Version effective as of 1 April 2015
(2) Our terms contain specific provisions to limit our liability, allocate risk or liability to you or constitute acknowledgement of facts by you. These terms have been set out in capital letters. You should pay particular attention to these terms since they limit your ability to recover losses that you may incur in connection with your use of our services.
Part A: General Information and Terms
1 General Information
For your convenience, we have listed below some general information about ourselves:
• “We” are zimconnect (Pty) Ltd and “us” and “our” have a corresponding meaning herein.
• We are a private company incorporated in accordance with the laws of the Republic of Zimbabwe with registration number
• Our chief executive officers is Rudo Otilia Zvobgo details of our Board of Directors are available
• Our address of establishment is at 280 Samora Machel, Eastlea,Harare and we will accept service of all legal documents there;
• Our telephone and facscimile numbers are Tel: +263771561678
• Our web site is located at www.zimconnect.co.zw
• Our e-mail address is email@example.com
• We, us and our means Zimconnect(Pty) Ltd (and, unless the context indicates otherwise, its owners, employees, contractors, suppliers, service providers, agents and affiliates);
• You mean the user of our services;
• Hyperlinks, which are not operational, will not in any way detract from the validity and interpretation of these terms.
3 General Conditions of Use
(1) You are solely responsible for any and all fees that may apply to your communications with our computer systems.
(2) You may not access or use our computer systems for any purpose other than for utilizing the services offered via such systems in the normal manner. You may not access our computer systems for the purposes of redistributing or otherwise using any of our content for your own business purposes unless you are expressly licensed thereto by us in writing. You may not use your access to our computer systems in a manner that would bring us, our business and/or any of our affiliates into disrepute. Furthermore, you may not access our computer systems for unlawful purposes or use it in a manner which infringes our rights or the rights of any other person or restricts or inhibits the use of or enjoyment of our computer systems by any other person. In this regard, you must comply with the laws, regulations and codes of conduct applicable to your use of our computer systems. You may not to post or transfer any material to our computer systems that is unlawful or violates any third party’s rights or which is obscene, misleading, inaccurate, defamatory, illegal, in breach of any copyright or other intellectual property right, or damaging to data, software or the performance of our or any other parties’ computer system. We may delete any material you have submitted to our computer systems and/or suspend your access to any part of our computer systems at any time without notice.
(3) We do not usually monitor, edit, control or filter the content submitted to our computer systems by our users. Such content, including as may be found in blogs, forums, chat groups, comment sections and bulletin boards, do not represent our views and we have not authorized or endorsed such content. Such content should also not be viewed as professional advice of any kind, be it medical, legal, financial or otherwise. Please notify our Customer Care Centre if you have a complaint about the activities of or content submitted by a user of our computerised services.
(4) We do not distribute or endorse any products, services or events posted, promoted and/or listed on our computer systems or made available via our services and our display of such products, services or events should not be construed as any form of endorsement thereof. All arrangements regarding such products, services and events are to be made directly with the supplier thereof.
(5) Notwithstanding that our computer systems may enable access to third party systems and that some third party systems may contain enable access to our computer systems we do not control, endorse or approve the activities or content made available via any such third party systems. Please contact the relevant system proprietor if you have a complaint about the activities or content made available via a third party system.
(6) Proprietary rights (including without limitation, the trade marks, copyright and patent rights) in our computer systems and the content thereof belong to us and our licensors, including in the compilations, collective works and derivative works created incorporating the content of our users. The individual content you may submit to our computer systems will remain your property, but you grant us an irrevocable, perpetual, worldwide, transferable, sub-licensable and royalty-free license to use such content free from any restriction and on the basis as if we were the owners thereof, including by modifying, reproducing, compiling, publishing, publicly performing, distributing, broadcasting and promoting it.
(7) THE DOWNLOADING AND USE OF DATA FROM OUR COMPUTER SYSTEMS IS DONE AT YOUR SOLE DISCRETION. YOU SHOULD INDEPENDENTLY VERIFY THE COMPLETENESS AND RELIABILITY OF INFORMATION OBTAINED FROM OUR COMPUTER SYSTEMS. ALSO BE AWARE THAT VIRUSES OR CODE WHICH MAY HAVE A HARMFUL EFFECT ON YOUR COMPUTER SYSTEM COULD BE TRANSMITTED TO YOU. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUITABLE PROTECTION MECHANISMS TO PREVENT SUCH HARM FROM OCCURRING.
(8) ACCESS TO OUR COMPUTER SYSTEMS AND SERVICES IS PROVIDED TO YOU FREE OF CHARGE. RELIANCE ON AND USE OF OUR COMPUTER SYSTEMS, CONTENT AND SERVICES ARE THEREFORE AT YOUR OWN RISK. IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY LOSS OR DAMAGE OF ANY KIND IN CONTRACT, DELICT (INCLUDING NEGLIGENCE), STATUTE OR OTHERWISE ARISING IN CONNECTION WITH YOUR RELIANCE ON OR USE OF OUR COMPUTER SYSTEMS OR THE CONTENT OR SERVICES PROVIDED, SAVE TO THE EXTENT THAT SUCH LIABILITY CANNOT BE EXCLUDED BY APPLICABLE LAW OR THE CONTRARY IS EXPRESSLY STATED.
(9) We reserve the right, without notice and in our sole and absolute discretion, to make changes to any parts of our computer systems. We specifically reserve the right at any time to change or discontinue without notice, any aspect and/or feature of our services.
(11) You will be required to choose a user name and a password when registering with us or using some of our services. You are responsible for keeping your user name and password secret. You will be required to enter your username and password every time you want to use one of our subscription services. YOU ACCEPT THAT YOU WILL BE PERSONALLY LIABLE FOR ALL TRANSACTIONS CONCLUDED ON YOUR ACCOUNT.
(12) We are committed to protecting your privacy. We will collate the information which you give to us to provide you with services and personalize your use our services. We may also use such information to inform you about changes in the services we offer and/or about features we think you would find of interest. We may also permit the affiliated entities in our company group to inform you about products or services they offer that might interest you. By giving us information, you consent to our use of it for these purposes and for the purposes outlined in our Client Information Processing Policy, including for the purpose of processing your orders and instructions. For further information regarding our treatment of your personal information, you are referred to our Client Information Processing Policy at http://www.zimconnect.co.zw/web/legal/privacy_policy.
(13) We have to protect our business and secure our computer systems. Consequently, you should note that we may monitor and keep records of any communication that you may send to or receive from our computer systems and we may use, publish and disclose such communications for any lawful purpose. This may include our filtering of incoming and outgoing electronic data messages to identify, limit and/or prevent the transmission of unlawful or otherwise undesirable material or content.
Part B: Ticket Purchasing Terms
(1) All ticket prices for events that occur in the Republic of Zimbabwe are stated in United States Dollars(US$). If you are making use of our service from outside Zimbabwe you are solely liable for any currency conversion costs, exchange rate fluctuations and international bank fees that may be charged by your bank or financial services provider in addition to the advertised price of the ticket.
2 Booking Process
(1) To book tickets with us, you will be required to complete the prescribed booking form. You must be over the age of 18 and able to conclude binding contracts to submit a booking to us or, if you under the age of 18, you must have obtained the consent of your parents or legal guardian to submit a booking to us. If you do not comply with the aforesaid you may not submit any booking for tickets via our computer systems. We may require you to provide us with suitable documents proving your age and/or the consent of your parents or legal guardian prior to accepting any booking from you.
(2) You may submit booking requests for tickets to us by completing our automated booking process and submitting your payment information to us in the prescribed manner. Our booking process will provide you with an opportunity to review the entire transaction, to correct any mistakes and to withdraw from the transaction before finally submitting your booking request. Please make sure that the booking details are correct before submitting the booking request, since it is unlikely that any mistake you make can be rectified later. We may limit your booking to a specified number of persons to discourage unfair booking practices.
(4) A legally binding contract will be formed between us upon the earlier of (i) our sending of such a confirmation notice confirming our acceptance of your booking, or (ii) our delivery of the tickets ordered in accordance with these terms. We reserve the right not to accept or process your booking request and we will notify you if this is the case. In particular, we may refuse to sell you tickets to events for which you do not meet the specified qualification criteria, including if you do not comply with the minimum age for the particular event stipulated by law or if the number of persons in your booking exceeds any applicable limit specified for the relevant event.
(5) Please note that while we will try to send to you a confirmation notice for every valid booking request we receive from you, we cannot guarantee that such confirmation notice will be received by you, nor that, if they are received by you, that they will be legible and uncorrupted. Your failure to receive such confirmation notice will not affect the validity of the agreement concluded between us in respect of a booking.
(6) If you do not receive a confirmation notice after submitting your payment information, or if you experience an error message or service interruption after submitting your payment information, you should confirm with us whether or not your order has been received and processed. Only you may be aware of any problems that may have occurred during the booking process. WE WILL NOT BE LIABLE FOR ANY LOSSES YOU MAY INCUR IF YOU ASSUME THAT A BOOKING WAS NOT PROCESSED BECAUSE YOU FAILED TO RECEIVE OUR CONFIRMATION NOTICE.
(7) The information you have submitted with your booking request will be processed as you have provided it. If you realise that an error has been made or that you need to make a change to such information, you should contact us immediately.
(9) Description and Pricing
(1) The details of the events (including the details of the relevant Event Organiser, venues and seating arrangements) for which tickets are offered will be as described on our web site at www.zimconnect.com.zw. Such descriptions are provided to us by the relevant Event Organisers. WE DO NOT ENDORSE ANY OF THE EVENTS AND WE DO NOT DETERMINE OR CONTROL DELIVERY, TICKET PRICES OR AVAILABILITY IN RESPECT OF THE EVENTS AND CAN THEREFORE NOT ACCEPT RESPONSIBILITY FOR ANY INACCURACY, UNAVAILABILITY OR CHANGES IN PRICING THAT MAY OCCUR. WE ARE ALSO NOT RESPONSIBLE FOR SECURING ANY VENUE, GRANTING YOU ADMISSION TO ANY VENUE OR FOR THE SECURITY OR SEATING ARRANGEMENTS FOR ANY VENUE, OR FOR THE SCHEDULING, TIMELY DELIVERY, SUITABILITY OR QUALITY OF PERFORMANCES, VENUES OR THE SEATING ARRANGEMENTS. PLEASE CONTACT THE RELEVANT EVENT ORGANISER IF YOU ARE DISSATISFIED WITH ANY OF THE AFORESAID.
(2) The supply of tickets offered to you depends upon the availability thereof. We may without prior notice change the price, change or discontinue the availability or change the description of venues, seating arrangements or events for which tickets are made available. Special promotions may be subject to certain additional terms and conditions.
(3) Unless otherwise stated, all ticket prices displayed are in United States Dollars. All prices indicated as applying to tickets will be exclusive of delivery fees which will be separately charged to you in respect of all deliveries in accordance with the specified rates. In the event of a cancellation, exchange or replacement of tickets at your request a stipulated handling fee and/or a cancelation fee may also apply.
(4) All prices indicated as applying to tickets will be inclusive of VAT but exclusive of any other taxes and duties, which, unless otherwise indicated, will be charged separately if applicable.
(1) You will be required to provide the necessary payment account details (such as credit card details) when submitting your booking request. . By submitting a booking request to us, you authorise us to debit your designated account with the relevant amounts due for the tickets ordered. Such authorization will allow us to obtain payment at any time after our confirmation of your booking. We will not be obliged to issue any tickets to you prior to receiving full payment of the full agreed amount payable in respect of such tickets. Should we be unable to duly effect such payment for any reason your booking may be cancelled and your tickets may be resold to another customer without further notice. You warrant that you are duly authorised to make payments from the account designated by you. You also authorise us to pay all amounts to be refunded to you into such account.
5 Ticket Collection and Delivery
The following options are available based on your selection at the time of check out;
• Collect from a store
• Collect from the venue box office
• Download an electronic ticket or reference number
• Print your ticket at home
• Have your ticket delivered to you
(1) You can collect your tickets at any Money Market kiosk prior to the event, of if a box office is available at the relevant venue, at such box office. We recommend that you collect your tickets at least 48 hours before the event. You will be required to present your credit card, reasonably acceptable photo identification (ID book or passport) and any booking number that we may have issued to you. We will not be obliged to provide the tickets to anyone failing to provide us with such details.
(2) Card Imprints - For your convenience we offer card-not-present (CNP) transactions via our Call Centre and Internet. As a security measure and in order to ensure the integrity of the transaction, no CNP transaction will be completed without us obtaining a clear and legible imprint of the customer’s bank card and signature when the customer collects its pre-booked tickets.The reason for the card imprint is to prove to local or overseas banks that the card is in fact related to the manual transaction. All banks require their merchants to make an imprint of the card if manual intervention takes place, i.e. Call Centre and Internet transactions.
(3) You may also be provided with electronic tickets containing unique identification numbers, barcodes and/or access codes. You are responsible for keeping such identification numbers, barcodes and/or access codes secure since such identification numbers, barcodes and/or access codes will enable the first user thereof to access to the relevant event and only a single use thereof will be permitted.
(4) The courier will only deliver tickets within certain designated areas. If your specified delivery address does not fall within these areas, the courier will not be able to deliver the applicable tickets to you. If your specified delivery address is within the designated delivery areas, we will endeavour to have your tickets delivered to you within a reasonable time of your booking, but we will require at least 4 (four) working days (Mondays to Fridays excluding public holidays) from the date of purchase. Unless otherwise agreed, delivery will be made during business hours on working days (Monday to Friday 08h00 to 17h00) only, and may be arranged with you in advance.
(6) Upon delivery of tickets, you or any person accepting delivery on your behalf will be required to present the courier with your credit card for an imprint to be made and to sign a copy of the delivery note showing the items delivered, the delivery fees, VAT and the amount already paid and any amount still payable in respect of such tickets. We are entitled to assume that anyone other than yourself who receives delivery of the tickets at the specified delivery address is authorised to accept delivery on your behalf.
(7) Additional delivery fees may be charged for failed deliveries to the specified delivery address if nobody is present to accept delivery at a prearranged time.
6 Ticket Resales
Reselling of tickets purchased from us is strictly prohibited. Any resale of tickets purchased from us (or attempt) will entitle us to cancel such tickets and to resell them to our other customers. No ticket purchased from us may be used for advertising, promotion or competition purposes unless formal written authorization has been obtained from us, provided that even if such consent is obtained, you may not use our trademarks save as expressly authorised by us.
7 Lost, Stolen and Destroyed Tickets
Only the first person using a ticket or, in the case of an electronic ticket, using the unique identification numbers, barcodes and/or access codes provided with such electronic ticket, will be permitted access to an event. Risk for loss and damage to the tickets shall pass to you upon your receipt thereof. Tickets that have been lost, stolen or destroyed will not be refunded or replaced for any reason.
8 Cancellations, Refunds and Exchanges
(1) You may cancel any booking submitted to us for tickets that have not yet been issued to you at any time prior to the date of the event to which such booking pertains, by sending a cancellation notice to firstname.lastname@example.org . You may also cancel and return any issued tickets acquired from us at any time prior to the scheduled date of the event to which they apply by handing in your tickets at any of our Money Market kiosks. When you cancel your booking or return your tickets you must provide us with the relevant booking number. Following receipt of your booking cancellation or returned tickets, we will refund you the face value paid for the relevant tickets (or, if a discounted ticket, then instead the discounted ticket price paid), provided that reasonable cancellation charges as determined by the Event Organiser may be charged and deducted from such refund. Unless otherwise stipulated by the Event Organiser and depending on the prevailing circumstances the following cancellation charges may apply:
• If the cancellation occurs more than 30 days prior to the event a 15% cancellation fee will apply;
• If the cancellation occurs less than 30 but more than 7 days prior to the event a 50% cancellation fee will apply;
• If the cancellation occurs less than 7 days prior to the event a 100% cancellation fee will apply;
• Notwithstanding the aforesaid, if you can provide us with suitable documentary proof that a person in whose name a ticket was booked will not be able to attend the event because of his/her death and/or hospitalisation, no cancellation fee will apply in respect of the cancellation of such person’s ticket.
(2) Event Organisers may refuse admission to events, alter the program or seating arrangements for events, or even postpone or cancel events in certain circumstances. In such case, the Event Organiser may offer a refund or exchange of tickets for which you may be required to follow certain procedures specified by the Event Organiser. No refund will apply if you are refused admission to the event because you are younger than the minimum age for attendance specified by law or you otherwise fail to qualify for attendance. Should an event be cancelled or postponed, we will provide a notice on our web site at www.zimconnect.co.zw or contact you to inform you of the relevant refund or exchange procedures for that event. In order to receive any refund or an exchange that is offered, you will have to comply with the Event Organiser’s instructions and deadlines.
(3) If a refund is issued hereunder, it will be issued using the same method of payment that was used to purchase the tickets. If a credit card was used to make the refunded purchase, then only that actual credit card will receive the credit for the refund.
(1) We will try to ensure that sensitive payment information (such as your credit card details) provided to us are suitably protected. For such purposes we will implement reasonable security measures which may include cryptographic techniques to protect such information. HOWEVER, WE DO NOT GUARANTEE THE ABSOLUTE SECURITY OF ANY INFORMATION YOU TRANSMIT TO US OR THAT IS TRANSMITTED TO YOU OR ANY OTHER PERSON.
(2) Attendance at an event may be hazardous to the health or safety of the attendees or their property. YOU ATTEND EVENTS AT YOUR OWN RISK. WE ARE NOT RESPONSIBLE FOR THE ARRANGEMENTS OF ANY EVENT OR FOR YOUR SECURITY OR THE SECURITY OF YOUR PROPERTY IN ATTENDING SUCH EVENT. Please contact the relevant Event Organiser if you have suffered any loss or damage in attending an event.
10.1. Use of Your Personal Information
10.2. We may also make available your personal information to our affiliates (who may be located outside South Africa) in order to enable them to offer goods and services to you that they think will interest you. By using our services and by submitting your personal details, you consent to this transfer and to receive direct marketing material from us and/or our affiliates.
10.3. We may receive information about you from reliable third parties and add it to our database. We shall ensure that such third parties operate a similar policy to us in relation to your privacy. When we receive such information, we shall use it to improve the personalisation of our service.
11. Warranties and Liability
(1) ALTHOUGH WE TRY TO ENSURE THAT THE PARTICULARS OF THE EVENTS THAT APPEAR ON OUR COMPUTER SYSTEMS ARE DISPLAYED AND DESCRIBED COMPLETELY AND ACCURATELY, WE DO NOT WARRANT SAME AND DISCLAIM TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW ANY LIABILITY ARISING FROM ANY OMISSIONS AND INACCURACIES PERTAINING TO SUCH DISPLAY AND DESCRIPTION SAVE TO THE EXTENT THAT SUCH LIABILITY IS CAUSED BY OUR GROSS NEGLIGENCE OR FRAUD.
(2) WE WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL LOSSES OF ANY KIND WHATSOEVER ARISING IN CONNECTION WITH ANY BOOKING (WHETHER IN CONTRACT, STATUTE OR DELICT, INCLUDING FOR NEGLIGENCE), SAVE TO THE EXTENT THAT SUCH LIABILITY CANNOT BE EXCLUDED BY LAW.
(3) IN NO EVENT WILL OUR AGGREGATE LIABILITY FOR ALL CLAIMS ARISING IN CONNECTION WITH ANY BOOKING EXCEED THE TICKET PRICE ACTUALLY RECEIVED FROM YOU IN RESPECT OF SUCH BOOKING, IRRESPECTIVE OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, STATUTE OR DELICT, INCLUDING FOR NEGLIGENCE), SAVE TO THE EXTENT THAT SUCH LIABILITY CANNOT BE EXCLUDED BY LAW.
Part C: Competitions
(1) Unless expressly stated otherwise these terms will apply to all competitions offered by us. In the event of conflict between these terms and the rules applicable to any specific competition, the specific competition’s rules will prevail. Specific competition rules will be made available on our web site at www.zimconnect.co.zw The competition offer will set out at least the following:
• The prizes on offer
• The steps required to participate
• The basis for determining the winners
• The closing date
• How the winners will be made known
• Where, when and from whom prizes are to be claimed
• The address of the web pages where the competition rules and these terms can be obtained
(2) All competitions offered will be open to residents of South Africa only unless expressly stated otherwise. We may also stipulate additional entry criteria for entrants to a competition (e.g. a minimum age) and any entrant failing to comply with such criteria may be refused entry.
(3) Anyone working for us or any entity in our group or for the supplier of the prizes for the relevant competition (including any director, employee, contractor, agent or consultant) and any person with more than 5% shareholding in any of our group entities, as well as any immediate family members of any of the aforesaid are prohibited from entering any competitions offered by us.
(4) The closing date for any competition will be as stated. The judges cannot accept responsibility for late entries.
(5) We will be entitled to all right, title and interest in all entries submitted, including all intellectual property rights. Entrants must do all things necessary, including the execution of any requisite documentation to transfer such rights to us, as and when requested.
(6) Any entrant may be required to submit proof of age. If you are not yet 18, you must obtain your parents' or legal guardians' advance authorisation, permission and consent to participating in a competition or any of the related activities. If you fail to obtain such consent you may not participate in the competition or the related activities.
(7) The judges decision will be final. We will not enter into correspondence.
(8) All entrants' information will be used only in accordance with our Client Information Processing Policy at http://www.zimconnect.co.zw.com/web/legal/privacy_policy.
(9) Where entry by SMS is applicable, SMSs are charged. Standard rates apply. Free rates do not apply.
(10) Any deviation from the rules and/or attempt to manipulate the outcome of the prize will result in disqualification.
(11) We reserve the right not to award a prize in any situation where it would be unlawful to do so.
(12) Multiple winners may be subject to tie-break to decide an outright winner.
(13) We may re-allot prizes if we are unable to contact selected winners. Please ensure that you provide the correct contact details.
(14) Your name and place of residence may be published when winners are announced.
(15) Winners may be requested to be photographed for publicity purposes or to participate in a radio or television broadcast or other marketing activity. No fees will be payable in this regard. Participation in any such marketing activity is voluntary and may be declined.
(16) No cash alternative is available to any prize unless expressly stated otherwise.
(17) Prizes are non-transferable in whole or in part, must be taken as stated and may not be sold to a third party. You must confirm acceptance of the prize as stated, failing which you will no longer be eligible for a prize, and that prize will be re-allotted.
(18) If any prize offered becomes unavailable for reasons outside of our control, we reserve the right to select an alternative prize of equivalent type and value.
(19) Where prizes involve travelling abroad, winners must be in possession of a valid passport, required visas and the relevant health certificates.
(20) WE ACCEPT NO RESPONSIBILITY FOR ANY INCORRECT OR INCOMPLETE REGISTRATION DETAILS THAT YOU MAY SUPPLY AS PART OF YOUR REGISTRATION. NO RESPONSIBILITY WILL BE ACCEPTED FOR UNDELIVERED, LOST OR DELAYED ENTRIES. Proof of sending is not proof of receipt. Errors in entries may, in the judges’ discretion, void entries.
(21) YOU ENTER OUR COMPETITIONS AT YOUR OWN DISCRETION AND RISK. WE, OUR AFFILIATES, COMPETITION PARTNER/S AND THEIR RESPECTIVE SHAREHOLDERS, EMPLOYEES, OFFICERS AND REPRESENTATIVES SHALL NOT BE LIABLE IN ANY WAY WHATSOEVER FOR ANY LOSS, DAMAGE, INJURY OR COSTS, HOWSOEVER ARISING, SUFFERED AS A RESULT OF YOUR PARTICIPATION IN A COMPETITION, SAVE TO THE EXTENT THAT SUCH LIABILITY MAY NOT BE ECLUDED UNDER APPLICABLE LAW.
Part D: Complaints and General
(1) We aim to provide you with quality services. If, however, you feel that you have cause to complain, you can email is at email@example.com or call our Customer Care Centre on +263771561678on Monday to Friday 08h00 to 17h00 (GMT + 2h00). We will try to do our best to resolve any problems that arise. We require that you provide us with the following information as part of your complaint:
• Your full names, physical address, telephone number and email address
• The location and description of the service feature or transaction which is the cause of your complaint
• The problem with the service or transaction or rights that you allege to be infringed by such feature or component
• The actions you would like us to take to remedy the problem
• A statement confirming that you are making the complaint in good faith
• A statement confirming that the information you are providing to us is to the best of your knowledge true and correct
• Please incorporate your signature into the complaint
(4) Our failure to enforce any provision of this agreement strictly will not be construed as a waiver of any provision or right. In the event that a portion of this agreement is held unenforceable or invalid by any competent authority, the unenforceable portion will be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions will remain in force and effect to the fullest extent permitted by the law.
(5) You may not subcontract, cede, delegate, transfer or assign any of your rights, obligations or duties hereunder to any other person without our prior written consent. We may cede, delegate, transfer and assign our rights, obligations and duties hereunder to any other person.
(6) WE WILL BE EXCUSED FROM A FAILURE TO PERFORM OR DELAY IN PERFORMANCE OF OUR OBLIGATIONS HEREUNDER IF AND TO THE EXTENT THAT CIRCUMSTANCES OUTSIDE OUR REASONABLE CONTROL PREVENT OR DELAY SUCH PERFORMANCE.