6 GENERAL CLAUSES 6.5 Severability: Should any part or provision of this Agreement be 6.1 The Discloser provides no representation or warranty (express or held unenforceable or in conflict with the applicable laws or implied) with respect to any Confidential Information other than that regulations of any jurisdiction, the invalid or unenforceable part or it has the right to disclose such Confidential Information to the provision shall be replaced with a provision which accomplishes, to Recipient. the extent possible, the original business purpose of such part or 6.2 No assignment: The Recipient may not assign, transfer, novate or provision in a valid and enforceable manner, and the remainder of subcontract this Agreement or any rights or obligations under this the agreement will remain binding upon the parties; Agreement, without the prior written consent of the Discloser. 6.6 Governing Law: This Agreement will be subject to and interpreted 6.3. No Partnership: Nothing in this Agreement creates a partnership, in accordance with the laws of New Zealand and will be subject to agency, or joint venture between the Discloser and the Recipient. the exclusive jurisdiction of the Courts of New Zealand. 6.7 Counterparts: This Agreement may be executed in counterparts 6.4 Waiver: A failure by a party to enforce a provision of this (which may be facsimile copies) and all of which, when taken Agreement will not constitute a waiver of any right to future together constitute the one document. enforcement of that or any other provision. AUTHORISED SIGNATORY [Company A] AUTHORISED SIGNATORY [Company B] Signature Signature Full Name (Please Print) Full Name (Please Print) Signing on behalf of (Name of Party) Signing on behalf of (Name of Party) Position Position WITNESS WITNESS Witness Signature Witness Signature Full Name (Please Print) Full Name (Please Print) Occupation Occupation Address Address Date Date
6 GENERAL CLAUSES 6.1 The Discloser provides no representation or warranty (express or implied) with respect to any Confidential Information other than that it has the right to disclose such Confidential Information to the Recipient. 6.2 No assignment: The Recipient may not assign, transfer, novate or subcontract this Agreement or any rights or obligations under this Agreement, without the prior written consent of the Discloser. 6.3. No Partnership: Nothing in this Agreement creates a partnership, agency, or joint venture between the Discloser and the Recipient. 6.4 Waiver: A failure by a party to enforce a provision of this Agreement will not constitute a waiver of any right to future enforcement of that or any other provision. 6.5 Severability: Should any part or provision of this Agreement be held unenforceable or in conflict with the applicable laws or regulations of any jurisdiction, the invalid or unenforceable part or provision shall be replaced with a provision which accomplishes, to the extent possible, the original business purpose of such part or provision in a valid and enforceable manner, and the remainder of the agreement will remain binding upon the parties; 6.6 Governing Law: This Agreement will be subject to and interpreted in accordance with the laws of New Zealand and will be subject to the exclusive jurisdiction of the Courts of New Zealand. 6.7 Counterparts: This Agreement may be executed in counterparts (which may be facsimile copies) and all of which, when taken together constitute the one document. AUTHORISED SIGNATORY [Company A] AUTHORISED SIGNATORY [Company B] Signature Signature Full Name (Please Print) Full Name (Please Print) Signing on behalf of (Name of Party) Signing on behalf of (Name of Party) Position Position WITNESS WITNESS Witness Signature Witness Signature Full Name (Please Print) Full Name (Please Print) Occupation Occupation Address Address Date Date