. For example, if you create a Registry or post Content in someone else’s Registry, we need a licence from you to display that User Content on the Site, and we need the right to sublicense that User Content to our other Users so that they can view that User Content. Therefore, by using or distributing User Content to or through the Site, in consideration of us providing the Services to you, you:
(a) grant us and our affiliates and subsidiaries, at no cost to us, a non-exclusive, transferable right to use, display, perform, reproduce, distribute, publish, modify, adapt, translate, and create derivative works from such User Content, in the manner in and for the purposes for which the Services and Site from time to time use such User Content;
(b) represent and warrant that:
(i) you own and control all of the rights to the User Content that you post or otherwise distribute, or you otherwise have the lawful right to post and distribute that User Content, to or through the Site; and
(ii) the use and posting or other transmission of such User Content does not violate these Terms and will not violate any rights of or cause injury to any person or entity.
If your User Content is intended for the use of other Users (for example, if you create a Registry that will be viewed by other Users, or you include logos, offers of other Services and User Content), you also grant us and our affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to sublicence such User Content to such Users for their use in connection with their use of the Services, as described in these Terms. These licences from you are non-exclusive because you have the right to use your User Content elsewhere. They are royalty-free because we are not required to pay you for the use of your User Content on the Services. The licences are transferable because we need the right to transfer these licences to any successor operator of the Services and/or the Site. Our rights to "modify, adapt, translate, and create derivative works from" are necessary because the normal operation of the Site and provision of the Services does this to your User Content when it processes it for use in the Services.

6. Our Limited License of Content to You

We grant you a limited, revocable, non-exclusive, non-sublicencable licence to access the Site and the Services and to view, copy and print the portions of the Content available to you through the Services. Such licence is subject to these Terms, and specifically (but not exclusively) subject to the following: (i) you may only view, copy and print such portions of the Content for your own use;
(ii) you may not modify or otherwise make derivative works of the Content, or reproduce, distribute or display the Content (except for page cacheing) except as expressly permitted in these Terms;
(iii) you may not remove or modify any copyright, trademark, or other proprietary notices that have been placed in the Content;
(iv) you may not use any data mining, robots or similar data gathering or extraction methods; and
(v) you may not use the Services and/or the Site or the Content other than for their intended purpose.
Except as expressly permitted above, any use of any portion of the Content without the prior written permission of its owner is strictly prohibited and will terminate the licence granted in this Section, the contract evidenced by these terms and your account with us. Any such unauthorised use may also violate applicable laws, including without limitation copyright and trademark laws. Unless explicitly stated herein, nothing in these Terms may be construed as conferring any licence to intellectual property rights, whether by estoppel, implication or otherwise. The licence in this Section is revocable by us at any time. You represent and warrant that your use of the Site and Services and the Content may be consistent with this licence and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law. To request permission for uses of Content not permitted in this licence, you may contact us at the address set out at the bottom of these Terms.

7. Use of Interactive Areas and the Site

The Service may include areas in which you or third parties may post User Content that will be viewed by other Users. You are solely responsible for your conduct and use of such areas and must use them at your own risk. User Content submitted to any public area of the Site will be considered non-confidential. In particular, you agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Site any of the following:
  • Any message, data, information, text, music, sound, photos, graphics, code or other material that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
  • Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law; Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party; Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
  • Unsolicited promotions, political campaigning, advertising or solicitations; Private information of any third party, including, without limitation, addresses, phone numbers, email addresses and credit card numbers, unless that third party has expressly consented to such use; Viruses, corrupted data or other harmful, disruptive or destructive files; Content that is unrelated to the topic of the area in which such Content is posted; or
  • Content that, in our sole judgment, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose us or our affiliates or Users to any harm or liability of any type.
  • We have a "zero-tolerance" policy towards SPAM: you may not use the Site to send commercial or other messages to any third-party if the intended recipient has not given you express consent to do so, and in your use of the Site you must comply with all applicable laws, including laws that apply in any jurisdiction to SPAM and marketing practices, and with any applicable marketing association guidelines on ethical marketing practices. Any use of the Service in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of your rights to use the Service.

8. No Responsibility for Third-Party Services, Sites or Content

As a service to our users, the Site may contain links to third-party Web sites ("Third-Party Sites") or third-party content ("Third-Party Content") and may provide third-party services ("Third-Party Services"), including payment processors and other payment intermediaries that you may use in connection with your use of the Services and Site. You use Third-Party Sites, Third-Party Content (together, the "Third Party Materials") or Third-Party Services at your own risk. We make no claim, warranty or representation regarding Third-Party Materials and Third-Party Services, and provide them or links to them only as a convenience. Inclusion in the Site of Third-Party Materials does not imply our endorsement, adoption or sponsorship of, or affiliation with, such Third-Party Materials. We accept no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of Third-Party Materials, or Web sites linking to the Site. When you leave the Site, our terms and policies no longer apply to usage of any other Site, and when you use Third-Party Services, the terms and policies of the relevant Third-Party apply to such usage. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Materials and Third-Party Services, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party. In particular, we use Payment Express (“DPS”) for payment processing.

9. Registries and Gifts; Advertisements and Promotions

We make representations or warranties as to the use to which a Registry Creator will put their Registry, or the Contributions made to their Registry. Honeypot may run advertisements and promotions from third parties on the Site. Your business dealings or correspondence with, or participation in promotions of, advertisers other than Honeypot, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. Honeypot is not responsible or liable for any loss or damage of any sort incurred as the result of any your dealings with any User of the Site, or as the result of the presence of third-party advertisers on the Site.

10. Warranty Disclaimer

The Site, the Content and the Services are provided to you on an "as is" basis without warranties from Honeypot of any kind, either express or implied. Honeypot expressly disclaims all other warranties, express or implied, including (without limitation) implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. Honeypot does not represent or warrant that the Site, the Content or the Services are accurate, complete, reliable, current or error-free. While Honeypot attempts to make your access to and use of the Services safe, Honeypot does not represent or warrant that the Site, the Content or the Services are free of viruses or other harmful components.

11. Limitation of Liability; Indemnity

You waive and shall not assert any claims or allegations of any nature whatsoever against Honeypot, its affiliates or subsidiaries, their sponsors, contractors, advertisers, vendors or other partners, any of their successors or assigns, or any of their respective officers, directors, agents or employees (collectively, the "Released Parties") arising out of or in any way relating to your use of the Site, the Content or the Services, including, without limitation, any claims or allegations relating to infringement of proprietary rights, or allegations that any Released Party has or should indemnify, defend or hold harmless you or any third party from any claim or allegation arising from your use or other exploitation of the Site, the Content or the Services (including as a result of the conduct of any User). You use the Site, the Content and the Services at your own risk. Without limitation of the foregoing, neither Honeypot nor any other Released Party shall be liable for any direct, special, indirect or consequential damages, or any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of or inability to use the Site, the Content or the Services, including without limitation any damages caused by or resulting from your reliance on the Site, the Content or the Services or other information obtained from Honeypot or any other Released Party or accessible via the Site, the Content or the Services, or that result from mistakes, errors, omissions, interruptions, deletion of files or email, defects, viruses, delays in operation or transmission or any failure of performance. In no event shall the aggregate liability of Honeypot, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), product liability, strict liability or other theory, arising out of or relating to the use of the Site, the Content or the Services, exceed $10 New Zealand Dollars. You shall defend, indemnify and hold harmless Honeypot and the other Released Parties from any loss, damages, liabilities, costs, expenses, claims and proceedings arising out of your use of the Site, the Content and the Services, including any claims made by any person:
(i) that any of your User Content infringes the rights, including the intellectual property rights, of any third party, or
(ii) that your conduct in relation the Site, the Content and the Services caused any loss, injury, damage or liability.

12. Communications

Notices that we give you (other than notice of amendment of these Terms, which is discussed in the introduction of these Terms) may be provided in any number of ways, depending on the circumstances. For example, (but without limitation) we may email you or telephone you at the contact details you provide in your Registration Data, we may post a notice to Users in the dashboard area of their account on the Site, or we may post the notice elsewhere on the Site. When we post notices on the Site, we post them in the area of the Site suitable to the notice. It is your responsibility to periodically review the Site for notices. Subject to the Privacy Policy, if you send to us or post on the Site in any public area any information, ideas, inventions, concepts, techniques or know-how ("User Submissions"), for any purpose, including the developing, manufacturing and/or marketing or products or services incorporating such information, you acknowledge that we can use the User Submissions without acknowledgement or compensation to you, and you waive any claim of ownership or compensation or other rights you may have in relation to the User Submissions. We actively review User Submissions for new ideas. If you wish to preserve any interest you might have in your User Submissions, you should not post them to the Site or send them to us.

13. Applicable Law and Venue

The Services are provided and controlled by Honeypot Registry Limited and operated by it from its offices in Auckland, New Zealand. You and Honeypot both benefit from establishing a predictable legal environment in regard to the Services. Therefore, you and Honeypot explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Site, the Content or the Services will be governed by the laws of the New Zealand. You submit to the exclusive jurisdiction of the Courts of New Zealand.

If you choose to access the Services from locations other than New Zealand, you will be responsible for compliance with all local laws of such other jurisdiction and you agree to indemnify Honeypot and the other Released Parties for your failure to comply with any such laws.

14. Termination/Modification/Suspension of License and Site Offerings

Notwithstanding any provision of these Terms, we reserve the right, without notice and in our sole discretion, and without liability to you (whether you are a Customer, a Contributor, or any other user of the Site, to:
(a) terminate your licence to use the Services, or any portion thereof;
(b) temporarily or permanently block or prevent your future access to and use of all or any portion of the Services or Content;
(c) change, suspend or discontinue any aspect of the Services or Content; and (d) impose limits on the Services or Content.
(e) refuse to allow you to create a Registry
(f) temporarily or permanently suspend or terminate a Registry
(g) require you to provide to Us such additional information is required of you to enable us to comply with all relevant legislation, regulations, laws and by laws of any authority with competent jurisdiction in relation to the Site and the Services

15. Inactive Registries; Termination of Agreement

If your Registry is inactive for more than six months, we reserve the right to deactivate your Registry. Deactivated Registry are not deleted – they are placed in storage and can be restored. We will notify you by email if we decide to deactivate your Registry. If you know in advance that your Registry will be inactive at some time and don’t want us to deactivate it, let us know in advance at the email address below. If after your Registry has been deactivated it stays inactive and we don’t hear from you, we may terminate it at any time and without notice. You and we may terminate your use of the Services including your agreement to these Terms at any time. When your Registry is terminated, your User Content will, shortly thereafter, not appear on the Site except for User Content submitted to public areas of the Site such as the blog, forum, or product reviews, which may remain on the Site after termination. We may also retain an archival copy of your User Content after termination, and you hereby grant us a non-exclusive, perpetual, irrevocable license to maintain such archival copy for our internal business purposes. If these Terms expire or terminate for any reason, Sections 4, 8 through 16, and any representation or warranty you make in these Terms, shall survive indefinitely.

If the nominated account of a Registry Creator is closed or becomes inactive we will use our best endeavours to contact the relevant Registry Creator and if no contact can be made, then the contributions in such registry shall be dealt with in accordance with the provisions of the Unclaimed Monies Act (??)

We reserve the right to implement, or not, any request from a Registry Creator to alter the details of their nominated account. We reserve the right to acquire from such Registry Creator such evidence as we consider (at our sole discretion) to be relevant to satisfy us that the account is a bona fide account of the Registry Creator.

17. Your Warranties/Authorisations

You warrant to us that all information provided by you including (but not limited to) the Registration Data is, to the best of your knowledge, true and correct in all respects.

You authorise Us to obtain, at any time from any entity or person whatsoever, any information We may require to:

  • process and/or accept and/or maintain your application to create a Registry and/or to make a Contribution
  • to perform the Services
  • provide to you access to the Site
  • verify any of the information that you have provided to Us including (but not limited to) the Registration Data

and you hereby authorise such person or entity to release to Us any information which that person or entity holds in respect of you.

16. Miscellaneous

If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. We may assign any or all of our rights to any party without your consent. You are not permitted to assign any of your rights or obligations hereunder without our prior written consent, and any such attempted assignment will be void and unenforceable. These Terms constitute the entire agreement between you and Honeypot regarding your use of the Site, the Content and the Services, and supersede all prior or contemporaneous communications whether electronic, oral or written between us regarding your use of them. The parties confirm that it is their wish that these Terms, as well as any other documents relating to this Terms, including notices, have been and shall be drawn up in the English language only.