Premium Business Listing Agreement

You agree that by clicking "Submit" or similar, registering, accessing or using the Neighbourly Directory services (“Directory Services”), the person or organisation entering into these Terms (together “you”) are entering into a legally binding agreement with Stuff Limited and our related companies and affiliated companies (Stuff, we, us, our). These Terms apply to all business listings on the Site (or any other website owned by Stuff).

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1. Amendments

   1. We may change these Terms from time to time, and will endeavour to notify you of such changes via email or by displaying a message when you next use the Site. If you continue to use the Site and Directory Services, your use will be governed by the updated Terms.
   2. From time to time, we may add, make changes to or remove altogether features or functionality of the Directory Services. We may also decide to cease providing all or some of the Directory Services at any time, and nothing in these Terms is to be taken as a guarantee that any Directory Services will always be available, either in its current form or at all, or that we will support, maintain or continue to offer the Directory Services.

2. Business Listing Terms

   1. Stuff, via its provider Neighbourly, provides certain services, for instance the “Free Listings” and “Basic Listings,” without charge to the Client. Despite the Terms set out in the Specific Terms, “Free Listings” and “Basic Listings” do not expire, unless you request the listing to be removed, or Neighbourly or Stuff has reasonable belief that the business is no longer in operation.
   2. To access and use the Client Benefits, the Client must provide the Trading Details of the business and any other information as reasonably requested by Stuff from time to time.
   3. The Client must provide true, accurate and up-to-date information for the Business Listing at all times and will notify Stuff as soon as possible if there is a change to any or all of the details provided in the Business Listing. The Client acknowledges that Stuff is not responsible for checking the Business Listing and makes no representation about the accuracy or truth of any Business Listing or other content available on the Site.
   4. If the Client cancels this Agreement, the Client acknowledges that the Trading Details may be retained on the Site for the purpose of providing a “Free Listing” or “Basic Listing.”
   5. Inclusion of a Business Listing on the Site is not a specific endorsement of the Client or the business of the Client. Inclusion does not imply any rights to the use of the Stuff or Neighbourly trade marks in any promotional materials. You agree not to misrepresent the Business Listing as an endorsement by Stuff or Neighbourly.
   6. Your access and use of the Site will be subject to the “Terms of Use of the Site”, which are made available on the Site. Where you or a user of the Site copy or download content from the Site, any trade marks or copyright notice must be retained.

3. Client Obligations

   In accepting any material including electronic material or data for publication and the Trading Details (together the “Material”), and in publishing it we are doing so in consideration of and relying on your express warranty, the truth of which is essential that:

   1. the Material does not contain anything:
      1. that is misleading or deceptive or likely to mislead or deceive or which otherwise breaches the Fair Trading Act 1986;
      2. that is defamatory or indecent or which otherwise offends against generally accepted community standards;
      3. that infringes a copyright or trademark or otherwise infringes any intellectual or industrial property rights;
      4. that breaches any right of privacy or confidentiality;
   2. the Material complies in every way with the Advertising Code of Practice issued by the Advertising Standards Authority Inc. (“ASA”) and with every other code or industry standing relating to advertising in New Zealand; and
   3. publication of the Material will not give rise to any liability on our part or in a claim being made against us in New Zealand or elsewhere.

4. Content

   1. As part of the Business Listing the opportunity may be made available for you to upload creative content. All creative submissions are subject to reasonable approval by us. We may require that material is corrected or amended to conform to style, or for other genuine reasons.
   2. We or Neighbourly may provide guidelines to be followed where you include an internet addresses in the Business Listing. The website must be owned and operated in New Zealand.
   3. The positioning or placing of any Business Listing is at our discretion except where specifically agreed in writing. We may refuse to publish, or withdraw material from publication without having to give reason.
   4. You must notify us as soon as possible if there is an error or omission in any material placed by us on your behalf.

5. Fees and Payment

   1. If you purchase our paid services (“Premium Services”), you agree to pay us the applicable fees and taxes. Failure to pay these fees may result in termination of your subscription.
   2. The charge for the Business Listing will be in New Zealand dollars and in accordance with the applicable rates applying at the time you agree to receive the Directory Services, unless we agree otherwise in writing. Rates are subject to change, but we will notify you in writing 30 days prior to any changes to the rates. If you do not agree to the new rates then you will be entitled to terminate this Agreement in writing at any time prior to the expiry of the 30 days of notice of the increase in fees.
   3. You authorize us to store and continue billing your payment method (e.g. credit card) even after it has expired, to avoid interruptions in your service (e.g. subscriptions) and to facilitate easy payment for new services.
   4. You must pay us for applicable fees and taxes unless you cancel the Premium Service, in which case you agree to still pay these fees through the end of the applicable subscription period.

6. Downgrading your account

   1. You can downgrade your account at any time by following the steps using the Directory Services. The downgrade will become effective from your next billing date. No refunds will be paid in respect of any unused portion of any higher account offering.
   2. Downgrading your account may cause the loss of content, features or capacity of your account. If you choose to downgrade your account, we do not accept any liability for the resulting loss of data, content, features or capacity.

7. Term and Termination

   1. On the expiry of the Initial Listing Period this agreement will automatically renew until terminated in accordance with this clause 17. If you do not wish to renew the Agreement after the Initial Listing Period, you may terminate this Agreement before the new billing period and Neighbourly will cease providing the Client Benefits to you on the expiry of your subscription period.
   2. Either party may terminate this Agreement at any time. If you terminate the Agreement prior to the end of the Initial Listing Period you will not be entitled to any refund on the fees, pro rata or otherwise, and the Client Benefits will continue until the end of the Initial Listing Period, unless you expressly agree with us that you do not wish to continue using the Directory Services.
   3. Without limiting any other rights and remedies available to us, if we believe you have breached or are in breach of these Terms and conditions, we may in our sole discretion:
      1. issue a warning to you;
      2. suspend or cancel your access to the Directory Services.

8. Warranties

   1. We exclude all implied conditions and warranties from these terms except to the extent that they cannot be excluded by law. The guarantees contained in the Consumer Guarantees Act 1993 and Fair Trading Act 1986 are excluded where you acquire or hold yourself out as acquiring goods or services for the purpose of a business.
   2. You are responsible for your use of the Directory Services. You agree to indemnify us against any losses, liabilities, costs, claims or expenses whatsoever arising directly or indirectly from any breach of the warranties set out above and from any costs incurred in our making corrections or amendments in accordance with these Terms and Conditions and your use of the Directory Services.

9. Limitation of liability

   1. We will not be liable for any loss including any loss of revenue or profit and any indirect or consequential loss arising from or in relation to any error or omission in publishing or failure to publish and if we are found to have any liability for any circumstance that liability is limited to the cost of the space of the advertisement.
   2. You acknowledge that you have not relied on any representation made by us or on behalf of Neighbourly in connection with the Business Listing.

10. Notices and service messages

    1. You agree that we may provide notices to you in the following ways: (1) a banner notice on the Service, or (2) an email sent to an address you provided, or (3) through other means including mobile number, telephone, or mail. You agree to keep your contact information up to date.

11. Service Availability

    1. We may change or discontinue any of our Services. We can't promise to store or keep showing any information and content you've posted.
    2. We may change, suspend or end any Service, or change and modify prices prospectively in our discretion. To the extent allowed under law, these changes may be effective upon notice provided to you.
    3. The Directory Service is not a storage service. You agree that we have no obligation to store, maintain or provide you a copy of any content or information that you or others provide, except to the extent required by applicable law and as noted in our Privacy Policy

12. Account information

    1. By registering for the Directory Services you agree to provide us with accurate, complete and up-to-date registration information, as requested. It is your responsibility to inform us of any changes to your registration information. Using a false name or another person's name (whether or not paired with a genuine address) may be fraudulent.
    2. You must keep your password safe and must not disclose it to any other person nor should you keep a written or electronic record of your password. You are wholly responsible for all activities which occur through your account. You must contact Tech Support immediately if you become aware of any unauthorised use of your account or your login details. You must not permit your log in details to be used by or transferred to any other person.
    3. We are entitled to rely on the authenticity of the login and password supplied to access the Directory Services or any other service provided by us. When the correct log in and password is provided we may act on and rely on any instruction given without the need for further enquiry. We may terminate your account at any time without notice and without reason if you; (i) fail to comply with these terms and conditions or (ii) supply false or misleading information or make any misrepresentation to us.

13. General

    1. The materials displayed on the Site, including without limitation, all news, real time or other information, text, materials, graphics, software, tools, results derived from the use of software and tools, advertisements, names, logos and trademarks on the Site ("Site Content") are protected by copyright, trademark and other intellectual property laws unless expressly indicated otherwise on the Site. All rights, title and interest in and to the Site Content are owned, licensed or controlled by us or the party credited as the provider of the Site Content.
    2. The terms of this Agreement are confidential between the parties. Each Party agrees not to disclose any information the Party acquires or becomes privy to by reason of the arrangements set out in this Agreement where the information is not already in the public domain, unless required by law or the rules of an applicable stock exchange.
    3. The parties acknowledge that the relationship between them is not an agency, partnership, joint venture or employment relationship and nothing in this Agreement shall be construed as giving any Party any right or authority to act for or represent or otherwise assume any obligation on behalf of or in the name of the other.
    4. No amendment to this Agreement will be effective unless it is in writing and signed by both parties.
    5. This Agreement may be executed in counterparts, each of which will be considered an original and all of which together constitute one and the same Agreement.
    6. This Agreement will be governed by and construed in accordance with the laws of New Zealand and the parties submit to the exclusive jurisdiction of the courts of New Zealand.
    7. If any provision of this Agreement is held illegal, invalid, void or unenforceable, this Agreement will remain in full force apart from that provision.
    8. Neither Stuff nor Neighbourly shall be responsible for the failure to comply with any obligation under this Agreement that is caused by force majeure, industrial dispute, mechanical breakdown, an act of god or cause beyond the reasonable control of Stuff or Neighbourly as the case may be.
    9. This Agreement (including Parts A and B) and the Terms of Use set out on the Site (which may change from time to time in Stuff’s sole discretion) is the entire agreement between the parties and supersedes all previous agreements and communications, whether verbal or written, between the parties.
    10. These terms and conditions are subject to the privacy policy. You acknowledge that you have read and understood the terms of the privacy policy. You agree that we may use and disclose information about you in accordance with the terms of the privacy policy. You also agree to check the privacy policy on a regular basis and to let us know if you object to use or disclosure of information about you in accordance with any updated statement.