The following Membership terms and conditions (Terms and Conditions) apply to all Members. Please take the time to read and understand these Terms and Conditions.

1. Compliance

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a. These are the terms on which Te Hapori Matihiko permits users (referred to as Members, you or your) to:

1. Access and use the services and functionality made available through your Membership such as events, resources and awards; and

2. View and interact with any content, information, communications, advice, text or other material provided by Te Hapori Matihiko.

b. By applying for Membership or renewing your Membership, the Member agrees to be bound by:

c. These Terms and Conditions.

1. The Te Hapori Matihiko Platform Terms of Use.
2. The Te Hapori Matihiko Privacy Policy; and
3. All Te Hapori Matihiko policies and procedures are notified from time to time but in all cases applicable New Zealand laws, as they may be amended from time to time.

d. The Member agrees to comply with the requirements of Membership, as amended by Te Hapori Matihiko from time to time and posted on the Te Hapori Matihiko platform.

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2. Registration

a. Although you may browse the Te Hapori Matihiko website without creating an account, in order to access certain features and functionalities of the Te Hapori Matihiko platform, including without limitation the Membership area, you must create an account and maintain a subscription for the relevant features and functionalities (Membership) by providing all of the information required, including by entering a Membership password (Password), at registration.

b. When creating your Membership, you warrant that:

1. All information and data provided by you in the registration of your Membership is accurate, complete and up to date. You will promptly inform Te Hapori Matihiko if there is any change to this information or data; and
2. If you are creating an account on behalf of a company or other entity, you have the authority to enter in these Terms and legally bind the company or entity to these Terms and Conditions.

 c. You may elect to change the Password at any time using the facility provided on the Te Hapori Matihiko platform. You must immediately notify Te Hapori Matihiko of any Password which is lost, inoperable, shared or used in an unauthorised manner. 

d. You will be fully responsible for all acts and omissions of any person using your Password and Membership, as if they were your own acts and omissions. You agree that you will not share, disclose, or permit disclosure of, your Password, let anyone else access your Membership or do anything that would risk the security of your Membership. Te Hapori Matihiko will not in any event be liable for any loss, damage, claims, costs or expenses arising out of the use or misuse of your Password and Membership, and you indemnify Te Hapori Matihiko against all loss, damage, claims, costs or demands in this regard.

e. You must notify us immediately if you become aware of any unauthorised access or use of your Membership.

f. You agree that if we disable or terminate your Membership for any reason, you will not directly or indirectly create another one without our permission.

g. We reserve the right to refuse registration of any Membership, and to cancel any Membership, at our sole discretion.

h. When you register a Membership, we may provide certain services to you, which may include providing Te Hapori Matihiko or third party reports (or both) in connection with Registered services in our absolute discretion (Services).

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3. Events

a. Pursuant to clause 1(2)(b), when registering and attending any Te Hapori Matihiko event, the Member agrees to comply with the Te Hapori Matihiko Events Terms and Conditions.

4. Electronic exchange of information and use of Te Hapori Matihiko platform 

b. Pursuant to clause 2(b), in any and all use of the Te Hapori Matihiko platform, the Member agrees to comply with the Te Hapori Matihiko Platform Terms of Use.

c. The Te Hapori Matihiko platform and the content on the website is protected by Intellectual Property Rights laws. The website and all content on the platform is owned by or licensed to Te Hapori Matihiko and Te Hapori Matihiko reserves all Intellectual Property Rights in the platform and the content.

d. Other than as specified in these Terms and Conditions and the Te Hapori Matihiko Website Terms of Use, the Member’s use of and access to the platform and the content on the platform does not grant or transfer any right, title or interest in the platform or the content to the Member.

e. The website or content on the platform may contain Cultural and Intellectual Property (CIP) which belongs to the relevant Māori owners, custodians, creators and their descendants. In any use of the platform or the content, the Member agrees to abide by any cultural or CIP policy or procedure of Te Hapori Matihiko, as amended from time to time, and respect the CIP and the rights of traditional owners or custodians of that CIP.

f. The Member may only use the website and the content on the Website for lawful purposes and in a manner consistent with the nature and purpose of their Membership. The Member must not use the website to exchange content or other information between Registered members or other third parties in an unlawful manner, or to send or distribute any messages, materials or content that may be considered unlawful.

g. Te Hapori Matihiko takes a zero tolerance approach to the sending of unsolicited commercial electronic communication, email or SMS, or any other form of SPAM, by Members via or in connection with the Website.

5. Membership fees

In order to register and maintain a Membership, you must:

1.Pay an annual or monthly fee specified on the Te Hapori Matihiko website based on your Membership plan. (which is subject to change in accordance with clause 5((e)) within 30 days of your Membership registration and then in accordance with clause 7(f) for each subsequent annual or monthly billing Date;

a. We may from time to time negotiate and agree with you a scope and quantity of additional services beyond those provided in accordance with your Membership. The amount payable for these additional services will be agreed between the parties in writing prior to the commencement of any additional services.

b. Your Membership will automatically renew each month for a further one (1) month period from your Membership registration date on each consecutive month (Anniversary Date) unless you cancel your Membership in accordance with clause 8.

c. You may be entitled to free membership for an agreed period. In this case, the payment terms do not apply. 

2. You will be billed 30 days before each Anniversary Date in advance for your Membership at our then current Subscription Fees. If:

3. you provide your credit card or payment information; we may deduct the Subscription Fee using that information; or

4. you do not provide your credit card or payment information; we will send you an invoice with the Subscription Fee which must be paid within the time period specified on the invoice.

If:

a. Your Membership is automatically renewed in accordance with clause 7(c) but we do not receive the Subscription Fee by the due date for such payment; or

b. You choose not to renew your Membership in accordance with clause 8, then we can terminate your Membership or change immediately by notice in writing at any time after the due date for the Subscription Fee has passed.

5. All currency references and transactions are processed in New Zealand dollars.

6. We reserve the right to vary the Subscription Fees in our absolute discretion upon 20 days prior written notice.

7. The Subscription Fee are exclusive of goods and services tax and all other taxes, duties and charges imposed or levied in New Zealand in connection with the supply of goods or services.

8. We may update or change our payment policies at any time without prior notice to you.

6. Cancellation of membership

a. Should you wish to cancel your Membership you must do so in writing providing Te Hapori Matihiko 10 business days’ notice. Te Hapori Matihiko has a no-refund policy therefore no refund of unused/part month Membership will be granted.

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8. Confidentiality, data and privacy

a. The Member agrees not to use, distribute or disclose any Te Hapori Matihiko Confidential Information or Cultural information without the prior written consent of Te Hapori Matihiko. 

b. Te Hapori Matihiko collects, holds, uses and discloses information, including personal information provided by the Member, for the purpose of delivering its products and services or otherwise conducting the functions and activities of Te Hapori Matihiko, or as required by law. The Member acknowledges and agrees to the collection, holding, use and disclosure of such information by Te Hapori Matihiko in accordance with the Te Hapori Matihiko Privacy Policy. 

c. The Member acknowledges and agrees that Te Hapori Matihiko may use Aggregate Data to improve and support its goods and services, and to create and distribute reports regarding use of such goods and services.

d. Any Aggregate Data provided by Te Hapori Matihiko during the term of your Membership must only be used for the Member’s internal business purposes and must not be disclosed, distributed or otherwise exploited by the Member.

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9. Liability

a. To the maximum extent permitted by law, Te Hapori Matihiko will not be liable under any circumstances (whether in contract, tort including negligence, statute or otherwise) for any loss, damage, claim, demand or expense of any kind incurred by the Member or a third party in relation to unauthorised access, misuse, corruption or loss of content or any other information exchanged over the Te Hapori Matihiko platform.

b. To the maximum extent permitted by law, the Member agrees to indemnify, defend and hold harmless Te Hapori Matihiko and its licensors, suppliers, and our and their subsidiaries, affiliates, related entities, officers, directors, shareholders, agents, co-branders or other partners, employees, successors and assignees from any and all liability, cost, expense, loss, claim or demand, including reasonable legal costs, incurred by Te Hapori Matihiko due to or arising from the content or any other information exchanged in any way whatsoever between the Member and a third party, including any costs of liability incurred as a result of any claims, proceedings or demands made or brought against Te Hapori Matihiko.

c. Te Hapori Matihiko accepts no liability or responsibility to any third party in connection with our services. The Member agrees to reimburse Te Hapori Matihiko for any liability (including reasonable legal costs) Te Hapori Matihiko incurs in connection with any claim by a third party arising from the Member’s breach of these Terms and Conditions.

d. Te Hapori Matihiko will not in any event be liable to the Member for any indirect, economic, incidental, special or consequential loss including, without limitation, loss of profits or use or goodwill or anticipated savings or revenue or contracts, whether or not Te Hapori Matihiko has been advised of the possibility of such loss.

e. Subject to clauses 10(a) – 10(c), to the extent permitted by law, Te Hapori Matihiko’s liability to the Member for any loss or damage will be limited to recovery of direct damages not exceeding the total amount of the monthly Membership fees paid or payable to Te Hapori Matihiko by the Member in any one year. 

f. Te Hapori Matihiko’s liability for any loss or damage sustained by the Member will be reduced proportionately to the extent that such loss or damage has been caused by the Member’s failure to comply with its obligations and responsibilities under these Terms and Conditions and/or to the extent that the negligence or other wrongful act or omission of the Member has contributed to such loss or damage, regardless of whether a claim is made by the Member for breach of contract or for negligence or under an indemnity.

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10. Suspension or termination of membership

1. Without limiting any other rights in these Terms and Conditions. Te Hapori Matihiko, in its sole discretion, may restrict, suspend or terminate the Member’s Membership immediately if:

a. The Member is in breach of any material obligation, warranty or representation made under these Terms and Conditions, including obligations under clauses 4, 6, 7 and 10;

b. The Member conducts itself in a manner contrary to Te Hapori Matihiko’s vision or values, engages in any conduct prejudicial to the reputation or detrimental to the interests of Te Hapori Matihiko.

2. In the event of a termination or suspension right under this clause 12 is triggered, Te Hapori Matihiko may serve written notice to the Member and if the Member fails to rectify the breach and/or comply with any reasonable resolution/action requested by Te Hapori Matihiko for rectification of the breach within 10 business days, the Member’s Membership will automatically terminated.
3. Upon termination, all rights granted to the Member under these Terms and Conditions will be terminated and the Member must:

a. Cease to represent itself as a Member of Te Hapori Matihiko;

b. Remove any and all material, information and content, including the Member’s branding, website and social media pages, business development materials, correspondence and corporate communication; and

c. Return all materials (if any) supplied by Te Hapori Matihiko within 10 business days, or if directed by Te Hapori Matihiko, destroy all copies of any materials and resources provided.

d. Any Subscription Fees outstanding as at the time of termination of the Member’s Membership are due and payable to Te Hapori Matihiko within 10 business days

11. Entire agreement

a. This Agreement constitutes the entire agreement, understanding and arrangement (express and implied) between the Member and Te Hapori Matihiko relating to the subject matter of this agreement and supersedes and cancels any previous agreement, understanding and arrangement relating thereto whether written or oral.

12. Severability

a. If any provision of these Terms and Conditions is held by a court of law to be invalid or unenforceable under any applicable statute or rule of law, such provision shall cease to apply or to bind the parties but the remainder of these Terms and Conditions shall continue to be binding and in full force and effect.

13. Governing law

a. The laws in force in New Zealand apply to these Terms and Conditions and the parties agree to irrevocably submit to the exclusive jurisdiction of the courts.

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