Consumer Terms & Conditions

These Amplio Consumer terms and conditions are a legally binding agreement and display the terms and conditions upon which Amplio will supply services or products to you.

1) Structure of Agreement

1.A) These terms and conditions ('Consumer terms and conditions') contain general stipulations that apply to all services and products supplied to you under the agreement

1.B) Statement(s) of work and/or service schedule(s), Fibre Broadband & Fibre Landline services and/or Wireless Broadband & Wireless Landline services which describe the services and products that we will supply to you;

1.C) Product specifications for the services and products we will supply to you under the statement(s) of work and/or service schedule(s), Fibre Broadband & Fibre Landline terms & conditions and/or Wireless Broadband & Wireless Landline terms & conditions together with any other documents referenced in the product specifications (e.g acceptable use policies);

1.D) And any other schedules which we may agree are applicable to you.

2) General Terms

2.A) You must be at least 18 years of age to take up our Services

2.B) If you have signed up for a fixed contract term, you agree to receive the services for at least the length of that fixed period. After the fixed period, or if you have not signed up for a fixed contract term, we will provide the services to you on a month by month basis until they are cancelled in accordance with this Agreement.  Your contract term will start from the date your service is made available to you unless specified otherwise in the plan terms.

2.C) Amplio can contact you by publishing the information in a public notice, online, or by email or TXT, or using any other contact details you provide to us. Please tell us as soon as possible if any of your contact details or other information you’ve given us changes. 

2.D) We reserve the right to change any of our terms and any of our plans, services, or charges at any time. We can also withdraw any plan or service at any time.  We can move you to a comparable plan or service if we withdraw your plan or service, or we think you would be better off.  We may notify you in advance depending on the nature of the change:

2.D.1) If we consider that the change will have a neutral or positive effect on you, we can make the change without giving you notice;

2.D.2) If we consider that the change will have a detrimental effect on you: We will give you 30 days’ notice of the change or, where that is not possible, as much notice as possible; if you cancel or transfer your plan where there is an increase to charges due to a tax or levy imposed by law or a charge from a third party supplier of a direct input required to provide the service (including a charge for a regulated input required to provide the service), we will only waive any early termination charges or transfer fees where the change will have a material detrimental effect on you. Subject to the above statement, if you cancel or transfer your plan, we will waive any early termination charges or transfer fees.

3) Commencement and Term

3.A) This agreement commences on the date that we (Amplio) supply you services and/or products. Amplio Consumer terms and conditions apply for as long as we supply services and/or products to you. Statement(s) of work and service schedule(s) have a separate term for the stipulation of the specific services and products they represent. Fibre Broadband & Fibre Landline terms & conditions and Wireless Broadband & Wireless Landline terms & conditions have a separate term for the stipulation of the specific services and products they represent.

4)Provision of Services

4.A) Our Services depend on various factors beyond our control, and we cannot guarantee that they will always work perfectly.  However, the guarantees in the Consumer Guarantees Act 1993 apply.

4.B) You may not receive some or all of the services in certain areas or at certain times. We may need to temporarily suspend a service so that we or our suppliers can carry out maintenance and development work on the network.  

4.C) We are free to choose how we provide a service and the technology used to provide it.  You agree to provide us with all information, assistance and consents reasonably requested to enable us, our contractors or suppliers to obtain authorisations, licences or consents that may be required to provide services to you and to install our equipment at your premises.

5) Change or Cancelation of Services by Customer 

5.A) You can cancel your service at any time.  You are obligated to provide Amplio with 1 months’ written notification and pay us any money you owe us first. If you move premises then you must give us at least one month’s notice before you move.

5.B) During the one month notice period, we will continue to provide the service (unless you ask to disconnect earlier).  We will charge you for the full notice period even if you request an earlier disconnection. 

5.C) If you change or terminate your services during a fixed term contract, we can charge you early termination charges, or transfer fees, as set out in the applicable Fibre Broadband & Fibre Landline terms & conditions, Wireless Broadband & Wireless Landline terms & conditions and/or other applicable terms and conditions. You are obligated to pay us any and all requested cancellation charges. Cancellation charges are without prejudice to any other rights or resolutions we have against you in regards to such a cancellation. However, if we agree that we are in material breach of our obligations (and we do not remedy it within 14 days of you telling us), you can cancel without any early termination charges.

5.D) Breach and bankruptcy;  Either party may instantly cancel (or in the case of Amplio, may also suspend) all or any part of the agreement via written notification to the other party,  if the other party: Commits a material breach of the agreement which is unable to be remedied; Neglects to restore any material breach of the agreement which is able to be restored or fixed within 20 business days succeeding written notification or; you are bankrupt. Cancellation or suspension under this clause 5.D)  may be of the whole agreement or of any of the services and products affected by the material breach or bankruptcy. 

5.E) Continuing responsibilities and rights; Cancellation of this agreement does not affect any responsibilities and rights under the agreement which are due to come into action upon the end of the agreement or which are due to continue on. 

6) Restriction or Cancellation of Services by Amplio 

6.A) Discontinuation of services and products; Amplio may discontinue supplying any or all aspects of our services and products, if; 

6.A.1) The health and safety of any person or the safety and security of our network is at risk.

6.A.2) Commercial reasons we can't provide the service. 

6.A.3) The services and products are no longer viable, are due to be withdrawn from general availability from us or our supplies, can not be provided or are scheduled to be updated or replaced with current services or products.

6.A.4) The product, services or software used to supply our services or products becomes redundant or beyond environmental impact or economic profitability,

6.A.5)Any legislative or regulatory change has occurred.

6.A.6) The service is permanently or temporarily unavailable for any reason. 

6.A.7) You fail to pay your bill on time.

6.A8) You use our services or behave in a way that we reasonably consider to be abusive, offensive, excessive, unreasonable, inappropriate, illegal, unauthorised or fraudulent, or in any way that infringes anyone’s legal rights (such as copyright) or is likely to damage or negatively impact the operation of our suppliers network, the services or a third party’s network.

6.A.9) You resell or resupply a service, or use it other than for ordinary personal, domestic and household purposes.

6.A.10) You do not follow our reasonable instructions in relation to your use of the services.

6.A.11) We reasonably consider you to be a credit risk.

6.A.12) You are otherwise in material breach of this agreement and the breach cannot be remedied, or you do not remedy it within 14 days of us asking you to do so. 

6.A.13) Or you fail to allow us to access your premises to perform our obligations under this agreement.

6.B)  If we restrict, suspend, or cancel your Services:   

6.B.1) for any reason set out in 6.A.1) to 6.A.6) above, you will not have to pay any early termination charges.

6.B.2) For any reason set out in 6.A.7) to 6.A.13) above, you agree to pay any early termination charge as set out in your plan terms and any other outstanding charges.

6.B.3) You agree to pay any outstanding charges.

6.B.4) We may impose conditions or require payment of charges during a suspension or for reconnecting any services.

6.B.5) If your plan is cancelled, you will lose any unused entitlements on your plan.

6.C) For the avoidance of doubt, if we withdraw a plan or a service under clause 2.D), then the provisions of that clause shall apply. 

7) Precedence; In a situation of inconsistency or conflict between any parts of the agreement, the following order of precedence shall apply (in descending order of priority);

7.A) Fibre Broadband & Fibre Landline terms & conditions and/or Wireless Broadband & Wireless Landline terms & conditions. Terms and conditions for other specific plans, services or products provided by Amplio.

7.B)Statement(s) of work and/or service schedule(s).

7.C) Product specifications.

7.D) This Amplio Consumer terms and conditions.

8) Amplio Responsibilities

8.A) Services - We will supply services and products to you;

8.A.1) In accordance with any applicable product specifications and service levels, we do not guarantee that the services and products will be free of faults or continuous working order.

8.A.2) By the agreed time as per in writing with you, or within a reasonable time.

8.A.3) Using both skill and reasonable care, while.

8.A.4) Using people with the required experience and qualifications.

8.B) Products - We will supply products to you that are.

8.B.1) In quality condition, are durable and safe.

8.B.2) In relation to product purchases made through Amplio, the full manufacturer’s warranty will be passed onto you.

9) Amplio  Equipment and Property

9.A) Where Equipment used to provide services to you is owned by us or third parties, you agree not to tamper or interfere with that equipment, and to return it to us immediately on request. You understand and agree that only Amplio or our contractors may carry out works or repairs on the equipment. 

9.B) We, or our suppliers will remain the owner of any equipment unless we agree otherwise in writing.  You agree that you do not have any rights, title or interest in the equipment and that we or our suppliers may remove the equipment at any time. You are responsible for repairing, replacing or reimbursing us for any item of that equipment that is lost, stolen or damaged while under your control. 

9.C) You agree we can provide you with enhancements or new capabilities for any equipment used for services.  If we need to install services at your premises, we will arrange a time with you for the installation.  If you live in rented premises, then it is your responsibility to get your landlord’s consent to the installation of the services. If we visit your home at the time agreed and we are not able to gain entry, we may charge you for that visit. If you are not going to be home on the day scheduled for the installation, you may nominate someone (aged 18 or over) to make decisions about the installation on your behalf.

9.D) Your phone number (landline) is allocated to you by us or another telecommunications service provider. The number is not owned by you.  We will not change any phone number allocated to you except where required by law, by contracts with third parties, or by causes outside our control. 

9.E) You are responsible for any home sockets and wiring in the premises where the Services are provided. If you notify us about a fault and we arrange for someone to visit your premises, you may be charged a fee for this if we find there is no fault, or the fault was caused by your wiring, equipment or hardware setup.

10) Customer Responsibilities

10.A) Access and co-operation; Services and products that require premises alterations and/ or additions require written approvals and/or permissions from third parties (including the owner of your premises if you are not the premises owner). You agree that if asked you will provide us with written evidence of the premises owner’s consent. If you do not, we may not be able to supply you with the required services and products and we will not be liable to you for any failure to do so.

10.B) Unless otherwise agreed in writing, you are responsible for any and all of the equipment supplied to you.

10.C) Services and product use - you agree to:

10.C.1) Follow the manufacturer’s and Amplio directions regarding the use of services and products

10.C.2) Use the services and products for lawful purposes and not for fraudulent or destructive purposes, or to; invade anyone’s privacy, infringe anyone’s property rights or defame anyone.

10.C.3) Do not sell, re-bill or otherwise provide the services and products to any third party.

10.C.4) Not intentionally allow services and products to be affected by any virus or destructive media;

10.C.5) Be responsible for anyone who accesses or uses the services and products,whether authorized by you or not. We will take reasonable precautions to preserve security although we will not be responsible for ensuring that the products and services will not or cannot be misused by you or any third party.

11) Payment, Billing and Charges 

11.A) Commencement of fees; Amplio will begin invoicing you once the services and/or and products have been supplied to you. Fees are generally billed in arrears. Subscriptions, ongoing or recurring fees are billed in advance. Amplio accepts subscription ongoing or recurring payments annually or every 15 days.

11.B) Payment; ongoing or recurring services are billed in advance or at a time otherwise advised by us on any occasion. Unless otherwise agreed in writing by Amplio, you are obliged to pay all undisputed fees within 10 business days of your installation completion date, or the date specified on the invoice. If no date is specified then within 10 business days of the invoice date. Payment can be made via bank transfer. Payments via credit card may be subject to a surcharge.

11.C) We will send you a bill on a monthly basis by email (or paper if you request this, subject to a $3.00 (incl GST) charge per bill) unless you have paid in advance. All Charges, unless otherwise stated, include GST. Services will not carry over unless stated in plan terms.

11.D) You must pay your bill on time and in accordance with any instructions on the bill. If you fail to do so, we may charge you a late payment fee of $25.00 (incl GST), and any expenses incurred in collecting overdue amounts.

11.E) You are responsible for all use of your services, including use by any third parties, and all charges however incurred, except: charges incurred because of our error or negligence; or charges for unauthorised use (except where such use is the result of your negligence, carelessness, breach of contract, or failure to comply with our reasonable requirements, or by a third party within your reasonable control).  

11.F) You agree that we can check your identity (including checking your passport and NZTA information), and check your credit status with any credit reference agency at any time. We may impose conditions on your service as a result of those checks including imposing a credit limit.

11.G)  We will not pay interest on any credit balance or security deposit in any of your accounts and can use those amounts to pay any of your outstanding charges for any of your services. We may charge you a reasonable fee for the administration of dormant accounts, for providing statements, for dealing with unused credit balances, or for the costs of maintaining your accounts.  We will not refund any unused credit on any accounts.

11.H) You are obliged to pay all charges in exchange for any services and/or and products that we supply to you. You are obliged to pay any applicable goods and services tax or similar taxes. Fees will be specified in the statement(s) of work and/or service schedule(s). If any fee has not been specified,the charge for the applicable services and/or and products will be at our standard rate or at a rate otherwise advised by us or at such rate as otherwise advised by us on any occasion.

11.I) If you have an outstanding debt with us, we have the right to transfer that debt to another party who will then have the right to collect that debt from you.

11.J) Late payments; All fees that are not concerned with a legitimate dispute but remain in arrears 10 business days following the due date for payment; or disputed under clause 11.K) but which we have concluded do not include an error and that remain in arrears 5 business days after the date Amplio supplies a notification to you under clause 11.K), will incur interest billed monthly, this process will proceed from the due date for payment until the date which you make payment in full to us at the bill rate plus 4% per annum. You are obligated to pay any interest plus any charges incurred by anyone (including agents) in retrieving the money you owe. You are obligated to pay for the retrieval of commissions and legal fees for a solicitor and client basis and in exerting any other rights Amplio deems appropriate. These solutions are without prejudice to any of Amplio additional solutions under the agreement or otherwise.

11.K) Disputed fees; If you dispute a fee in good faith, you are obligated to inform Amplio within 3 months of the date of the applicable invoice. If you fail to inform us of a dispute within this period you are not permitted to dispute the fee or make any claims against us in relation to the disputed fees. You are entitled to withhold payment of that fee if you; Pay all undisputed fees within 20 business days of your installation completion date, or the date specified on the invoice. If no date is specified then within 20 business days of the invoice date and collaborate with us to immediately resolve the disputed fee. If you choose to persevere with your dispute of the fee, the procedure in clause 20.G)  could potentially be beseeched. If disputes that are associated with billing errors Amplio may credit or debit, (depending on which is relevant) the net difference between any overcharge or undercharge.

11.L) Quotes; All prices specified in the agreement are accurate prices unless it is specified that they are approximate. You accept that an estimate does not foresee every occurrence. In the instance of providing you with a quote or proposition in regards to services and products, quotes or propositions remain valid for 10 business days from the date it is issued, unless stated otherwise in the quote or proposition. However, Amplio reserves the right to alter or withdraw a quote or proposal at any time before you accept it by informing you via email or writing.

11.M) Return request; We accept applications for credits or returns of: Products that not in accordance or faulty or; products or software that in error we have delivered or ordered, on the condition that they are returned in brand new condition, unsoiled, undamaged and contained within the original packaging. Amplio reserves the right to, in our sole discretion, receive requests for return and credit of other products or software, on the basis that; products or software will be in brand new condition, unsoiled, undamaged and contained within the original packaging. You are obligated to pay any delivery costs. Amplio does not accept requests for credits or returns of shrink-wrapped software that you open.

11.N) Fee Changes; Amplio is permitted to alter the fees for services, plans and products that we supply to you on any given occasion. 

12) Property Rights

12.A)Unless otherwise agreed in writing by Amplio, upon delivery to your premises, any risk of loss, or damage to products, are your liability. If products are lost, stolen or damaged while under your jurisdiction you are obligated to pay for the cost of either replacing or repairing the products, except if loss or damage is caused by us.

13) Intellectual Property Rights

13.A) Ownership; At the date of this agreement, all intellectual property which is owned by, or exclusive to Amplio, you or any third party, will continue to be owned by that party exclusively. All new intellectual property which is produced as a result of, or in connection with the supply of our services and products will be owned by us, unless stated in writing otherwise.

13.B) Indemnification;Subject to limitations and exclusions of this clause, as stated in 20.G). All parties are obligated to indemnify each other and keep the indemnified party completely and effectively indemnified against all expenses, claims, demands, costs, liabilities, losses, damages, proceedings and actions. (This includes solicitor expenses, legal expenses, solicitor expenses and own client basis) incurred by the indemnified party as a result of, in relation with or any claim that the indemnified party's utilization or control of any intellectual property supplied by the other party infringes any third party's intellectual property rights. Despite the preceding, the indemnified party will not be entitled to indemnification in regards to (In your case); Any alteration of products (inclusive of software) any services supplied by us, by anyone other than Amplio or our related companies or authorized third parties or; The incorporation, use  or operation of products (inclusive of software) any services with any business method , product, goods, data or software that Amplio did not provide, approve, know of, recommend or was not identified  by our inspection;  goods, software, product, data or business method that we didn’t know of, provide,recommend or approve, or was not within our reasonable contemplation;any infringement or claim founded on the use of any intellectual property supplied by us where a substitution or update to that intellectual property has been made accessible to the to the indemnified party and the infringement would not have taken place if the indemnified party had utilized the substitution or update supplied by Amplio; any claim of infringement founded on the utilization of any  intellectual property outside of the purview of this agreement will result in the indemnified party’s loss of indemnification. 

13.C) Procedure; The procedure for dealing with a third party intellectual property right claim or infringement will in such a way as follows; The indemnified party are obliged to promptly notify the other party in written form of any allegations infringement of which the indemnified party has become aware of or noticed and they are obliged to not make any declaration or falsely settle any claim without obtaining the other party’s prior consent in written form and which will not be unreasonably delayed or suppressed; The indemnified party at the other party’s request and expense, permit the other party to manage and/or resolve all litigation and negotiations occurring due to any claim, on the condition that the indemnified party will be entitled to be represented at and consulted on all necessary litigation and negotiations and; The  indemnified party are obliged to, at the request of the other party, provide all assistance with all necessary  litigation and negotiations and keep the other party notified of all progress in relation to the  third party intellectual property right claim

13.D) Remediation rights; In the case that Amplio indemnify you under clause 13.B) we reserve the right at our sole discretion to; obtain the right to continue supplying the applicable services and products to you; alter the applicable services and products so that they are non-infringing or; replace the applicable services or products with an alternative non-infringing item, service or product. 

14) Software

14.A) Software licence; We bestow to you a non-transferable and non-exclusive to use the software with the services and products, solely for your personal use and in compliance with any terms that the software is licensed under or that we inform you. You are not permitted  any rights to sub-license, alter, reverse engineer or duplicate the software. 

14.B) Updates; while an updated or current version of the software is provided to you but does not negatively affect any services or products that Amplio provide to you, or your use of services and products, we encourage you to install or update a current version as soon as you reasonably can. If you neglect to do so, Amplio reserves the right to refuse any services and products and will not be liable for your failure to install or update a current version software. We may, at our discretion require you to migrate to a current and updated version of services and products.  

15) Safety and Security

15.A) You are responsible for maintaining the security of any access codes or passwords used to access your Services or account information.

15.B)  If your SIM card is lost or stolen, you must contact Amplio immediately so that we can prevent your services from being used.  We will not be responsible for any loss you suffer as a result of the loss, theft, damage to, or unauthorised use of your SIM card, or from any virus or malware or loss of information.

15.C) We make no representations or warranties concerning the security or content of information passing over the network of our suppliers. You are responsible for reviewing the classification information for any content you access using our services, and for ensuring it is suitable for anyone else who has access to your services.

16) Liability 

16. A) Omitted warranties; Unless otherwise specifically expressed in the agreement, all warranties, representations or conditions associated with services and products (including, specific, suggested or in the occasion of such circumstances) whether developed under statute, custom, trade, law or otherwise (but for this specific clause) apply, are expressly omitted to the fullest extent permitted by NZ law.

16.B) Limits of liability. If we are liable to you for direct losses arising from any breach of this agreement or for our negligence, our obligation to pay any damages or losses is limited to $5,000 for one incident or $10,000 for a number of incidents within any 12 month period. This limitation does not apply to any loss or damage caused by fraud, wilful breach or wilful damage. In addition, we are not liable for:

16.B.1) Loss caused by you, or any loss that results from your failure to take reasonable steps to avoid or minimise your loss.

16.B.2) Loss of data.

16.B.3) Loss of profits or any consequential, indirect or special damage, suffered by you or any other person.

16.B.4) Loss caused by something beyond our control, for example a failure by a network operator, an act of God, earthquake, terrorism, strike, shortage of suitable labour or materials or any other event beyond our control.

16.C) These limitations are subject to and do not limit any rights and remedies you may have under the Consumer Guarantees Act 1993 or Fair Trading Act 1986.

16.D) Maximum liability; Subject to clause  16.B),the amalgamated maximum liability of one party in regards to claims connected with this agreement in contract, tort (including negligence) or otherwise (each a claim), shall be obligated to compensate; the total fees for the affected services and products within a 3 month time period preceding the month in which the applicable circumstance, situation or series of interconnected circumstance or situation commenced; You accept liability to us for your breach of contract or negligence, but you will not be liable for any loss to the extent it is caused by us. Your liability under this clause is limited to $5,000 for one incident or $10,000 for a number of incidents within any 12 month period.  On the stipulation that the claiming party informs the other party of the claim within 12 months after the applicable  circumstance or situation becomes feasible to detect. This limitation does not apply to your obligation to pay any outstanding charges or for any loss or damage caused by fraud, wilful breach or wilful damage.

16.E) Liability exclusions; Subject to any liability which applies under the Consumer Guarantees Act 1993 and subject to clause 16.B), no party is liable in relation to a claim for; Any breach of this agreement to the scope that the breach is due to previous default, misconduct, negligence or breach of the other party. No network operators, dealers, agents, contractors, suppliers and service providers  (and their officers, employees, contractors and agents)  are liable to you or will be required to reimburse you for any damage or loss of any type that you experience in association with the services and products supplied to you under this agreement. This includes  any indirect or associated loss, or for any loss of loss of data, anticipated savings, anticipated business, current business, profits, revenue, goodwill or for any business interruption, whether indirect or direct and whether or not that loss was, or should have been, examined by the party in breach. 

16.F) We may subcontract or delegate the performance of any of our rights or obligations under this agreement but this will not relieve us from liability for the performance of any such obligation. Our agents can enforce those rights or obligations expressed to be for their benefit in accordance with Part 2 of the Contract and Commercial Law Act 2017

16.G) Liability exclusions; Subject to clause  16.B), no party is liable in relation to a claim for; Any breach of this agreement to the scope that the breach is due to previous default, misconduct, negligence or breach of the other party, its employees, contractors or agents, or; any indirect or associated loss, or for any loss of loss of data, anticipated savings, anticipated business, current business, profits, revenue, goodwill or for any business interruption, whether indirect or direct and whether or not that loss was, or should have been, examined by the party in breach. No service provider, including their agents, employees, contractors or officers are liable to you or will be required to reimburse you for any damage or loss of any type that you experience in association with the services and products supplied to you under this agreement.  

16.H) Unlimited liability; The limitation on liability set out in clause 16.B), and the exclusions of liability set out in clause 16.G) shall not applicable in regards to; any damage, expense, liability or loss, including solicitor's for a solicitor and own client basis, that is experienced by Amplio  and/or our related companies as a consequence of any authentic or threatened claim by a third party (Including a claim in defamation,  invasion of privacy,  infringement of property rights or alteration to or access to data and private records) resulting from the circulation of messages or data using any services or products that we have supplied to you; or any commitment for the payment of termination charges or fees (including any interest on outstanding termination charges or fees) under this agreement. The limitation of liability set out in clause 16.B), does not apply in regards to the intellectual property indemnity in clause 13.B).

16.I) Force majeure; In spite of any other stipulation in this agreement, neither party is liable for any delay or failure in respecting any commitment under this agreement (excluding any and all payment commitment) if: The delay or failure is the result of force majeure occurrence. The affected party, on becoming informed of the force majeure occurrence, immediately informs the other party in written format of a description of, the estimated time span of the commitment(s) affected by,and the moves being made by that party to remedy, mitigate or avoid the force majeure occurrence, and; the affected party us its greatest endeavours to:  mitigate the effects of any force majeure occurrence on that party’s commitments under this agreement; carry out that party’s commitments which are not affected by the force majeure occurrence and  carry out that party’s commitments under this agreement on time despite the force majeure occurrence. Carry out that party’s commitments  under this agreement on time despite the force majeure occurrence. Performance of a commitment affected by a force majeure occurrence will resume as soon as practically and logically after the end of or subsiding of the force majeure occurrence. 

16.J) Mitigation; Each Party will take rational proceedings in order to mitigate any damage or loss that they may experience under this agreement. 

16.k) Consumer Guarantees Act; You confirm that you are obtaining all services and products for the intentions of dealings detailed in the Consumer Guarantees Act 1993. 

17) Confidentiality; Presented with confidential information (the recipient) of the other party (the disclosure) is obliged to; 

17.A) Keep in strict confidence any and all confidential information; 

17.B.) Take precaution(s) to protect and maintain the confidentiality of any and all confidential information; 

17.C) Other than in compliance with this clause, do not disclose the confidential information to any person(s), including, for the evasion of uncertainty, any third party engaged in reviewing pricing and costs; 

17.D) Use the confidential information solely for the intentions permitted in writing by the disclosure at any time;

17.E) make duplication or excerpts of the confidential information only to the extent strictly fundamental for the intentions permitted in writing by the disclosure at any time;

17.F) Destroy all or return to the discloser any and all confidential information , including duplicates and digital files if requested by the discloser,and if requested by the discloser supply written verification that all duplicates and digital files have been erased or extinguished,  condition that any confidential information which is within any of the recipient’s any records, notes, board papers or back-up tapes which the recipient is otherwise by law is required to retain does not have to be  erased or extinguished if the recipient recognizes the exact confidential information which has been reserved and guarantees that such information is solely used for the intentions permitted under this clause 17.A); 

17.G) Take all obligatory measures to prevent any unauthorized person(s) gaining access to the confidential information; 

18) Exceptions of confidentiality; Clause 17.A) applies except; 

18.A) When the discloser has supplied written consent to specified confidential information released to a specific person; 

18.B) If the confidential information in publicly and generally available other than as the outcome of a breach of this agreement;   

18.C) Confidential information  legally gained from a third party who is authorized to disclose it;  

18.D) Or if disclosure of the confidential information is required by law, in that situation, the recipient is obligated to  immediately notify the discloser of the requirement. 

19) Customer Information

19.A) Customer Information collection; During our relationship, Amplio may be required to collect information about you. In this case  Amplio may; Hold the information and share it with contractors or employees and service providers in order to enable us to supply you with invoices, services or otherwise to manage or enforce the agreement. Amplio may be required to disclose any and all of your information in order to maintain the law and for regulatory or legal purposes. We may share your information with debt collection agencies. You recognize and understand that in supplying services to you, we may consume services and products based or from non-New Zealand jurisdictions

20) General

20.A) We may transfer this agreement without notice although, if possible, we will give you notice in advance. You must obtain our written consent to transfer this agreement which we will give where reasonable. 

20.B) If any clause, or part of a clause, in this Agreement is found to be unfair or unenforceable, the rest of the agreement will continue to apply.

20.C) If you or we fail to enforce our rights under this agreement, it will not prevent you or us from taking further action.

20.D) Governing law; This agreement and our services is construed with and governed by the laws of New Zealand. Both parties conform to the non-exclusive jurisdiction of the New Zealand courts. You agree that a New Zealand court will hear any claims.

20.E) Each party is obligated to meet each others reasonable and notifiable security and safety requirements. Each party is responsible for compliance  in regards to all appropriate laws for maintaining a safe premises and specifically, will comply with all codes and regulations made under the Health and Safety in Employment Act 1992. At any time during our relationship and on 30 days written notice we may audit and make recommendations to upgrade your health and safety plan in order to supply services or products to you. You are obligated to immediately notify Amplio of any hazard exists on the site or premises. You are responsible for hazards created as a result of your own/personal actions, your third party providers or otherwise. This obligation does not apply to hazards which are identified in our  health and safety plan. 

20.F) Subcontracting; We may subcontract any of our duties or responsibilities, if this is the case Amplio remains liable to you for meeting those duties or responsibilities.   

20.G) Resolving disputes; In accordance with the stipulations of this clause,both parties will endeavor to resolve any dispute associated with this agreement at the lowest amount of escalation. In the case of an arising dispute, either party may serve the other party with a notice that overviews, the nature of the dispute. Party representatives will meet within 10 business days of the dispute notice to attempt to resolve the dispute. If the dispute can not be resolved within that time period both parties are then obligated to resolve the dispute within a further 10 Business Days. For clarity, nothing in this clause will stop either party from seeking urgent injunctive relief if damages alone would be an insufficient remedy.

20.H) Notices; Necessary notices under the agreement must be in written format. Notices must be sent to the address advised by each party to the other. Notices must be sent to the appropriate contact person or representative for each party. If sent via the post to the advised contact address, it will be assumed delivered 3 business days after the date it was posted. If a notice is sent via email the notice will be assumed delivered once recognition is accepted.

20.I) Assignment; With the exclusion of stipulations set out in clause 20.F), neither party has the right to assign its responsibilities or rights under the agreement without written consent from the other party ,which will not be unreasonably delayed or suppressed.

20.J) Product specifications and general terms changes; Amplio reserve the rights to change our product specifications and general terms at any time 

20.K) Independent contractor(s); This agreement does create or evidence any type of legal partnership, joint venture relationship, employer/employee relationship or principal/agent relationship. Amplio supply services and products under the agreement as an independent contractor. 

20.L) No waive; No indulgence, failure or delay by either party in exercising any right or power conferred on that party by the agreement will act as a waiver of that right or power. A sole exercise of any of those rights or powers does not preclude additional exercises of those rights or powers. or the exercise of any other rights or powers under this agreement. 

20.M) No tax treatment responsibility; You recognize that you have not been dependent on any information from anyone operating Amplio concerning any matter relating to tax in relation to the agreement, specifically the tax treatment of any payments under the agreement. Including the services and products supplied to you, you are accountable for deciding the correct tax duties of these matters.

20.N) Invalidity; Any stipulation of the agreement that can be deemed unenforceable or invalid will be regarded deleted from the agreement and this invalidity will not affect the other stipulations of the agreement all of which will continue being upheld and enforced to the full extent permitted by law, subject to any alterations required by the deletion of the unenforceable or invalid stipulation. 

20.O) Scanned, electronic and counterpart duplicates; The parties may sign counterpart duplicates of the agreement, all of which when signed will  establish a single agreement between the parties. Electronically signed counterparts or duplicates of the agreement and scanned signed counterparts or duplicates of the agreement will be deemed an original.

20.P) The entire agreement; The agreement establishes the entire agreement between both parties in relation to the supply of services and products from Amplio to you, and cancels and supersedes any and all previous arrangement, understanding or agreement whether oral or written.

20.Q) No reliance; Each party, recognizes that it has made its independent investigations and inquiries in regards to the subject matter of this agreement and has joined this agreement solely dependent on their own  judgement and is not or has not been dependent on any representation or statement (oral or written) made on behalf or by any party, adviser,  representative, director or employee of any party omitting the scope that such a representation or statement is explicitly recorded in this agreement. And, agrees that (to the scope allowed by law) all implied warranties or representations of all other parties are omitted. And unconditionally waives any right to commence any proceeding against any party, adviser,  representative, director or employee, indirectly or directly resulting from any representation or statement not explicitly recorded in this agreement and created or given in relation with the transaction recorded by this agreement. This intention of this clause is to be beneficial and enforceable under the Contracts (Privity) Act 1982 by, any party, adviser,  representative, director or employee. However, this agreement may be diversified by the parties to it without the consent of those related companies or divisions.