Terms of use

A. TERMS AND CONDITIONS OF USE OF NZ STORY TOOLKIT

1.INTRODUCTION

New Zealand Story provides and manages the Toolkit consisting of the Assets. New Zealand Story is willing to license the use of the Assets to you subject to your acceptance of these Terms of Use. Please read these Terms of Use carefully because by downloading and/or using the Assets, you will be deemed to have accepted these Terms of Use. You acquire no rights in the Assets other than the right to use them in accordance with these Terms of Use.

2. LICENCE

Provided that you comply with the following terms, New Zealand Story grants you, and only you, authorised use of the Assets on a revocable, royalty free, non-exclusive, non-sub-licensable and non-transferable basis for the term set out in clause 3 below, subject to the following conditions:

1. You may only use the Assets for the purpose of promoting New Zealand and/or New Zealand products and services offshore, and you will use the Assets in a manner that supports and enhances the reputation of New Zealand;
2. The primary purpose of the use of the Assets must be for offshore promotion/use.
3. The Assets may not be used in any Paid Activity (defined below) or advertising, as further specified in clause 4.a below (applicable only when required on the asset details page);
4. You must be a registered New Zealand business or organisation to use the Assets (this includes New Zealand regional and central government agencies, and economic development agencies);
5. You may only use the Assets for the purposes, in the publication(s) and/or on the website(s) described by you in the Asset Download Form (if any), and you must comply with any additional usage restrictions set out in the Asset Download Form;
6. You are required to complete a Net Promoter Score survey two weeks and six months after registering. We will use this information to measure the relevance of the Toolkit.

3. LICENCE TERM

The licence granted under clause 2 above shall terminate on the Expiry Date (if any) stated in the Asset Download Form and/or the asset details page (called the “Expiry Date” in these Terms of Use), unless terminated earlier in accordance with clause 10.

1. Unless this licence is earlier terminated by New Zealand Story, your right to use the Assets will expire on the Expiry Date.
2. On termination or expiry of this licence you must stop using the Assets.

4. USE OF THE ASSET

1. No use for Paid Activity: For the purposes of these Terms of Use, “Paid” means where payment is (or is agreed to be) received or paid for the marketing activity, and/or media space, and/or advertising space, and/or publication (as a whole), in which the Asset appears, but excludes tradeshows. The licence granted under clause 2 is for the use of the Assets in non-paid activity only. This means that Assets must not be used in connection with any Paid Activity. Applicable only when required on the asset details page.
2. No modification: You agree that you will not use or otherwise deal with the Assets except as outlined in these Terms of Use and in the Assets Download Form unless you have obtained New Zealand Story’s prior written consent. Therefore, for the avoidance of doubt, you agree that:
   1. you will not edit, re-size or modify the Assets unless you have obtained New Zealand Story’s prior written consent;
   2. you will not use or otherwise deal with Assets in an edited or modified form unless you have obtained New Zealand Story’s prior written consent; and
   3. you will complete a new Asset Download Form each time you want to use or deal with the Assets in any way that is not already specified in an Asset Download Form completed by you.
3. Distribution of the publication: You agree that your use of the Assets is for promotion of New Zealand overseas and, therefore, if the territory for a publication featuring the Assets includes New Zealand, you agree that the publication will be distributed primarily to audiences outside New Zealand.
4. No representations: You agree that you will not represent that you are the original author or creator of a work made up of or comprising (in whole or in part) any Asset.
5. No incorporation: You agree that you will not incorporate any Asset (in whole or in part) into a trademark, registered design, service mark, business name, or logo.
6. Other Restrictions: You agree that you will not use the Assets in a way that:
   1. Violates any laws or regulations in any applicable jurisdiction;
   2. Infringes any copyright, trade name, trademark or any other Intellectual Property right;
   3. Is considered by New Zealand Story (at its sole discretion) to be pornographic, obscene, inflammatory, or defamatory in nature, or would be such under any applicable law, or that has the potential to incite hate;
   4. Allows third parties to download, extract or otherwise access Assets as a stand-alone file; or
   5. is intended to promote, endorse, or enhance any political party or organisation.
7. Identifiable person or property: Where Assets feature an identifiable person or property, you must not use the Assets:
   1. in a way that suggests or implies that a person in an Asset is personally endorsing a product, service, idea, opinion, or site;
   2. to depict or illustrate unflattering situations, or where the use of an Asset would be unduly controversial to a reasonable person; or
   3. in connection with a Sensitive Use (defined below).

For the purposes of these Terms of Use, “Sensitive Use” means in conjunction with a potentially sensitive subject matter, including but not limited to, actual or implied sexual activity, substance abuse and recovery, sexually transmitted infections, mental health concerns and disorders, abuse, abortion, promotion of tobacco use, recreational drug use, or any implication that a model engages in an activity that is illegal.

5. PERMISSIONS

You acknowledge that New Zealand Story may be unable to identify or obtain permissions from every individual appearing in any Asset provided and/or downloaded via the Toolkit. Accordingly, you acknowledge that New Zealand Story is not responsible for obtaining permissions from every individual appearing in any Asset provided and/or downloaded via the Toolkit and New Zealand Story makes no warranty in respect of any individual appearing in it.

6. INTELLECTUAL PROPERTY

1. You agree and acknowledge that:
   1. New Zealand Story (or its licensor) is, and remains, the owner of all intellectual property rights (including without limitation copyright) in the Assets and any edits or modification made to the Assets by you;
   2. you will complete all documentation necessary to confirm New Zealand Story (or its licensor’s) ownership of all such intellectual property rights (referred to in clause 6.a.i above) as requested by New Zealand Story;
   3. New Zealand Story retains the right to use the Assets in any manner at any time and in any part of the world for any purpose (including without limitation licensing other parties to use and reproduce the Assets);
   4. you warrant that you will not at any time take any step or make any omission that brings the reputation or good standing of the author of any Asset, New Zealand Story or New Zealand into disrepute; and
   5. you will acknowledge the author and copyright owner of the Asset on, or in direct connection with use of, the Assets, if required to do so by accessing the Toolkit, or if asked to by New Zealand Story.
2. The New Zealand FernMark is a registered trade mark owned by the New Zealand Way (and licensed to New Zealand Story) and although it appears in the Assets, you are not granted a licence to use the FernMark in any way under these Terms of Use.
3. New Zealand export businesses can now apply to use the FernMark on their products under the New Zealand FernMark Licence Programme.

7. WARRANTIES

You warrant that your use of the Assets will:

1. Promote New Zealand and/or New Zealand products and services;
2. Not be defamatory or unlawful or infringe the intellectual property rights of any person; and
3. Comply with these Terms of Use at all times.

8. NEW ZEALAND STORY’S LIABILITY

1. The Assets are provided to you on an "as is" basis. New Zealand Story does not give any warranty or other assurance as to the accuracy, availability, completeness or fitness for any particular purpose of the Assets appearing in the Toolkit. To the fullest extent permitted by law, New Zealand Story disclaim all responsibility for any damages or losses (including, without limitation, financial loss, damages or loss of business, loss of profits or savings, direct and indirect or consequential damages or losses) arising in contract, tort (including, negligence) or otherwise from the use of, or inability to use the Assets or from any action or decision taken as a result of using the Assets.
2. If New Zealand Story become liable to you for any form of loss or damage, its liability to you arising out of all claims for loss or damage under these Terms of Use will not exceed in aggregate $1.00 each.

9. INDEMNITY

You agree to defend and indemnify New Zealand Story against all costs, expenses, damages and liability incurred in connection with any claim against New Zealand Story arising out of or related to:

1. a breach by you of these Terms of Use;
2. the use of the Assets either alone or in combination with any other material; or
3. any claim by a third party related to the use of the Assets either alone or in combination with any other material.

10. TERMINATION

1. New Zealand Story reserves the right to terminate this licence, and your right to use any or all Assets, with immediate effect if it determines, at its sole discretion, that either of the following circumstances apply:
   1. There is, or has been, any breach or violation by you of these Terms of Use; or
   2. New Zealand Story’s licence for any Asset terminates.
2. New Zealand Story reserves the right to terminate or suspend the licence granted under clause 2 upon 20 days’ notice for any other reason.
3. In the event that New Zealand Story exercises its right under this clause 10, you must immediately cease using the Assets and destroy all copies of the Assets that are in your possession or control, including any Assets in the possession or control of any third parties authorised by you. You must also provide a written undertaking upon requests that no further copies of the Assets are, or will be, used or retained by you for any reason.

11. ASSIGNMENT

You may not assign, transfer or sub-license the rights or obligations, whether in whole or in part, granted to you by these Terms of Use without New Zealand Story’s prior written consent.

12. RELATIONSHIP

These Terms of Use shall not constitute or be construed as constituting a relationship where either party is an employer, employee, agent, partner or joint venturer of the other party.

13. ENTIRE AGREEMENT

These Terms of Use, together with the Asset Download Form and/or the Asset details page, constitute the entire agreement between you and New Zealand Story and supersedes and extinguishes all prior agreements and understandings between the parties relating to the Assets.

14. NEW ZEALAND LAW

The Assets are protected under copyright and other laws of New Zealand, international conventions and similar laws abroad. Copyright and other intellectual property rights in the Assets is owned or controlled by New Zealand Story or its licensors.

15. AMENDMENTS

These Terms of Use may be modified from time to time by New Zealand Story and will be governed and interpreted in accordance with the laws of New Zealand.

These Terms of Use were last updated on 22 February 2022.