For the purposes of these Terms:
“Advertising Fees” means the fees to list an advertisement on the Website, as set out on the Website or otherwise agreed in writing by us;
“Appoint”, “we”, “us” and “our” means Stimulus Consulting Limited, trading as Appoint Better Boards;
“Appoint Professional” means an individual that pays for their membership and uses the Website to promote themselves for governance roles;
“including” and similar words do not imply a limit;
“Loss” includes loss of profits, savings, revenue or data, and any other claim, damage, loss,
liability and cost, including legal costs on a solicitor and own client basis;
“organisation” means an entity that is using the Website to advertise a position, search for individuals to fill vacancies, view individual profiles and/or to promote good governance;
“Membership Fees” means the fees to become an Appoint Professional or Premium Member, as set out on the Website or as otherwise agreed in writing by us;
“personal information” means information about an identifiable, living person;
“Premium Member” means an individual that pays for their membership and obtains additional access and features over a standard user;
“Subscription Period” means the subscription period you have selected to be registered as an appoint Professional or Premium Member e.g. annual, multi-year;
“Underlying System” means any network, system, software, data or material that underlies or is connected to the Website;
“User ID” means a unique name and/or password allocated to you to allow you to access certain parts of the Website;
“you” and “your” means a user of the Website, a registered user (including an appoint Professional) or an organisation as is appropriate in the context; and
“Website” means www.appointbetterboards.co.nz.
These Terms apply to your use of the Website. By accessing and using the Website and/or registering an account with Appoint either as a user or an organisation:
- you agree to these Terms; and
- where your access and use is on behalf of another person (e.g. a company or organisation), you confirm that you are authorised to, and do in fact, agree to these Terms on that person’s behalf and that, by agreeing to these Terms on that person’s behalf, that person is bound by these Terms.
If you do not agree to these Terms, you are not authorised to access and use the Website, and you must immediately stop doing so.
Appoint may amend these Terms at any time and such amendments will be effective immediately upon posting the amendments on the Website. You are responsible for ensuring you are familiar with the latest Terms. By continuing to access and use the Website, you agree to be bound by the changed Terms.
Last Updated: Version 1.12 10 September 2021
When you use the Website or provide information to Appoint, whether as a registered user or as an organisation, you agree:
· to provide true, accurate and complete information in your dealings with us (including when setting up an account), and to promptly update that information as required so that the information remains true, accurate and complete;
· not to provide any information or perform any act or omission likely to mislead or deceive others;
· that if you are given a User ID, you must keep your User ID secure and:
- not permit any other person to use your User ID, including not disclosing or providing it to any other person; and
- immediately notify us if you become aware of any disclosure or unauthorised use of your User ID, by sending an email to firstname.lastname@example.org;
· that any positions or other information you post on the Website do not breach the intellectual property rights of any third party;
· that any positions or other information you post on the Website does not discriminate or contravene legislation in New Zealand;
· that all files delivered to Appoint or uploaded to the Website will be free of infection or viruses;
· that you will not use any feature of the Website to send unsolicited commercial emails to registered users, whether individually or as a group (other than as allowed by these Terms);
· that you will not act in a way, or use or introduce anything (including any virus, worm, Trojan horse, timebomb, keystroke logger, spyware or other similar feature) that in any way compromises, or may compromise, the Website or any Underlying System, or otherwise attempt to damage or interfere with the Website or any Underlying System;
· that unless with our agreement, you will access the Website via standard web browsers only and not by any other method. Other methods include scraping, deep-linking, harvesting, data mining, use of a robot or spider, automation, or any similar data gathering, extraction or monitoring method;
· that you will not use the Website for any illegal purpose; and
· that if you are successfully appointed to a position via Appoint, or make a successful appointment through Appoint, that we may publicise that appointment via our Website or email communications.
Appoint Professionals and Premium Members
If you register to become an appoint Professional or Premium Member, you must pay us the Membership Fees by credit card.
The Membership Fees will be charged to your valid credit card in advance of each Subscription Period. If we are unable to collect the Membership Fees from your credit card for any reason, including where your card has expired or there are insufficient funds, you remain responsible for any uncollected amounts and we may suspend or cancel your access to your appoint Professional or Premium Member account without giving you notice.
You may terminate your Premium Member or Appoint Professional membership at any time. Termination will take effect at the end of the then-current Subscription Period. Unless you cancel your Premium Member membership or Appoint Professional membership in accordance with this section, at the end of each Subscription Period we will automatically roll over your subscription for a further Subscription Period of the same length.
Advertising a position on appoint
Only organisations are eligible to advertise governance positions on the Website.
You must pay us the Advertising Fees. The position will go live when we have received the Advertising Fees in our bank account, or charged them to your credit card. Advertised positions are valid for up to 30 days from the date of posting (“Advertising Period”). Once a position is posted no refund will be given if you change your mind. You understand that some information on your advertisement such as remuneration or whether incumbents are restanding may only be accessible by Appoint Professionals or Premium Members. Any errors in the advertisement are your responsibility. Appoint may promote or readvertise your role on various social media platforms and intranets of organisations we partner with.
You must ensure that all postings to our Website comply with all applicable legislation, including the:
- Fair Trading Act 1986;
- Human Rights Act 1993 and Bill of Rights Act 1990 and all anti-discrimination and equal opportunity legislation applicable;
- Commerce Act 1986; and
- Privacy Act 2020.
Appoint may reject or remove any position posting from the Website for any reason at its sole discretion, in which case Appoint will refund you (on a pro-rata basis) the portion of the Advertising Fees that relates to the Advertising Period following the date of such rejection or renewal.
To the maximum extent permitted by law:
- you access and use the Website at your own risk; and
- we are not liable or responsible to you or any other person for any Loss under or in connection with these Terms, the Website, or your access and use of (or inability to access or use) the Website. This exclusion applies regardless of whether our liability or responsibility arises in contract, tort (including negligence), equity, breach of statutory duty, or otherwise.
To the maximum extent permitted by law and only to the extent the rest of this section does not apply, our total liability to you under or in connection with these Terms, or inconnection with the Website, or your access and use of (or inability to access or use) the Website, must not exceed NZD100.
If you are an organisation that advertises a governance position on the Website, you agree that:
- to the maximum extent permissible by law, the Consumer Guarantees Act 1993 and any other applicable consumer protection regulation does not apply to your use of the Website or the Terms; and
- it is fair and reasonable that you are bound by this paragraph.
Except to the extent permitted by law, nothing in these Terms has the effect of contracting out of the New Zealand Consumer Guarantees Act 1993 or any other consumer protection law that cannot be excluded. To the extent our liability cannot be excluded but can be limited, our liability is limited to NZD100.
No liability for your decisions
Appoint is a medium through which individuals (applicants) are connected with organisations looking to fill governance positions. We also provide a platform for individuals to create and promote their governance credentials. We do not recommend, endorse or make any representation to you about applicants, applicant suitability or organisation positions. It is your sole responsibility to evaluate applicants or positions (as appropriate). Under no circumstances will Appoint be liable to you or anyone else for any decision made or action taken by you or anyone else in reliance upon any information contained on or omitted from the Website.
Sharing of personal information
By registering as a user, you consent to Appoint forwarding your application information and personally identifiable details to organisations to whom you have applied for their position as advertised on Appoint.
By becoming an Appoint Professional you consent to your personal information being published on Appoint and contact details being shared with interested parties. You also understand that by uploading your CV on to the Website the document (including personal contact details included on it) will be able to be viewed by any visitor to the Website.
By contacting an Appoint Professional via the Website you consent to us receiving a copy of that communication.
Appoint’s commercial partners and clients are not under the control of Appoint and we are not responsible for their conduct. Appoint will not be liable to you or anyone else for any Loss arising in any way out of or in connection with or incidental to any Appoint partner or client or any interaction you may have with them. Appoint does not guarantee the availability or suitability of any position advertised on the Website.
Security of Website
Occasionally we may send you an email promoting our services or the services of our partner organisations that we believe could be of interest to our users.
No guarantee of uninterrupted use
While we use all reasonable efforts to ensure that the Website is available, we cannot guarantee that it will always be uninterrupted or that your access will be error-free.
To the extent permitted by law, we and our licensors have no liability or responsibility to you or any other person for any Loss in connection with:
- the Website being unavailable (in whole or in part) or performing slowly; or
- any error in, or omission from, any information made available through the Website.
No guarantee of infected files or emails
appoint cannot and does not guarantee or warrant to you that files available for downloading through our website or delivered via electronic mail through our website will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. To avoid doubt, you are responsible for ensuring the process by which you access and use the Website protects you from this.
Availability of Website
We make no representation or warranty that the Website is appropriate or available for use in all countries or that the content satisfies the laws of all countries. You are responsible for ensuring that your access to and use of the Website is not illegal or prohibited, and for your own compliance with applicable local laws.
Protecting our Website
Appoint (and our licensors) own all the copyright, trade marks and other intellectual property rights in the Website (including all information, data, text, graphics, artwork, photographs, logos, icons, sound recordings, videos and look and feel), and the Underlying Systems. You may not modify, copy, reproduce, republish, upload, post, transmit or distribute in any way any material from our Website including code and software.
You must obtain our written permission to establish a link to our Website. If you wish to do so, email your request to email@example.com.
Third party websites
Appoint may, from time to time, provide links to third party websites. Those sites are not under the control of Appoint and we are not responsible for their content. Any linked sites are provided purely for your convenience. Appoint has not reviewed, nor does it endorse, approve, recommend or make any representation regarding linked sites or their contents, operations, products or operators. Appoint will not be liable for any Loss arising in any way out of or in connection with any linked site.
You will indemnify Appoint against any Loss incurred by Appoint as either a direct or indirect consequence of any breach of any of your obligations contained or implied in these Terms, including any breach by a person who accesses and uses the Website by using your User ID.
You are not required to provide personal information to us, although in some cases if you choose not to do so then we will be unable to make certain sections of the Website available to you. For example, we may need to have your contact information in order to provide you with updates from our Website.
Appoint, at its sole discretion, may restrict, suspend or terminate you becoming or continuing as a registered user and/or your access to the Website without notice or liability. On suspension or termination, you must immediately cease using the Website and must not attempt to gain further access.
If we need to contact you, we may do so by email or by posting a notice on the Website. You agree that this satisfies all legal requirements in relation to written communications.
If any provision of these Terms is or becomes unenforceable, illegal or invalid for any reason it will be deemed to be severed from these Terms and will not affect the enforceability, legality or validity of any other provision of these Terms. The remainder of these Terms will be binding on you.
For us to waive a right under these Terms, the waiver must be in writing.
These Terms, and any dispute relating to these Terms or the Website are governed by and must be interpreted in accordance with the laws of New Zealand. Each party submits to the non-exclusive jurisdiction of the Courts of New Zealand in relation to any dispute connected with these Terms or the Website.
These Terms set out everything agreed by the parties relating to your use of the Website and supersede and cancel anything discussed, exchanged or agreed prior to you agreeing to these Terms. The parties have not relied on any representation, warranty or agreement relating to the Website that is not expressly set out in the Terms, and no such representation, warranty or agreement has any effect from the date you agreed to these Terms.
c/o Stimulus Consulting Limited
248 Beacon Point Road