DEFINITIONS & INTERPRETATION
Agreement means the principal agreement between RVL and the Account Holder, by which the Account Holder subscribes to the PropertySmarts Service in accordance with the specified terms & conditions;
Account Holder means the person or entity who has entered into the Agreement with RVL and who has authorised you to access the PropertySmarts Service;
Authorised User means a Real Estate Agent or Valuer that is a current member of REINZ (or a salesperson or administrator that is registered with REINZ) who has been authorised to access and use the PropertySmarts Service for the Permitted Purpose;
Business Day means any day of the week, other than a Saturday, Sunday or a statutory holiday in Wellington, New Zealand.
Business Hours means the hours between 9:00am and 5:00pm on a Business Day.
Charges means the charges associated with your use of the PropertySmarts Service, including the monthly access fee set out in the Agreement;
Documents includes each of a certificate of title including diagram/plan, certificate of title excluding diagram/plan, certificate of title guaranteed search, instrument document, survey plan, and title plan, but does not include a certificate of title historic search;
Information means any data, information, text, images, or other material contained within or sourced from the PropertySmarts Service, including any property information, sales statistics, generated reports, photos, maps and Documents;
Intellectual Property or IP means all rights and interests in and to the trade marks, inventions, patents, designs, copyrights, moral rights, plant variety rights, database rights, know-how, data and confidential information, business names, trade names, service marks, trade dress and livery, domain names, layout designs, software (including, without limitation, in source and object codes) and any similar rights in any part of the world, including any registration of such rights and applications for such registrations;
LINZ means Land Information New Zealand;
Permitted Purpose means:
- for your own internal business purposes, being real estate agency or valuation work (as applicable); and
- for Real Estate Agents, for the purpose of providing property-related Information to a potential seller or buyer of the relevant property; or
- for Valuers, for the purpose of incorporating property-related Information into a valuation report, to be supplied to a potential seller or buyer or client where a market valuation of the relevant property is required.
PropertySmarts Service means the web-based property information service provided by or on behalf of RVL and accessed from the website www.propertysmarts.co.nz;
REINZ means the Real Estate Institute of New Zealand Incorporated;
Real Estate Agent means an “agent” as defined in the Real Estate Agents Act 2008;
Related Company has the meaning given to that term in section 2(3) of the Companies Act 1993;
RVL means REINZ Ventures Limited, and “we”, “us” and “our” has a corresponding meaning;
Unsolicited Direct Marketing means a targeted marketing communication, in any form, that the recipient has not consented to receiving;
Valuer means a “registered valuer” as defined in the Valuers Act 1948, or a graduate valuer who is sponsored by a registered valuer; and
you means the Authorised User who is accessing and using the PropertySmarts Service, and “your” has a corresponding meaning.
- words importing the singular include the plural and vice versa;
- the terms “including”, “includes” and “include” include the words “without limitation” after those terms;
- a reference to a person includes a company, other corporations and also a body of persons (corporate or unincorporate);
- where words or expressions are defined, other parts of speech and grammatical forms of that word or expression have corresponding meanings;
- headings are for ease of reference only and do not affect the interpretation of this Agreement;
- a reference to dollars or $ is a reference to New Zealand currency; and
- the meaning of general words is not limited by specific examples introduced by including or similar expressions.
LICENCE & USE
- Licence: In accordance with the Agreement, RVL grants you a non-exclusive, non-transferable, non-sublicensable licence to access and use the PropertySmarts Service during the term of the Agreement,for the Permitted Purpose.
You must not access or use the PropertySmarts Service for any purpose other than the Permitted Purpose.
Examples (without limitation) of prohibited uses are:
- using any data that is licensed under the LINZ Licence for Personal Data 2.0 (e.g. owner data) for unsolicited direct marketing purposes, or in recipient lists provided by you to other parties which are likely to be used for unsolicited direct marketing;
- on-selling or transferring any Information from the PropertySmarts Service to any other person(s), either in bulk or otherwise (including by saving or storing the Information on an internal or external network or database that can be accessed by other persons);
- generating statistics of any type from the Information for general release to the public;
- decompiling, disassembling or otherwise reverse engineering any portion of the Information (including any source code, object code, algorithms, methods or techniques contained within the PropertySmarts website), whether by scraping, harvesting or some other means; and
SUSPENSION AND TERMINATION
We may at our discretion suspend your access to the PropertySmarts Service if one of the following circumstances exist (Suspension Event) or otherwise as we see fit, until such time as, in our reasonable opinion, the suspension is no longer required:
- We become aware of any breach of these terms and conditions by you.
- Your REINZ membership is no longer active (for any reason).
- The Charges associated with your use of the PropertySmarts Service are overdue.
- If we consider your usage of the Property Smarts Service to be higher than that expected of the average subscriber, such that your usage may pose a risk to our IP and/or the Property Smarts Service.
- Effect of suspension: You will cease to have access to the PropertySmarts Service for the period of suspension.
- Suspension: We may at our discretion suspend your access to the PropertySmarts Service if one of the following circumstances exist (Suspension Event) or otherwise as we see fit, until such time as, in our reasonable opinion, the suspension is no longer required:
- Ordering documents: You may use the PropertySmarts Service to order Documents.
- Ordering fee: You will be charged a fee for ordering Documents, at the time of the order. The applicable fee will be specified on the PropertySmarts website. You will be required to enter your credit card details to complete the order, unless billing arrangements for Documents ordered have been made direct with RVL.
- Hours of Service: Document orders may be placed at any time (subject to availability). Documents ordered during Business Hours will typically be delivered within 10 to 30 minutes (subject to LandOnline availability). Documents ordered outside Business Hours will normally be processed the following Business Day. RVL providesno warranty as to delivery times.
- Support Included: RVL will provide telephone and email support which will include dealing with typical LandOnline queries concerning the document, and will be available during Business Hours by emailing email@example.com or phoning toll free on 0800 145 554. This support does not include locating documents where the document reference is unknown.
INTELLECTUAL PROPERTY RIGHTS
Ownership of IP:
RVL and its licensors own all rights (including Intellectual Property rights) in the PropertySmarts Service (including any Information). The Agreement does not confer any ownership or proprietary right on you. You must not, nor may you permit any other person to:
- alter, remove, or tamper with any Intellectual Property used in association with the PropertySmarts Service (including any Information); or
- do any act that would or might invalidate or be inconsistent with RVL and its licensors’ Intellectual Property rights.
- Protection of IP: You must adhere to any security protocols advised by the Account Holder, RVL or RVL’s licensors for the purpose of protecting RVL’s (and its licensors’) Intellectual Property against unauthorised use and disclosure.
- Ownership of IP: RVL and its licensors own all rights (including Intellectual Property rights) in the PropertySmarts Service (including any Information). The Agreement does not confer any ownership or proprietary right on you. You must not, nor may you permit any other person to:
No warranty: You acknowledge that the Information used to provide the PropertySmarts Service is accumulated from a number of third parties, including LINZ, REINZ, territorial authorities and other sources. While all reasonable endeavours will be used to provide up to date and accurate Information, all representations or warranties in relation to that Information and the PropertySmarts Service, including the completeness, accuracy, fitness for purpose or otherwise, are excluded to the extent permitted by law.
Further, RVL gives no warranties that the PropertySmarts Service or the Information (i) is compatible with and capable of being processed on your computer equipment or software, or (ii) will be free from infection, viruses or destructive code.
- Availability: We will use our best endeavours to make the PropertySmarts Service available 24 hours a day, 7 days a week, subject to any routine, planned and unplanned maintenance or other outage. We will endeavour to give you advance notice of any routine or planned maintenance. We are not liable to you for any non-availability of the PropertySmarts Service.
- Modification etc: We may change, modify, restrict access to, suspend or discontinue any parts of the PropertySmarts Service at any time without notice or liability to you.
LIMITATION OF LIABILITY
- Limitation of liability: RVL shall have no liability or responsibility to you for any loss (including consequential loss of business or profits or profits or other loss), damage or injury whether arising in contract, tort, equity or otherwise suffered or incurred, whether or not due to any circumstance within or outside the control of RVL. Where any liability cannot be excluded at law,then the liability of RVL shall be limited to the value of any Charges paid under the Agreement in the preceding 12 month period.
Our use of personal information: RVL is an Agency for the purposes of the Privacy Act 1993. All personal information you supply to RVL will be dealt with by RVL in accordance with that Act. RVL may from time to time send you information on selected products and services and invite others to do so. Should you not wish to receive this material email your request and contact details to firstname.lastname@example.org. You are deemed to have given your permission to RVL to convey all or part of your registration information to independent auditors for the purpose of verifying site usage statistics. As part of the verification process, you may be contacted by these independent auditors and asked to confirm that you have registered for the PropertySmarts Service. Accordingly, you may not register any personal information other than your own.
You acknowledge that personal information (including user name protocol information) may be passed by RVL to its Related Companies, suppliers or other third parties for the purposes of providing you with the PropertySmarts Service. You have the right to access your personal profile and correct any of your personal information recorded.
- Your use of personal information: You are responsible for ensuring that your use of any personal information contained within the PropertySmarts Service is in compliance with the Privacy Act 1993. Where any personal information contains data that is sourced from LINZ, you must, in relation to the use of that personal information, comply with the Privacy Act 1993 and also the LINZ Licence for Personal Data 2.0.
- Username and password: You must keep your username and password for the PropertySmarts Service private and not provide them (or allow them to be provided) to any other person.
RVL may appoint auditor:
- allow RVL at all reasonable times to conduct an audit;
- provide the Auditor with any information that the Auditor reasonably requires; and
- cooperate with the audit and at your cost make available to the Auditor all records and documentation reasonably necessary for the purposes of the audit on the basis that the records and documentation will be kept confidential by the Auditor and RVL; and
ELECTRONIC MESSAGES FROM RVL
- Electronic messages: You consent to receiving electronic messages from RVL from time to timewhich market or promote RVL’s goods and services. RVL will cease to send you such electronic messages if at any time you instruct us to do so in writing. RVL will include a functional unsubscribe facility in any electronic messages sent to you which market or promote RVL’s goods and services.
- Consumer Guarantees Act: As you are acquiring the PropertySmarts Service for business purposes, you agree that the provisions of the Consumer Guarantees Act 1993 will not apply.
- Fair Trading Act: You agree that sections 9, 12A, 13, and 14(1) of the Fair Trading Act will not apply, and that contracting out of these provisions is fair and reasonable.
Unless specified otherwise, all notices given under the Agreement must be in writing and may be given by either party to the other by personally serving it on the party, or by sending it by courier, registered mail or post, or email to the other party at the address set out in the Application Form (or to such other address as the party to be notified may advise for the purpose from time to time). RVL may also give notice by postingon the PropertySmarts website. Any notice will be deemed to be received:
- if personally served or sent by courier or registered mail, at the time when it was actually delivered;
- if sent by post, 3 Business Days after the time it was posted to the recipient;
- if sent by email, at the time the email leaves the communication systems of the sender, provided that the sender does not receive any error message relating to the sending of the email at the time of sending;
- if published by RVL on the PropertySmarts website, at the time of publication,
- Changes to your details: You must notify us immediately of any changes to your details.