New Zealand Post Limited End User Terms

For the purposes of this agreement:

• End User, you, your means the Precisely Customer to which this agreement applies
• Licensor means New Zealand Post Limited
• Licensee means Precisely

1.  Definitions:

a.  “Data”: means the New Zealand Postal Address File

b.  The data identified below are “Restricted Data”:

i.  Any data which has an address type of Bag, Box, CMB Rural, CMB Urban orCounter Delivery; and

ii.  For any data which has a “Rural” address type, the data in the ‘RD Number’ and‘Mailtown’ fields.

2.  The End User agrees that the Data (other than the LINZ Data) and the Documentation and all Intellectual Property Rights and other rights in the Data (other than the LINZ Data) and the Documentation from time to time remain the property of the Licensor.

3.  The End User has no right to use any of the trade marks, business names or logos of the Licensor unless expressly stated otherwise in any sub-licence granted to the End User by the Licensee within the terms of any licence granted by the Licensor to the Licensee.

4.  The End User must not make any statement or claim relating to the Data being approved, recommended or endorsed by the Licensor or do anything similar or imply that such is the case, unless the Licensor has expressly given its prior written consent to the form and content of such claim.

5.  The End User (and any of its agents and sub-contractors) may only use Restricted Data in accordance with the End User Agreement, for the End User’s internal purposes, which may include providing an online address checking service to the End User’s customers. Without limiting the foregoing, the End User (and any of its agents and subcontractors) must not:

a.  sub-license all or any part of the Restricted Data to any person, or purport or attempt todo so, in each case, unless expressly permitted otherwise by the Licensor in writing, or

b.  other than as expressly permitted above, copy, reproduce, publish, sell, let, modify, extract or otherwise part with possession of the whole or any part of the Restricted Data or relay or disseminate the same to any other party.

6.  The End User must comply with the requirements of the Privacy Act 2020 and any other applicable law or regulations relevant to its possession or use of the Data.

7.  The End User must ensure that its personnel, agents and subcontractors comply with the above terms as if they were the Licensee.

8.  The End User acknowledges that the Licensor has made no warranty that the Data will be free from errors, omissions, inaccuracies, viruses or other destructive code, or that the Data will befit for the End User’s purpose (including the Permitted Use) or for use in any specific technical environment.

9.  The End User agrees and represents that it is acquiring the Data and any Documentation for the purposes of a business and that the Consumer Guarantees Act 1993 (New Zealand) does not apply.

10.  The End User must indemnify the Licensor and keep the Licensor indemnified against any claim, proceeding, damage, liability, loss, cost or expense (including legal costs on a solicitor and own client basis), whether arising in contract, tort (including for negligence) or otherwise, arising out of or in connection with any breach by the End User of any of the above terms or the use of the Data by the End User or any other person who has obtained the Data from an End User. The End User’s total aggregate liability to the Licensor under this sub-section 10 shall not exceed $250,000.

11.  The Licensor has the rights to enforce the above terms for the purposes of the contractual privity provisions of the Contracts & Commercial Law Act 2017.

12.  The End User’s right to use each Update shall terminate on the earlier of six months after the date on which a subsequent release was made available to the Licensee or the termination or expiry of the End User Agreement.