Terms and Conditions

1) Definitions

“Client” the person or company placing an order (s) with Captain Zinc.

“Purchases” the products you have paid for.

“Products” the individual items within the store available for purchase.

“Store Credit” a credit given when an outstanding balance is present for the client.

2) Application

These terms and conditions apply to any provision of materials or services by Captain

Zinc to the client.

3) Formation of Contract

All products sold by Captain Zinc are sold subject to the standard terms and

conditions (as detailed below) which form part of the client’s contract with Captain

Zinc. Terms and conditions on the client’s order forms or other similar document

shall not be binding on Captain Zinc.

4) Quotations

Prices, quantities and delivery time stated in any quotation are not binding to

Captain Zinc. Any commercials or promotions are estimated only which Captain Zinc

will make reasonable efforts to achieve.

5) Orders

5.1 Orders will be deemed to have been placed when an email confirmation has

been received from a reasonable executive of the client company.

5.2 For email invitations, online fulfilment projects and direct marketing files (as

provided by Prime Prospects) it is a requirement of Captain Zinc, that the email

piece, online form or mail piece shall be approved by Captain Zinc before an order

can be confirmed by any data dispatched.

6) Right to Sub Contract

Unless otherwise agreed, Captain Zinc shall be entitled to sub-contract all or any part

of the work.

7) Timetable

Captain Zinc will use its best endeavors to supply the materials or services within the

quoted time (normally a maximum of seven (7) days from the order or otherwise

agreed) but time will not be within the contract.

8) Copyright

The Client acknowledges that the rights to the products owned by Captain Zinc and

the products are protected by the Canadian copyright acts law, international treaty

provisions and all other applicable national laws.

9) Risk of Loss

The risk of loss or damaged products shall pass to the Client upon delivery of the

products.

10) Payments

10.1 New clients or other clients out of terms may be expected to pay in advanced

for their products.

10.2 All other invoices issued by Captain Zinc shall be paid by the client within thirty

(30) days of the date of invoice unless otherwise agreed in writing by Captain Zinc.

In the event of late payment, Captain Zinc may charge interest on the amount

outstanding before after judgment at the rate of five (5) percent. In addition,

invoices unpaid for more than 60 days after the invoice will incur a surcharge of the

5% of the outstanding amount based off of the greater sum.

10.3 If any amount of an invoice is disputed then the client stall inform Captain Zinc

of the grounds for such dispute within seven (7) days of the delivery of the products

and shall pay to Captain Zinc’s value of the invoice less the disputed amount in

accordance with these payment terms. Once settlement of the dispute has been

agreed, any sum then outstanding shall also be payable in accordance with these

payment terms.

10.4 Captain Zinc reserves the right to increase a quoted fee in the event that the

client requests a variation to the work agreed.

11) Cancellation:

In view of the nature of the service, any order – once confirmed by Captain Zinc

is not cancellable. Cancellation of the order by the client will only be accepted on

condition that any costs, charges and expenses already incurred, including any

charges that will be levied by a sub-contractor on account of their expenses, work or

cancellation conditions will be reimbursed to Captain Zinc forthwith.

12) Delivery

12.1 The majority of services as supplied by Captain Zinc are dispatched

electronically by email and shall be deemed as having been delivered when the email

has been open by the client.

12.2 Captain Zinc reserves the right to substitute conventional delivery methods

without notice or penalty should electronic dispatch prove inconvenient; in which

case delivery by Captain Zinc will be deemed to have taken place when the materials

are handed to the custody of the client at his premises or to a deputed messenger

or courier when posted. Captain Zinc will be entitled to charge the client for any

expenses of delivery other than normal postage charges.

13) Notice

All written notices to be served on or given to the client shall be sent or delivered

to the client’s principle place of business and shall be treated as having been given

upon receipt.

14) Loss or Damage to Supplies

Captain Zinc will take all reasonable steps to ensure the protection from loss,

damage or destruction of the materials it supplies to the client (or which may be

received from the client).

15) Usage of the Services or Materials

Unless otherwise agreed in writing by Captain Zinc, the client (and their clients) shall

be entitled to use the services and materials provided as follows:

15.1 All files of Consumer and Business data records are for single use and for use

within a period of not more than 6 months from date of delivery.

15.2 Files of Samples of Consumer or Businesses data records are provided solely

for the purpose of conducting market research to be carried out in conformity with

the recognised ESOMAR/MRS Code of Conduct of the market research industry.

The Client shall not otherwise be entitled to store, or to pass on (whether to his/her

client or other person) or make any other use of these materials.

15.3 The Client shall bear responsibility for ensuring that all usage of information

contained within any service as provided by Sample Answers and Prime Prospects

is in accordance with, and does not contravene, any Data Protection or other laws,

regulations or other trade customs and practices. Captain Zinc bears no liability for

any omissions or faults in these respects.

16) Confidentiality

Both parties shall maintain strict confidence and shall not disclose to any third party

any information or material relating to the other or the others business which comes

into that part’s possession and shall not use such information and material without

written permission by the other party. This provision shall not, however, apply to

information or materials which is, or becomes, public knowledge by means other

than by breach by a party to this clause.

17) Employment of Personnel

Subject to the prior written consent of Captain Zinc the client shall not induce to

employ, whether as an employee, agent, partner or consultant, an employee of

Captain Zinc directly associated with deliver of the products.

18) Warranty

18.1 Captain Zinc warrants that it has the right to provide the products but otherwise

the products are provided on an “as-is” basis without warranty of any kind, express

or implied, oral or written including, without limitation, the implied conditions

of merchantable quality, fitness for purpose and description, all of which are

specifically and unreservedly excluded. In particular, but without limitation, no

warranty is given that the products are suitable for the purposes intended by the

Client.

18.2 Captain Zinc warrants that the products will be supplied using reasonable care

and skill. Captain Zinc does not warrant that the products supplied are error-free,

accurate or complete.

18.3 Both parties warrant that they are registered under the Data Protection Act in

respect of the collection, processing and use of the products. Each party will comply

with the Act including but not limited to its obligations in respect of any personal

data which it may supply to or receive from the other party.

18.4 The Client acknowledges that Captain Zinc is required to uphold at all times, in

letter and in spirit, the Canada’s Codes of Advertising and Sales Promotion.

19) Limitation of Liability

19.1 Captain Zinc shall not be liable for any claim arising out of the performance,

non-performance, delay in delivery of or defect in the products nor for any special,

indirect, economic or consequential loss or damage howsoever arising or howsoever

caused (including loss of profit or loss of revenue) whether from negligence or

otherwise in connection with the supply, functioning or use of the products. Any

liability of Captain Zinc shall in any event be limited to the licence fees paid by the

Client in the year in which the event of default arises.

19.2 Nothing herein shall limit either party’s liability for death or personal injury

arising from the proven negligence by itself or its employees or agents.

19.3 The Client shall fully indemnify Captain Zinc against any liability to third parties

arising out of the Client’s use of the products.

20) Force Majeure

Captain Zinc will not be liable to the Client for any loss or damage suffered by the

Client as a direct result of Captain Zinc, its sub-contractors or the list-owner from

whom the sample or other service or material is derived being unable to perform

the Contract in the way agreed by reason of cause beyond its control including Act of

God, accident, war, riot, lockout, strike, flood, fire, power failure, breakdown of plant

or machinery, delay in transit, postal delay, or any other unexpected or exceptional

cause or circumstance.

21) Governing Law

These Terms of Trading shall be subject to and constructed to accordance of the laws

of Canada and the parties hereby submit to the exclusive jurisdiction of the Canadian

Courts.

For Returns, Exchanges, and Store Credit policies please refer to the “Returns,

Exchanges and Store Credit” page of the Captain Zinc website.

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