TERMS AND CONDITIONS OF ZAP


Zap are issued by Zap NZ Limited (we or us). Last updated on and effective from 5 October 2020. Please read these Terms and Conditions carefully. By acquiring or using Zap, each holder (you) agrees to be legally bound by these Terms and Conditions, as they may be updated from time to time. If any term in these Terms and Conditions is not acceptable to you, please do not acquire or deal with Zap. Please read the Important Information section as it forms part of these Terms and Conditions. Note that you are also bound by the Terms and Conditions relating to the Zap App and Site https://zap.me and the Privacy Policy https://zap.me. If you purchase Zap with consumer credit, you remain responsible for meeting all of your payment and other obligations under the credit contract, and gifting your Zap to another person does not reduce your personal payment obligations under that credit contract. Capitalised terms used in these Terms and Conditions are explained in the Glossary at the end.

  1. Who can hold Zap?

You are only permitted to acquire, hold or use Zap if you are an Approved Holder. This means you must:

  • be an individual legally residing in New Zealand above the age of 10 years of age; and
  • have the capacity to enter into and to be bound by these Terms and Conditions, including section 10.5.

What rights do holders of Zap have?

2.1 Right to exchange Zap for goods or services at Participating Retailers

Zap are prepaid and non-reloadable digital gift cards. You can use your Zap to purchase goods and services from a Participating Retailer at any time prior to that Participating Retailer’s Expiry Date.

Each Zap is equal to NZ$1.00 when redeemed against goods or services at a Participating Retailer. However, this does not limit the ability of the Participating Retailer to provide rewards and rebates using Zap.

At the date of these Terms and Conditions the Participating Retailers are listed on the Zap Website, accessible at https://zap.me .

2.2 Holder is deemed legal owner

The person who holds Zap in his or her digital wallet is deemed to be the rightful legal owner of those Zap for all purposes, and no Participating Retailer has any obligation to inquire as to whether any other person has any entitlement, or has asserted any claim, to those Zap.

2.3 No right to redeem for cash

As a purchaser or holder of any Zap, you agree and accept that no amount of money is owing to you or deposited or lent by you in relation to such Zap, and you have no right:

  • to redeem the Zap for cash from Zap NZ Limited, nor from any Participating Retailer, nor from any other person; nor
  • to have any Zap refunded or replaced, or to receive any equivalent value denominated in New Zealand dollars or other currency, if any of those Zap are lost or stolen or not exchanged for goods or services in accordance with section 2.1.

Note that this section does not limit your ability:

  • to exchange any Zap with a third party who is an Approved Holder (including via an exchange) for fiat currency or digital currency or other value; or

  • to give the Zap as a gift or sell them to another Approved Holder at the holder’s discretion in accordance with section 6.1 below.

2.4 No other rights

For the avoidance of doubt, Zap are not financial products nor any other form of security. Holding Zap does not give you any right to receive any payment nor does it give your any ownership stake or other legal interest in Zap NZ Limited, any Participating Retailer, nor in any other asset, property, scheme, nor any right to participate in or receive any financial benefits.

3. What rights and discretions do Participating Retailers have?

3.1 Right to set an Expiry Date

  • Each Participating Retailer has the right to set an Expiry Date at its discretion after which it is no longer required to accept Zap in exchange for goods and services.
  • If a Participating Retailer chooses to set an Expiry Date, it will publish this Expiry Date on its website. The Expiry Date will also be published on the Zap App and on the Zap Site at least 24 hours before it takes effect.

3.2 Discretion to offer bonus Zap

A Participating Retailer may choose to gift bonus Zap to any of its customers. Those bonus Zap are subject to these Terms and Conditions.

4. Transaction Fees

You will be liable to pay network fees in relation to each Transaction involving Zap. These fees are not charged by Zap NZ Limited but, rather, by the network miners who validate the network that underlies the Zap technology.

5. Taxes

5.1 You are responsible for paying all applicable taxes

It is your responsibility to determine what, if any, taxes you must pay in relation to the Zap you hold and transact with. 

5.2 We make no representations and assume no liabilities in relation to tax liabilities

We make no representation as to your tax liabilities in relation to acquiring, disposing of and otherwise transacting with Zap. We assume no responsibility for the tax liability of you or any other Approved Holder, nor for collecting, reporting, withholding or remitting any taxes arising from any Transactions that you enter into with Zap.

6. Assignment and transfer

6.1 Your right to assign

You are entitled to gift, sell, assign or transfer your Zap to any person who is an Approved Holder.

6.2 Zap NZ Limited’s right to assign

We can assign or transfer any of our rights and/or obligations (as applicable) under these Terms and Conditions to any person or business, provided that such other person or business assumes our obligations under these Terms and Conditions. We will notify you of this assignment or transfer by posting a notice to the Site and the App.

7. Liability and indemnity

7.1 Exclusion of liability

To the extent permitted by law, we and our directors, officers, employees, advisors and related companies (together, the Relevant Persons) exclude all liability and responsibility for any loss, damages, costs or expense, whether in tort (including negligence), contract or otherwise and whether direct, indirect, or consequential (including in connection with business interruption), which you or any other person may suffer or incur in connection with Zap.

Where and to the extent liability for breach or any implied warranty or condition, or otherwise, cannot be fully legally excluded, the Relevant Persons’ combined liability to you is limited to replacement of your Zap or (at your option) providing a refund of the money you paid or of the consideration you provided to the Participating Retailer in respect of the relevant Zap.

No Relevant Person is liable in any way whatsoever to you or anyone else for any decision or action taken by you or anyone else in relation to acquiring, disposing of or otherwise dealing with Zap.

7.2 No warranty

We do not provide any warranties in relation to the Zap, other than those warranties that we are required to give under consumer law to which section 7.1 above applies.

7.3 Our liability is limited

Without limiting the other terms in these Terms and Conditions, you acknowledge that no Relevant Person bears any liability for any damage, loss (including loss of profit), delay or inconvenience, or failure in performance or interruption of any Transaction, in each case caused by or resulting from (directly or indirectly):

  • any loss of the Zap, including as a result of you losing access to your digital wallet, or being the subject of a cyber attack;

  • any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authority, act of terrorism, civil disturbances, war, strike or other labour dispute, fire, interruption in telecommunications or internet services or network provider services, failure of equipment or software, cyber-attack, or other occurrence or catastrophe;

  • any change in the operating rules or protocol of the Waves network which underlies the Zap, including any “hard fork” (being a radical and permanent change to the protocol of the Waves network that could affect the validity of the Zap transactions) or “soft fork” (being a temporary change to the protocol of the Waves or Liquid network that could affect the compatibility or validity of Zap transactions); and

  • our good faith election not to support an unsupported branch of a forked protocol, or to configure or reconfigure our systems as a result of the forked protocol or other change to the operating rules.

7.4 Indemnity

You fully indemnify each Relevant Person on demand and will hold each Relevant Person us harmless for any loss, cost, liability or expense sustained or incurred by a Relevant Person as a result of you breaching these Terms and Conditions.

8. Complaints and Disputes 

8.1 How you can make a complaint

We are committed to providing our Approved Holders with a very high level of customer service, and your satisfaction is very important to us. If you would like to make a complaint, we encourage you to contact us in the first instance by email to contact@zap.me. We will acknowledge your complaint within 5 business days and make sure your complaint is investigated properly.

8.2 If you want to contact a dispute resolution scheme

If you are dissatisfied with the outcome of our internal process, you can contact the Financial Dispute Resolution Scheme which is an independent approved dispute resolution scheme that can help sort out unresolved complaints. This service is free of charge.

The contact details for the Financial Dispute Resolution Scheme are:

Website:www.fdrs.org.nz
Email:enquiries@fdr.org.nz
Freephone:0508 337 337
Physical address: Level 4, 142 Lambton Quay, Wellington 6011

9. Changes to these Terms and Conditions

9.1 When we can change these Terms and Conditions

We can change these Terms and Conditions at any time in the following circumstances:

  • to meet our legal obligations;
  • to accommodate the reasonable requirements of our Participating Retailers, our other service providers or business partners, or to respond to our reasonable business needs; and
  • to reflect technical changes to Zap, the networks underlying the Zap, or the risks presented by them.

9.2 How you can access updated Terms and Conditions

If we amend these Terms and Conditions, we will publish the updated version on the App and on our Site. Any subsequent access to or use by you of the App or the Site or any Zap will constitute an acceptance of the amended Terms and Conditions.

10. Additional Terms

10.1 New Zealand law applies

These Terms and Conditions are governed by, and are to be construed in accordance with, New Zealand law. All holders of Zap, including the Approved Holders, irrevocably submit to the non-exclusive jurisdiction of the courts of New Zealand. This section operates subject to section 10.2 (Arbitration).

10.2 Arbitration

Each of us and you unconditionally and irrevocably agrees that any dispute or disagreement arising out of or in connection with these Terms and Conditions and the provision of the Services will be settled by arbitration by a sole arbitrator in accordance with the New Zealand Arbitration Act 1996 and its amendments and the AMINZ Arbitration Rules current at the time arbitration is commenced. The place of arbitration will be Auckland and the law applicable to the arbitral proceedings and the matters in dispute will be New Zealand law. 

10.3 Terms survive use

These Terms and Conditions will continue to apply to you after you cease using any Zap, the App, the Site and the Services, to the extent we reasonably think necessary or desirable.

10.4 No agency

We are not your agent, partner, associate, or representative for any purpose.

10.5 Electronic communications and notices

You consent to receive electronically from us all communications, agreements, documents, and disclosures (together, Communications) in connection with any Zap.

If we notify you via the App or the Site of any matter, you acknowledge that this constitutes ‘written notice’ from us to you for all purposes. If you email us at contact@zap.me, this constitutes ‘written notice’ from you to us. For all notices made by email, the date of receipt is considered to be the date of transmission. You consent to these electronic communications for all purposes.

You may withdraw your consent to receive Communications electronically by emailing us at contact@zap.me. However, please note that if you withdraw your consent, you are no longer an Approved Holder and cannot access the App or the Site.

10.6 Our contact details

If you would like to contact us for any reason, please do so by email to contact@zap.me

Our registered office is at 19 Richard Pearse Drive, Mangere, Auckland.

10.7 Intellectual property

All logos, content, materials, software, graphics, text and trademarks on the App or the Site are owned by us and are our property. You are not authorised to copy, licence, sell, distribute or create derivative works from any of that intellectual property.

10.8 No waiver

If we do not enforce, or delay in enforcing, any compliance by you or another person with these Terms and Conditions, it does not mean that we have waived our rights and will not excuse any additional non-compliance with these Terms and Conditions.

10.9 Valid sections saved

If any term of these Terms and Conditions is invalid or unenforceable under applicable law, the remaining terms will continue in full force and effect.

10.10 Entire agreement

These Terms and Conditions (including the Important Information) as updated from time to time is  the entire agreement between you and us in relation to the terms and conditions of the Zap.

Glossary

Appthe Zap mobile application which can be accessed at https://zap.me.
Approved Holderat any time, a person who meets all of the criteria in section 1 of these Terms and Conditions.
Communicationsany communications methods described in section 10.5.
Expiry Dateis defined in section 3.1(a).
Important Informationthe important information you should read about the use of Zap, accessible here.
Participating RetailerRed Rat Clothing Limited and any future retailer that agrees to accept Zap in accordance with these Terms and Conditions by entering into a ‘Participating Retailer Agreement’ with us prior to that retailer’s Expiry Date.
Privacy Policyour policy governing our use of your personal information, which is accessible here.
Serviceseach service, including payment or transactional services, facilitated via the App or the Site from time to time.
Sitethe Zap website accessible at https://zap.me.
Transactionsany Transaction conducted via the App of the Site, including the public records on the underlying blockchain, of Zap sent from one person to another .
We, our, usZap NZ Limited and its successors or permitted assigns from time to time .
You, youreach Approved Holder.
Zapthe digital gift cards described on the App or the Site as a Zap.

 Important Information

·          Your right to exchange Zap for goods and services may expire

Any Participating Retailer can set an Expiry Date after which it no longer has to accept Zap in exchange for goods and services, just as with any other gift card. If a Participating Retailer chooses to set an Expiry Date, we will display it on the Zap App and Site at least 24 hours before it takes effect.  

·          Purchaser of Zap on credit is still fully liable under credit contract

If you purchase Zap with money you have borrowed using a store credit facility like EZPay, you remain responsible for meeting your payment obligations under that credit contract – even if you give your Zap to someone else or lose (or lose access to) your Zap. You should carefully consider whether you can afford to use your credit in this way, and take independent advice before making any decision to purchase Zap using credit.

·          New Zealand residents only

Zap may not be held by any person who is not an Approved Holder – that is, an individual aged 10 years or older who resides in New Zealand. You must not sell or gift your Zap to any person who does not meet these criteria until we confirm that we are able to accept overseas holders.

·          You must be confident dealing with digital assets and digital wallets

Transacting in digital assets such as the Zap can be a very risky activity. You must be certain that you have sufficient knowledge of digital assets before you deal with Zap.

You must hold your Zap in the Zap digital wallet. Extreme care must be taken whenever selecting, storing or transmitting private keys in relation to your digital wallet. If another person learns your private key, they can steal your Zap. Also, if you forget or lose your private key or password details, we cannot provide a back-up and this can result in the loss of your Zap.

For more information about digital wallets, you can access a helpful video tutorial here.

If you lose your Zap, no one can recover them for you. Neither Zap NZ Limited nor any Participating Retailer has the ability to replace lost Zap.

If a Transaction involving the transfer of your Zap has completed, it may be impossible to reverse that Transaction.

·          No guarantee

Neither we, nor any other person, guarantees or underwrites any Transaction entered into in relation to any Zap, nor assumes any responsibility or liability for any loss you incur in using any Zap, the Services or accessing the App or the Site.

·          No offer document

We do not issue financial products or securities and no offer document has been or will be prepared or registered in relation to the Zap under the Financial Markets Conduct Act 2013 (NZ) or otherwise. For that reason is very important that you carefully read the full Terms and Conditions of Zap, which include this Important Information section.

·          No advice to buy or deal with Zap

Nothing on the App or the Site, including these Terms and Conditions, is advice or a recommendation to you to buy or deal with Zap. You must make the decision to do so independently.

·          We are not authorised or licensed by any regulator

We are registered on the New Zealand Financial Service Providers Register and are subject to, and comply with, all applicable New Zealand law. However, we are not – and are not required to be – authorised or licensed to provide Zap or the Services in New Zealand.

·          Terms of use may change

We have the right to change the Terms and Conditions of Zap, the Terms and Conditions for the Zap App, and to change or withdraw Services in certain circumstances, including to comply with law or regulator guidance.

You should check the relevant Terms and Conditions and the Privacy Policy regularly.

By continuing to access the App and/or the Site and/or to hold or deal with Zap and/or to use the Services you will be bound by any amendments to them.

Please see  https://zap.me for copies of the latest versions of those documents.