Last updated: September 2022
1.1 WELCOME TO 3dpmaven by Fountonomy Limited (in the following 3dpmaven)
1.3. Acknowledgement. By using our Platforms and Services, you acknowledge that:
1.5. you agree to comply with and be legally bound by these Terms, whether or not you become a registered user or expert.
These Terms, as updated from time to time, govern your access, interaction and use of our Platforms and Services and constitutes a binding legal agreement between you and 3dpmaven. You further authorise us to carry out our roles and responsibilities as mentioned (whether expressly or impliedly) in these Terms.
If you do not agree to these Terms, you must not access or use the Platform and/or Services.
2.1 3DPMAVEN USER
2.2. Authority. For the purposes of these Terms, "you" and "your" mean you as the user of our Services and/or Platforms, whether as a client or an expert. If you use our Services and/or access our Platforms on behalf of a company, organisation or other entity, then:
2.3. "you" includes you and that entity;
2.4. you represent and warrant that you are an authorised representative of the entity with the authority to bind the entity to these Terms and that you agree to these Terms on the entity's behalf, and
2.5. your entity is legally and financially responsible for your use of our Services as well as for the use of your account by others affiliated with your entity, including any employees, agents or contractors.
2.6. Indemnity. If you are using the Services on behalf of a company, business or other entity, or if you are using the Services for commercial purposes, you and the entity will hold harmless and indemnify 3dpmaven from any suit, claim or action arising from or related to the use of the Services or violation of these Terms, including any liability or expense arising from claims (including claims for negligence), losses, damages, suits, judgments, litigation costs and attorney's fees.
2.7. Age and Others. You represent and warrant that you are of legal age to form a binding contract and are mentally capable of forming legally binding contracts under applicable laws. If you do not meet these requirements, you must not access or use the Platforms.
2.8. User Conduct. You agree not to use the Services in any manner that violates these Terms or our community guidelines as implemented or amended from time to time (the "Acceptable Use Guidelines"), which include the following:
2.9. Be Respectful.
2.10. Engage with Others in a Constructive Way. Assume everyone on 3dpmaven is here to make the Platforms a great resource for persons with diverse backgrounds, beliefs, and opinions. While you can disagree with other users, please be civil, respectful, and considerate to them.
2.11. No Hate Speech. 3dpmaven does not tolerate content that attacks or disparages an individual, person or group based on race, gender, religion, nationality, ethnicity, political group, sexual orientation or another similar characteristic. Any generalisations about these topics should be phrased as neutrally as possible.
2.12. No Harassment and Bullying. Abusive behaviour directed towards private individuals or persons is not allowed. Repeated and unwanted contact constitutes a form of harassment. Content posted on the Platforms should not contain threats against others or advocate violence, including self-harm.
2.13. Authenticity and Integrity.
2.14. Identity and Deceptive Activity. You agree that you will not solicit, collect or use the login credentials of other Platforms users. Your 3dpmaven profile should be true, complete and accurate. You shall not use 3dpmaven to impersonate another person, act as another entity without authorisation, or create multiple accounts in violation of 3dpmaven's policies.
2.15. Intellectual Property and Personal Rights. Do not post content that infringes on any intellectual property or personal rights of another person. Content taken from another source should be properly attributed and plagiarism will not be tolerated.
2.16. Regulated Industries. You shall not provide licensed or professional services without the right licence and/or professional qualifications.
2.17. Respect the 3dpmaven Platform.
2.18. No Spam or Inappropriate Behaviour. Do not use 3dpmaven to post, encourage or attract spam. 3dpmaven does not allow any exchange of adult-oriented or pornographic material and services.
2.19. No Malicious or Illegal Activity. Do not contribute viruses, malware, and other malicious programs or engage in activity that harms or interferes with the operation of 3dpmaven or seek to circumvent security or authentication measures. Do not use 3dpmaven to engage in an unlawful activity or to promote illegal acts.
2.20. Anti-Terrorism and Anti-Money Laundering. The Platforms shall not be used for or in connection with the creation or dissemination of propaganda designed to radicalise people or to aid terrorist attacks and/or money laundering.
If you see something on 3dpmaven that you believe violates our guidelines or policies, please report it to us immediately. You acknowledge that 3dpmaven has the sole and absolute discretion to determine if any post or user is in violation of its Terms. Any violation of these terms may result in severe consequences, including but not limited to the removal of content, the deletion of your account or the limitation or termination of a user's access to 3dpmaven.
3.2. Compliance with Rules and Regulations. You must follow any guidelines or policies associated with the Services, as may be implemented by 3dpmaven from time to time. You must not misuse or interfere with the Services or try to access them using a method other than the interface and the instructions that we provide. You may use the Services and/or the Platforms only as permitted by the applicable laws.
3.3. Proprietary Ownership. Your access to our Services and/or Platform does not give you any ownership over any intellectual or other proprietary rights or interests in the Services, Platforms or the content you access. You shall not use any branding or logos used in the Services unless prior written permission has been granted by 3dpmaven. You may not remove, obscure, or alter any legal notices displayed in or along with the Services and/or the Platforms. You must not reproduce, modify, rent, lease, sell, trade, distribute, transmit, broadcast, publicly perform, create derivative works based on, or exploit for any commercial purposes, any portion or use of, or access to, the Services and/or Platforms, unless prior written permission has been granted by 3dpmaven.
3.4. Transactions with Third Parties. Under no circumstances will 3dpmaven be liable for any goods, services, resources or content available through third-party dealings or communications, or for any harm related thereto. Please review carefully the policies and practices of third parties and ensure that you are comfortable with those policies and practices before engaging in any transactions with third parties. Any complaints, concerns or questions you may have relating to materials provided by third parties should be forwarded directly to the third party.
3.5. Registration. In registering for a 3dpmaven account, you agree to provide us with accurate, complete and updated information and must not create an account for fraudulent or misleading purposes.
3.6. Access to Your 3dpmaven Account. You are solely responsible for any activity on your account and for maintaining the confidentiality and security of your password. To protect your account, keep your username and password confidential. Do not reuse your account password with other services. Should you forget your password and cannot otherwise validate your 3dpmaven account, you acknowledge and agree that your account may be suspended and shall be inaccessible to you and that all data associated with the account may not be retrievable.
3.7. Third-Party Access. We may from time to time partner with third-party service providers who provide (i) identification verification services, (ii) information verification services and (iii) payment services used by you on our Platforms. Such third-party service providers, who may change from time to time, may request additional information, including, but not limited to, unique entity number, bank account details and details from you or of your business. In order for us to provide the Services, you agree to provide such details to the third-party service providers.
3.8. Deleting your Account. You may delete your account on our Platforms at any time provided that you have fulfilled all your payment and contractual obligations, where applicable. You acknowledge that the deletion of your account may result in the permanent deletion of any data that is stored on the Platforms relating to your account.
3.9. Notices. 3dpmaven may provide you with notices, including service announcements and notices regarding changes to these Terms by, without limitation, email, regular mail, text message or SMS, MMS, push notification or in-application messages, postings on our Platforms, telephone or other reasonable means now known or hereafter developed. You consent to receive these notices by any and all of the foregoing means. You may not receive notices if you violate the Terms by accessing the Services in an unauthorised manner, and you will be deemed to have received any and all notices that would have been delivered had you accessed the Services in an authorised manner.
3.10. Disclosure of Identity. Subject to the applicable laws, we have the right to disclose your identity to any third party claiming that any content posted or uploaded by you to our Platforms constitutes a violation of their intellectual property rights or if required to do so by law.
3.11. Rights Reserved. 3dpmaven reserves the right to put any account on hold or permanently disable accounts due to a breach of these Terms and/or 3dpmaven's community standards or due to any illegal or inappropriate use of the Platform and/or Services. 3dpmaven may permanently delete your account in the event that you violate these Terms.
3.12. 3DPMAVEN CONTENT
3.13. User Content. You agree that the opinions, advice, posts, materials, ideas, comments and testimonials that you submit on the Platforms (the "User Content") shall not be published in violation of any confidentiality obligation or third-party contracts entered into by you or any laws or regulations applicable to you. You shall ensure that the User Content posted on our Platforms is, to the best of your knowledge, true, accurate and complete.
3.14. Accuracy and Quality of Services. We shall not be responsible, or liable to any third party, for the content or accuracy of any content posted by you or any other user of our Platforms. 3dpmaven is not responsible for the content, quality or the level of service provided by the experts. 3dpmaven provides no warranty with respect to the services of experts, and their delivery and we encourage users to use their discretion in choosing appropriate services.
3.15. Removal of Content. We shall have full and absolute discretion to remove your content from our Platforms where your content does not comply with the content standards set out in our Acceptable Use Guidelines or where your content is deemed otherwise inappropriate for our Platforms. We shall not be liable to you in whatsoever manner should we choose to remove your content from our Platforms.
3.16. Indemnity. By using our Platforms, you irrevocably and unconditionally agree and undertake that you shall indemnify us against any liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect, consequential loss, loss of profits, reputation, interest, legal and other professional costs and expenses) suffered by us due to:
3.17. any infringement of third party rights caused by your usage of our Services and/or Platforms, including but not limited to any third party intellectual property rights,
3.18. any breach of any applicable laws, including but not limited to data protection laws; and/or
3.19. any breach of these Terms caused by your action, negligence or inaction, whether willful or not.
3.20. Infringement of Intellectual Property Rights. We respect the intellectual property of others, and we expect our users to do the same. We may, in appropriate circumstances and at our discretion, disable, terminate, and/or take other appropriate steps in respect of the accounts of users who may or are suspected of infringing the proprietary rights of other persons. If you believe that your copyright or intellectual property rights have been infringed, please report this to us immediately.
3.21. Licence to User Content. To the extent permitted by applicable laws, you grant 3dpmaven and its successors and affiliates a royalty-free, sub-licensable, transferable, perpetual, irrevocable, non-exclusive, worldwide licence to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly display and make derivative works of all User Content and your name, voice and/or likeness as contained in your user content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed. You also hereby grant each user and each site visitor a non-exclusive licence to access your User Content through the Platforms and to use, reproduce, distribute and display such User Content to the extent permitted through the normal functionality of the Platforms. You further agree that 3dpmaven may, in its sole discretion, use the User Content without any obligation to compensate for the use of or to return any submitted materials.
3.22. 3dpmaven's Rights. By accessing our Platforms, you acknowledge that you shall grant 3dpmaven a non-exclusive, irrevocable, perpetual, worldwide, royalty-free, sublicensable right to exercise the copyright, publicity, and database rights, including the right to use, reproduce, display, edit, copy, modify, transmit, publicly perform, extract and create derivative works thereof, that you have in your User Content, including your posts, in any media now known or not currently known, with respect of any User Content.
3.23. Press Releases. You shall not, except as required by law, disclose, or issue any press release mentioning or making reference to 3dpmaven without our prior written consent.
3.24. 3DPMAVEN PLATFORMS
3.25. 3dpmaven Platforms. Our Platforms are venues for informational and educational purposes, owned and operated by 3dpmaven, that exist solely to broker relationships between experts and users. 3dpmaven is not in the business of providing or selling information or education that is within any expert's area of expertise. 3dpmaven shall not be liable for any acts or omissions of experts, content in posts or the ability of experts to answer questions. We cannot ensure that an expert will complete a transaction. Notwithstanding the foregoing, 3dpmaven reserves the right, but is not obligated, to refuse to post, to remove any content and/or remove any user's access to the Platforms.
3.26. Ownership of 3dpmaven Platforms. You acknowledge that 3dpmaven owns the rights to the 3dpmaven Platforms. You shall not modify, reverse engineer, decompile, disassemble, or attempt to derive the source code of the 3dpmaven website or mobile application, or any software distributed by or assist any other person or entity in doing so. You acknowledge that all content, including, but not limited to, text, software, music, sound, photographs, video, graphics or other material contained in listings, sponsor advertisements or email distributions, commercially produced information presented to you by the Service, by 3dpmaven, 3dpmaven users, or 3dpmaven advertisers or other content providers, is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You shall not modify, copy, reproduce, republish, upload, post, transmit, or distribute in any way content available through the Platforms, whether done directly or through intermediaries (including, but not limited to, by means of spiders, robots, crawlers, scrapers, framing, iframes or RSS feeds) including code and software for commercial purposes. For permission to use third-party materials appearing on the Platforms, please contact the copyright owner. You shall not acquire ownership rights to any content, document or other materials viewed through the Platforms. The posting of information or materials on the Platforms does not constitute a waiver of any right to such information and materials.
3.27. Revisions to Our Platforms. We may update our Platforms from time to time and may change the content at any time. However, please note that any content on our Platforms may be out of date at any given time, and we are under no obligation to update it. You agree that it shall be your responsibility to update the Platforms to the latest version as and when such updates become available.
3.28. Availability of Platforms. We do not guarantee that our Platforms, or any content on them, will always be available or be uninterrupted. Access to our Platforms is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of our Platforms without notice. We will not be liable to you if, for any reason, our Platforms are unavailable at any time or for any period.
3.29. No Guarantee. We do not guarantee that our Platforms, or any content made available through our Platforms, are free from errors or omissions. You understand that you are solely responsible for any damage to your computer system or loss of data that results from any material downloaded from or otherwise provided through our Platforms.
3.30. State of Platforms. We do not guarantee that our Platforms will be secure or free from bugs or viruses. We will not be responsible for or obligated to carry out bug fixes on the Platforms. We do not guarantee that the Platforms will work on your mobile phone.
3.31. User Responsibility for Self-Protection. You are responsible for configuring your information technology, computer programmes and platforms in order to access our Platforms. You should use your own virus protection software.
3.32. User Responsibility for Protection of Others. You must not misuse our Platforms by knowingly introducing viruses, trojans, worms, logic bombs or other malicious and technologically harmful material. You must not attempt to gain unauthorised access to our Platforms, the server on which our Platforms are stored or any server, computer or database connected to our Platforms. You must not attack our Platforms via a denial-of-service attack or a distributed denial-of-service attack. By breaching this provision, you may be committing an offence under the applicable laws and regulations. We will not hesitate to report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Platforms will cease immediately.
3.33. WARRANTIES AND DISCLAIMERS
3.34. No Warranties. Although we take reasonable efforts to update the information on our Platforms, we make no representations, warranties or guarantees, whether express or implied, that the content on our Platforms or provided through our Services is accurate, complete or up-to-date.
3.35. Accuracy of Content. Any content or information accessed by or provided to you through our Platforms is provided "as is," "with all faults," and "as available." 3dpmaven, its agents, and its licensors do not warrant the accuracy, completeness, validity, non-infringement, merchantability or fitness for a particular purpose of any content or information available through its Platforms or network. You access such content or information at your own risk. 3dpmaven does not guarantee that its network or Platforms will be error-free, or continuously available, or that it will be free of viruses or other harmful components. Under no circumstances will 3dpmaven, its affiliates, its agents or its licensors be liable to you or anyone else for any damages that arise from the use of its network or Platforms. This is a comprehensive limitation of liability that applies to all damages of any kind - for example, compensatory, special, direct, indirect, or consequential damages, loss of data, income or profit, loss of or damage to property and claims of third parties - even if we are advised beforehand of the possibility of such damages.
3.36. No Reliance on Information. Any content on our Platforms is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our Platforms.
3.37. No Reliance on the term "expert". On our Platforms, an expert is a person who answers a question on the Platforms and has at least one credential relevant to the category in which they are answering questions. Use of the term "expert" by 3dpmaven and on the Platforms is only meant to describe users who answer questions on the Platforms and does not guarantee any particular level of expertise of these experts. It is your responsibility to review the profile of the expert to ensure that the expert has the relevant knowledge and skills required to answer your query and to, where applicable, engage third-party verification services.
3.38. Verification of Experts. Whilst 3dpmaven makes reasonable efforts to verify its users, it shall not warrant or guarantee an expert's purported identity. As user identification on the Internet is difficult, 3dpmaven cannot and does not represent, warrant or guarantee the truthfulness or accuracy of the credentials or identities of users and information provided by users including experts. You acknowledge that 3dpmaven will not be liable for any loss or damages caused by your reliance on any information or content contained on the Platforms.
3.39. Relationships with Experts. Users of the Platforms, not 3dpmaven, provide the content in the posts. The experts determine which questions to answer; experts are not employees or agents of 3dpmaven but are independent service providers using the Platforms to provide or sell their expert knowledge to other users of the Platforms. 3dpmaven is not involved in the conversations between users and experts. You understand and acknowledge that 3dpmaven does not have the responsibility to edit, modify, filter, screen, monitor, endorse or guarantee the content of the posts.
3.40. 3DPMAVEN EXPERT
3.41. 3dpmaven Expert. If you have been invited and/or approved on our Platform as an expert, you represent and warrant that:
3.42. you own or have a valid licence to all data, content or materials that you post, publish, submit, store or display on our Platforms, including any work product related to expert services provided to clients;
3.43. you have all the necessary consents, authorisation and/or legal permissions required to permit the processing of content under these Terms;
3.44. the execution, delivery and performance of these Terms will not violate the terms of any other agreement to which you are a party or by which you are otherwise bound or any applicable law or regulation;
3.45. you shall not incorporate into any work product any confidential information or trade secrets of any other person or entity or any material in which any other person or entity asserts any copyright, patent right, trademark or other proprietary or intellectual property rights;
3.46. none of the content that you post infringes on any intellectual property, proprietary, contractual or privacy rights of any parties;
3.47. none of the content that you post constitutes material, non-public information, the disclosure of which will be a violation of any securities laws or any other applicable laws;
3.48. none of the content that you post contains software viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
3.49. none of the content posted constitutes unsolicited or unauthorised advertising, promotional materials, commercial activities and/or sales, junk mail, spam, chain letters, pyramid schemes, sweepstakes or any other form of solicitation;
3.50. none of the content posted is unlawful, harmful, threatening, abusive, harassing, tortious, violent, defamatory, vulgar, obscene, pornographic, libellous, or otherwise objectionable; or
3.51. none of the content posted is in the sole discretion of 3dpmaven, objectionable or which restricts or inhibits any other person from using or enjoying the Services, or which may expose 3dpmaven or its users to any harm or liability of any kind.
By offering your services as an expert, you undertake that you have sufficient permissions, rights and/or licences to provide or offer the services that are offered on the Platforms. 3dpmaven has the right, but not the obligation, to monitor your use of the Services and your content to determine your compliance with these Terms.
4.2. Relationship with 3dpmaven. The Platform provides a venue for you to meet and offer your professional or consulting services as an individual independent consultant or consulting firm through the Platform to individuals or organisations who are in the market for such expert services. As an expert, you acknowledge and agree that the relationship established under these Terms between you and 3dpmaven shall not be construed as creating a joint venture, partnership, franchise, agency or employment relationship between 3dpmaven and you or your client and 3dpmaven does not in any way supervise, direct or control your performance of your expert services. 3dpmaven is not a party to any contract you may enter with clients and will not have any liability or obligations whatsoever under any such contract.
4.3. Non-Circumvention. You may not offer or accept Services using any method other than placing a transaction through our Platforms. You will use the Platform as your exclusive method to bid for Services, directly or indirectly, with a potential client and/or the client's business entity or arising out of your relationship with that client and/or that client's business entity. You shall not encourage, solicit or accept complete or partial completion of the transaction outside of the Platform or otherwise circumvent either 3dpmaven's contractual relationships with the client or with you or the Platform's payment methods (where applicable). Any violation of the foregoing restrictions is a material breach of these Terms.
4.4. Shared Content. You acknowledge and agree that the content that is published on the Platforms may be available to other users of the Platform and Services. 3dpmaven is not responsible for any user reviews posted or made available on the Platform and reserves the right but shall not be obliged to, remove posted user reviews or information that may violate these Terms. We also retain the right to use all published delivered works for marketing and promotion purposes.
4.5. Tax Reporting. You shall be solely responsible for reporting to all applicable government agencies all amounts paid to clients through or in connection with the Services provided under this Platform, as well as any applicable taxes that may be due under the relevant jurisdictions.
4.6. Indemnification. You agree to indemnify and hold harmless 3dpmaven and its affiliates, officers, directors, employees, representatives and agents from any and all claims, actions, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorneys' fees and all related costs and expenses) arising from or relating to (a) your use of the Platform and Services; (b) any expert services you provide; (c) your content; and (d) your violation of these Terms.
5.2. Limitations. To the fullest extent permitted by applicable law, 3dpmaven, along with our subsidiaries, affiliates, officers, directors, employees, contractors, agents, partners, licensors and distributors (collectively, "3dpmaven Entities") do not make any representations, promises or warranties, express or implied, about the Services. We provide our Services "as is", "with all faults", and "as available". Your use of the Services, including content within the Services, is at your own risk and we do not represent, promise or warrant that the Services will be uninterrupted, timely, secure or error-free. You understand and agree that no data transmission over the internet or information storage technology can be guaranteed to be secure, and we expressly disclaim any warranties, express or implied, to that effect. We make no commitments, promises or warranties about the content within the Services or content linked from the Services, the support we provide for the Services, the specific functions of the Services, the security of the Services, or the Services' reliability, quality, accuracy, availability, or ability to meet your needs, provide certain outputs or achieve certain results.
5.3. Maximum Aggregate Liability. Without prejudice to the foregoing, 3dpmaven's maximum aggregate liability to you for losses or damages that you suffer in connection with our Platforms or these Terms is limited to the amount paid to 3dpmaven in connection with our Platforms in the twelve (12) months preceding the event giving rise to liability.
5.4. Exclusions. To the maximum extent permitted by law, 3dpmaven shall not be liable to any user for any direct or indirect loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
5.5. use of or reliance on any content displayed on our Platforms other than in accordance with these Terms. We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your mobile phone, computer equipment, computer programs, data or other proprietary material due to your use of our Platforms or to your downloading of any content on it, or on any other Platforms or websites linked to it, except where it was caused by our wilful misconduct;
5.6. use of or reliance on any content displayed on our Platforms of any form, which are incorrect or misrepresented; and
5.7. any special, consequential, incidental, exemplary, punitive or indirect or similar losses or damages of any nature, including but not limited to litigation costs, costs or damages due to loss of profits, business opportunities, revenue, goodwill, production or use, business interruption, procurement of substitute goods or services, or the loss or cost of recreating any data, arising out of or in connection with these terms, regardless of the cause of action or the theory of liability, whether in tort, contract or otherwise.
5.8. Further Exclusions. We shall not be liable for any inconvenience, loss, cost, damage or injury suffered by you or any third party arising from or caused by:
5.9. our compliance with any instruction given or purported to be given by you relating to a transaction performed via the Platforms, notwithstanding that the integrity of the information comprised in such instruction may have been compromised or impaired during transmission, provided that such compromise or impairment would not have been apparent to a reasonable person receiving such instruction;
5.10. use of your account and the Platforms by third parties, whether authorised or unauthorised by you;
5.11. your transfer of consideration to the wrong recipient;
5.12. any inaccurate, delayed or otherwise defective payment due to (or contributed by) third-party service providers;
5.13. theft or loss of your device, hardware and/or equipment on which the Platforms may be installed;
5.14. your inability to effect or complete any transaction due to system maintenance or breakdown/non-availability of the Platforms or any network;
5.15. you being deprived of the use of the Platforms as a consequence of any action by us, except where such deprivation is caused by our omission, negligence or wilful misconduct; and
5.16. any failure by us to perform any obligation or observe any of these Terms if such failure arises from a failure of, or any unauthorised and/or unlawful access to, any machine, data processing system or transmission link or any act of force majeure such as acts of God, war or warlike hostilities, civil commotions, riots, blockades, embargoes, sabotage, strikes, lock-outs, fire, flood, shortage of material or labour, unforeseeable delay in deliveries from sub-contractors, or any event outside our control.
5.17. Dispute Resolution. We encourage users to try and settle conflicts amongst themselves. If for any reason this fails or if you encounter non-permitted usage of the Platform, users can contact 3dpmaven for assistance.
5.18. Partial Invalidity. If at any time, any provision of these Terms is or becomes illegal, invalid or unenforceable in any respect under any law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions nor the legality, validity or enforceability of such provision under the law of any other jurisdiction will in any way be affected or impaired.
5.19. No Waivers. Our failure to insist upon or enforce strict performance of any provision of these Terms shall not be construed as a waiver of any provision and/or right.
5.20. Governing Law. These Terms shall be governed by, and construed in accordance with the laws of New Zealand.