Terms and Conditions
These Terms and Conditions form part of Our Agreement. Our Agreement deals with what you must do, what we agree to do, how we deal with each other's content and intellectual property, what you must not do, our liability, your liability, privacy obligations and other matters.Some of the capitalised terms used in these Terms and Conditions are defined elsewhere in Our Agreement.
What is "Our Agreement" and who does it cover?
1. We are Dry July Ltd NZ Trust.
2. Our Agreement comprises:
(a) these terms and conditions;
(c) policies, notices and disclaimers displayed elsewhere on the Dry July Website; and
(d) the Payment Terms.
3. Our Agreement governs our relationship with:
(a) registered participants of Dry July (we call you Participants); and
(b) people who make donations (Donors) through the Dry July Website (Donations), place an order for any purchase through the Dry July Website (Purchase Order), or otherwise access or use the Dry July Website (together, we call you Website Users).
Our Agreement also governs the relationship between Participants and the companies and brands that sponsor Dry July (we call them Partners).
4. If you are a Participant you agree to Our Agreement at the time you create an account with us.
5. If you are not a Participant but you make a donation, are a Donor or place a Purchase Order or you are otherwise a Website User, you agree to Our Agreement at the time you access and use the Dry July Website (including to make a Donation or place a Purchase Order). You enter into a separate agreement each time this occurs.
6. It is your responsibility to ensure that you understand and agree to Our Agreement. You must read these terms and conditions carefully. Some of the terms used in Our Agreement are defined throughout these terms and conditions or at the end.
7. If you are a Participant, you must read and agree to Our Agreement before you tick the accept box.
8. If you are not a Participant you must read and agree to Our Agreement before you proceed at any time to access and use the Dry July Website (including to make a Donation or place a Purchase Order).
9. If you do not agree to any term or condition of Our Agreement (including any disclaimer displayed elsewhere or the Payment Terms) you must not continue to:
(a) have an account as a Participant;
(b) make any Donation;
(c) place any Purchase Order; or
(d) otherwise access or use Dry July or the Dry July Website.
10. If you have any questions or wish to clarify any term in Our Agreement, please contact us at [email protected]
How can Our Agreement change?
11. We can change Our Agreement so long as we provide you notice through the Dry July Website. You should regularly check the Dry July Website for this purpose.
12. We can make changes for legal or administrative reasons upon notice effective immediately. Otherwise, we will give you a minimum of three days notice.We may give this notice by posting the notice on the Dry July Website, or by contacting you directly.
13. If you disagree with any of these changes, you must immediately discontinue being a Participant, making any Donation or placing any Purchase Order, or otherwise accessing and using the Dry July Website. If you continue to do so this will signify your agreement to the new or amended terms of Our Agreement.
Participants must have accounts
14. To be a Participant you must open an account with us. In creating your account you must provide us with, amongst other things, a current e-mail address, your residential postcode, and your full name. You may also choose to provide us with your telephone number and full residential address and other information.
15. It is your responsibility to act responsibly as a Participant.
16. You must keep your account information up to date with us. We require this to be able to identify you, to contact you as permitted under Our Agreement and for security purposes.
17. You must be at least 18 years old to create an account as a Participant. You must not attempt to do this if you are under 18 years old.
18. If you choose to use a workplace email address for your account or to access the Dry July Website, you are responsible for ensuring that such use complies with any rules, policies or protocols which apply to the use of the Internet in your workplace.
19. If you allow someone else to use your account, you are liable under Our Agreement for any act or omission by them which may breach Our Agreement.
21. You acknowledge and agree that Your Content which you share or post on or make available to the Dry July Website will be publicly viewable.You should exercise discretion in deciding what content and information you upload to the Dry July Website.
Communications with you
22. If you are a Participant, you agree that we may contact you through your account details in relation to your participation with Dry July except that we will only communicate with you for marketing purposes, news about Dry July or news about beneficiaries if you opt-in to such communications.
23. If you make a Donation or place a Purchase Order, you agree that we may contact you through your contact details which you provide at the time of making a Donation or placing the Purchase Order in relation to your donation or purchase. We may also contact you in relation to Dry July except that we will only communicate with you for marketing purposes, news about Dry July or news about beneficiaries if you opt-in to such communications.
24. You agree that our main form of communication with you will be by email or through the Dry July Website. If you provide us with a telephone number, you agree that we may contact you through that number also.
25. You may opt-in to certain communications from us or third parties in relation to marketing, news about Dry July, news about beneficiaries, or other information available from time to time. If you do so, we or third parties may communicate with you in accordance with your opt-in unless you notify us or them otherwise.
Payments you might make
26. If you make any Donation or place any Purchase Order you agree to our Payments Terms at the time of doing so.
27. You must only make Donations or place a Purchase Order accordance with Our Agreement (including the Payment Terms).
You should read this if you are outside New Zealand
29. Dry July and the Dry July Website is designed for people in New Zealand.
30. Accessing and using the Dry July Website from countries where the content is or could be illegal is strictly prohibited.
31. If you are a Participant or access or use the Dry July Website from a location outside New Zealand you do so at your own risk and you are solely responsible for, and assume all responsibility for, compliance with local laws.
What we will do
32. We will make Dry July and the Dry July Website available in accordance with Our Agreement but do not guarantee any level of or any availability of the Dry July Website.You agree to the disclaimers and limitations of our liability as set out in clauses 60 to 68.
33. Where required by law, we will notify you and relevant authorities in the event of a serious security breach that affects your personal information.
About you sharing your content and intellectual property
34. We understand the importance to you of the content you post or make available to the Dry July Website(Your Content). Under Our Agreement, as between us and you, you own Your Content.
35. In order for us to make Dry July available in our desired format and structure and for us to provide the functions we wish on the Dry July Website, we must be able to use certain types of Your Content in certain ways. Therefore, you give us non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use, reproduce, modify or adapt the intellectual property in Your Content to:
(a) enable you to share Your Content on the Dry July Website;
(b) share Your Content on the Dry July Website and through emails or SMS with other Participants or donors;
(c) enable you to access and use the Dry July Website;
(d) make and distribute marketing material in relation to Dry July which includes Your Content at anytime (including after Our Agreement is terminated);
(e) back up the data on the Dry July Website;
(f) ensure your compliance with Our Agreement; and
(g) comply with any obligation we have under in relation to Dry July, the Dry July Website and/or Your Content.
36. You provide us with consent under any moral rights you have in Your Content to do any of the above.
37. When you remove Your Content it may persist in backup copies on our systems for a reasonable period of time but will not be available to others.
About us sharing our content and intellectual property with you
38. We have worked very hard to develop and build Dry July and the Dry July Website so it can be available and useable by you. You acknowledge and agree that, as between you and us:
(a) we are the owner of copyright and all other intellectual property in any content available or provided through Dry July and the Dry July Website other than Your Content; and
(b) the Dry July Website (and any modifications, adaptations, updates or new versions) is and embodies customised architecture, guided forms, processes, methods, activities, strategies, trade secrets, know how, and techniques and other ideas which are our intellectual property and must only be used by you in accordance with Our Agreement.
39. We give you the following licence in relation to the Dry July Website but you cannot access, use or exploit the Dry July Website outside this licence. While you have the right to access and use the Dry July Website, we authorise and license you on a non-exclusive, non-transferable basis to use the Dry July Website in accordance with Our Agreement. You are not permitted, and have no licence to, use, reproduce, modify or adapt any software on (or used by) the Dry July Website. You are not authorised, and have no licence, to use our registered or unregistered trademarks unless we provide you with express permission in writing to do so.
About other people's content and intellectual property
40. You must ensure you have all necessary intellectual property rights and other rights to Your Content before you post on or make available to the Dry July Website.
41. You must not use, reproduce, modify, adapt or exploit other people's content provided through Dry July or posted to or made available on the Dry July Website unless they give you express permission to do so.
Things you must do (to keep Dry July and the Dry July Website appropriate and working properly)
42. We want to keep all content and information shared through Dry July and on the Dry July Website appropriate and in compliance with relevant laws and legal obligations and we need to protect the rights and safety of all Participants and Website Users. We also need to protect the security and integrity of Dry July and the Dry July Website. We need your help in order to do this. So, you agree that:
(a) if you are a Participant, make any Donations or place any Purchase Orders you will comply with all applicable laws in doing so;
(b) you will comply with all applicable laws in relation to your access to and use of the Dry July Website (including but not limited to duties and obligations of confidentiality and privacy);
(c) you will not send or otherwise post unauthorized or unsolicited commercial communications to users (such as spam) through Dry July or the Dry July Website;
(d) you will not directly promote or advertise any goods or services through Dry July or the Dry July Website without our consent;
(e) you will not use Dry July or the Dry July Website to do anything unlawful, misleading, malicious, or discriminatory;
(f) you will not use Dry July or the Dry July Website in a way, or post to or make available via Dry July or the Dry July Website any material, which interferes with other users or defames, intimidates, harasses, threatens, menaces or offends any person or which inhibits any other user from using or enjoying Dry July or the Dry July Website or which is indecent, violent, inflammatory or pornographic material or material in any way offensive that could give rise to civil or criminal proceedings;
(g) you will not solicit or collect other peoples information through Dry July or the Dry July Website, or otherwise access the Dry July Website using automated means (such as harvesting bots, robots, spiders, or scrapers) without our permission;
(h) you will not tamper with, hinder the operation of, or make unauthorized modifications to the Dry July Website;
(i) you will not knowingly transmit any virus or other disabling feature to or via Dry July or the Dry July Website;
(j) you will not frame or mirror or link to any part of the Dry July Website without our prior written consent;
(k) you will not post content or take any action on the Dry July Website that infringes someone else's rights;
(m) you will not attempt any of the above acts or permit another person to do any of the above acts.
43. You are solely responsible for Your Content that you provide to or make available on the Dry July Website.
44. You must immediately notify us if you become aware or have a reason to believe any other Participant or Website User is doing any acts that contravene clause 42 above.
Specific terms for Participants
45. We need your help to protect your security as a Participant. You therefore agree to do the following:
(a) you will not provide any false personal information to Dry July or on the Dry July Website, or create an account for anyone other than yourself without permission;
(b) you will notify us immediately if the security of your account has been compromised or if your identification details for your account become known by a third party; and
(c) you will not share your password, let anyone else access your account, or do anything else that might jeopardize the security of your account.
About Advertisements on the Dry July Website
46. Our goal is to provide third party advertising and links to beneficiaries or others that may be valuable or interesting to you. The Dry July Website may contain links to websites owned, operated or hosted by third parties (Linked Websites). Links to Linked Websites are provided for convenience only and may not remain current or be maintained.
47. Links to Linked Websites, and the advertisement of any third parties, should not be construed as any endorsement, approval, recommendation, or preference by Dry July of them or their goods/services. To the extent permitted by law, we take no responsibility and have no liability in relation to them and your use or reliance on these is at your own risk.
48. We may receive sponsorship, fees and/or commissions from third parties in connection with Linked Websites or third party advertising. You acknowledge and consent to us receiving the sponsorship, fees and/or commissions.
What we can do if you do not comply with Our Agreement
49. We take your obligations very seriously, so if we believe you have violated Our Agreement, or otherwise create possible legal exposure for us, we can (in our absolute discretion):
(a) conduct risk management, cyber security or fraud protection activities to investigate your violation and mitigation the impact of your violation;
(b) stop providing the Dry July Website to you (including preventing you from making a Donation or placing a Purchase Order);
(c) remove (including destroy) any of Your Content;
(d) suspend, disable or terminate your account with Dry July (if you are a Participant); and/or
(e) terminate Our Agreement.
We can undertake these acts immediately. We will endeavour to notify you as soon as possible if we undertake any of the actions in paragraphs (b) to (e) of this clause 49.
50. If, after receiving a notice from us under clause 49, you believe we undertook any acts under clause 49 by mistake, we will use reasonable effort to give you an opportunity to provide us with an explanation or reason as to why and we will consider your explanation or reason.
Other ways for termination of Our Agreement
51. We may terminate Our Agreement, your account with Dry July (if you are a Participant) or end your access to or use of the Dry July Website (including preventing you from making a Donation or placing a Purchase Order) at any time without any reason on reasonable notice to you.
52. You may terminate Our Agreement and, if you are a Participant, your account with Dry July at any time without any reason by notice to us. If you have made a Donation or placed a Purchase Order, your ability to termination such donation or purchase order is subject to the Payment Terms.
53. Clauses 19, 20, 35, 36, 37, 38, 39, 40, 41, 42, 43, 44, 45, 50, 55, 56, 57, 58, 60, 61, 62, 63, 64, 65, 66, 67, 68, 69, 70, 71, 72 and 73 , and any other clauses which are express to (or by their nature) survive termination, will still apply after termination of your account and/or Our Agreement.Termination of Our Agreement does not affect your or our rights or liabilities that have accrued prior to the date of termination.
You must read these disclaimers on safety, security and availability carefully
54. We use 128 bit SSL encryption technologies and use reasonable efforts to protect the privacy of the information you provide to us. To the extent we hold such information, we encrypt all email addresses, passwords and other contact details of the Participants or people who make Donations or place Purchase Orders.
55. We try to keep the Dry July Website up, bug-free, and safe and secure, but the Dry July Website is provided on an "as is" and "as available" basis, and you use it at your own risk.
56. We do not undertake that we will, at all times, control or monitor the truth, accuracy, completeness, safety, timeliness, quality, appropriateness, legality or applicability any content, information or communications by Participants or Website Users via Dry July or the Dry July Website. You use and rely on any such content, information or communications at your own risk, and acknowledge that it is provided "as is".
57. You must provide at your own expense, all hardware, software or any other equipment necessary to access the Internet or otherwise enable you to be a part of Dry July as a Participant or access or use the Dry July Website. The ability for you to be a part of Dry July as a Participant or access or use the Dry July Website will be dependent on your hardware, software and network infrastructure as well as shared infrastructure of the Internet and our security processes.
58. The Internet is sometimes unreliable and is a difficult medium to secure. We cannot guarantee the security or availability of Dry July or the Dry July Website or the systems (including the Internet and your hardware and software) used to access the Dry July Website, or any information that passes through such systems. However, we do agree to use all reasonable endeavours to do ensure the security of Dry July or the Dry July Website in accordance with our obligations at law.
58. To the extent permitted by law (and subject to clause 61), we are not responsible for any unauthorised access to your personal information or loss of or corruption of data caused by any third party or via any third party system.This does not restrict, modify or exclude any statutory rights or remedies you may have in relation to such claims which cannot be lawfully excluded or modified, including any rights and remedies under New Zealand Law or applicable privacy laws.
59. We may need from time to time to make the Dry July Website unavailable and/or withdraw or limit access to the Dry July Website in order to effect changes to, remedy any faults in, or conduct maintenance on the Dry July Website.
We limit our liability to you
60. You acknowledge that we do not charge any fee for you to use Dry July or the Dry July Website, and agree that our liability in connection with Dry July and the Dry July Website is limited in accordance with clauses 60 to 68 of these Terms and Conditions (and otherwise in accordance with the terms of Our Agreement).
61. Nothing in Our Agreement is intended to exclude, restrict or modify the application of any applicable statutory consumer protections (including any rights and remedies you may have under New Zealand Law or applicable privacy laws). In respect of any conditions, warranties and guarantees which cannot be excluded under statute but can be limited, to the extent permitted by law, the liability of Dry July for a breach of such condition, warranty or guarantee is limited to any of the following (the choice of which is to be at Dry July’s discretion, to be exercised reasonably):
(a) in the case of goods, any one or more of the following: (i) the replacement of the goods or the supply of equivalent goods; (ii) the repair of goods; (iii) the payment of the cost of replacing the goods or of acquiring equivalent goods; or (iv) the payment of the cost of having the goods repaired; and
(b) in the case of services: (i) supplying of the services again; or (ii) the payment of the cost of having the services supplied again.
62. To the extent permitted by applicable law (and subject to clause 61), we are providing Dry July and the Dry July Website "as is" and "as available", without any express or implied guarantees, warranties or conditions including, but not limited to, implied guarantees, warranties or conditions of merchantability, fitness for a particular purpose, and non-infringement.
63. We cannot (and do not) guarantee that Dry July or the Dry July Website will be safe or secure.
64. To the extent permitted by applicable law (and subject to clause 61), we are not responsible for the actions or content of third parties, and you release us, our directors, officers, employees, and agents from any claims and damages, known and unknown, arising out of or in any way connected with any claim you have against any such third parties. This includes that we provide no warranties and have no liability in connection with:
(a) your relationship with third parties regarding your participation or donations in relation to Dry July;
(b) any loss or unauthorised access or use of Your Content, your information or account by a third party; or
(c) the use or misuse of Dry July and the Dry July Website by a third party.
65. To the extent permitted by applicable law (and subject to clause 61), we are not responsible for and have no liability in relation to:
(a) loss caused by factors which could reasonably be considered to be outside our control such as faults in third party equipment; or
(b) personal injury;
(d) loss of data, loss of profits, loss of revenue, loss of opportunity, special, incidental or consequential loss, whether suffered by you or any other party and however so arising, including claims based in contract (including for repudiation), tort (including negligence), common law, equity, statute or otherwise whether in relation to your access to and use of the Dry July Website, your participation in Dry July, your purchases on the Dry July Website or otherwise.
66. We are not responsible for, and have no liability in relation to, any loss to the extent that it is caused by you, for example, through your negligence or breach of contract.
67. To the extent permitted by applicable law (and subject to clause 61), you agree that the maximum cumulative liability of Dry July Limited for loss or damage sustained by you under or in connection with Our Agreement, your participation in Dry July or your use of the Dry July Website (however arising, including in negligence) will not exceed NZD $100.
68. You must take reasonable steps to minimize the extent of the loss or damage you may suffer for which we may be liable. You must notify us in writing of such loss or damage as soon as is reasonably possible.
Your liability to us
69. You must indemnify, defend and hold harmless us, our officers, employees, and agents from any and all third party claims, liability, damages and/or costs (including, but not limited to, legal fees) arising from:
(a) your breach of Our Agreement;
(b) Your Content;
(c) your infringement, of any intellectual property or other right of any person (including by Your Content);
(d) your acts or omission as a Participant; or
(e) your access to and use of the Dry July Website.
Other contract terms
70. Our Agreement is governed exclusively by the laws of New Zealand, and the parties irrevocably submit to the exclusive jurisdiction of the courts of New Zealand.
71. Our Agreement makes up the entire agreement between Participants and Website Users and us and supersedes any prior agreements.
72. If any portion of Our Agreement is found to be unenforceable, the remaining portion will remain in full force and effect.
73. If we fail to enforce any of Our Agreement, it will not be considered a waiver.
74. You will not transfer any of your rights or obligations under Our Agreement to anyone else without our consent.
75. All of our rights and obligations under Our Agreement are freely assignable by us.
Last modified on 17th April 2018.