TERMS AND CONDITIONS
1 Background
TRENZ is the largest tourism business event in New Zealand, delivering an opportunity for tourism operators to develop business relationships with international travel and tourism buyers. Tourism Industry Aotearoa has been appointed to manage the event on behalf of the Organiser and owner, the Tourism Industry New Zealand Trust. TRENZ includes both a regular face-to-face event, taking place on specified dates on years in which it occurs; and the TRENZ Connect online platform, a digital marketplace where New Zealand’s leading tourism operators can connect with qualified travel and tourism Buyers from around the globe around the clock and all through the year.
2 Application of these Terms
2.1 Parties: These terms and conditions form an agreement between the natural person performing the registration (‘Registering User’), who in clause 20 (Warranties as to capacity) gives a warranty as to their capacity to bind the company or other organisation they are registering; the company or other organisation on whose behalf the Registering User is registering for TRENZ (in these Terms, referred to as ‘you’); and the Tourism Industry New Zealand Trust (in these Terms referred to as ‘us’).
2.2 Definition of TRENZ: TRENZ is a year-round offering, which includes the following (which together comprise the ‘Services’):
a. events delivered by us at premises as offered from time to time (each a ‘Face-to-Face Event’); and
b. an online platform (‘TRENZ Connect’), which may grant you access to online events and other services that are not Face-to-Face Events.
2.3 Scope: These terms and conditions (‘Terms’) govern:
a. Your access to TRENZ Connect; and
b. your attendance at a Face-to-Face Event.
2.4 No other terms apply: These Terms apply to the exclusion of any terms which you purport to apply to a Face-to-Face Event, or your use of TRENZ Connect and/or the Services.
2.5 Definitions and interpretation: Further definitions and the way in which these Terms are to be interpreted are set out in clause 20 (Definitions).
3 Subscription to TRENZ Connect
3.1 Availability of Services: Access to TRENZ Connect and to the Services available on TRENZ Connect is limited to persons who are invited to subscribe for the Services by us.
3.2 Pre-Qualification Criteria: We may, as a condition of granting you access to TRENZ Connect, require that you satisfy the Pre-Qualification Criteria.
3.3 User Profile: Your access to TRENZ Connect and to the Services available on TRENZ Connect will be determined by the User Profile based on the Organisation Type which we allocate to you, in each case based on our absolute discretion.
3.4 Subscription: Without limiting clause 3.2 (Pre-Qualification Criteria), if you subscribe for the Services:
a. We (or, where applicable, an Administration User) will establish a Delegate Account to enable you to access the Services through TRENZ Connect for the relevant Subscription Term; and
b. you may access TRENZ Connect and use the Services during the relevant Subscription Term, subject to these Terms.
3.5 Subscription Fee: If a fee applies or is introduced by us in respect to the access to TRENZ Connect (‘Subscription Fee’):
a. if you decide not to subscribe (or continue subscribing) to TRENZ Connect, your access to TRENZ Connect will be withdrawn with effect from the date of introduction of the Subscription Fee or such later date as we determine in our absolute discretion;
b. if you decide to subscribe (or continue subscribing) to TRENZ Connect:
i. you must pay the applicable Subscription Fee through the purchase facility offered to you through the Website, for the price and on the terms offered through our Website at the time of your subscription; and
ii. you may terminate your subscription by notice in writing to us at any time, upon which termination you will cease to have access to TRENZ Connect and the right to use the Services at the conclusion of the Subscription Term during which you give such notice.
4 Provision of TRENZ Connect and the Services
4.1 Availability: While we endeavour to make the Services and TRENZ Connect available to you on an uninterrupted and error-free basis, we do not warrant that:
a. the Services or TRENZ Connect will be available at all times;
b. the Services will operate without error; and/or
c. any third party features that we make available through TRENZ Connect will be available at all times.
4.2 No other warranties: We give no warranties and make no representations (other than those which we are not permitted to exclude under Applicable Law) in connection with the Services or your use of TRENZ Connect and the Services, other than the warranties and representations set out in these Terms.
4.3 Withdrawal of functionality: We may at any time withdraw or modify any of the functionality of TRENZ Connect without notice to you.
4.4 Removal of content: We may at any time remove any content, information or other material that you upload to TRENZ Connect, in our absolute discretion.
4.5 Suspension: We may at any time and for any reason suspend access to the Services or to TRENZ Connect (either to you, or to all users of TRENZ Connect):
a. for the purposes of undergoing maintenance (whether scheduled or otherwise) to TRENZ Connect or the systems underpinning TRENZ Connect;
b. if required to do so by a third party on whom we rely for the provision of TRENZ Connect;
c. if we reasonably consider it is necessary to do so in order to mitigate security risks arising in connection with the use of TRENZ Connect by you or any other person;
d. if we suspect that you are in breach of these Terms;
e. if you cease to satisfy the Pre-Qualification Criteria; and/or
f . if we suspect that:
i. an action any person is required or requested to take under or in connection with TRENZ Connect or any Services; or
ii. the performance of any activity for the benefit of any person in connection with TRENZ Connect or any Services,
might in any way result in an Unlawful Act.
4.6 Notice of suspension: We will use reasonable endeavours to give you prior notice of any suspension of access to TRENZ Connect for scheduled maintenance, but may otherwise suspend access under clause 4.5 (Suspension) without notice.
5 Your use of TRENZ Connect
5.1 Compliance with Code of Conduct: When using TRENZ Connect, you must comply with the Code of Conduct.
5.2 Restrictions on use: You must not:
a. reverse engineer, disassemble, modify, decompile, decode, translate, or make any derivative works from TRENZ Connect (or any components of TRENZ Connect), or attempt to do so;
b. attempt to learn the source code, structure, algorithms, or internal ideas underlying TRENZ Connect or reduce TRENZ Connect by any other means to a human-perceivable form;
c. use TRENZ Connect to store or transmit any viruses, software routines, or other code designed to permit unauthorised access, to disable, erase, or otherwise harm software, hardware, or data, or to perform any other harmful actions;
d. gain access to TRENZ Connect or any of its functionality (including any data or other information made available through TRENZ Connect) which you do not have authority to access through your User Profile, or attempt to do so;
e. license, sub-license, resell, distribute or otherwise provide access to TRENZ Connect to any person other than as permitted by these Terms;
f. copy, frame, mirror, alter, modify, transmit or reproduce TRENZ Connect or any of its functionality, or attempt to do;
g. use TRENZ Connect in a way that:
i. breaches, or causes us to breach, Applicable Law; or
ii. infringes any person’s IPR;
h. upload or allow any person to upload any information to TRENZ Connect which is obscene, objectionable, pornographic, threatening, abusive, offensive, hateful, harmful or defamatory; or
i. remove, alter, or obscure the TRENZ Brand, or any proprietary or copyright notices which we have configured TRENZ Connect to display.
6 Administration User
6.1 Allocation of Administration User: We will allocate an Administration User account which you will use for the purposes of establishing Delegate Accounts for Authorised Delegates in accordance with administration privileges granted by us.
6.2 Responsibility for Delegate Accounts: Without limiting clause 7.1 (Responsibility), you will be liable for any actions undertaken on or in respect of TRENZ Connect or in connection with the Services using a Delegate Account established by your Administration User.
6.3 Application for authorisation: You may apply to us for individuals to be authorised, and thereby become Authorised Delegates. You do this through the Administration User, using the Website. Each such individual must be an employee of yours (unless otherwise authorised by us at our sole discretion).
6.4 No granting access other than to Authorised Delegates: The Administration User must not grant any person access to TRENZ Connect and/or establish a Delegate Account for any person other than an Authorised Delegate.
7 Delegate Accounts
7.1 Responsibility: You will be liable for any actions undertaken on or in respect of TRENZ Connect or in connection with the Services using a Delegate Account.
7.2 Protection of Delegate Account: You must:
a. keep secure and confidential the details of each Delegate Account;
b. not allow any person other than the corresponding Authorised Delegate to use TRENZ Connect or access the Services using a Delegate Account; and
c. not leave computer devices unattended when connected to TRENZ Connect through a Delegate Account.
7.3 Suspension: We may revoke or suspend an Delegate Account where we consider that the Delegate Account is being misused or has been compromised, or we otherwise consider the revocation or suspension reasonably necessary to protect the security and integrity of TRENZ Connect.
7.4 Monitoring your use: We may monitor and log the use and activity of TRENZ Connect and the Services through each Delegate Account.
8 Termination
8.1 Termination by us: We may terminate your access to TRENZ Connect and the Services immediately (without notice to you) if:
a. you breach any of your obligations under clause 5 (Your use of the platform), 6 (Administration User) or 7 (Delegate Accounts);
b. where applicable, any payment by you is reversed or fails to clear (but in such cases we will use reasonable endeavours to contact you to seek further payment).
8.2 Withdrawal of TRENZ Connect: We will endeavour to provide you with reasonable advance notice of the withdrawal of TRENZ Connect, but will not be required to do so and may withdraw TRENZ Connect at any time without notice and without liability to you.
8.3 Inactive Delegate Accounts: We may withdraw your access to TRENZ Connect if you do not access TRENZ Connect through any Delegate Account for a period of 12 months.
8.4 Effect of termination: If you terminate your subscription to TRENZ Connect under clause 3.5bii, or if we terminate your subscription to TRENZ Connect under clause 8.1 (Termination by us) or clause 8.3 (Inactive Delegate Accounts), then with effect from the date of termination:
a. we will disable your Delegate Accounts;
b. you will cease to have the right to access TRENZ Connect or use the Services; and
c. your registration for any Face-to-Face Event is cancelled (and any Fees paid will not be refunded).
9 Intellectual Property
9.1 Ownership of Intellectual Property Rights: We (or our licensors) will retain all right, title and interest in all Platform IPR.
9.2 Licence: Without limiting clause 9.1, we hereby grant to you a non-exclusive, perpetual, royalty-free licence to TRENZ Connect IPR solely to the extent necessary to enable you to use TRENZ Connect in accordance with these Terms.
9.3 Limited warranty: So far as we are aware, TRENZ Connect and your use of TRENZ Connect in accordance with these Terms does not, and will not, infringe the Intellectual Property Rights of any person.
9.4 Modification of TRENZ Connect: If we become or reasonably consider that we may become the subject of a claim by any person that TRENZ Connect and/or your use of TRENZ Connect in accordance with these Terms does or may infringe that person’s Intellectual Property Rights, we may, at our option and without limiting clause 4.2 (No other warranties):
a. obtain such rights as we reasonably consider necessary to ensure that you may continue to use TRENZ Connect without infringing that person’s Intellectual Property Rights; or
b. replace or modify TRENZ Connect (or any of its functionality) in such a way as to not substantially compromise the primary functionality of TRENZ Connect.
9.5 Uploaded Content: Where you upload any information, images, text or other content to TRENZ Connect (‘Uploaded Content’):
a. you grant us a non-exclusive, perpetual, royalty-free licence to use the Uploaded Content for the purposes of offering TRENZ Connect in the manner in which it is designed and otherwise in accordance with its functionality, and in connection with the Services (including Face-to-Face Events), with the right to sub-license the IPR in the Uploaded Content to users of TRENZ Connect in connection with that purpose; and
b. you warrant that you have the right to grant us the licence contemplated by clause 9.5a above.
10 Specific Online Events
10.1 Definition: In this clause 10, ‘Online Event’ means an event offered through TRENZ Connect as contemplated by clause 2.2b.
10.2 Authorised Delegates may be registered: You may only register Authorised Delegates to attend an Online Event (see clause 6.3: Application for authorisation).
10.3 Commitment to attend: Subject to clauses 10.6 (Cancellation by you) and 10.8 (Substitution), by registering an Authorised Delegate for an Online Event you commit to participate in the Online Event. Failure to notify us of your cancellation, or non-participation at allocated appointments, may impact your ability to participate in future events that we hold.
10.4 Event Fees: The Fees payable for each Online Event are specified on the Website during the online registration process. Unless stated otherwise, all Fees are exclusive of GST which we may add upon invoice. We will raise an invoice, in New Zealand dollars, on our acceptance of your application.
10.5 Payment of Fees: You must pay all Fees for items applied for in the Application Form by the last date for all payments specified for the Online Event on the Website. If payment is not received by this date the registration will be cancelled and the Attendee will be excluded from the Online Event.
10.6 Cancellation by you: Where the specific terms for an Online Event or other order permit, you may be able to cancel an order (such as a registration for an Online Event) on the Website. Where an order may be cancelled, it may be subject to a cancellation Fee, which is payable regardless of whether an invoice has been raised or paid. Where you have paid insufficient funds to cover any cancellation Fee, the balance outstanding is due immediately.
10.7 Cancellation by us: We may, in our sole discretion, substitute presenters, make alterations, reschedule, postpone, or cancel the Online Event or parts of the Online Event without liability to you. If we cancel the Online Event, then we will refund the Registration Fee (if any) paid by you in full.
10.8 Substitution: If an Authorised Delegate that you have registered for the Online Event is unavailable, you may be able to substitute that individual for an alternate Authorised Delegate, using the Website, prior to the Online Event.
11 Specific Face-to-Face Events
11.1 Definition: In this clause 11, ‘Attendee’ means you, when you have registered one or more Authorised Delegates to attend the Event.
11.2 Event Fees: The Fees payable for each registration type for an Event are specified on the Website during the online registration process. Unless stated otherwise, all Fees are exclusive of GST which we may add upon invoice. We will raise an invoice, in New Zealand dollars, on our acceptance of your application.
11.3 Payment of Fees: You must pay all Fees for items applied for in the Application Form by the last date for all payments specified for the Event on the Website. If payment is not received by this date the registration will be cancelled and the Attendee will be excluded from the Event. If you are a Buyer and based in New Zealand you will have seven days from our acceptance of your application to make payment.
11.4 TIA Member Rates: The ‘TIA Member’ Fees apply only to those Attendees who are current financial members of the TIA at the time the Event is held. Where you qualify for 'TIA Member' Fees at the time of registration but cease to be a financial member of TIA by the time the Event is held, you will be invoiced for the difference between the 'TIA Member' and the ordinary Fees, and must make payment of that invoice prior to attending the Event.
11.5 Additional Fees: Where you make an additional purchase via the Website in relation to a Face-to-Face Event, you must pay for any Fees immediately following our acceptance of the additional purchase.
11.6 Cancellation by you: You may be able to cancel orders, such as a registration for an Event, on the Website. Where an order may be cancelled, it may be subject to a cancellation Fee, which is payable regardless of whether an invoice has been raised or paid. Where you have paid insufficient funds to cover any cancellation Fee, the balance outstanding is due immediately.
11.7 Event cancellation or postponement: We may modify the Event without liability to you, including by increasing or reducing the size of the Event, or altering its mode of delivery. We may, at any time, by notice in writing to you cancel or postpone the Event without liability to you except that:
i. If we have elected to cancel the Event, we will refund all Fees paid by you; and
ii. If we have elected to postpone the Event, you will have the right to cancel your booking for the Event by notice in writing to us given within two months of the postponement (time being of the essence), in which case we will refund all amounts paid by you.
11.8 Force Majeure Events: Where we cancel or postpone the Event due to a Force Majeure Event, neither clause 11.7i nor clause 11.7ii will apply, and we will have no liability to you.
11.9 Authorised Delegates only: You may only register Authorised Delegates to attend an Event (see clause 6.3: Application for authorisation).
11.10 Representation must be exclusive: An Authorised Delegate may only represent you at the Event and any individuals promoting products or services not authorised by the Organiser may be excluded for the remainder of the Event, without compensation to them or any Attendee.
11.11 Day Passes: If an Authorised Delegate is registered to attend an Event using a day pass, they may attend the Event at any time during Event hours on the relevant day, but not otherwise.
11.12 Setup Contractors: Contractors to assist with the construction or technical implementation of any exhibits or materials for a Booth will only be permitted to access the Venue during the pack-in and pack-out hours specified in the Event programme, unless the contractor is a registered Authorised Delegate.
11.13 Issuing and replacement of passes: Authorised Delegates must collect their name badges or passes from the registration desk. Photo I.D. may be required before name badges or passes are issued. A Fee will apply for any replacement name badge or pass issued by the Organiser.
11.14 Passes are personal: Any name badge or pass issued by the Organiser to a registered Authorised Delegate is non-transferable and must be worn by the relevant Authorised Delegate at all times during Event hours. No one will be admitted to any Venue unless they are displaying the appropriate name badge or pass. Without limiting other remedies available to us, any individual found to be exchanging name badges or passes with other persons will have their name badge or pass confiscated and may be excluded from the Event.
11.15 Code of conduct: Attendees are responsible for the Authorised Delegates representing them at the Event. We may, in our sole discretion, refuse a person entry into, or remove a person from, any Event function (official, unofficial or related events) and prohibit them or the Attendee they represent from participating in the remainder of the Event, without compensation, if we consider, acting reasonably, that the person is acting in a way that:
a. interferes with the enjoyment, comfort or safety or other persons at the Event; or
b. threatens our reputation or that of TRENZ.
This includes non-compliance with the Code of Conduct, and inappropriate behaviour such as harassment, violence, racial vilification, intoxication and the downloading of illegal material using internet services provided at the Event.
11.16 Compliance with law: All Attendees and all registered Authorised Delegates must comply with all applicable laws and regulations (including all health and safety, fire and dangerous goods laws and regulations relevant to each Venue).
11.17 Compliance with policies: All Attendees and all registered Authorised Delegates must comply with any and all policies distributed on our behalf in relation to the Event.
11.18 Compliance with health and safety requirements: All Attendees and all registered Authorised Delegates must comply with all applicable health and safety laws and requirements relating to the Event including all health and safety requirements of ours and of the Venue which affect the Event.
11.19 Minimum age: Persons under the age of 18 are not permitted on the trade show floor or permitted to participate in the Event programme.
11.20 No smoking: The Event is a smoke-free event and for all Venues both smoking and vaping are strictly prohibited.
12 Famil terms
12.1 Provider: Famils are provided by third parties, not by us.
12.2 Exclusion from definitions: Famils are excluded from the definition of Face-to-Face Events, TRENZ, TRENZ Connect, and the Services.
12.3 Famils are optional: You are not required to attend any Famil.
13 Booth terms (Sellers and Tourism Services Providers)
13.1 Application of this clause: This clause 12 applies where you are a Seller or a Tourism Services Provider with representation at an Event.
13.2 Exclusively national content: No non-New Zealand tourism products and services may be displayed, promoted or included in any descriptive materials, in the artwork for the front and back graphic booth panels, in collateral used and distributed at the Event or any digital signage (e.g. plasma presentations) onsite at the Event.
13.3 Company name: You may exhibit using one company name which must be the same as the name under which you were invited (see clause 3.1: Availability of Services). The exception to this is any two or more companies owned by the same parent company, provided the parent company is not attending and representing the same products. In this case the names of each company must be provided upon registration and must fit within the allocated character limit.
13.4 Change of control: In the event of an acquisition or takeover of you occurring prior to the Event, we may cancel your attendance where the acquisition or takeover will result in you having representation at another Booth. Where we have elected to cancel your registration under this clause we will refund you the applicable Fees paid.
13.5 Standard Booth: A standard footprint (‘Booth’) consists of such equipment provided as standard by the Organiser. No additional theming or custom display will be permitted.
13.6 Booth rules: You will:
a. not paint, mark or damage any fixtures or other parts of the Venue;
b. ensure that all materials used or displayed by the Booth, as well as any other materials provided by your service providers, comply with all applicable laws and regulations and all requirements of the management of the Venue;
c. not use any open flames, explosives, lasers, smoke, fog generators, gases or liquid fuels; and will ensure all materials used in your Booth will be flame retardant;
d. ensure that any changes to electrical or light fittings within the Booth(s) are arranged through the preferred exhibition equipment supplier;
e. comply with the legislative requirements under the Gambling Act 2003 for any sweeps, raffles, door prizes, etc. held during the Event; and
f. not use any external booth walls/ends of aisles to exhibit marketing material without the written consent of the Event Organiser.
13.7 Booth locations: We will determine the locations of all Booths in our sole discretion.
13.8 Changes to Booths: We may at any time to change the location, size or layout of any Booth or to move you to an alternative space or spaces at a Venue. We will not be liable in any way to you as a result of any such change or move.
13.9 Seller minimum package: Sellers must purchase at least one standard Seller package. A standard Seller package includes one Appointment Book, one footprint and one Full Delegate pass with function tickets.
13.10 Tourism Services Provider minimum package: Tourism Services Providers must purchase at least one standard Tourism Services package.
13.11 Booth aesthetics: You are responsible for creating a business environment within your Booth space. Noisy distractions are not permissible (e.g. loud presentations on laptops and plasmas/screens, stand displays or interactive equipment). Entertainment must be restricted to the breaks and outside the allocated appointment times (i.e. morning and afternoon teas) and is subject to our prior approval. Entertainment outside of these times must be agreed with us.
13.12 No competing hosting: You must:
a. advise us of any hosting of Buyers and/or Media outside the Event programme; and
b. not knowingly host any event or meeting of Buyers or Media at any time during the official Event programme (and for this purposes, any removal of Buyers or Media from any element of the official programme and for any length of time, whether on a formal or informal basis, is deemed to be ‘hosting’).
13.13 Liquidated damages payable: It is of critical importance that Buyers and Media are fully engaged in the scheduled Event programme. Any hosting of Buyers or Media during the official Event programme would mean that you would have significantly altered the allocation of benefits between you and us. Accordingly, you must pay us, on demand, liquidated damages of $5,000.00 + GST for each occurrence of you knowingly ‘hosting’ any event or meeting of Buyers or Media during the official Event programme.
13.14 Basis of damages: The liquidated damages sum is agreed to be a genuine pre-estimate of the loss caused by the breach of your obligation under clause 12.12, which secures, in a reasonable and proportionate manner, your obligations in a way that protects our legitimate interests in the benefits accruing under this Agreement.
13.15 Damage: Any damage caused to your Booth space during the Event will be your responsibility. You will be required to pay us the cost of repairing that damage, on demand.
13.16 Storage: You are responsible for the storage of your property or collateral during the Event and its removal at the conclusion of the Event.
13.17 Licence only: Any right to use a Booth is a licence to use that Booth only and does not constitute a lease or tenancy.
13.18 External Sites and Vehicle Displays: If you request one or more vehicle display sites (availability is Venue dependent) in your registration, that shall be deemed an external Booth and is provided on the following additional terms:
a. no structure, temporary or otherwise, may be erected on this vehicle display site;
b. you are responsible for the security of the external Booth for the duration of the Event; and
c. registered Authorised Delegates must staff the external Booth.
13.19 No vehicles indoors: No vehicles may be displayed inside a Venue unless we agree.
13.20 Insurance: You must maintain insurance cover for the duration of the Event and all pack in and pack out periods, which covers all loss, damage or theft to exhibits, materials and other property. You must provide us with evidence of such cover when requested.
14 Buyer Terms
14.1 Application of this clause: This clause 13 applies when you are a Buyer represented at an Event. In this clause, an Authorised Delegate of yours that is registered for the Event is referred to as a Buyer Delegate.
14.2 Delegate status and numbers: Your Buyer Delegates must be directly employed by you. We may limit your number of Buyer Delegates.
14.3 Full attendance required: Each of your Buyer Delegates is required to attend the full Event programme. Day Passes are not available for Buyers.
14.4 Inbound Tour Operators as Buyers: If you are an Inbound Tour Operator who is attending as a Buyer then you must comply with the Buyer terms, and your Authorised Delegates must only participate in the Event as a Buyer, not a Seller. If you breach this clause, we may exclude you from the remainder of the Event, without compensation.
14.5 Preference amongst Inbound Tour Operators: Inbound Tour Operators with TIA or TEC membership will be given preference as Buyers. Inbound Tour Operators who are exhibiting as a Seller will be given preference as Buyers.
14.6 Flights not included: Flights to and from the host city are not included in the participation fee. Sponsored flights may be available and, if so, we will provide you with details. Flights are subject to availability, route restrictions and special conditions. All flight taxes, departure taxes and levies will be your responsibility.
14.7 Accommodation included for non-local attendees: Accommodation will be included in the participation fee for all Buyer Delegates, excluding those based in the host city, and is supplied on a room only basis for the four core Event nights. All other accommodation charges are the responsibility of the Buyer and/or Buyer Delegate and must be settled with the accommodation provider prior to departure. There is no reduction in fee if accommodation is not included.
14.8 Fees must be current for accommodation to be allocated: Your Buyer Delegates will not be allocated accommodation before your Fees have been paid.
14.9 Business English required: If a Buyer Delegate cannot speak business English, you are required to arrange an interpreter. This is at your cost, and will incur a Secondary Registration.
14.10 Insurance recommended: It is highly recommended that you arrange appropriate travel and medical insurance for each Buyer Delegate.
14.11 No endorsement: We do not provide a guarantee or endorsement of safety on behalf of any operator selling their services at the event. Buyers wishing to engage the services of a Seller should carry out their own due diligence and ensure the Seller’s safety management systems meet their specific requirements at the time they engage the services of the Seller.
14.12 Famil Activities: Famil activities are provided by third parties and there is no obligation to partake in the activities.
15 Media Terms
15.1 Application of this clause: This clause 14 applies when your Organisation Type is Media and you are represented at an Event. In this clause, an Authorised Delegate of yours that is registered for the Event is referred to as a Media Delegate.
15.2 Delegate numbers: We may limit your number of Media Delegates.
15.3 Full attendance required: Each of your Media Delegates is required to attend the full Event programme.
15.4 Coverage: Each of your Media Delegates must provide a minimum level of coverage of New Zealand product or the Event.
15.5 Sponsored flights: Sponsored flights may be available and, if so, we will provide you with details. Flights are subject to availability, route restrictions and special conditions. All flight taxes, departure taxes and levies will be your responsibility.
15.6 Accommodation included: Accommodation may be included for Media Delegates, and (where included) is supplied on a room only basis for the three core Event nights. All other accommodation charges are your responsibility and must be settled with the accommodation provider prior to departure. We will notify you at time of invitation if accommodation is supplied, and will provide you with allocation details in a timely manner.
15.7 Insurance recommended: It is highly recommended that you arrange appropriate travel and medical insurance for each Media Delegate.
16 Liabilities and indemnities
16.1 Overdue Fees: You will be liable to pay interest on any overdue payments under this Agreement (including any overdue fees or cancellation charges) at 10% per annum calculated daily from the due date until paid in full.
16.2 Collection costs: You will be liable for all collection costs and legal fees we may incur in collecting or attempting to collect any overdue amounts under this Agreement.
16.3 No liability for speech at events: Views expressed by speakers at an event (whether online or a Face-to-Face Event) are those speakers’ own and, to the greatest extent allowable by law, we will not be liable for any advice given, representations made, or views otherwise expressed, by any speaker at the event or in any material provided to you by speakers at the event.
16.4 Exclusions: Without limiting clause 15.5, to the extent permitted by law we will not be liable to you whether in contract, tort (including negligence), breach of statutory duty or otherwise, under or in connection with these Terms and/or your use of TRENZ Connect or the Services (including any inability to access TRENZ Connect or any Face-to-Face Event), for any of the following:
a. any loss or damage arising from any failure of systems, hardware, software, communications equipment, networks or other equipment used by you to access TRENZ Connect;
b. any loss or damage caused by or arising from a distributed denial-of-service attack, viruses, or other technologically harmful material that may infect or corrupt your computer hardware, software, data or devices arising from your use of TRENZ Connect;
c. any loss of the use of money, loss of anticipated savings, loss of bargain, loss of revenue, loss or corruption of data, loss of opportunity, loss of business, loss of profit, loss of goodwill or loss of reputation (in each case, whether direct or indirect);
d. any indirect, special or consequential loss or damage regardless of how such loss or damage is caused; and/or
e. any loss or damage arising as a result of any third party bringing a claim in respect of any of the above types of loss.
16.5 Limitation of liability: Without limiting clause 15.4, and except in relation to any cause of action for which it is unlawful to so limit liability, our aggregate liability to you due to, under and/or arising out of or in connection with these Terms and/or your use of TRENZ Connect and the Services (including any inability to access TRENZ Connect or any Face-to-Face Event) in contract, tort (including negligence), breach of statutory duty or otherwise, in respect of any and all claims, will not exceed the greater of:
a. NZD100; and
b. the total Fees actually paid by you in the 12 months prior to the date on which the event or circumstance giving rise to our liability occurs.
16.6 Indemnity by you: You indemnify us and our employees, agents and service providers from any claims, demands, losses, costs and expenses of any kind which result in, or arise directly or indirectly as a result of:
a. any acts or omissions of yours or any of your Authorised Delegates or contractors (including without limit any claims against us outside the terms of this Agreement made by any of your Authorised Delegates or contractors and any claims relating to the sale or supply of services by the Attendee); or
b. any failure of you or any of your Authorised Delegates, employees or agents to comply with any of the terms of this Agreement.
16.7 No liability in relation to appointments: We make the Appointment Book appointment scheduling system available on the understanding that it is the responsibility of each of your Authorised Delegates to organise and arrange their appointments during the appointment request process. As the appointment scheduling system gives priority to appointments that are requested by both Buyer and Seller, it is necessary for Sellers to identify the Buyers of most interest to them, get in contact with them before the appointment request process takes place and arrange for them to request appointments with each other. We take no responsibility for the number, type or quality of appointments on appointment streams.
16.8 No liability in relation to Famils: Famils are provided by third parties. To the extent permitted by law we will not be liable to you whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any claim relating to or in connection with a Famil.
17 Privacy and personal information
17.1 Personal information: TIA, acting on our behalf, will collect, use and disclose personal information about you and your Authorised Delegates in connection with your use of TRENZ Connect and the Services, in accordance with the Privacy Policy. In addition, we may collect personal information:
a. provided in connection with your registration (such as the name, home/business address and email of you and your Authorised Delegates); and
b. otherwise in connection with attendance at an Event (such as photographs of you or your Authorised Delegates).
17.2 Sharing of delegate contact details: We may share your contact details and those of Authorised Delegates with others on TRENZ Connect.
17.3 Use and disclosure of personal information: We, or a person acting on our behalf, may use and disclose the personal information described in clause 16.1 for the following purposes:
a. facilitating and managing an Event (including by disclosing personal information to organisations connected with the Event, such as other Event participants, sponsors, partners, and contractors);
b. to contact you in the future in connection with the Event, or otherwise about events you may be interested in.
17.4 Warranty as to authority: If you are an organisation, if you provide us with personal information about an individual, you warrant that you have obtained that individual’s authorisation for us to collect, use, and process their information in the manner described above.
17.5 Information is confidential: We may provide you with information relating to other users of TRENZ Connect, or of individuals attending an Event. This information is confidential and is provided to you for the purposes of the Services only. The information provided to you by us cannot be provided to a third party without our consent, and the consent of any individuals whose information is included.
17.6 Use of images of individuals: You agree to the following, and you warrant that you have procured such agreement from any individual attending an Event on your behalf (in either case ‘you’):
a. we (or a person acting on our behalf) may take photographs or videos of you, or containing your image or likeness, in connection with the Event;
b. we (or a person acting on our behalf) may use photographs/videos containing your image/likeness, created in connection with the Event, for any purpose (including for promotional, news, research and/or educational purposes) and in any medium (including online);
c. you irrevocably waive any moral rights that you may have in any photographs or videos containing your likeness or image that were created by us (or a person acting on our behalf) in connection with the Event;
d. you are not entitled to remuneration, residuals, royalties or any other payment from us in respect of your image/likeness or its use;
e. you release, discharge, and hold harmless, us and our agents from any and all claims, demands or causes of actions that you may hereafter have by reason of anything contained in the photographs or video.
18 Notices
18.1 How we may give notice: Any notice that we are required to, or may, give to you pursuant to these Terms will be deemed to be validly given if:
a. notified to you through the messaging or notification function of TRENZ Connect (if any); or
b. sent by email to your contact details as notified to us through TRENZ Connect or as notified to us in any other manner.
18.2 How you may give notice: If you are required to, or may give notice to us pursuant to these Terms, you must send that notice to us:
a. through the messaging or notification function of TRENZ Connect (if any); or
b. if you do not have access to TRENZ Connect, by email to info@trenz.co.nz.
18.3 Timing of notices: Notices given by us in accordance with clause 17.1 or by you in accordance with clause 17.2, will be deemed to be received:
a. if sent through the messaging or notification function of TRENZ Connect, immediately; and
b. if sent by email, at the time of transmission, unless the sender was put on notice that the transmission was unsuccessful,
but if the time and day on which a notice would be deemed to have been received by us in accordance with the above is not between 9:00am and 5:00pm on a Business Day, then the notice will be deemed to have been received by us at 9:00am on the next Business Day.
19 Amendments to these Terms
19.1 Amendments by us: We may amend these Terms from time to time by posting amended terms to our Website (‘New Terms’).
19.2 Effect of amendments: The New Terms will apply to your access of the Services on:
a. where a Subscription Fee applies, the date on which you commence or renew your subscription by paying the Subscription Fee in respect of a further Subscription Term following the date of issue of the New Terms; and
b. in all other cases, the effective date stated in the New Terms.
20 General
20.1 Entire agreement: These Terms contain the entire agreement between you and us with respect to your access to TRENZ Connect and your use of the Services (including Face-to-Face Events), set out the only conduct relied on by you and us, and supersede all earlier conduct and prior agreements, representations and understandings between you and us in connection with your access to TRENZ Connect and use of the Services.
20.2 No third party rights: Nothing in these Terms is intended to confer a benefit upon any person other than you or us, whether under Part 2 Subpart 1 of the Contract and Commercial Law Act 2017 or otherwise.
20.3 No agency, etc.: Nothing in these Terms or arising out of the relationship established under these Terms will constitute you as our agent or grant you any authority to make any commitments on the our behalf or will create any trust, joint venture or commercial partnership between you and us.
20.4 No waiver: No exercise or failure to exercise or delay in exercising any right or remedy by us will constitute a waiver by us of that or any other right or remedy available to us.
20.5 No assignment: You may not assign, charge, encumber, or otherwise deal with any rights and obligations under these Terms or in respect of the Services, or purport to do so.
20.6 Unenforceability: If any provision of these Terms or their application to you or to any circumstance is or becomes invalid or unenforceable to any extent, the remainder of these Terms and their application will not be affected and will remain enforceable to the extent permitted by law.
20.7 Rights cumulative: Our rights under these Terms are cumulative and are not exclusive of any other rights and remedies available to us.
20.8 New Zealand law applies: These Terms will be construed and take effect as a contract made in New Zealand and will be governed by
New Zealand law.
20.9 New Zealand courts have jurisdiction: You submit to the non-exclusive jurisdiction of the Courts of New Zealand.
21 Warranties as to capacity
21.1 The Registering User warrants that they are duly authorised to enter into this agreement on behalf of the organisation invited under clause 3.1 (Availability of Services).
22 Definitions
22.1 In these Terms:
‘Administration User’ means a user account that we allocate to you, which will have administration privileges in respect of all Delegate Accounts established for your Authorised Delegates.
‘Agreement’ means these Terms and your registration and order details from the Website, including registrations for Face-to-Face Events;
‘Applicable Law’ means any legislation, regulation, order, any other standard of law, any licence, standard or principle of behaviour, rule, regulation or code of practice or guidance laid down or required by any regulatory authority with jurisdiction over you or us or which relates to the use of TRENZ Connect and your receipt of the Services.
‘Appointment Book’ means, in relation to an Event, a programme of one on one appointments that is allocated to a Buyer, Seller, or Tourism Services Provider to meet with appropriate counterparts;
‘Authorised Delegate’ means an employee of yours (or other representative approved via clause 6.3: Application for authorisation) who has been authorised by us to access TRENZ and/or a Face-to-Face Event.
‘Booth’ has the meaning set out in clause 12.5 for a standard booth, and a corresponding meaning for a non-standard booth.
‘Business Day’ means a day, other than a Saturday or a Sunday, on which trading banks are generally open for over-the-counter business in Wellington, New Zealand.
‘Code of Conduct’ means any code of conduct or other policies, guidelines, or other instructions we issue in connection with the acceptable use of the TRENZ online platform.
‘Delegate Account’ means a login and password (including, if applicable, two-factor authentication) which facilitates an Authorised Delegate’s access to the TRENZ online platform.
‘Event’ means a specific Face-to-Face Event for which you have registered one or more Authorised Delegates;
‘Face-to-Face Event’ has the meaning set out in clause 2.2a (subject to clause 12.2).
‘Famil’ means an event organised by a third party, which is designed to familiarise a person with a tourism-related service offering, including those events set out at https://www.trenz.co.nz/trenz/trenz-2023/famils.
‘Fee’ means a fee stated on the Website or in these Terms. Fees exclude GST unless stated otherwise.
‘Force Majeure Event’ means an event or circumstance beyond the reasonable control of a party, including:
a. fire, flood, explosion, earthquake, storm or other natural disaster;
b. civil commotion, hostilities (whether war is declared or not), sabotage, an act of terrorism, chemical or biological contamination;
c. epidemics, pandemics (including the Covid-19 pandemic), infectious disease outbreaks or other multinational health issues preventing or impeding the free movement of people; and
d. the acts of any public authority or imposition of any government sanction, embargo or similar action.
‘Inbound Tour Operator’ is an organisation that promotes and sells New Zealand travel packages to offshore buyers;
‘IPR’ means all intellectual property rights throughout the world, including rights in respect of copyright, patents, trade marks, designs, trade secrets, know-how, and circuit layouts (in each case, whether registered or unregistered), any application or right to apply for registration of any of the those rights.
‘Organiser’ means us, the Tourism Industry New Zealand Trust.
‘Organisation Type’ means one of the following categories: Buyer; Seller; Tourism Services Provider; Media; or sponsor who is not a Seller or Tourism Services Provider.
‘Platform’ has the meaning set out in clause 2.2b.
‘Platform IPR’ means all IPR in the TRENZ online platform and in all materials, documents and other content made available through the TRENZ online platform (other than IPR in Uploaded Content owned by you or your licensors), and includes all IPR in the TRENZ Brand.
‘Pre-Qualification Criteria’ means the criteria, determined by us in our absolute discretion, which apply in respect of a person’s access to the TRENZ online platform and/or the User Profile allocated to that person, and which are available on the Website.
‘Privacy Policy’ means the privacy policy available on the Website.
‘Secondary Registration’ means a supplementary Authorised Delegate who provides translation or other ancillary services to an Authorised Delegate, and for which a Fee may be payable to register.
‘Services’ has the meaning set out in clause 2.2.
‘Subscription Fee’ has the meaning set out in clause 3.5.
‘Subscription Term’ means the period of a subscription, running from the start of the subscription for up to 12 months, ending on 30 September.
‘TEC’ means the Tourism Export Council of New Zealand.
‘Terms’ has the meaning set out in clause 2.1.
‘TIA’ means Tourism Industry Aotearoa Incorporated, an incorporated society registered in New Zealand (incorporation number 245403).
‘TRENZ’ has the meaning set out in clause 2.2 (subject to clause 12.2).
‘TRENZ Brand’ means:
a. any trade marks used to identify us, TIA, ‘TRENZ’ and/or ‘TRENZ Connect’; and
b. all associated branding, logos, get-up, styles, unregistered marks, and ‘look and feel’.
‘Unlawful Act’ means an act or omission to act that might reasonably be considered to cause us to:
a. breach Applicable Law;
b. deal in any way with any person who is sanctioned, or is connected in any way to any person who is sanctioned, under economic and trade sanctions or regulations imposed by or administered by any person;
c. breach any sanction of any kind imposed by any country, body or organisation (including any sanction that supports a decision or resolution of the United Nations Security Council);
d. deal in any way with any person who has been listed or named as a person who is in any way suspected of being involved (or potentially involved) in terrorism or in any activities connected with terrorism; or
e. be involved (whether directly or indirectly) in any transaction which involves the proceeds of unlawful conduct or which involves proceeds which might be applied for the purposes of unlawful conduct.
‘Uploaded Content’ has the meaning given to it in clause 9.5.
‘us’ is defined in clause 2.1; and we, our, and corresponding words have corresponding meanings.
‘User Profile’ means the configuration of an Delegate Account which sets the access privileges available to the Delegate Account based on your Organisation Type.
‘Venue’ means an indoor or outdoor venue utilised for a specific Face-to-Face Event.
‘Website’ means the TRENZ website available at https://trenz.co.nz, the TRENZ Connect website available at https://www.trenzconnect.co.nz, and any website we provide in relation to an Event.
‘you’ is defined in clause 2.1; and your and corresponding words have corresponding meanings.
22.2 Rules of interpretation: In interpreting these Terms, the following rules must be applied unless the context otherwise requires:
a. Clauses and other headings are for reference only and are not an aid in interpretation.
b. A reference to a ‘person’ includes a natural person, company, corporation, partnership, firm, joint venture, association of persons (whether corporate or unincorporated), trust, organisation, Government department, Minister of the Crown, state or agency of a state (in each case, whether or not having separate legal personality).
c. The word ‘includes’ in any form is not a word of limitation.
d. Nothing in these Terms is to be interpreted against us solely on the ground that we proposed these Terms.