The following terms and conditions apply in relation to your access and use of the content and services offered to you on the Vodafone Music Store ("Services") and the purchase of any products from the Vodafone Music Store ("Products"). By browsing and (where applicable) purchasing from the Vodafone Music Store you agree to be bound by these terms and conditions, our website terms and conditions and any additional terms and conditions presented during the purchasing process.
Application of these terms and conditions
1. In these terms and conditions, reference to "we" and "us" means Vodafone New Zealand Limited, and "our" has a corresponding meaning
2. "You" means you our customer under these terms and conditions and "your" has a corresponding meaning.
3. The Services are based in New Zealand, aimed at New Zealand residents and intended for access and use by New Zealand residents only. The use of some of the Services may be restricted to certain customers or customer groups (for example, On Account customers). You shall be informed about any such restrictions before or during subscription for a particular service. Your access and use of the Service and any information and services provided by us as part of or via the Service is subject to these Terms (which include any directions and guidelines given by us on the Service from time to time) without modification by you. We may change these Terms from time to time, provided such changes are reasonable and where possible, we will provide advance notice of major changes to the Service and any changes to the Terms and Conditions on vodafone.co.nz. By accessing the Service (with or without registering for the Service) you accept that you are bound by the current Terms on the Service at the time of your access. You should therefore check these Terms each time you use any of the Services.
4. Where a third party service or content provider ("Provider") is identified as providing a particular service or application forming part of the Service then you may also be contracting directly with such Provider and your access to and use of that service or application may be subject to additional terms and conditions. For the avoidance of doubt in using any such Provider service you will still be bound by these Terms to the extent they are applicable.
5. These terms and conditions are effective upon the earlier of you:
a. completing our registration process and confirming that you have read and accepted these Terms; or
b. viewing, accessing or using any Service offered by us which does not require registration. 6. We suggest that you print out and keep a copy of these Terms for your records. These Terms shall apply to all of the Services. In addition to these Terms, there may be additional terms and conditions which apply to individual Services which you will be required to accept when registering for that Service.
7. We may delay enforcing our rights under these Terms without losing them.
8. You agree that we may sub-contract the performance of any of our obligations or may assign these Terms or any of our rights or obligations without giving you notice.
9. You undertake not to assign, re-sell or in any other way transfer your rights or obligations under these Terms.
10. We will not be liable to you for any breach of these Terms, which arises because of any circumstances that we cannot reasonably be expected to control.
11. You agree that no joint venture, partnership, employment or agency relationship exists between you and us as a result of these Terms or use of this Service.
12. These Terms (and, where applicable, the relevant additional terms that you accept as part of the registration process for a Service and the Provider terms and conditions) form the entire understanding between you and us concerning your use of the Service and supersede all previous agreements relating to the Service.
13. If any part of these Terms is determined to be legally invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue in effect.
14. Vodafone reserves the right at all times to disclose any information as Vodafone deems necessary to satisfy any applicable law, regulation, legal process or governmental request.
15. These Terms shall be governed and interpreted in accordance with New Zealand law and you and we both consent to the non-exclusive jurisdiction of the New Zealand courts.
Your use of the Service
17. All copyright, trade marks, patents and other intellectual property rights in any material or content (including without limitation software, data, applications, information, text, photographs, music, sound, videos, graphics, logos, symbols, artwork and other material or moving images) contained in or accessible via the Services ("Content") is either owned by us or has been licensed to us by the rights owner(s) for use as part of the Services. You are only allowed to use the Services as set out in these Terms. If you wish to do anything else with any of the Content, you must first obtain the written permission of the owner of the rights in that material. All rights are expressly reserved.
18. We grant you a non-exclusive, non-transferable right to view and use the Service and the Content via your PC, mobile telephone or other access device for private, non-commercial purposes only and subject to your strict compliance with these Terms. You may copy the Content in an unchanged form for private use on your own PC, mobile phone or other access device if and to the extent that such copying is required for the proper use of the Service or the Content and such copying is permitted by the copyright owner. Unauthorised use of the Service or the Content (including unauthorised reproduction or distribution) is expressly prohibited and may violate applicable law.
19. You shall not be entitled in respect of any Content (wholly or partly):
a. to pass it on to third parties or to allow third parties to access it unless and to the extent expressly permitted; or
b. to change, edit, modify, reformat, repurpose or adapt it in any other way;
c. to any right of resale, reproduction, distribution or promotional use rights, including any rights for uses that require a synchronization or public performance licence with respect to any underlying musical composition.
20. You should notify us immediately if you become aware of any unauthorised use or copying of any Content or any part of the Services or any unauthorised access to or other unauthorised activity in connection with the Services. You hereby grant us a perpetual, irrevocable, royalty-free, world-wide licence to reproduce, transfer, modify, adapt and/or publish any Content provided by you to us by email or otherwise on the Service as we see fit and without notice to you, unless you have indicated otherwise in such communication.
Prohibited use of the Service and/or the Content
21. You, and any persons you allow to use the Service or the Content through your access to the Service, are not allowed to:
a. copy, disclose, modify, reformat, display, distribute, licence, transmit, sell, perform, publish, transfer, link to, reverse engineer or decompile (except to the extent expressly permitted by applicable law) or otherwise make available the Content and/or the Service or any part thereof except as set out in these Terms;
b. include or create links (including deep-links) to or from the Content and/or the Service;
c. replicate the Vodafone homepage or create a separate border around any part of the Service or Content (also known as "framing");
d. use the Service or the Content for any commercial purpose;
e. use the Service and anything available from the Service, including your use of the Content, for illegal purposes or in breach of any applicable laws, statutes and regulations or codes of practice;
f. use the Service to post, upload or otherwise transmit messages, information or pictures that are obscene or pornographic, threatening, menacing, racist, offensive, indecent, tasteless, defamatory, in breach of confidence or otherwise unlawful;
g. harass, stalk, threaten, impersonate or otherwise violate the rights of others including rights of privacy;
h. hack into, make excessive traffic demands, probe or port scan other computers, deliver viruses, mail bombs, chain letters or pyramid schemes or otherwise engage in any other behaviour intended to inhibit other users from using and enjoying the Service or any other website;
i. collect and process others' personal data except in accordance with applicable data protection law;
j. advertise or offer to sell goods or services;
k. infringe any other person's intellectual property rights, including copyright;
l. use the Service to harvest or collect information about users of the Service or to post or otherwise distribute unauthorized or unsolicited advertising, junk or bulk email (also known as "spam");
m.use the Service or the Content in any way that we in our sole and absolute discretion consider objectionable, inappropriate, likely to injure our brand and reputation or otherwise unacceptable.
Payment and charges
24. Where any of our Services requires payment by you, the following conditions apply:
a. You must make such payment as and when required by these Terms: if you do not do so, we reserve the right to terminate your access to the Service immediately following any missed, rejected or refused payment.
b. If payment is not paid on time, your payment is rejected or refused (including if you do not have sufficient credit in your Prepay account), or you default in payment, the amount owing will be treated as overdue and we will be entitled immediately to cease or suspend the provision of the Services to you until payment is received or until your credit has been topped up.
c. All amounts payable by you shall be paid in full in New Zealand dollars without any deductions or set-offs.
d. If payment is to be made by you to us by charges to your mobile phone bill (whether under a contract or deduction from your Prepay credit) you may only use the Service if you are the person responsible for paying the bill or (in each case) if you have the agreement of the person responsible for doing so.
e. You will need to provide all equipment necessary to access the Service and be liable for payment for the local telephone call charges at the rates published by the telephone operator with whom you make your local calls or any other Internet access charges to which you may be subject. If your equipment does not support relevant technology including but not limited to encryption you may not be able to use this Service.
f. If you are using or receiving Services whilst overseas, additional roaming charges may apply.
g. You may not be able to use your free bundled minutes or any other special promotion when using any Service. Charges will appear on your next monthly mobile phone bill or shall be deducted from your calling credit, if you are Prepay customer or shall be invoiced directly to you if your mobile phone has been disconnected for any reason. We will provide not less than one month's notice of any increase in the charges or new charges for existing Services on the website. All amounts are quoted inclusive of GST.
25. Where any of our Services enable you to download Content to a mobile phone, personal computer, personal digital assistant or other access device you must comply with the following conditions.
26. You may save such Content on your access device but (unless expressly permitted) you are strictly prohibited from saving such Content elsewhere; editing or modifying the Content; copying, distributing or forwarding the Content to one or more third parties or allowing third parties to access it.
27. You should adjust the personal settings on your access device to ensure that you receive the Content that you have selected. By registering for Services you confirm that your access device can support the downloading of the relevant Content. If you are unsure whether this is the case you should check the information on our website, consult your handbook or contact the manufacturer of your access device. We cannot be held responsible should you attempt to download Content onto an incompatible access device and you will be charged regardless.
28. Without limitation, we shall not be liable in any way for failures, defects or delays in the delivery of the Content which are caused by one or more of the following reasons:
a. you have provided an incorrect phone number or other incorrect information before ordering the Content;
b. your message mail box is full and cannot receive additional messages;
c. your phone is switched off, out of range or for some other reason cannot be reached; or
d. any other reason outside our reasonable control.
29. We will meet our responsibilities under the Consumer Guarantees Act 1993, unless you are using the Service or purchasing the Product for the purposes of a business. Without limiting our responsibilities to consumers, our warranties, guarantees, and liability to you in connection with your use of the Vodafone Music Store and your purchase or use of the Products are limited and excluded as described in our website terms and conditions, On Account Terms and Conditions or Prepay Terms and Conditions as appropriate.
30. If you are purchasing the Product or using the Service for the purposes of a business, you agree that the Consumer Guarantees Act does not apply, and, to the maximum extent permitted by law, our liability to you, or anyone claiming through you, will be limited at all times to the purchase price of the Product or the Service to which your claim relates. In no event will Vodafone be liable to you for any loss of profits or revenue, lost business or missed opportunities or for any loss or damage that is indirect or consequential in relation to this Agreement or your use of the Service.
31. While Vodafone has endeavoured to ensure that the information provided on the Vodafone Music Store is free from error, we do not warrant its accuracy, adequacy or completeness, and to the extent permitted by law we shall not be responsible or liable for any error in, or omission from, the information provided on the Vodafone Music Store. We reserve the right to make changes to the information provided on the Vodafone Music Store at any time and without notice.
32. You acknowledge that we are unable to exercise control over the security or subject matter of third party content transmitted or accessible via the Service and we exclude all liability of any kind for the transmission or reception of illegal or unlawful content. The Services may be used by you to link to other web sites, resources and/or communications networks. We accept no responsibility for their content or services, or otherwise in respect of these. We endeavour to ensure the security of your communications; however your communications pass over third party networks over which we have no control. There is a risk that your communications may be unlawfully intercepted or accessed by those other than the intended recipient. The Internet is not a secure environment. Unwanted programs or material may be downloaded without your knowledge, which may give unauthorised persons access to information stored on your PC or mobile phone. These programs may perform actions that you have not authorised, possibly without your knowledge. We accept no liability for any loss or damage resulting from your use of the Internet and/or third party web sites or content accessed via the Service.
Indemnity by you
33. You irrevocably agree to indemnify us and our Providers fully against and to hold us and our Providers harmless on demand from all losses, costs, proceedings, damages, expenses (including reasonable legal costs and expenses) or liabilities howsoever incurred by us or our Providers as a result of any claim by a third party resulting from your use of the Service (or use of the Service by anyone who accesses the Service via your password) in breach or non-observance of these Terms. We shall notify you of any claim that we or our Providers receive and you hereby provide us and/or our Providers with full authority to defend, compromise or settle such claims and shall provide us and/or our Providers with all reasonable assistance necessary to defend such claims, at your sole expense.
Suspension or termination of Service
34. We may suspend the operation of the Service:
a. for repair or maintenance work; or
b. in order to update or upgrade the contents or functionality of the Service from time to time;
c. in the event that we believe that you are or may be in breach of these Terms.
35. If we suspend your access to the Service to investigate or prevent a potential breach of these Terms, these Terms shall continue to apply during such period of suspension and you shall remain liable for any charges payable by you during such period.36. We may terminate your access to and use of all or any part of the Service:
a. If we terminate your access to the Service, we may delete all information, emails and data that you have stored on the Service. Therefore, we recommend that you save copies of all information that you wish to keep on another storage device apart from the Service.
b. If we terminate your access to the Service for material breach of these Terms (including non-payment of any sums due by you) then you shall remain liable for any such sums and for any other sums which you have contracted to pay prior to such termination, whether or not such charges relate to Services to be provided before or after such termination date and whether or not the charges are owed and/or payable to us or to our providers or collection agents.
37. Vodafone may withdraw or change the Services generally, at any time for technical, commercial, public interest or operational reasons. In the event that the Services are being permanently withdrawn by Vodafone, this will be advertised with as much notice as reasonably possible prior to the withdrawal of the Services. Depending on the reason for the suspension, withdrawal or change, it may not always be possible to give advance notice. Termination shall not affect the accrued rights and liabilities of either you or us. 38. You may end the Service at any time by following the instructions on the website or contacting us, as set out above. Termination of the Service will not affect your obligation to pay for Services used by you or any third party goods or services previously purchased using the Service.