LINZ Agreement for National DVR Data

Toitū Te Whenua LINZ Licence for National DVR Data 1.1

Effective Date: September 2021

The data being licensed under this Licence (the ‘National DVR Data’) is protected by copyright and/or other applicable law. Any use of the National DVR Data other than as authorised under this Licence or copyright law is prohibited. When you download National DVR Data, or exercise any rights to the National DVR Data provided here, you accept and agree to be bound by the terms of this Licence.

All rights, including all intellectual property rights in the National DVR Data, not expressly granted under this License are hereby reserved. Toitū Te Whenua Land Information New Zealand (LINZ) grants you the rights contained here in consideration of your acceptance of such terms and conditions.

1. Licence Grant
   1.1 Toitū Te Whenua LINZ hereby grants to the you a worldwide, royalty-free, non-exclusive, non-transferable licence for the duration of copyright in the data that comprises the National DVR Data to use the National DVR Data subject to the following terms (‘Licence’):
   1.2 a. You must not share the National DVR Data outside your organisation (other than sharing on a need-to-know basis with your employees, service providers, agents, and professional advisers provided that those persons do not further share the National DVR Data). You must not publish, distribute, or otherwise disseminate the National DVR Data in a way that would allow third parties to access it. You must ensure that appropriate arrangements are made with your employees, service providers, agents and professional advisers to ensure that those persons are subject to an obligation to keep the National DVR Data confidential – this may include an employment agreement or terms of engagement provided that there is an absolute obligation to keep confidential information such as the National DVR Data confidential.
   b. You must not transfer, sub-license or assign your rights to use the National DVR Data under this Licence.
   c. You must not incorporate the National DVR Data into any work which will be shared outside your organisation.
   d. You must not use the National DVR Data for any unlawful purpose and must comply with all laws.
   e. You must not rely on the accuracy of the National DVR Data.
   f. You agree to comply with any direction given by Toitū Te Whenua LINZ in respect of the National DVR Data or, if you are unwilling to comply with that direction, to cease using and to delete all copies of the National DVR Data held by you.

2. No Warranty
   2.1 Except as required by law or otherwise agreed in writing between the parties, you agree that the National DVR Data is licensed by Toitū Te Whenua LINZ on an “as is” basis without any warranty of any kind, express or implied or other assurance as to accuracy, quality, completeness or fitness for any particular purpose of the National DVR Data.

3. Limitation of liability
   3.1 To the fullest extent permitted by law, Toitū Te Whenua LINZ excludes all responsibility for any damages or losses (including, without limitation, financial loss, damages or loss of business, loss of profits or savings, direct, indirect or consequential damages or losses) arising in contract, tort (including negligence) or otherwise from the use of, or inability to use, the National DVR Data, or from any action or decision taken as a result of using the National DVR Data. If Toitū Te Whenua LINZ becomes liable to you for any form of loss or damage, Toitū Te Whenua LINZ’s liability to you arising out of all claims for loss or damage under these terms will not exceed NZD$1.

4. Termination
   4.1 The rights granted to you under this Licence shall terminate if a breach of the terms of this Licence is failed to be remedied with 30 days from the date of your discovery of the breach or immediately if a breach of this Licence occurs that is deemed to be a material breach (determined at the sole discretion of Toitū Te Whenua LINZ). In the event that Toitū Te Whenua LINZ exercises its rights under this clause 4 you must immediately return the National DVR Data and destroy all copies of the National DVR Data that are in your possession or control. You must also provide a written undertaking that no further copies of the National DVR Data are or will be used or retained by you for any reason.
   4.2 Clauses 2, 3, 4 and 5 will survive any termination of this Licence.

5. General
   5.1 The validity or enforceability of the remaining terms of this agreement is not affected by the holding of any provision of it to be invalid or unenforceable.
   5.2 These terms constitute the entire agreement between you and Toitū Te Whenua LINZ and supersede and extinguish all prior agreements and understandings between the parties relating to the National DVR Data.
   5.3 You agree that this Licence is subject to the laws of New Zealand and you submit to the non-exclusive jurisdiction of the New Zealand courts.
   5.4 All references to legislation or documents in these amendments, includes that legislation or those documents as amended or replaced from time to time.
   5.5 This licence does not affect any rights that you might have under any applicable law, including fair use, fair dealing or any other legally recognised limitation or exception to copyright infringement.
   5.6 For the avoidance of doubt, if you are a public service agency listed in Schedule 2 of the Public Service Act 2020, the terms of this licence will have effect as a memorandum of understanding rather than an agreement. In all other cases, the terms of this licence will have effect as an agreement.